Common use of Tax Treatment of Swap Payments and Swap Termination Payments Clause in Contracts

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator will account for payments to each Floating Rate Certificates as follows: each Floating Rate Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Certificate. The REMIC regular interest corresponding to a Floating Rate Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Certificate may exceed the actual amount of distributions on the Floating Rate Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator will account for payments to each Floating Rate Class A and Mezzanine Certificates as follows: each Floating Rate Class A and Class M Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Mezzanine Certificate. Resecuritization of any Class A or Mezzanine Certificate in a REMIC will be permissible only if the Trust Administrator hereunder is the trustee in such resecuritization. The REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Base Calculation Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Class A or Mezzanine Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator will account for payments to each Floating Rate Class A and Mezzanine Certificates as follows: each Floating Rate Class A and Mezzanine Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Mezzanine Certificate. Resecuritization of any Class A or Mezzanine Certificate in a REMIC will be permissible only if the Trust Administrator hereunder is the trustee in such resecuritization. The REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Base Calculation Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Class A or Mezzanine Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator Trustee will account for payments to each Floating Rate Class A and Mezzanine Certificates as follows: each Floating Rate Class A and Class M Certificate will be treated as receiving their entire payment from REMIC III IV (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ ' obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Mezzanine Certificate. Resecuritization of any Class A or Mezzanine Certificate in a REMIC will be permissible only if the Trustee hereunder is the trustee in such resecuritization. The REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Base Calculation Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance principal balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Class A or Mezzanine Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A Certificate, Class M Certificate and Class B Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Excess Reserve Account Fund or the Swap Account in respect of the Net WAC Rate Carryover Amount any Basis Risk CarryForward Amounts or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator Trustee will account for payments to each Floating Rate Certificates Class A Certificate, Class M Certificate and Class B Certificate as follows: each Floating Rate Class A Certificate, Class M Certificate and Class B Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A Certificate, Class M Certificate or Class B Certificate. The REMIC regular interest Regular Interest corresponding to a Floating Rate Class A Certificate, Class M Certificate or Class B Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net Group I Loan Cap, Group II Loan Cap or WAC Pass-Through Rate Cap, as applicable, computed for this purpose by limiting the Swap Notional Amount notional amount of the Interest Rate Swap Agreement to the aggregate Pool Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class X Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate Class A Certificate, Class M Certificate and Class B Certificate may exceed the actual amount of distributions on the Floating Rate CertificateClass A Certificates, Class M Certificates and Class B Certificates.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate an Offered Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Reserve Fund or the Supplemental Interest Trust in respect of any Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Offered Certificate as follows: each Floating Rate Offered Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ ’s obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Offered Certificate. The REMIC regular interest Regular Interest corresponding to a Floating Rate an Offered Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class CE Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate an Offered Certificate may exceed the actual amount of distributions on the Floating Rate Offered Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator Trustee will account for payments to each Floating Rate Certificates as follows: each Floating Rate Certificate will be treated as receiving their entire payment from REMIC III 3 (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Certificate. The REMIC regular interest corresponding to a Floating Rate Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Base Calculation Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Certificate may exceed the actual amount of distributions on the Floating Rate Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Senior Certificate or Subordinate Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Basis Risk Shortfall Reserve Account Fund or the Swap Account Supplemental Interest Trust in respect of the Net WAC Rate Carryover Amount any Basis Risk Shortfall Carry-Forward Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Senior Certificate and Subordinate Certificate as follows: each Floating Rate Senior Certificate and Subordinate Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Senior Certificate and Subordinate Certificate. Resecuritization of any Senior Certificate and Subordinate Certificate in a REMIC will be permissible only if the Securities Administrator hereunder is the trustee/securities administrator in such resecuritization. The REMIC regular interest Regular Interest corresponding to a Floating Rate Senior Certificate and Subordinate Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate Funds Cap computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class X Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate Senior Certificate and Subordinate Certificate may exceed the actual amount of distributions on the Floating Rate Senior Certificate and Subordinate Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Senior Certificate or Subordinate Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Basis Risk Shortfall Reserve Account Fund or the Swap Account Supplemental Interest Trust in respect of the Net WAC Rate Carryover Amount any Basis Risk Shortfall Carry-Forward Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Senior Certificate and Subordinate Certificate as follows: each Floating Rate Senior Certificate and Subordinate Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeeTrust Payment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Senior Certificate and Subordinate Certificate. Resecuritization of any Senior Certificate and Subordinate Certificate in a REMIC will be permissible only if the Securities Administrator hereunder is the trustee/securities administrator in such resecuritization. The REMIC regular interest Regular Interest corresponding to a Floating Rate Senior Certificate and Subordinate Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate Funds Cap computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class X Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate Senior Certificate and Subordinate Certificate may exceed the actual amount of distributions on the Floating Rate Senior Certificate and Subordinate Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate an Offered Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Reserve Fund or the Supplemental Interest Trust in respect of any Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Offered Certificate as follows: each Floating Rate Offered Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ ’s obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Offered Certificate. The REMIC regular interest Regular Interest corresponding to a Floating Rate an Offered Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class CE-1 Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate an Offered Certificate may exceed the actual amount of distributions on the Floating Rate Offered Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate an Offered Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Reserve Fund or the Supplemental Interest Trust in respect of any Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Offered Certificate as follows: each Floating Rate Offered Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ ’s obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Offered Certificate. Resecuritization of any Offered Certificate in a REMIC will be permissible only if the Securities Administrator hereunder is the trustee/securities administrator in such resecuritization. The REMIC regular interest Regular Interest corresponding to a Floating Rate an Offered Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class CE Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate an Offered Certificate may exceed the actual amount of distributions on the Floating Rate Offered Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator will account for payments to each Floating Rate Class A and Mezzanine Certificates as follows: each Floating Rate Class A and Mezzanine Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment Payments in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Mezzanine Certificate. The REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Base Calculation Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Class A or Mezzanine Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate an Offered Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator Trustee will account for payments to each Floating Rate Certificates Offered Certificate as follows: each Floating Rate Offered Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee)Payment, will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Offered Certificate. Resecuritization of any Offered Certificate in a REMIC will be permissible only if the Trustee hereunder is the trustee in such resecuritization. The REMIC regular interest corresponding to a Floating Rate an Offered Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate an Offered Certificate may exceed the actual amount of distributions on the Floating Rate Offered Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator Trustee will account for payments to each Floating Rate Class A and Mezzanine Certificates as follows: each Floating Rate Class A and Class M Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment Paymnet or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Mezzanine Certificate. Resecuritization of any Class A or Mezzanine Certificate in a REMIC will be permissible only if the Trustee hereunder is the trustee in such resecuritization. The REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Base Calculation Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance principal balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Class A or Mezzanine Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Basis Risk Shortfall Reserve Account Fund or the Swap Account Supplemental Interest Trust in respect of the Net WAC Rate Carryover Amount any Basis Risk Shortfall Carry-Forward Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Administrator Trustee will account for payments to each Floating Rate Class A and Mezzanine Certificates as follows: each Floating Rate Class A and Mezzanine Certificate will be treated as receiving their entire payment from REMIC III 3 (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Mezzanine Certificate. Resecuritization of any Class A or Mezzanine Certificate in a REMIC will be permissible only if the Trustee hereunder is the trustee in such resecuritization. The REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance principal balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Class A or Mezzanine Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator will account for payments to each Floating Rate Certificates as follows: each Floating Rate Certificate will be treated as receiving their entire payment from REMIC III 3 (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Certificate. The REMIC regular interest corresponding to a Floating Rate Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Base Calculation Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Certificate may exceed the actual amount of distributions on the Floating Rate Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator will account for payments to each Floating Rate Class A and Mezzanine Certificates as follows: each Floating Rate Class A and Class M Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment Paymnet or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Mezzanine Certificate. Resecuritization of any Class A or Mezzanine Certificate in a REMIC will be permissible only if the Trust Administrator hereunder is the trustee in such resecuritization. The REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Base Calculation Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Class A or Mezzanine Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A and Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator Trustee will account for payments to each Floating Rate Class A and Mezzanine Certificates as follows: each Floating Rate Class A and Mezzanine Certificate will be treated as receiving their entire payment from REMIC III 3 (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in the Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Mezzanine Certificate. The REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Base Calculation Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate such Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A or Class M Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Basis Risk Shortfall Reserve Account Fund or the Swap Account Supplemental Interest Trust in respect of the Net WAC Rate Carryover Amount any Basis Risk Shortfall Carry-Forward Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Class A and Class M Certificates as follows: each Floating Rate Class A and Class M Certificate will be treated as receiving their entire payment from REMIC III 3 (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Class M Certificate. For Federal Income tax purposes, the Swap Account is deemed to have a value of $0. The REMIC regular interest corresponding to a Floating Rate Class A or Class M Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance principal balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Class M Certificate may exceed the actual amount of distributions on the Floating Rate Class A or Class M Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator Trustee will account for payments to each Floating Rate Class A and Mezzanine Certificates as follows: each Floating Rate Class A and Class M Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment Paymnet or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Mezzanine Certificate. Resecuritization of any Class A or Mezzanine Certificate in a REMIC will be permissible only if the Trustee hereunder is the trustee in such resecuritization. The REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Base Calculation Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Class A or Mezzanine Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A or Class M Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Basis Risk Shortfall Reserve Account Fund or the Swap Account Supplemental Interest Trust in respect of the Net WAC Rate Carryover Amount any Basis Risk Shortfall Carry-Forward Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Class A and Class M Certificates as follows: each Floating Rate Class A and Class M Certificate will be treated as receiving their entire payment from REMIC III 3 (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Class M Certificate. Resecuritization of any Class A or Class M Certificate in a REMIC will be permissible only if the Securities Administrator hereunder is the trustee/securities administrator in such resecuritization. The REMIC regular interest corresponding to a Floating Rate Class A or Class M Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance principal balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Class M Certificate may exceed the actual amount of distributions on the Floating Rate Class A or Class M Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator will account for payments to each Floating Rate Class A and Mezzanine Certificates as follows: each Floating Rate Class A and Mezzanine Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment Payments in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Mezzanine Certificate. The REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement (multiplied by 250) to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Class A or Mezzanine Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator will account for payments to each Floating Rate Class A and Mezzanine Certificates as follows: each Floating Rate Class A and Mezzanine Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment Payments in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Mezzanine Certificate. Resecuritization of any Class A or Mezzanine Certificate in a REMIC will be permissible only if the Trust Administrator hereunder is the trustee in such resecuritization. The REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Base Calculation Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Class A or Mezzanine Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A and Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator Trustee will account for payments to each Floating Rate Class A and Mezzanine Certificates as follows: each Floating Rate Class A and Mezzanine Certificate will be treated as receiving their entire payment from REMIC III 4 (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Mezzanine Certificate. The REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Base Calculation Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate such Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator Trustee will account for payments to each Floating Rate Class A and Mezzanine Certificates as follows: each Floating Rate Class A and Class M Certificate will be treated as receiving their entire payment from REMIC III IV (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Mezzanine Certificate. Resecuritization of any Class A or Mezzanine Certificate in a REMIC will be permissible only if the Trustee hereunder is the trustee in such resecuritization. The REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Base Calculation Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance principal balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Class A or Mezzanine Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator Trustee will account for payments to each Floating Rate Class A and Mezzanine Certificates as follows: each Floating Rate Class A and Class M Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Mezzanine Certificate. Resecuritization of any Class A or Mezzanine Certificate in a REMIC will be permissible only if the Trustee hereunder is the trustee in such resecuritization. The REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Base Calculation Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance principal balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Class A or Mezzanine Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of an Offered Certificate or a Floating Rate Class [____] Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Reserve Fund or the Supplemental Interest Trust in respect of any Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Offered Certificate and Class [____] Certificate as follows: each Floating Rate Offered Certificate and Class [____] Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ ’s obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Offered Certificate and Class [____] Certificate. Resecuritization of any Offered Certificate and Class [____] Certificate in a REMIC will be permissible only if the Securities Administrator hereunder is the trustee/securities administrator in such resecuritization. The REMIC regular interest Regular Interest corresponding to a Floating Rate an Offered Certificate and Class [____] Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class [____] Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate an Offered Certificate and Class [____] Certificate may exceed the actual amount of distributions on the Floating Rate Offered Certificate and Class [____] Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A Certificate or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Reserve Fund or the Supplemental Interest Trust in respect of any Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Class A Certificate or Mezzanine Certificate as follows: each Floating Rate Class A Certificate or Mezzanine Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ ’s obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Offered Certificate. The REMIC regular interest Regular Interest corresponding to a Floating Rate Class A Certificate or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class CE Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate Class A Certificate or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Offered Certificate.. 182

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate an Offered Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator Trustee will account for payments to each Floating Rate Certificates Offered Certificate as follows: each Floating Rate Offered Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ ' obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee)Payment, will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Offered Certificate. Resecuritization of any Offered Certificate in a REMIC will be permissible only if the Trustee hereunder is the trustee in such resecuritization. The REMIC regular interest corresponding to a Floating Rate an Offered Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate an Offered Certificate may exceed the actual amount of distributions on the Floating Rate Offered Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate an Offered Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Reserve Fund or the Supplemental Interest Trust in respect of any Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Offered Certificate and Class B-1 Certificate as follows: each Floating Rate Offered Certificate and Class B-1 Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ ’s obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Offered Certificate or Class B-1 Certificate. The REMIC regular interest Regular Interest corresponding to a Floating Rate an Offered Certificate or Class B-1 Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class CE-1 Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate an Offered Certificate may exceed the actual amount of distributions on the Floating Rate Offered Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator Trustee will account for payments to each Floating Rate Certificates as follows: each Floating Rate Certificate will be treated as receiving their entire payment from REMIC III 3 (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Certificate. Resecuritization of any Floating Rate Certificate in a REMIC will be permissible only if the Trust Administrator hereunder is the trustee in such resecuritization. The REMIC regular interest corresponding to a Floating Rate Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Base Calculation Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Certificate may exceed the actual amount of distributions on the Floating Rate Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate an Class A Certificate and Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Reserve Fund or the Supplemental Interest Trust in respect of any Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Class A Certificate and Mezzanine Certificate as follows: each Floating Rate Class A Certificate and Mezzanine Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ ’s obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A Certificate or Mezzanine Certificate. 138 The REMIC regular interest Regular Interest corresponding to a Floating Rate Class A Certificate or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class CE Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate Class A Certificate or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Class A Certificate or Mezzanine Certificate.. 139

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator Trustee will account for payments to each Floating Rate Certificates as follows: each Floating Rate Certificate will be treated as receiving their entire payment from REMIC III 3 (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Certificate. Resecuritization of any Floating Rate Certificate in a REMIC will be permissible only if the Trust Administrator hereunder is the trustee in such resecuritization. The REMIC regular interest corresponding to a Floating Rate Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Base Calculation Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Certificate may exceed the actual amount of distributions on the Floating Rate Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A Certificate or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest Regular Interest and the right to receive payments from either the Reserve Fund or the Supplemental Interest Trust in respect of any Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Class A Certificate or Mezzanine Certificate as follows: each Floating Rate Class A Certificate or Mezzanine Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ ’s obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Offered Certificate. The REMIC regular interest Regular Interest corresponding to a Floating Rate Class A Certificate or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class CE Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate Class A Certificate or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Offered Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. (a) For federal income tax purposes, each holder Holder of a Floating Rate an Overcollateralized Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest an Upper-Tier II Regular Interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Cap Carryover Amount or the obligation to make payments to the Supplemental Interest Trust for deposit to the Swap Account. For federal income tax purposes, the Supplemental Interest Trust Administrator Trustee will account for payments to each Floating Rate Certificates Certificate as follows: each Floating Rate Offered Overcollateralized Certificate and will be treated as receiving their its entire payment from REMIC III the corresponding Upper-Tier II Regular Interest (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap AgreementAgreements) and subsequently paying their portion of any Swap Termination Payment (or shortfall in the Net Swap Payments) in respect of each such Class’ ' obligation under the Interest Rate Swap AgreementAgreements. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement Agreements to pay any such Swap Termination Payment (or any shortfall in the Net Swap Provider FeePayments), will be made by one or more of the REMIC Regular Interests regular interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest regular interest receiving its full payment from any such Floating Rate Offered Overcollateralized Certificate. The Resecuritization of any Overcollateralized Certificate in a REMIC regular interest corresponding to a Floating Rate Certificate will be entitled to receive interest and principal payments at permissible only if the times and Securities Administrator hereunder is the trustee in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Certificate may exceed the actual amount of distributions on the Floating Rate Certificatesuch resecuritization.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder Holder of a Floating Rate Group I Senior Certificate, Subordinate Certificate, Group II Senior Certificate or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account Fund or Basis Risk Shortfall Reserve Fund or the Swap Account Supplemental Interest Trust in respect of the any Net WAC Rate Carryover Amount Amounts, Basis Risk Shortfall Carry-Forward Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Group I Senior Certificate, Subordinate Certificate, Group II Senior Certificate and Mezzanine Certificate as follows: each Floating Rate Group I Senior Certificate and Subordinate Certificate will be treated as receiving their entire payment from REMIC III IC (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. Each Group II Senior Certificate and Mezzanine Certificate will be treated as receiving their entire payment from REMIC IIC (regardless of any Swap Termination Payment or obligation under the Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Group I Senior Certificate, Subordinate Certificate, Group II Senior Certificate and Mezzanine Certificate. The Each REMIC regular interest Regular Interest corresponding to a Floating Rate Group I Senior Certificate, Subordinate Certificate, Group II Senior Certificate and Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net Funds Cap or Net WAC Pass-Through Rate Cap computed for this purpose by limiting the Swap Notional Amount of the Interest Rate related Swap Agreement to the Certificate Principal Balance of the Class I-A-4 Certificates or the aggregate Stated Principal Balance of the Group II Mortgage Loans Loans, as applicable, and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class I-X Certificates or Class II-X Certificates, as applicable,. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate Group I Senior Certificate, Subordinate Certificate, Group II Senior Certificate and Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate CertificateGroup I Senior Certificates, Subordinate Certificates, Group II Senior Certificates and Mezzanine Certificates.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator Trustee will account for payments to each Floating Rate Certificates as follows: each Floating Rate Certificate will be treated as receiving their entire payment from REMIC III 3 (regardless of any Swap Termination Payment Paymnet or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Certificate. Resecuritization of any Floating Rate Certificate in a REMIC will be permissible only if the Trust Administrator hereunder is the trustee in such resecuritization. The REMIC regular interest corresponding to a Floating Rate Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Base Calculation Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Certificate may exceed the actual amount of distributions on the Floating Rate Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Senior Certificate or Subordinate Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Basis Risk Shortfall Reserve Account Fund or the Swap Account Supplemental Interest Trust in respect of the Net WAC Rate Carryover Amount any Basis Risk Shortfalls or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Senior Certificate and Subordinate Certificate as follows: each Floating Rate Senior Certificate and Subordinate Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Senior Certificate and Subordinate Certificate. Resecuritization of any Senior Certificate and Subordinate Certificate in a REMIC will be permissible only if the Securities Administrator hereunder is the trustee/securities administrator in such resecuritization. The REMIC regular interest Regular Interest corresponding to a Floating Rate Senior Certificate and Subordinate Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate Maximum Cap of that REMIC regular interest will equal the applicable Net WAC Pass-Through Rate Funds Cap computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class X Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate Senior Certificate and Subordinate Certificate may exceed the actual amount of distributions on the Floating Rate Senior Certificate and Subordinate Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder Holder of a Floating Rate Class A Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or in the Swap Account case of the Class II-A-1 Certificates, the Supplemental Interest Trust in respect of the any Net WAC Rate Carryover Amount Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Administrator will account for payments to each Floating Rate Certificates Class A Certificate as follows: each Floating Rate Class A Certificate will be treated as receiving their entire payment from REMIC III 3 (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A Certificate. Resecuritization of any Class A Certificate in a REMIC will be permissible only if the Trustee hereunder is the trustee in such resecuritization. The REMIC regular interest corresponding to a Floating Rate Class A Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance principal balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A Certificate may exceed the actual amount of distributions on the Floating Rate CertificateClass A Certificates.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator Trustee will account for payments to each Floating Rate Certificates Certificate as follows: each Floating Rate Certificate will be treated as receiving their entire payment from REMIC III 3 (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in the Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Certificate. The REMIC regular interest corresponding to a Floating Rate Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Certificate may exceed the actual amount of distributions on the Floating Rate such Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator Trustee will account for payments to each Floating Rate Class A and Mezzanine Certificates as follows: each Floating Rate Class A and Class M Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment Paymnet or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ ' obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Mezzanine Certificate. Resecuritization of any Class A or Mezzanine Certificate in a REMIC will be permissible only if the Trustee hereunder is the trustee in such resecuritization. The REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Base Calculation Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance principal balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Class A or Mezzanine Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Certificate and Fixed Rate Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator will Trustee shall account for payments to each Floating Rate Certificates Certificate and Fixed Rate Certificate as follows: each Floating Rate such Certificate will shall be treated as receiving their entire payment from REMIC III 3 (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in a Swap Provider FeePayment owed to the Swap Provider), will shall be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Certificate or Fixed Rate Certificate. The REMIC regular interest corresponding to a Floating Rate Certificate will or Fixed Rate Certificate shall be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate Cap computed for this purpose by limiting the Swap Notional Base Calculation Amount of (as set forth in the Interest Rate Swap Agreement Agreement) to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will shall be treated as being payable solely from Net Monthly Excess CashflowCashflow Amount. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Certificate or Fixed Rate Certificate may exceed the actual amount of distributions on the Floating Rate Certificatesuch Certificates.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator Trustee will account for payments to each Floating Rate Certificates as follows: each Floating Rate Certificate will be treated as receiving their entire payment from a REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Certificate. The REMIC regular interest corresponding to a Floating Rate Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Base Calculation Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Certificate may exceed the actual amount of distributions on the Floating Rate Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A and Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator Trustee will account for payments to each Floating Rate Class A and Mezzanine Certificates as follows: each Floating Rate Class A and Mezzanine Certificate will be treated as receiving their entire payment from REMIC III 3 (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Mezzanine Certificate. The REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Base Calculation Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate such Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Senior Certificate or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Basis Risk Shortfall Reserve Account Fund or the Swap Account Supplemental Interest Trust in respect of the Net WAC Rate Carryover Amount any Basis Risk Shortfall or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Senior Certificate and Mezzanine Certificate as follows: each Floating Rate Senior Certificate and Mezzanine Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Senior Certificate and Mezzanine Certificate. The REMIC regular interest Regular Interest corresponding to a Floating Rate Senior Certificate and Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate Funds Cap computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class X Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate Senior Certificate and Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Senior Certificate and Mezzanine Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A Certificate or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Reserve Fund or the Supplemental Interest Trust in respect of any Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Class A Certificate or Mezzanine Certificate as follows: each Floating Rate Class A Certificate or Mezzanine Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ ’s obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A Certificate or Mezzanine Certificate. The REMIC regular interest Regular Interest corresponding to a Floating Rate an Class A Certificate or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class CE Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate Class A Certificate or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Class A Certificate or Mezzanine Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate an Offered Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Reserve Fund or the Supplemental Interest Trust in respect of any Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Offered Certificate and Class B-1 Certificate as follows: each Floating Rate Offered Certificate and Class B-1 Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ ’s obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Offered Certificate or Class B-1 Certificate. Resecuritization of any Offered Certificate or Class B-1 Certificate in a REMIC will be permissible only if the Securities Administrator hereunder is the trustee/securities administrator in such resecuritization. The REMIC regular interest Regular Interest corresponding to a Floating Rate an Offered Certificate or Class B-1 Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class CE-1 Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate an Offered Certificate may exceed the actual amount of distributions on the Floating Rate Offered Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate an Offered Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest Regular Interest and the right to receive payments from either the Reserve Fund or the Supplemental Interest Trust in respect of any Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Offered Certificate as follows: each Floating Rate Offered Certificate will be treated as receiving their its entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their its portion of any Swap Termination Payment in respect of each such Class’ ’s obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Offered Certificate. The REMIC regular interest Regular Interest corresponding to a Floating Rate an Offered Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class CE Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate an Offered Certificate may exceed the actual amount of distributions on the Floating Rate Offered Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator Trustee will account for payments to each Floating Rate Class A and Mezzanine Certificates as follows: each Floating Rate Class A and Class M Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Mezzanine Certificate. Resecuritization of any Class A or Mezzanine Certificate in a REMIC will be permissible only if the Trustee hereunder is the trustee in such resecuritization. The REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Calculation Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Class A or Mezzanine Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder Holder of a Floating Rate an Offered Certificate and Class M-6 Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Excess Reserve Fund Account or the Swap Account Supplemental Interest Trust in respect of the Net WAC Rate Carryover Amount any Basis Risk Carry Forward Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Supplemental Interest Trust Administrator Trustee will account for payments to each Floating Rate Certificates Offered Certificate and Class M-6 Certificate as follows: each Floating Rate Offered Certificate and Class M-6 Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Offered Certificate and Class M-6 Certificate. Resecuritization of any Offered Certificate or Class M-6 Certificate in a REMIC will be permissible only if the Supplemental Interest Trust Trustee hereunder is the trustee in such resecuritization. The REMIC regular interest Regular Interest corresponding to a Floating Rate Offered Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate Cap computed for this purpose by limiting the Swap Notional Amount notional amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class X Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate an Offered Certificate may exceed the actual amount of distributions on the Floating Rate Offered Certificate, respectively.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A or Class M Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Basis Risk Shortfall Reserve Account Fund or the Swap Account Supplemental Interest Trust in respect of the Net WAC Rate Carryover Amount any Basis Risk Shortfall Carry-Forward Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Class A and Class M Certificates as follows: each Floating Rate Class A and Class M Certificate will be treated as receiving their entire payment from REMIC III 3 (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Class M Certificate. Resecuritization of any Class A or Class M Certificate in a REMIC will be permissible only if the Securities Administrator hereunder is the trustee/securities administrator in such resecuritization. For Federal Income tax purposes, the Swap Account is deemed to have a value of $0. The REMIC regular interest corresponding to a Floating Rate Class A or Class M Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance principal balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Class M Certificate may exceed the actual amount of distributions on the Floating Rate Class A or Class M Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Senior Certificate or Subordinate Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Basis Risk Shortfall Reserve Account Fund or the Swap Account Supplemental Interest Trust in respect of the Net WAC Rate Carryover Amount any Basis Risk Shortfall Carry-Forward Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Senior Certificate and Subordinate Certificate as follows: each Floating Rate Senior Certificate and Subordinate Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ ' obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeeTrust Payment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Senior Certificate and Subordinate Certificate. Resecuritization of any Senior Certificate and Subordinate Certificate in a REMIC will be permissible only if the Securities Administrator hereunder is the trustee/securities administrator in such resecuritization. The REMIC regular interest Regular Interest corresponding to a Floating Rate Senior Certificate and Subordinate Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate Funds Cap computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class X Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate Senior Certificate and Subordinate Certificate may exceed the actual amount of distributions on the Floating Rate Senior Certificate and Subordinate Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A Certificate and Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Reserve Fund or the Supplemental Interest Trust in respect of any Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Class A Certificate and Mezzanine Certificate as follows: each Floating Rate Class A Certificate and Mezzanine Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ ’s obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A Certificate and Mezzanine Certificate. The REMIC regular interest Regular Interest corresponding to a Floating Rate Class A Certificate and Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class CE Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate Class A Certificate and Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Class A Certificate and Mezzanine Certificate.. 176

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator will account for payments to each Floating Rate Certificates as follows: each Floating Rate Certificate will be treated as receiving their entire payment from REMIC III 4 (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Certificate. The REMIC regular interest corresponding to a Floating Rate Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Base Calculation Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Certificate may exceed the actual amount of distributions on the Floating Rate Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of an Offered Certificate or a Floating Rate Class B Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Reserve Fund or the Supplemental Interest Trust in respect of any Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Offered Certificate and Class B Certificate as follows: each Floating Rate Offered Certificate and Class B Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ ’s obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Offered Certificate and Class B Certificate. Resecuritization of any Offered Certificate and Class B Certificate in a REMIC will be permissible only if the Securities Administrator hereunder is the trustee/securities administrator in such resecuritization. The REMIC regular interest Regular Interest corresponding to a Floating Rate an Offered Certificate and Class B Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class CE Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate an Offered Certificate and Class B Certificate may exceed the actual amount of distributions on the Floating Rate Offered Certificate and Class B Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder Holder of a Floating Rate Group I Offered Certificate and a Class I-B-1 Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Group I Excess Reserve Fund Account or the Swap Account Supplemental Interest Trust in respect of the Net WAC Rate Carryover Amount any Basis Risk Carry Forward Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Supplemental Interest Trust Administrator Trustee will account for payments to each Floating Rate Certificates Group I Offered Certificate and Class I-B-1 Certificate as follows: each Floating Rate Group I Offered Certificate and Class I-B-1 Certificate will be treated as receiving their entire payment from REMIC III I-D (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Group I Offered Certificate and Class I-B-1 Certificate. Resecuritization of any Group I Offered Certificate and Class I-B-1 Certificate in a REMIC will be permissible only if the Supplemental Interest Trust Trustee hereunder is the trustee in such resecuritization. The REMIC regular interest Regular Interest corresponding to a Floating Rate Group I Offered Certificate and Class I-B-1 Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net Group I WAC Pass-Through Rate Cap computed for this purpose by limiting the Swap Notional Amount notional amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Group I Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class I-X Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate Group I Offered Certificate and a Class I-B-1 Certificate may exceed the actual amount of distributions on the Floating Rate Group I Offered Certificate and Class I-B-1 Certificate, respectively.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate an Offered Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Reserve Fund or the Supplemental Interest Trust in respect of any Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Class A Certificate or Mezzanine Certificate as follows: each Floating Rate Class A Certificate or Mezzanine Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ ’s obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A Certificate or Mezzanine Certificate. The REMIC regular interest Regular Interest corresponding to a Floating Rate an Class A Certificate or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class CE Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate Class A Certificate or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Class A Certificate or Mezzanine Certificate.. 181

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder Holder of a Floating Rate Senior Certificate or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Basis Risk Shortfall Reserve Account Fund or the Swap Account Supplemental Interest Trust in respect of the Net WAC Rate Carryover Amount any Basis Risk Shortfall Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Senior Certificate and Mezzanine Certificate as follows: each Floating Rate Senior Certificate and Mezzanine Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Senior Certificate and Mezzanine Certificate. The Each REMIC regular interest Regular Interest corresponding to a Floating Rate Senior Certificate and Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Class A Net WAC Pass-Through Rate Funds Cap or the Net Funds Cap, as applicable, computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class X Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate Senior Certificate and Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate CertificateSenior Certificates and Mezzanine Certificates.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator will account for payments to each Floating Rate Class A and Mezzanine Certificates as follows: each Floating Rate Class A and Class M Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap AgreementAgreements) and subsequently paying their portion of any Swap Termination Payment Payments in respect of each such Class’ obligation under the Interest Rate Swap AgreementAgreements. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement Agreements to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Mezzanine Certificate. Resecuritization of any Class A or Mezzanine Certificate in a REMIC will be permissible only if the Trust Administrator hereunder is the trustee in such resecuritization. The REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Base Calculation Amount of the Interest Rate Swap Agreement Agreements to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Class A or Mezzanine Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or and the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Class A and Mezzanine Certificates as follows: each Floating Rate Class A and Mezzanine Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee)Payment, will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Mezzanine Certificate. Resecuritization of any Class A or Mezzanine Certificate in a REMIC will be permissible only if the Securities Administrator hereunder is the trustee in such resecuritization. The REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance principal balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Class A or Mezzanine Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A Certificate or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest Regular Interest and the right to receive payments from either the Reserve Fund or the Supplemental Interest Trust in respect of any Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Class A Certificate or Mezzanine Certificate as follows: each Floating Rate Class A Certificate or Mezzanine Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ ’s obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Offered Certificate. The REMIC regular interest Regular Interest corresponding to a Floating Rate Class A Certificate or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class CE Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate Class A Certificate or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Offered Certificate.. 174

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Senior Certificate or Subordinate Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Basis Risk Shortfall Reserve Account Fund or the Swap Account Supplemental Interest Trust in respect of the Net WAC Rate Carryover Amount any Basis Risk Shortfalls or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Senior Certificate and Subordinate Certificate as follows: each Floating Rate Senior Certificate and Subordinate Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Senior Certificate and Subordinate Certificate. Resecuritization of any Senior Certificate and Subordinate Certificate in a REMIC will be permissible only if the Securities Administrator hereunder is the trustee/securities administrator in such resecuritization. The REMIC regular interest Regular Interest corresponding to a Floating Rate Senior Certificate and Subordinate Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate Funds Cap computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class X Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate Senior Certificate and Subordinate Certificate may exceed the actual amount of distributions on the Floating Rate Senior Certificate and Subordinate Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Senior Certificate or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account Fund or the Swap Account Supplemental Interest Trust in respect of the any Net WAC Rate Carryover Amount Carry-Forward Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Senior Certificate and Mezzanine Certificate as follows: each Floating Rate Senior Certificate and Mezzanine Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate CertificateSenior Certificates and Mezzanine Certificates. The REMIC regular interest Regular Interest corresponding to a Floating Rate Senior Certificate and Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class X Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate Senior Certificate and Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Senior Certificate and Mezzanine Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of an Offered Certificate or a Floating Rate Class B Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Reserve Fund or the Supplemental Interest Trust in respect of any Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Offered Certificate and Class B Certificate as follows: each Floating Rate Offered Certificate and Class B Certificate will be treated as receiving their entire payment from REMIC III III, REMIC VII, REMIC VIII, REMIC IX, REMIC X, or REMIC XI, as applicable, (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ ’s obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Offered Certificate and Class B Certificate. Resecuritization of any Offered Certificate and Class B Certificate in a REMIC will be permissible only if the Securities Administrator hereunder is the trustee/securities administrator in such resecuritization. The REMIC regular interest Regular Interest corresponding to a Floating Rate an Offered Certificate and Class B Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class CE Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate an Offered Certificate and Class B Certificate may exceed the actual amount of distributions on the Floating Rate Offered Certificate and Class B Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Senior Certificate or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Basis Risk Shortfall Reserve Account Fund or the Swap Account Supplemental Interest Trust in respect of the Net WAC Rate Carryover Amount any Basis Risk Shortfall Carry-Forward Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Senior Certificate and Mezzanine Certificate as follows: each Floating Rate Senior Certificate and Mezzanine Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Senior Certificate and Mezzanine Certificate. The REMIC regular interest Regular Interest corresponding to a Floating Rate Senior Certificate and Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate Funds Cap computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class X Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate Senior Certificate and Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Senior Certificate and Mezzanine Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Certificate (other than the Residual Certificate) is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the an obligation to make payments to the Swap AccountSupplemental Interest Trust. In addition, (i) each holder of a Class A-1 Certificate has the right to receive payments in respect of Net WAC Rate Carryover Amounts and (ii) each holder of a Class A-2 Certificate is deemed to (a) own the Supplemental Interest Trust and (c) have written one or more notional principal contracts. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Class A Certificate as followsfollow: each Floating Rate Class A Certificate will be treated as receiving their its entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their its portion of any Swap Termination Payment in respect of each such Class’ ’s obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Class A Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Publicly Offered Certificate. The REMIC regular interest Regular Interest corresponding to a Floating Rate Class A Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from amounts otherwise payable to the Class A-2 Certificates and (ii) all amounts otherwise distributable in respect of principal and interest of a Class A Certificate which were remitted to the Swap Provider and, in the Case of the Class A-2 Certificates, to the Class A-1 Certificates in respect of Net Monthly Excess CashflowWAC Rate Carryover Amounts as described in Section 5.01 shall be treated as first having been distributed on the REMIC Regular Interest in REMIC III and then remitted to either the Swap Provider or the Class A-1 Certificates in respect of Net WAC Rate Carryover Amounts. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate Certificate (other than the Residual Certificate) may exceed the actual amount of distributions on the Floating Rate such Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate an Offered Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Reserve Fund or the Supplemental Interest Trust in respect of any Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Offered Certificate as follows: each Floating Rate Offered Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ 's obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Offered Certificate. Resecuritization of any Offered Certificate in a REMIC will be permissible only if the Securities Administrator hereunder is the trustee/securities administrator in such resecuritization. The REMIC regular interest Regular Interest corresponding to a Floating Rate an Offered Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class CE Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate an Offered Certificate may exceed the actual amount of distributions on the Floating Rate Offered Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator will account for payments to each Floating Rate Class A and Mezzanine Certificates as follows: each Floating Rate Class A and Class M Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap AgreementAgreements) and subsequently paying their portion of any Swap Termination Payment Payments in respect of each such Class’ ' obligation under the Interest Rate Swap AgreementAgreements. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement Agreements to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Mezzanine Certificate. Resecuritization of any Class A or Mezzanine Certificate in a REMIC will be permissible only if the Trust Administrator hereunder is the trustee in such resecuritization. The REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Base Calculation Amount of the Interest Rate Swap Agreement Agreements to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Class A or Mezzanine Certificate.. 150

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Basis Risk Shortfall Reserve Account Fund or the Swap Account Supplemental Interest Trust in respect of the Net WAC Rate Carryover Amount any Basis Risk Shortfall Carry-Forward Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Administrator Trustee will account for payments to each Floating Rate Class A and Mezzanine Certificates as follows: each Floating Rate Class A and Mezzanine Certificate will be treated as receiving their entire payment from REMIC III 3 (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ ' obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Mezzanine Certificate. Resecuritization of any Class A or Mezzanine Certificate in a REMIC will be permissible only if the Trustee hereunder is the trustee in such resecuritization. The REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance principal balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Class A or Mezzanine Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A Certificate or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest Regular Interest and the right to receive payments from either the Reserve Fund or the Supplemental Interest Trust in respect of any Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Class A Certificate or Mezzanine Certificate as follows: each Floating Rate Class A Certificate or Mezzanine Certificate will be treated as receiving their entire payment from REMIC III IV (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ ’s obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Offered Certificate. 187 The REMIC regular interest Regular Interest corresponding to a Floating Rate Class A Certificate or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class CE Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate Class A Certificate or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Offered Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator Trustee will account for payments to each Floating Rate Class A and Mezzanine Certificates as follows: each Floating Rate Class A and Class M Certificate will be treated as receiving their entire payment from REMIC III IV (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Mezzanine Certificate. The REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Base Calculation Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance principal balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Class A or Mezzanine Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or and the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Class A and Mezzanine Certificates as follows: each Floating Rate Class A and Mezzanine Certificate will be treated as receiving their entire payment from REMIC III II (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee)Payment, will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Mezzanine Certificate. Resecuritization of any Class A or Mezzanine Certificate in a REMIC will be permissible only if the Securities Administrator hereunder is the trustee in such resecuritization. The REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance principal balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Class A or Mezzanine Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator Trustee will account for payments to each Floating Rate Certificates as follows: each Floating Rate Certificate will be treated as receiving their entire payment from REMIC III 3 (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ ' obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Certificate. Resecuritization of any Floating Rate Certificate in a REMIC will be permissible only if the Trust Administrator hereunder is the trustee in such resecuritization. The REMIC regular interest corresponding to a Floating Rate Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Base Calculation Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Certificate may exceed the actual amount of distributions on the Floating Rate Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or and the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Class A and Mezzanine Certificates as follows: each Floating Rate Class A and Mezzanine Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation 125 Pooling and Servicing Agreement under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Swap Provider Fee)Payment, will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Mezzanine Certificate. Resecuritization of any Class A or Mezzanine Certificate in a REMIC will be permissible only if the Securities Administrator hereunder is the trustee in such resecuritization. The REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance principal balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Class A or Mezzanine Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate an Offered Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Reserve Fund or the Supplemental Interest Trust in respect of any Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Offered Certificate as follows: each Floating Rate Offered Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ ’s obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Offered Certificate. Resecuritization of any Offered Certificate in a REMIC will be permissible only if the Securities Administrator hereunder is the trustee/securities administrator in such resecuritization. The REMIC regular interest Regular Interest corresponding to a Floating Rate an Offered Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class CE-1 Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate an Offered Certificate may exceed the actual amount of distributions on the Floating Rate Offered Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder Holder of a Floating Rate an Offered Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Excess Reserve Fund Account or the Swap Account Supplemental Interest Trust in respect of the Net WAC Rate Carryover Amount any Basis Risk Carry Forward Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Supplemental Interest Trust Administrator Trustee will account for payments to each Floating Rate Certificates Offered Certificate as follows: each Floating Rate Offered Certificate will be treated as receiving their entire payment from REMIC III IV (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Offered Certificate. Resecuritization of any Offered Certificate in a REMIC will be permissible only if the Supplemental Interest Trust Trustee hereunder is the trustee in such resecuritization. The REMIC regular interest Regular Interest corresponding to a Floating Rate an Offered Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate Cap computed for this purpose by limiting the Swap Notional Amount notional amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class X Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate Offered Certificate may exceed the actual amount of distributions on the Floating Rate Offered Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount or the obligation to make payments to the Swap Account. For federal income tax purposes, the Trust Administrator Trustee will account for payments to each Floating Rate Class A and Mezzanine Certificates as follows: each Floating Rate Class A and Class M Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Class A or Mezzanine Certificate. Resecuritization of any Class A or Mezzanine Certificate in a REMIC will be permissible only if the Trustee hereunder is the trustee in such resecuritization. The REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Base Calculation Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance principal balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflow. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest corresponding to a Floating Rate Class A or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Class A or Mezzanine Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Senior Certificate or Subordinate Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Basis Risk Shortfall Reserve Account Fund or the Swap Account Supplemental Interest Trust in respect of the Net WAC Rate Carryover Amount any Basis Risk Shortfall Carry-Forward Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Senior Certificate and Subordinate Certificate as follows: each Floating Rate Senior Certificate and Subordinate Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Senior Certificate and Subordinate Certificate. The REMIC regular interest Regular Interest corresponding to a Floating Rate Senior Certificate and Subordinate Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate Funds Cap computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class X Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate Senior Certificate and Subordinate Certificate may exceed the actual amount of distributions on the Floating Rate Senior Certificate and Subordinate Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Senior Certificate or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account Fund or the Swap Account Supplemental Interest Trust in respect of the any Net WAC Rate Carryover Amount Carry-Forward Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Senior Certificate and Mezzanine Certificate as follows: each Floating Rate Senior Certificate and Mezzanine Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Senior Certificate and Mezzanine Certificate. The REMIC regular interest Regular Interest corresponding to a Floating Rate Senior Certificate and Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class X Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate Senior Certificate and Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate Senior Certificate and Mezzanine Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of an Offered Certificate or a Floating Rate Class B-1 Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Reserve Fund or the Supplemental Interest Trust in respect of any Net WAC Rate Carryover Reserve Account or the Swap Account in respect of the Net WAC Rate Carryover Amount Amounts or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Securities Administrator will account for payments to each Floating Rate Certificates Offered Certificate and Class B-1 Certificate as follows: each Floating Rate Offered Certificate and Class B-1 Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ ’s obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Offered Certificate and Class B-1 Certificate. Resecuritization of any Offered Certificate and Class B-1 Certificate in a REMIC will be permissible only if the Securities Administrator hereunder is the trustee/securities administrator in such resecuritization. The REMIC regular interest Regular Interest corresponding to a Floating Rate an Offered Certificate and Class B-1 Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Scheduled Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class CE-1 Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate an Offered Certificate and Class B-1 Certificate may exceed the actual amount of distributions on the Floating Rate Offered Certificate and Class B-1 Certificate.

Tax Treatment of Swap Payments and Swap Termination Payments. For federal income tax purposes, each holder of a Floating Rate Class A Certificate or Mezzanine Certificate is deemed to own an undivided beneficial ownership interest in a REMIC regular interest and the right to receive payments from either the Net WAC Rate Carryover Reserve Account or the Swap Account Supplemental Interest Trust in respect of the any Net WAC Rate Carryover Amount or the obligation to make payments to the Swap AccountSupplemental Interest Trust. For federal income tax purposes, the Trust Administrator will account for payments to each Floating Rate Certificates Class A Certificate or Mezzanine Certificate as follows: each Floating Rate Class A Certificate or Mezzanine Certificate will be treated as receiving their entire payment from REMIC III (regardless of any Swap Termination Payment or obligation under the Interest Rate Swap Agreement) and subsequently paying their portion of any Swap Termination Payment in respect of each such Class’ ’s obligation under the Interest Rate Swap Agreement. In the event that any such Class is resecuritized in a REMIC, the obligation under the Interest Rate Swap Agreement to pay any such Swap Termination Payment (or any shortfall in Net Swap Provider FeePayment), will be made by one or more of the REMIC Regular Interests issued by the resecuritization REMIC subsequent to such REMIC Regular Interest receiving its full payment from any such Floating Rate Offered Certificate. The REMIC regular interest Regular Interest corresponding to a Floating Rate Class A Certificate or Mezzanine Certificate will be entitled to receive interest and principal payments at the times and in the amounts equal to those made on the certificate to which it corresponds, except that (i) the maximum interest rate of that REMIC regular interest will equal the Net WAC Pass-Through Rate Cap computed for this purpose by limiting the Swap Notional Amount of the Interest Rate Swap Agreement to the aggregate Stated Principal Balance of the Mortgage Loans and (ii) any Swap Termination Payment will be treated as being payable solely from Net Monthly Excess Cashflowamounts otherwise payable to the Class C Certificates. As a result of the foregoing, the amount of distributions and taxable income on the REMIC regular interest Regular Interest corresponding to a Floating Rate Class A Certificate or Mezzanine Certificate may exceed the actual amount of distributions on the Floating Rate CertificateClass A Certificates or Mezzanine Certificates.