CREDIT SUISSE FIRST BOSTON MORTGAGE SECURITIES CORP.,
CREDIT
SUISSE FIRST BOSTON MORTGAGE SECURITIES CORP.,
Depositor,
DLJ
MORTGAGE CAPITAL, INC.,
Seller,
OCWEN
LOAN SERVICING, LLC,
Servicer,
SELECT
PORTFOLIO SERVICING, INC.,
Servicer
and
U.S.
BANK NATIONAL ASSOCIATION,
Trustee
SERIES
SUPPLEMENT
DATED
AS OF AUGUST 1, 2007
TO
STANDARD
TERMS OF POOLING AND SERVICING AGREEMENT
DATED
AS OF AUGUST 1, 2007
relating
to
CSMC
ASSETBACKED TRUST 0000XX0 XXX
CSMC
ASSETBACKED PASSTHROUGH CERTIFICATES,
SERIES
0000XX0 XXX
TABLE
OF CONTENTS
ARTICLE
I


SECTION
1.01.

Definitions.

SECTION
1.02.

Allocation
of Certain Interest Shortfalls.

ARTICLE
II CONVEYANCE OF MORTGAGE LOANS; REPRESENTATIONS AND
WARRANTIES


SECTION
2.01.

Conveyance
of Trust Fund.

SECTION
2.02.

Acceptance
by the Trustee.

SECTION
2.03.

Representations
and Warranties of the Seller and Servicer.

SECTION
2.04.

Representations
and Warranties of the Depositor as to the Mortgage
Loans.

SECTION
2.05.

Delivery
of Opinion of Counsel in Connection with Substitutions.

SECTION
2.06.

Issuance
of Certificates.

SECTION
2.07.

REMIC
Provisions.

SECTION
2.08.

Covenants
of the Servicer.

SECTION
2.09.

Conveyance
of REMIC Regular Interests and Acceptance of REMIC I, REMIC II
and REMIC
III by the Trustee; Issuance of Certificates.

ARTICLE
III ADMINISTRATION AND SERVICING OF MORTGAGE LOANS


SECTION
3.01.

Servicer
to Service Mortgage Loans.

SECTION
3.02.

Subservicing;
Enforcement of the Obligations of Sub Servicers.

SECTION
3.03.

[Reserved].

SECTION
3.04.

Trustee
to Act as Servicer.

SECTION
3.05.

Collection
of Mortgage Loans; Collection Accounts; Certificate
Account.

SECTION
3.06.

Establishment
of and Deposits to Escrow Accounts; Permitted Withdrawals from
Escrow
Accounts; Payments of Taxes, Insurance and Other
Charges.

SECTION
3.07.

Access
to Certain Documentation and Information Regarding the Mortgage
Loans;
Inspections.

SECTION
3.08.

Permitted
Withdrawals from the Collection Accounts and Certificate
Account.

SECTION
3.09.

Maintenance
of Hazard Insurance; Mortgage Impairment Insurance and Mortgage
Guaranty
Insurance Policy; Claims; Restoration of Mortgaged
Property.

SECTION
3.10.

Enforcement
of Due on Sale Clauses; Assumption Agreements.

SECTION
3.11.

Realization
Upon Defaulted Mortgage Loans.

SECTION
3.12.

Trustee
to Cooperate; Release of Mortgage Files.

SECTION
3.13.

Documents,
Records and Funds in Possession of the Servicer to be Held for
the
Trust.

SECTION
3.14.

Servicing
Fee.

SECTION
3.15.

Access
to Certain Documentation.

SECTION
3.16.

Maintenance
of Fidelity Bond and Errors and Omissions Insurance.

SECTION
3.17.

Special
Serviced Mortgage Loans; Repurchase of Certain Mortgage
Loans.

SECTION
3.18.

[Reserved].

SECTION
3.19.

Notification
of Adjustments.

SECTION
3.20.

[Reserved].

SECTION
3.21.

Prepayment
Premiums.

SECTION
3.22.

Advance
Facility and Pledge of Servicing Rights.

ARTICLE
IV PAYMENTS AND STATEMENTS TO CERTIFICATEHOLDERS


SECTION
4.01.

Priorities
of Distribution.

SECTION
4.02.

Allocation
of Realized Losses.

SECTION
4.03.

Recoveries.

SECTION
4.04.

Monthly
Statements to Certificateholders.

SECTION
4.05.

Servicer
to Cooperate.

SECTION
4.06.

Basis
Risk Reserve Fund.

SECTION
4.07.

Distributions
on the REMIC I Regular Interests and REMIC II Regular
Interests.

SECTION
4.08.

Supplemental
Interest Trust.

SECTION
4.09.

Rights
of Swap Counterparty.

SECTION
4.10.

Replacement
Swap Counterparty.

ARTICLE
V ADVANCES BY THE SERVICER


SECTION
5.01.

Advances
by the Servicer.

ARTICLE
VI THE CERTIFICATES


SECTION
6.01.

The
Certificates.

SECTION
6.02.

Registration
of Transfer and Exchange of Certificates.

SECTION
6.03.

Mutilated,
Destroyed, Lost or Stolen Certificates.

SECTION
6.04.

Persons
Deemed Owners.

SECTION
6.05.

Access
to List of Certificateholders’ Names and Addresses.

SECTION
6.06.

Maintenance
of Office or Agency.

SECTION
6.07.

Book
Entry Certificates.

SECTION
6.08.

Notices
to Clearing Agency.

SECTION
6.09.

Definitive
Certificates.

ARTICLE
VII THE DEPOSITOR, THE SELLER, THE SERVICER AND THE SPECIAL
SERVICER


SECTION
7.01.

Liabilities
of the Seller, the Depositor, the Servicer and the Special
Servicer.

SECTION
7.02.

Merger
or Consolidation of the Seller, the Depositor, the Servicer or
the Special
Servicer.

SECTION
7.03.

Limitation
on Liability of the Seller, the Depositor, the Servicer, the
Special
Servicer and Others.

SECTION
7.04.

The
Servicer and the Special Servicer Not to Resign; Transfer of
Servicing.

SECTION
7.05.

The
Seller, the Special Servicer and the Servicer May Own
Certificates.

ARTICLE
VIII DEFAULT


SECTION
8.01.

Events
of Default.

SECTION
8.02.

Trustee
to Act; Appointment of Successor.

SECTION
8.03.

Notification
to Certificateholders.

SECTION
8.04.

Waiver
of Events of Default.

ARTICLE
IX CONCERNING THE TRUSTEE


SECTION
9.01.

Duties
of Trustee.

SECTION
9.02.

Certain
Matters Affecting the Trustee.

SECTION
9.03.

Trustee
Not Liable for Certificates or Mortgage Loans.

SECTION
9.04.

Trustee
May Own Certificates.

SECTION
9.05.

Trustee’s
Fees and Expenses.

SECTION
9.06.

Eligibility
Requirements for Trustee.

SECTION
9.07.

Resignation
and Removal of Trustee.

SECTION
9.08.

Successor
Trustee.

SECTION
9.09.

Merger
or Consolidation of Trustee.

SECTION
9.10.

Appointment
of Co Trustee or Separate Trustee.

SECTION
9.11.

Office
of the Trustee.

SECTION
9.12.

Tax
Return.

SECTION
9.13.

Determination
of Certificate Index.

SECTION
9.14.

Tax
Matters.

SECTION
9.15.

Indemnification
with Respect to Certain Taxes and Loss of REMIC Status.

ARTICLE
X


ARTICLE
XI TERMINATION


SECTION
11.01.

Termination
upon Liquidation or Purchase of all Mortgage Loans.

SECTION
11.02.

[Reserved].

SECTION
11.03.

Procedure
Upon Optional Termination.

SECTION
11.04.

Additional
Termination Requirements.

ARTICLE
XII MISCELLANEOUS PROVISIONS


SECTION
12.01.

Amendment.

SECTION
12.02.

Recordation
of Agreement; Counterparts.

SECTION
12.03.

Governing
Law.

SECTION
12.04.

Intention
of Parties.

SECTION
12.05.

Notices.

SECTION
12.06.

Severability
of Provisions.

SECTION
12.07.

Limitation
on Rights of Certificateholders.

SECTION
12.08.

Certificates
Nonassessable and Fully Paid.

SECTION
12.09.

Protection
of Assets.

SECTION
12.10.

Non
Solicitation.



ARTICLE
XIII EXCHANGE ACT REPORTING


SECTION
13.01.

Periodic
Filings.

SECTION
13.02.

Annual
Statements as to Compliance.

SECTION
13.03.

Report
on Assessment of Compliance and
Attestation.

EXHIBITS


Exhibit
A:

Standard
Terms of Pooling and Servicing Agreement

Exhibit
H1:

Form
of Servicer Report

Exhibit
H2:

Information
to be Provided by the Servicer Relating to Modified Mortgage
Loans

Exhibit
M1:

Form
of Investment Letter

Exhibit
M2:

Form
of Rule 144A Letter

Exhibit
M3:

Form
of Regulation S Letter

Exhibit
H1:

Form
of Servicer Report

Exhibit
H2:

Information
to be Provided by the Servicer Relating to Modified Mortgage
Loans

Exhibit
R:

Relevant
Servicing Criteria

Exhibit
AA:

Form
10D, Form 8K and Form 10K Reporting Responsibility

Exhibit
BB:

Form
of Depositor Certification

Exhibit
CC:

Form
of Trustee Certification for Monthly Statements

Exhibit
DD:

Form
of Servicer Certification

Exhibit
EE:

Form
of Assessment of Compliance

SCHEDULES


Schedule
I:

Mortgage
Loan Schedule

Schedule
IIA:

Representations
and Warranties of Seller DLJMC

Schedule
IIB:

Representations
and Warranties of Servicer  SPS

Schedule
IIC:

Representations
and Warranties of Servicer  Ocwen

Schedule
IID:

[Reserved]

Schedule
IIE:

[Reserved]

Schedule
III:

Representations
and Warranties of DLJMC  Mortgage Loans

APPENDICES


Appendix
A:

[RESERVED]

THIS
SERIES SUPPLEMENT dated as of August 1, 2007 (the “Series Supplement”), to
the STANDARD TERMS OF POOLING AND SERVICING AGREEMENT dated as of August 1,
2007 and attached hereto as Exhibit A (the “Standard Terms” and, together
with this Series Supplement, the “Pooling and Servicing Agreement” or
“Agreement”), is hereby executed by and among CREDIT SUISSE FIRST BOSTON
MORTGAGE SECURITIES CORP., as depositor (the “Depositor”), DLJ MORTGAGE CAPITAL,
INC. (“DLJMC”), as seller (in such capacity, the “Seller”), OCWEN LOAN
SERVICING, LLC, as servicer after the Interim Servicing Period (“Ocwen”), SELECT
PORTFOLIO SERVICING, INC., as servicer during the Interim Servicing Period
(“SPS”) and U.S. BANK NATIONAL ASSOCIATION, as trustee (in such capacity, the
“Trustee”). Capitalized terms used in this Agreement and not
otherwise defined will have the meanings assigned to them in Article I below
or,
if not defined therein, in the Standard Terms.
PRELIMINARY
STATEMENT
The
Depositor is the owner of the Trust Fund (other than the Trust’s rights under
the Swap Agreement) that is hereby conveyed to the Trustee in return for the
Certificates. The Trust Fund (exclusive of the Swap Agreement and the
assets held in the Supplemental Interest Account) for federal income tax
purposes shall consist of four REMICs (referred to as “REMIC I,”
“REMIC II” and “REMIC III”).
The
terms
and provisions of the Standard Terms are hereby incorporated by reference herein
as though set forth in full herein, except that: (1) there will be no Master
Servicer and all references to the “Master Servicer” in the Standard Terms shall
be deleted in their entirety, (2) there will be no Trust Administrator and
all
references to the “Trust Administrator” in the Standard Terms shall refer to the
“Trustee” with any duplicative references deleted in their entirety, (3) any
reference to “Servicers” in the Standard Terms shall refer to the “Servicer”,
(4) there will be no Modification Oversight Agent and all references to the
“Modification Oversight Agent” in Standard Terms shall be deleted in their
entirety, (5) all Mortgage Loans will be “NonDesignated Mortgage Loans”,
regardless of their designation in the Standard Terms and (6) all of the
Prepayment Premiums are “Assigned Prepayment Premiums”. If any term
or provision contained herein shall conflict with or be inconsistent with any
provision contained in the Standard Terms, the terms and provisions of this
Series Supplement shall govern. All capitalized terms not otherwise
defined herein shall have the meanings set forth in the Standard
Terms. The Pooling and Servicing Agreement shall be dated as of the
date of this Series Supplement.
REMIC I
As
provided herein, the Trustee will make an election to treat the segregated
pool
of assets consisting of the Group 1 Mortgage Loans, the Group 2
Mortgage Loans and certain other related assets subject to this Agreement as
a
real estate mortgage investment conduit (a “REMIC”) for federal income tax
purposes, and such segregated pool of assets will be designated as
“REMIC I.” Component I of the Class R Certificates
will represent the sole Class of “residual interests” in REMIC I for
purposes of the REMIC Provisions (as defined herein) under federal income tax
law. The following table irrevocably sets forth the designation,
remittance rate (the “Uncertificated REMIC I PassThrough Rate”) and
initial Uncertificated Principal Balance for each of the “regular interests” in
REMIC I (the “REMIC I Regular Interests”) and the Class Principal
Balance of Component I of the Class R Certificates. The
“latest possible maturity date” (determined solely for purposes of satisfying
Treasury regulation Section 1.860G1(a)(4)(iii)) for each REMIC I
Regular Interest shall be the Maturity Date. None of the REMIC I
Regular Interests will be certificated.
Designation

Uncertificated
REMIC II
PassThrough
Rate

Initial
Uncertificated
REMIC I
Principal
Balance
($)


I

Variable^{(1)}

$ 51,066,641.80


I1A

Variable^{(1)}

$ 3,856,152.55


I1B

Variable^{(1)}

$ 3,856,152.55


I2A

Variable^{(1)}

$ 4,120,790.47


I2B

Variable^{(1)}

$ 4,120,790.47


I3A

Variable^{(1)}

$ 4,347,622.97


I3B

Variable^{(1)}

$ 4,347,622.97


I4A

Variable^{(1)}

$ 4,423,233.80


I4B

Variable^{(1)}

$ 4,423,233.80


I5A

Variable^{(1)}

$ 4,801,287.97


I5B

Variable^{(1)}

$ 4,801,287.97


I6A

Variable^{(1)}

$ 5,028,120.48


I6B

Variable^{(1)}

$ 5,028,120.48


I7A

Variable^{(1)}

$ 5,179,342.15


I7B

Variable^{(1)}

$ 5,179,342.15


I8A

Variable^{(1)}

$ 5,292,758.40


I8B

Variable^{(1)}

$ 5,292,758.40


I9A

Variable^{(1)}

$ 5,406,174.65


I9B

Variable^{(1)}

$ 5,406,174.65


I10A

Variable^{(1)}

$ 5,179,342.15


I10B

Variable^{(1)}

$ 5,179,342.15


I11A

Variable^{(1)}

$ 5,254,952.98


I11B

Variable^{(1)}

$ 5,254,952.98


I12A

Variable^{(1)}

$ 5,406,174.65


I12B

Variable^{(1)}

$ 5,406,174.65


I13A

Variable^{(1)}

$ 5,406,174.65


I13B

Variable^{(1)}

$ 5,406,174.65


I14A

Variable^{(1)}

$ 5,254,952.98


I14B

Variable^{(1)}

$ 5,254,952.98


I15A

Variable^{(1)}

$ 5,746,423.40


I15B

Variable^{(1)}

$ 5,746,423.40


I16A

Variable^{(1)}

$ 5,822,034.24


I16B

Variable^{(1)}

$ 5,822,034.24


I17A

Variable^{(1)}

$ 5,557,396.32


I17B

Variable^{(1)}

$ 5,557,396.32


I18A

Variable^{(1)}

$ 6,578,142.58


I18B

Variable^{(1)}

$ 6,578,142.58


I19A

Variable^{(1)}

$ 6,086,672.16


I19B

Variable^{(1)}

$ 6,086,672.16


I20A

Variable^{(1)}

$ 5,784,228.82


I20B

Variable^{(1)}

$ 5,784,228.82


I21A

Variable^{(1)}

$ 5,028,120.48


I21B

Variable^{(1)}

$ 5,028,120.48


I22A

Variable^{(1)}

$ 4,461,039.22


I22B

Variable^{(1)}

$ 4,461,039.22


I23A

Variable^{(1)}

$ 6,502,531.74


I23B

Variable^{(1)}

$ 6,502,531.74


I24A

Variable^{(1)}

$ 6,124,477.57


I24B

Variable^{(1)}

$ 6,124,477.57


I25A

Variable^{(1)}

$ 3,364,682.12


I25B

Variable^{(1)}

$ 3,364,682.12


I26A

Variable^{(1)}

$ 13,723,366.42


I26B

Variable^{(1)}

$ 13,723,366.42


I27A

Variable^{(1)}

$ 3,402,487.54


I27B

Variable^{(1)}

$ 3,402,487.54


I28A

Variable^{(1)}

$ 2,457,352.11


I28B

Variable^{(1)}

$ 2,457,352.11


I29A

Variable^{(1)}

$ 25,896,710.73


I29B

Variable^{(1)}

$ 25,896,710.73


I30A

Variable^{(1)}

$ 1,625,632.94


I30B

Variable^{(1)}

$ 1,625,632.94


I31A

Variable^{(1)}

$ 1,474,411.27


I31B

Variable^{(1)}

$ 1,474,411.27


I32A

Variable^{(1)}

$ 1,398,800.43


I32B

Variable^{(1)}

$ 1,398,800.43


I33A

Variable^{(1)}

$ 1,323,189.60


I33B

Variable^{(1)}

$ 1,323,189.60


I34A

Variable^{(1)}

$ 1,550,022.10


I34B

Variable^{(1)}

$ 1,550,022.10


I35A

Variable^{(1)}

$ 1,739,049.19


I35B

Variable^{(1)}

$ 1,739,049.19


I36A

Variable^{(1)}

$ 567,081.26


I36B

Variable^{(1)}

$ 567,081.26


I37A

Variable^{(1)}

$ 567,081.26


I37B

Variable^{(1)}

$ 567,081.26


I38A

Variable^{(1)}

$ 1,474,411.27


I38B

Variable^{(1)}

$ 1,474,411.27


I39A

Variable^{(1)}

$ 604,886.67


I39B

Variable^{(1)}

$ 604,886.67


I40A

Variable^{(1)}

$ 340,248.75


I40B

Variable^{(1)}

$ 340,248.75


I41A

Variable^{(1)}

$ 3,024,433.37


I41B

Variable^{(1)}

$ 3,024,433.37


I42A

Variable^{(1)}

$ 189,027.09


I42B

Variable^{(1)}

$ 189,027.09


I43A

Variable^{(1)}

$ 151,221.67


I43B

Variable^{(1)}

$ 151,221.67


I44A

Variable^{(1)}

$ 151,221.67


I44B

Variable^{(1)}

$ 151,221.67


I45A

Variable^{(1)}

$ 151,221.67


I45B

Variable^{(1)}

$ 151,221.67


I46A

Variable^{(1)}

$ 226,832.50


I46B

Variable^{(1)}

$ 226,832.50


I47A

Variable^{(1)}

$ 302,443.34


I47B

Variable^{(1)}

$ 302,443.34


I48A

Variable^{(1)}

$ 226,832.50


I48B

Variable^{(1)}

$ 226,832.50


I49A

Variable^{(1)}

$ 189,027.09


I49B

Variable^{(1)}

$ 189,027.09


I50A

Variable^{(1)}

$ 415,859.59


I50B

Variable^{(1)}

$ 415,859.59


I51A

Variable^{(1)}

$ 113,416.25


I51B

Variable^{(1)}

$ 113,416.25


I52A

Variable^{(1)}

$ 113,416.25


I52B

Variable^{(1)}

$ 113,416.25


I53A

Variable^{(1)}

$ 3,704,930.88


I53B

Variable^{(1)}

$ 3,704,930.88


I54A

Variable^{(1)}

$ 11,757,484.72


I54B

Variable^{(1)}

$ 11,757,484.72


II

Variable^{(1)}

$ 16,472,047.20


II1A

Variable^{(1)}

$ 1,243,847.45


II1B

Variable^{(1)}

$ 1,243,847.45


II2A

Variable^{(1)}

$ 1,329,209.53


II2B

Variable^{(1)}

$ 1,329,209.53


II3A

Variable^{(1)}

$ 1,402,377.03


II3B

Variable^{(1)}

$ 1,402,377.03


II4A

Variable^{(1)}

$ 1,426,766.20


II4B

Variable^{(1)}

$ 1,426,766.20


II5A

Variable^{(1)}

$ 1,548,712.03


II5B

Variable^{(1)}

$ 1,548,712.03


II6A

Variable^{(1)}

$ 1,621,879.52


II6B

Variable^{(1)}

$ 1,621,879.52


II7A

Variable^{(1)}

$ 1,670,657.85


II7B

Variable^{(1)}

$ 1,670,657.85


II8A

Variable^{(1)}

$ 1,707,241.60


II8B

Variable^{(1)}

$ 1,707,241.60


II9A

Variable^{(1)}

$ 1,743,825.35


II9B

Variable^{(1)}

$ 1,743,825.35


II10A

Variable^{(1)}

$ 1,670,657.85


II10B

Variable^{(1)}

$ 1,670,657.85


II11A

Variable^{(1)}

$ 1,695,047.02


II11B

Variable^{(1)}

$ 1,695,047.02


II12A

Variable^{(1)}

$ 1,743,825.35


II12B

Variable^{(1)}

$ 1,743,825.35


II13A

Variable^{(1)}

$ 1,743,825.35


II13B

Variable^{(1)}

$ 1,743,825.35


II14A

Variable^{(1)}

$ 1,695,047.02


II14B

Variable^{(1)}

$ 1,695,047.02


II15A

Variable^{(1)}

$ 1,853,576.60


II15B

Variable^{(1)}

$ 1,853,576.60


II16A

Variable^{(1)}

$ 1,877,965.76


II16B

Variable^{(1)}

$ 1,877,965.76


II17A

Variable^{(1)}

$ 1,792,603.68


II17B

Variable^{(1)}

$ 1,792,603.68


II18A

Variable^{(1)}

$ 2,121,857.42


II18B

Variable^{(1)}

$ 2,121,857.42


II19A

Variable^{(1)}

$ 1,963,327.84


II19B

Variable^{(1)}

$ 1,963,327.84


II20A

Variable^{(1)}

$ 1,865,771.18


II20B

Variable^{(1)}

$ 1,865,771.18


II21A

Variable^{(1)}

$ 1,621,879.52


II21B

Variable^{(1)}

$ 1,621,879.52


II22A

Variable^{(1)}

$ 1,438,960.78


II22B

Variable^{(1)}

$ 1,438,960.78


II23A

Variable^{(1)}

$ 2,097,468.26


II23B

Variable^{(1)}

$ 2,097,468.26


II24A

Variable^{(1)}

$ 1,975,522.43


II24B

Variable^{(1)}

$ 1,975,522.43


II25A

Variable^{(1)}

$ 1,085,317.88


II25B

Variable^{(1)}

$ 1,085,317.88


II26A

Variable^{(1)}

$ 4,426,633.58


II26B

Variable^{(1)}

$ 4,426,633.58


II27A

Variable^{(1)}

$ 1,097,512.46


II27B

Variable^{(1)}

$ 1,097,512.46


II28A

Variable^{(1)}

$ 792,647.89


II28B

Variable^{(1)}

$ 792,647.89


II29A

Variable^{(1)}

$ 8,353,289.27


II29B

Variable^{(1)}

$ 8,353,289.27


II30A

Variable^{(1)}

$ 524,367.06


II30B

Variable^{(1)}

$ 524,367.06


II31A

Variable^{(1)}

$ 475,588.73


II31B

Variable^{(1)}

$ 475,588.73


II32A

Variable^{(1)}

$ 451,199.57


II32B

Variable^{(1)}

$ 451,199.57


II33A

Variable^{(1)}

$ 426,810.40


II33B

Variable^{(1)}

$ 426,810.40


II34A

Variable^{(1)}

$ 499,977.90


II34B

Variable^{(1)}

$ 499,977.90


II35A

Variable^{(1)}

$ 560,950.81


II35B

Variable^{(1)}

$ 560,950.81


II36A

Variable^{(1)}

$ 182,918.74


II36B

Variable^{(1)}

$ 182,918.74


II37A

Variable^{(1)}

$ 182,918.74


II37B

Variable^{(1)}

$ 182,918.74


II38A

Variable^{(1)}

$ 475,588.73


II38B

Variable^{(1)}

$ 475,588.73


II39A

Variable^{(1)}

$ 195,113.33


II39B

Variable^{(1)}

$ 195,113.33


II40A

Variable^{(1)}

$ 109,751.25


II40B

Variable^{(1)}

$ 109,751.25


II41A

Variable^{(1)}

$ 975,566.63


II41B

Variable^{(1)}

$ 975,566.63


II42A

Variable^{(1)}

$ 60,972.91


II42B

Variable^{(1)}

$ 60,972.91


II43A

Variable^{(1)}

$ 48,778.33


II43B

Variable^{(1)}

$ 48,778.33


II44A

Variable^{(1)}

$ 48,778.33


II44B

Variable^{(1)}

$ 48,778.33


II45A

Variable^{(1)}

$ 48,778.33


II45B

Variable^{(1)}

$ 48,778.33


II46A

Variable^{(1)}

$ 73,167.50


II46B

Variable^{(1)}

$ 73,167.50


II47A

Variable^{(1)}

$ 97,556.66


II47B

Variable^{(1)}

$ 97,556.66


II48A

Variable^{(1)}

$ 73,167.50


II48B

Variable^{(1)}

$ 73,167.50


II49A

Variable^{(1)}

$ 60,972.91


II49B

Variable^{(1)}

$ 60,972.91


II50A

Variable^{(1)}

$ 134,140.41


II50B

Variable^{(1)}

$ 134,140.41


II51A

Variable^{(1)}

$ 36,583.75


II51B

Variable^{(1)}

$ 36,583.75


II52A

Variable^{(1)}

$ 36,583.75


II52B

Variable^{(1)}

$ 36,583.75


II53A

Variable^{(1)}

$ 1,195,069.12


II53B

Variable^{(1)}

$ 1,195,069.12


II54A

Variable^{(1)}

$ 3,792,515.28


II54B

Variable^{(1)}

$ 3,792,515.28


P

Variable^{(1)}

$ 50.00


R

Variable^{(1)}

$ 50.00

_______________
(1)

Calculated
as provided in the
definition of Uncertificated REMIC I PassThrough
Rate.

REMIC II
As
provided herein, the Trustee will elect to treat the segregated pool of assets
consisting of the REMIC I Regular Interests as a REMIC for federal income
tax purposes, and such segregated pool of assets will be designated as
“REMIC II.” Component II of the Class R Certificates
will represent the sole Class of “residual interests” in REMIC III for
purposes of the REMIC Provisions (as defined herein) under federal income tax
law. The following table irrevocably sets forth the designation,
remittance rate (the “Uncertificated REMIC II PassThrough Rate”) and
initial Uncertificated Principal Balance for each of the “regular interests” in
REMIC II (the “REMIC II Regular Interests”). The “latest
possible maturity date” (determined solely for purposes of satisfying Treasury
regulation Section 1.860G1(a)(4)(iii)) for each REMIC II Regular Interest
shall be the Maturity Date. None of the REMIC II Regular Interests
will be certificated.
Class Designation
for each REMIC II Regular Interest and Component II of the
Class R Certificates

Type
of Interest

Uncertificated
REMIC II
PassThrough
Rate

Initial
Uncertificated
Principal
Balance or
Class Principal
Balance

Final
Maturity Date*


LTAA

Regular

Variable(1)

$ 303,818,957.61

September
2037


LT1A

Regular

Variable(1)

$ 1,749,850.00

September
2037


LT2A1

Regular

Variable(1)

$ 419,100.00

September
2037


LT2A2

Regular

Variable(1)

$ 145,350.00

September
2037


LTM1

Regular

Variable(1)

$ 82,150.00

September
2037


LTM2

Regular

Variable(1)

$ 74,400.00

September
2037


LTM3

Regular

Variable(1)

$ 116,250.00

September
2037


LTM4

Regular

Variable(1)

$ 46,500.00

September
2037


LTM5

Regular

Variable(1)

$ 44,950.00

September
2037


LTM6

Regular

Variable(1)

$ 37,200.00

September
2037


LTM7

Regular

Variable(1)

$ 31,000.00

September
2037


LTM8

Regular

Variable(1)

$ 24,800.00

September
2037


LTM9

Regular

Variable(1)

$ 55,850.00

September
2037


LTZZ

Regular

Variable(1)

$ 3,372,986.89

September
2037


LT1SUB

Regular

Variable(1)

$ 11,884.64

September
2037


LT1GRP

Regular

Variable(1)

$ 46,881.65

September
2037


LT2SUB

Regular

Variable(1)

$ 3,833.23

September
2037


LT2GRP

Regular

Variable(1)

$ 15,122.23

September
2037


LTXX

Regular

Variable(1)

$ 309,941,622.75

September
0000


XXX

Regular

Variable(1)

$
50.00

September
2037


LTR

Residual

Variable(1)

$ 50.00

September
2037


LTIO

Regular

Variable(1)

(2)

___________________
* The
Distribution Date in the specified month, which is the month following
the
month the latest maturing Mortgage Loan in the related Loan Group
matures.
For federal income tax purposes, for each Class of REMIC II Regular
and Residual Interests, the “latest possible maturity date” shall be the
Final Maturity Date.

(1)
Calculated as provided
in
the definition of Uncertificated REMIC II PassThrough Rate
herein.

(2)
REMIC II Regular Interest LTIO will not have an Uncertificated
Principal Balance but will accrue interest on its uncertificated
notional
amount calculated in accordance with the definition of “Uncertificated
Notional Amount” herein.

REMIC III
As
provided herein, the Trustee will elect to treat the segregated pool of assets
consisting of the REMIC II Regular Interests as a REMIC for federal income
tax purposes, and such segregated pool of assets will be designated as
“REMIC III.” The Class R Certificates will represent the
sole Class of “residual interests” in REMIC III for purposes of the REMIC
Provisions under federal income tax law. The following table and the
footnotes that follow irrevocably sets forth the designation, PassThrough
Rate,
aggregate Initial Class Principal Balance, and certain other features for each
Class of Certificates comprising the interests representing “regular interests”
in REMIC III and the Class R Certificates. The “latest
possible maturity date” (determined solely for purposes of satisfying Treasury
Regulation Section 1.860G1(a)(4)(iii)) for each Class of REMIC III
Regular Certificates shall be the Maturity Date. The REMIC III
Regular Interest IO will not be certificated.
Class

Class
Principal
Balance

PassThrough
Rate
(per annum)

Minimum
Denomination

Integral
Multiples
in
Excess
of
Minimum


Class 1A

$ 349,970,000.00

Variable(1)

$25,000

$1


Class 2A1

$ 83,820,000.00

Variable(1)

$25,000

$1


Class 2A2

$ 29,070,000.00

Variable(1)

$25,000

$1


Class M1

$ 16,430,000.00

Variable(1)

$25,000

$1


Class M2

$ 14,880,000.00

Variable(1)

$25,000

$1


Class M3

$ 23,250,000.00

Variable(1)

$25,000

$1


Class M4

$ 9,300,000.00

Variable(1)

$25,000

$1


Class M5

$ 8,990,000.00

Variable(1)

$25,000

$1


Class M6

$ 7,440,000.00

Variable(1)

$25,000

$1


Class M7

$ 6,200,000.00

Variable(1)

$25,000

$1


Class M8

$ 4,960,000.00

Variable(1)

$25,000

$1


Class M9

$ 11,170,000.00

Variable(1)

$25,000

$1


Class X

$ 54,558,689.00

Variable(2)

10%

N/A


Class P

$ 50.00

(3)

20%

N/A


Class R
(4)

$ 50.00

N/A

20%

N/A


Class
IO Interest

(5)

(6)

N/A

N/A

_______________
(1)

Calculated
in accordance with the definition of “PassThrough Rate”
herein.

(2)

For
purposes of the REMIC Provisions, the Class X Certificate shall represent
ownership of a regular interest in the Master REMIC (the “Class X
Interest”). The Class X Interest shall have an initial
principal balance of $54,558,689.00, and the
right to receive distributions of such amount represents a regular
interest in the Master REMIC. The Class X Interest shall also
comprise two notional components, each of which represents a regular
interest in the Master REMIC. The first such component has a
notional balance that will at all times equal the aggregate of the
class
principal amounts of the Lower Tier Interests in the Subsidiary REMIC
(other than the Class LTP, Class LTR and Class LTIO Interest),
and, for
each Distribution Date (and the related Accrual Period) this notional
component shall bear interest at a per annum rate equal to the excess,
if
any, of (i) the weighted average of the interest rates on the Lower
Tier
Interests in the Subsidiary REMIC (other than the Class LTP, Class
LTR
and Class LTIO Interest) over (ii) the Adjusted Subsidiary REMIC
WAC. The second notional component represents the right to
receive all distributions in respect of the Class LTIO Interest
in the
Subsidiary REMIC. In addition, for purposes of the REMIC
Provisions, the Class X Certificate shall represent beneficial ownership
of (i) the Basis Risk Reserve Fund; (ii) the Supplemental Interest
Trust,
including the Swap Agreement and (iii) an interest in the notional
principal contracts described in Section
8.11.

(3)

The
Class P Certificates are entitled to Prepayment Premiums only and
will not
accrue interest.

(4)

The
Class R Certificate represents ownership of the residual interest
in each
REMIC.

(5)

The
Class IO Interest will be held as an asset of the Reserve Account
established by the Trustee. The Class IO Interest will not have
a Class Principal Balance, but will be entitled to 100% of the amounts
distributed on REMIC II Regular Interest
LTIO.

(6)

The
Class IO Interest will not have a PassThrough Rate, but will be
entitled
to 100% of the amounts distributed on REMIC II Regular Interest
LTIO.

For
the
avoidance of doubt, the Trustee shall account for any interest amount due to
a
Certificateholder in excess of the interest rate on the REMIC Regular Interest
issued by REMIC III corresponding to such Certificate as part of the
payment made to the Class X Certificates, to the extent it is entitled to
funds from the REMIC, and then paid outside of the REMIC pursuant to a separate
contractual right to such Certificateholder.
The
foregoing REMIC structure is intended to cause all of the cash from the Mortgage
Loans to flow through to REMIC III as cash flow on a REMIC Regular
Interest, without creating any shortfall—actual or potential (other than for
credit losses) to any REMIC Regular Interest. To the extent that the
structure is believed to diverge from such intention the Trustee shall resolve
ambiguities to accomplish such result and shall to the extent necessary rectify
any drafting errors or seek clarification to the structure without
Certificateholder approval (but with guidance of counsel) to accomplish such
intention.
Set
forth
below are designations of Classes of Certificates and Loan Groups to the
categories used herein:
BookEntry
Certificates

All
Classes of Certificates other than the Physical
Certificates.

Class A
Certificates

The
Class 1A, Class 2A1 and Class 2A2
Certificates.

Class M
Certificates

The
Class M1, Class M2, Class M3, Class M4,
Class M5, Class M6, Class M7, Class M8 and Class M9
Certificates.

Class
P
Certificates

The
Class P Certificates.

Class
X
Certificates

The
Class X Certificates.

Economic
Residual
Floater
Certificates

The
Class X Certificates.

ERISARestricted
Certificates

Residual
Certificates and Private Certificates; and any Certificates that
do not
satisfy the applicable ratings requirement under the Underwriter’s
Exemption.

Group 1
Certificates

The
Class 1A Certificates.

Group 2
Certificates

The
Class 2A1, Class 2A2 and Class R Certificates.

Subordinate
Certificates

The
Class M Certificates and Class X
Certificates.

LIBOR
Certificates

The
Class 1A, Class 2A1, Class 2A2, Class M1, Class M2, Class
M 3,
Class M4, Class M5, Class M6, Class M7, Class M8, Class M9
and Class
R Certificates.

Notional
Amount Certificates

The
Class X Certificates.

Offered
Certificates

All
Classes of Certificates other than the Private
Certificates.

Private
Certificates

The
Class X Certificates and Class P
Certificates.

Physical
Certificates

The
Residual Certificates and the Private Certificates.

Rating
Agencies

Fitch
and S&P.

Regular
Certificates

All
Classes of Certificates other than the Residual
Certificates.

Residual
Certificates

The
Class R Certificates.

Senior
Certificates

The
Class A, Class P and Class R Certificates.

Subordinate
Certificates

The
Class M Certificates and the Class X Certificates.

All
covenants and agreements made by the Depositor herein are for the benefit and
security of the Certificateholders. The Depositor is entering into
this Agreement, and the Trustee is accepting the trusts created hereby and
thereby, for good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged.
The
parties hereto intend to effect an absolute sale and assignment of the Mortgage
Loans to the Trustee for the benefit of Certificateholders under this
Agreement. However, the Depositor and the Seller will hereunder
absolutely assign and, as a precautionary matter grant a security interest,
in
and to its rights, if any, in the Mortgage Loans to the Trustee on behalf of
Certificateholders to ensure that the interest of the Certificateholders
hereunder in the Mortgage Loans is fully protected.
W
I T N E S S E T H T H A T:
In
consideration of the mutual agreements herein contained, the Depositor, the
Seller, SPS, Ocwen and the Trustee agree as follows:
ARTICLE
I
SECTION
1.01. Definitions.
Whenever
used in this Agreement, the following words and phrases, unless the context
otherwise requires, shall have the following meanings:
Accrual
Period: For any class of LIBOR Certificates and any Distribution
Date, the period commencing on the immediately preceding Distribution Date
(or,
in the case of the first Accrual Period, the Closing Date) and ending on
the day
immediately preceding the related Distribution Date.
Additional
Servicer: Each affiliate of the Depositor that Services any of
the Mortgage Loans and each Person who is not an affiliate of the Depositor,
who
Services 10% or more of the Mortgage Loans (measured by aggregate Stated
Principal Balance of the Mortgage Loans, annually at the commencement of
the
calendar year prior to the year in which an Item 1123 Certificate is required
to
the delivered). For clarification purposes, the Master Servicer is an Additional
Servicer.
Advance: With
respect to any Distribution Date, any payment required to be made by the
Servicer with respect to such Distribution Date pursuant to Section
5.01.
Adverse
REMIC Event: As defined in Section 2.07(f).
Aggregate
Loan Balance: As of any date of determination, will be equal to
the aggregate of the Stated Principal Balances of the Mortgage Loans, except
as
otherwise provided herein, as of the last day of the related Collection
Period.
Aggregate
Loan Group Balance: As to any Loan Group and as of any date of
determination, will be equal to the aggregate of the Stated Principal Balances
of the Mortgage Loans in that Loan Group, except as otherwise provided, as
of
the last day of the related Collection Period.
Agreement: Collectively,
this Series Supplement and the Standard Terms, and all amendments or supplements
hereto.
Ancillary
Income: All income derived from the Mortgage Loans, other than Servicing
Fees and Trustee Fees, including but not limited to, late charges, fees received
with respect to checks or bank drafts returned by the related bank for non
sufficient funds, assumption fees, optional insurance administrative fees
and
all other incidental fees and charges.
Applied
Loss Amount: As to any Distribution Date, an amount equal to the
excess, if any of (i) the aggregate Class Principal Balance of the Certificates,
after giving effect to all Realized Losses incurred with respect to Mortgage
Loans during the Collection Period for such Distribution Date, payments of
principal on such Distribution Date and any additions to the Class Principal
Balance of the Certificates on such Distribution Date pursuant to Section
4.03(b) over (ii) the Aggregate Loan Balance for such Distribution
Date.
Basis
Risk Reserve Fund: The separate Eligible Account created and
initially maintained by the Trustee pursuant to Section 4.06 in the name
of the
Trustee for the benefit of the Certificateholders and designated “U.S. Bank
National Association in trust for registered holders of Credit Suisse First
Boston Mortgage Securities Corp., CSMC AssetBacked Trust 2007NC1 OSI, CSMC
AssetBacked Pass Through Certificates, Series 2007NC1 OSI.” The
Basis Risk Reserve Fund shall not be part of any REMIC. Funds in the
Basis Risk Reserve Fund shall be held in trust for the Certificateholders
for
the uses and purposes set forth in this Agreement.
Basis
Risk Shortfall: For any Class of LIBOR Certificates and any
Distribution Date, the sum of (i) the excess, if any, of the related Current
Interest calculated on the basis of the lesser of (x) the Certificate Index
plus
the applicable Certificate Margin and (y) the Maximum Interest Rate over
the
related Current Interest for the applicable Distribution Date; (ii) any Basis
Risk Shortfall remaining unpaid from prior Distribution Dates; and (iii)
interest accrued during the related Accrual Period on the amount in clause
(ii)
calculated at a per annum rate equal to the lesser of (x) the Certificate
Index
plus the applicable Certificate Margin and (y) the Maximum Interest
Rate.
Capitalization
Reimbursement Amount: For any Distribution Date and each Loan
Group, the aggregate of the amounts added to the Stated Principal Balances
of
the Mortgage Loans in such Loan Group during the preceding calendar month
representing reimbursements to the Servicer on or prior to such Distribution
Date in connection with the modification of such Mortgage Loan pursuant to
Section 3.06.
Capitalized
Interest Account: Not Applicable.
Capitalized
Interest Deposit: Not Applicable.
Capitalized
Interest Distribution: Not Applicable.
Capitalized
Interest Release Amount: Not Applicable.
Capitalized
Interest Requirement: Not Applicable.
Capitalized
Interest Requirement Rate: Not Applicable.
Carryforward
Interest: For any Class of LIBOR Certificates and any
Distribution Date, the sum of (1) the amount, if any, by which (x) the sum
of (A) Current Interest for such Class for the immediately preceding
Distribution Date and (B) any unpaid Carryforward Interest for such
Class from previous Distribution Dates exceeds (y) the amount paid in
respect of interest on such Class on such immediately preceding Distribution
Date, and (2) interest on such amount for the related Accrual Period at the
applicable PassThrough Rate.
Cash
Remittance Date: With respect to any Distribution Date, by 12:00
noon (New York City time) on the the 23rd calendar day of the month in which
such Distribution Date occurs, or if such 23rd calendar day is not a Business
Day, the Business Day immediately preceding such 23rd calendar day.
Certificate
Balance: With respect to any Certificate at any date, the maximum dollar
amount of principal to which the Holder thereof is then entitled hereunder,
such
amount being equal to the Denomination thereof minus the sum of (i) all
distributions of principal previously made with respect thereto (including
principal payments under the Policy) and (ii) all Realized Losses allocated
thereto and, in the case of any Subordinate Certificates, all other reductions
in Class Principal Balance previously allocated thereto pursuant to Section
4.01.
Certificate
Margin: As to each Class of LIBOR Certificates, the applicable
amount set forth below:
Class
of LIBOR Certificates

Certificate
Margin
(%)


(1)

(2)


1A

0.750%

1.250%


2A1

0.600%

1.100%


2A2

0.900%

1.400%


M1

1.500%

2.000%


M2

1.750%

2.250%


M3

2.000%

2.500%


M4

2.500%

3.000%


M5

2.500%

3.000%


M6

2.500%

3.000%


M7

2.500%

3.000%


M8

2.500%

3.000%


M9

2.500%

3.000%


R

0.750%

(3)

_____________________
(1)

Prior
to and on the first Optional Termination
Date.

(2)

After
the first Optional Termination
Date.

(3)

It
is expected that the Class Principal Balance of the Class R Certificates
will be reduced to zero prior to the Optional Termination
Date.

Class: All
Certificates bearing the same class designation as set forth in the Preliminary
Statement.
Class
1A PassThrough Rate: With respect to any Interest Accrual Period
thereafter, will be a per annum rate equal to the lesser of (i) the sum of
LIBOR
plus the related Certificate Margin and (ii) the Group 1 Senior Net Funds
Cap.
Class
2A1 PassThrough Rate: With respect to any Interest Accrual Period
thereafter, will be a per annum rate equal to the lesser of (i) the sum of
LIBOR
plus the related Certificate Margin and (ii) the Group 2 Senior Net Funds
Cap.
Class
2A2 PassThrough Rate: With respect to any Interest Accrual Period
thereafter, will be a per annum rate equal to the lesser of (i) the sum of
LIBOR
plus the related Certificate Margin and (ii) the Group 2 Senior Net Funds
Cap.
Class M
Certificates: The Class M1, Class M2, Class M3,
Class M4, Class M5, Class M6, Class M7, Class M8 and
Class M9 Certificates.
Class
M1 PassThrough Rate: With respect to any Interest Accrual Period
thereafter, will be a per annum rate equal to the lesser of (i) the sum of
LIBOR
plus the related Certificate Margin and (ii) the Subordinate Net Funds
Cap.
Class
M2 PassThrough Rate: With respect to any Interest Accrual Period
thereafter, will be a per annum rate equal to the lesser of (i) the sum of
LIBOR
plus the related Certificate Margin and (ii) the Subordinate Net Funds
Cap.
Class
M3 PassThrough Rate: With respect to any Interest Accrual Period
thereafter, will be a per annum rate equal to the lesser of (i) the sum of
LIBOR
plus the related Certificate Margin and (ii) the Subordinate Net Funds
Cap.
Class
M4 PassThrough Rate: With respect to any Interest Accrual Period
thereafter, will be a per annum rate equal to the lesser of (i) the sum of
LIBOR
plus the related Certificate Margin and (ii) the Subordinate Net Funds
Cap.
Class
M5 PassThrough Rate: With respect to any Interest Accrual Period
thereafter, will be a per annum rate equal to the lesser of (i) the sum of
LIBOR
plus the related Certificate Margin and (ii) the Subordinate Net Funds
Cap.
Class
M6 PassThrough Rate: With respect to any Interest Accrual Period
thereafter, will be a per annum rate equal to the lesser of (i) the sum of
LIBOR
plus the related Certificate Margin and (ii) the Subordinate Net Funds
Cap.
Class
M7 PassThrough Rate: With respect to any Interest Accrual Period
thereafter, will be a per annum rate equal to the lesser of (i) the sum of
LIBOR
plus the related Certificate Margin and (ii) the Subordinate Net Funds
Cap.
Class
M8 PassThrough Rate: With respect to any Interest Accrual Period
thereafter, will be a per annum rate equal to the lesser of (i) the sum of
LIBOR
plus the related Certificate Margin and (ii) the Subordinate Net Funds
Cap.
Class
M9 PassThrough Rate: With respect to any Interest Accrual Period
thereafter, will be a per annum rate equal to the lesser of (i) the sum of
LIBOR
plus the related Certificate Margin and (ii) the Subordinate Net Funds
Cap.
Class
Notional Amount: The Class X Notional Amount.
Class
RI Interest: The sole class of residual interests in REMIC
I.
Class
RII Interest: The sole class of residual interests in REMIC
II.
Class
RIII Interest: The sole class of residual interests in REMIC
III.
Class X
Distributable Amount: With respect to any Distribution Date and
the Class X Certificates, to the extent of any Monthly Excess Cashflow
remaining on such Distribution Date after the distribution of amounts pursuant
to Section 4.01(e)(i)(xii), the sum of (a) the amount of interest
accrued during the related Accrual Period on the Class X Certificates (as
described in the Preliminary Statement) and (b) the Overcollateralization
Release Amount, if any, for such Distribution Date.
Class X
Notional Amount: With respect to the Class X Certificates and any
Distribution Date, the aggregate Uncertificated Balance of the REMIC II Regular
Interests (other than REMIC II Regular Interest LTP, REMIC II Regular Interest
LTP and REMIC II Regular Interest LTIO) for such Distribution
Date.
Closing
Date: August 31, 2007.
Corporate
Trust Office: The designated office of the Trustee at which at
any particular time its corporate trust business with respect to this Agreement
shall be administered, which office at the date of the execution of this
Agreement is located at 00 Xxxxxxxxxx Xxxxxx, Xx. Xxxx, Xxxxxxxxx 00000,
Attention: Corporate Trust—Structured Finance, CSMC 2007NC1 OSI.
Corresponding
Certificate: With respect to each REMIC II Regular Interest, the Class of
Regular Certificates listed below:
REMIC
II Regular Interest

Class


LT1A

Class
1A


LT2A1

Class
2A1


LT2A2

Class
2A2


LTM1

Class
M1


LTM2

Class
M2


LTM3

Class
M3


LTM4

Class
M4


LTM5

Class
M5


LTM6

Class
M6


LTM7

Class
M7


LTM8

Class
M8


LTM9

Class
M9


LTP

Class
P


LTR

Class
R

Credit
Support Annex: The credit support annex, dated as of August 31,
2007, between the Supplemental Interest Trust Trustee, on behalf of the
Supplemental Interest Trust, and the Swap Counterparty, which is annexed
to and
forms part of the Swap Agreement.
Current
Interest: For any Class of LIBOR Certificates and Distribution Date, the
amount of interest accruing at the applicable PassThrough Rate on the related
Class Principal Balance of such Class during the related Accrual Period;
provided, that as to each Class of LIBOR Certificates, Current Interest
shall be reduced by a pro rata portion of any Interest Shortfalls to the
extent
not covered by Monthly Excess Interest.
Custodial
Agreement: As defined in the Standard Terms. As of the
date hereof, the Custodial Agreement under this Agreement will be the Deutsche
Bank Custodial Agreement.
Custodian: As
defined in the Standard Terms. Initially, Deutsche Bank shall serve
as Custodian for all of the Mortgage Loans.
Cutoff
Date: August 1, 2007.
Deferred
Amount: For any Class of Subordinate Certificates (other than the
Class X Certificates) and Distribution Date, will equal the amount by which
(x)
the aggregate of the Applied Loss Amounts previously applied in reduction
of the
Class Principal Balance thereof exceeds (y) the sum of (i) the aggregate
of
amounts previously paid in reimbursement thereof and (ii) any additions to
the
Class Principal Balance pursuant to Section 4.03(b) on such Distribution
Date or
any previous Distribution Date. Any payment of Deferred Amount
pursuant to Section 4.01(e) shall not result in a reduction to the Class
Principal Balance of the Class of Certificate to which it is
distributed.
Delinquency
Rate: With respect to any month, the fraction, expressed as a
percentage, (a) the numerator of which is equal to the aggregate outstanding
Stated Principal Balance of all Mortgage Loans which (i) are 60 or more days
Delinquent (including all foreclosures, bankruptcies and REO Properties)
and
(ii) are Modified Mortgage Loans which have been modified within 12 months
of
such month (without duplication of clause (i) above), in each case as of
the
close of business on the last day of such month and after giving effect to
any
modification to the Stated Principal Balance of any Mortgage Loan, and (b)
the
denominator of which is the Aggregate Loan Group Balance as of the close
of
business on the last day of such month, in each case after giving effect
to any
modification to the Stated Principal Balance of any Mortgage Loan.
Depositor: Credit
Suisse First Boston Mortgage Securities Corp., a Delaware corporation, or
its
successor in interest.
Depository
Agreement: The Letter of Representation dated as of the Closing
Date by and among DTC, the Depositor and the Trustee.
Determination
Date: With respect to each Distribution Date, the 18th day of the
calendar month in which such Distribution Date occurs or, if such 18th day
is
not a Business Day, the Business Day immediately preceding such Business
Day.
Deutsche
Bank : Deutsche Bank National Trust Company.
Deutsche
Bank Custodial Agreement: That certain Custodial Agreement dated
as of August 1, 2007 between Deutsche Bank and the Trustee.
Economic
Residual Floater Certificate: As set forth in the Preliminary
Statement.
ERISA
Restricted Certificate: As set forth in the Preliminary
Statement.
Estimated
Swap Termination Payment: With respect to an Optional Termination Date, an
amount determined by the Swap Counterparty in good faith and in a commercially
reasonable manner as the maximum payment that could be owed by the Supplemental
Interest Trust to the Swap Counterparty in respect of such Optional Termination
Date pursuant to Section 6(e) of the ISDA Master Agreement, taking into account
then current market conditions.
Exchangeable
Certificates: Not applicable.
Expense
Fee Rate: As to each Mortgage Loan, the sum of the Servicing Fee
Rate, the Trustee Fee Rate and the rate at which the premium on a Lender
Paid
Mortgage Guaranty Insurance Policy is calculated, if applicable.
Expense
Fees: As to each Mortgage Loan and Distribution Date, the sum of
the Servicing Fee, the Trustee Fee and any premium on any Lender Paid Mortgage
Guaranty Insurance Policy, if applicable.
Fitch: Fitch
Ratings, or any successor thereto.
Group: When
used with respect to the Mortgage Loans, any of Loan Group 1 or Loan
Group 2, or with respect to the Certificates, the Class or Classes of
Certificates that relate to the corresponding Group or Groups.
Group
1 Allocation Amount: For any Distribution Date, the product of
the Senior Principal Payment Amount for that Distribution Date and a fraction
the numerator of which is the Principal Remittance Amount derived for Loan
Group
1 and the denominator of which is the Principal Remittance Amount, in each
case
for that Distribution Date. For purposes of the definition, the
Principal Remittance Amount will be calculated net of subclause (6) in the
definition thereof.
Group 1
Certificates: As set forth in the Preliminary
Statement.
Group
1 Excess Interest Amount: For any Distribution Date, the product
of the amount of Monthly Excess Interest required to be distributed on that
Distribution Date pursuant to Section 4.01(e)(i)(A) and a fraction the numerator
of which is the Principal Remittance Amount derived from Loan Group 1 and
the
denominator of which is the Principal Remittance Amount, in each case for
that
Distribution Date. For purposes of this definition, the Principal
Remittance Amount will be calculated net of subclause (6) in the definition
thereof.
Group
1 Senior Net Funds Cap: For any Distribution Date and the Class
1A Certificates, will be a per annum rate equal to (1) (a) a fraction,
expressed as a percentage, the numerator of which is the product of (x) the
Optimal Interest Remittance Amount for Loan Group 1 and such date and (y)
12,
and the denominator of which is the Aggregate Loan Group Balance of Loan
Group 1
for the immediately preceding Distribution Date less (b) a fraction, expressed
as a percentage, the numerator of which is the product of (x) the Net Swap
Payment, if any, for such Distribution Date and the Swap Termination Payments
made pursuant to Sections 4.01(a)(iii), 4.01(c)(i) or 4.01(d)(i) on such
Distribution Date and (y) 12 and the denominator of which is the Aggregate
Loan
Balance for the immediately preceding Distribution Date multiplied by (2)
a
fraction, the numerator of which is 30 and the denominator of which is the
actual number of days in the immediately preceding Accrual Period. For federal
income tax purposes, the equivalent of the foregoing shall be expressed as
the
weighted average of the Uncertificated REMIC II PassThrough Rate on REMIC
II
Regular Interest LT1GRP, weighted on the basis of the Uncertificated Principal
Balance of such REMIC II Regular Interest.
Group
2 Allocation Amount: For any Distribution Date, the product of
the Senior Principal Payment Amount for that Distribution Date and a fraction
the numerator of which is the Principal Remittance Amount derived from Loan
Group 2 and the denominator of which is the Principal Remittance Amount,
in each
case for that Distribution Date. For purposes of this definition, the
Principal Remittance Amount will be calculated net of subclause (6) in the
definition thereof.
Group 2
Certificates: As set forth in the Preliminary
Statement.
Group
2 Senior Net Funds Cap: For any Distribution Date and the Class
2A1, Class 2A2 and Class R Certificates will be a per annum rate equal
to
(1) (a) a fraction, expressed as a percentage, the numerator of which is
the
product of (x) the Optimal Interest Remittance Amount for Loan Group 2 and
such
date and (y) 12, and the denominator of which is the Aggregate Loan Group
Balance of Loan Group 2 for the immediately preceding Distribution Date,
less
(b) a fraction, expressed as a percentage, the numerator of which is the
product
of (x) the Net Swap Payment, if any, for such Distribution Date and the Swap
Termination Payments made pursuant to Sections 4.01(a)(iii), 4.01(c)(i) or
4.01(d)(i) on such Distribution Date and (y) 12 and the denominator of which
is
the Aggregate Loan Balance for the immediately preceding Distribution Date
multiplied by (2) a fraction, the numerator of which is 30 and the denominator
of which is the actual number of days in the immediately preceding Accrual
Period. For federal income tax purposes, the equivalent of the foregoing
shall
be expressed as the weighted average of the Uncertificated REMIC II PassThrough
Rate on REMIC II Regular Interest LT2GRP, weighted on the basis of the
Uncertificated Principal Balance of such REMIC II Regular Interest.
Initial
Class Principal Balance: As set forth in the Preliminary
Statement.
Interest
Remittance Amount: For any Distribution Date and Loan Group, an
amount equal to the sum of (1) all interest collected (other than related
Payaheads, if applicable) or advanced in respect of Scheduled Payments on
the
Mortgage Loans in such Loan Group during the related Collection Period, the
interest portion of Payaheads previously received and intended for application
in the related Collection Period and the interest portion of all prepayments
received on the Mortgage Loans in such Loan Group during the related Prepayment
Period (other than interest on Principal Prepayments that occur during the
portion of the Prepayment Period that is in the same calendar month as the
related Distribution Date), less (x) the Servicing Fee and any lender paid
Primary Insurance Policy premiums with respect to such Mortgage Loans and
(y)
unreimbursed Advances and other amounts due to the Servicer or the Trustee
with
respect to such Mortgage Loans, to the extent allocable to interest, (2)
all
Compensating Interest Payments paid by the Servicer with respect to the related
Mortgage Loans with respect to such Distribution Date, (3) the portion of
any
Substitution Adjustment Amount or Repurchase Price paid with respect to such
Mortgage Loans during the related Prepayment Period allocable to interest
and
(4) all Net Liquidation Proceeds, and any Insurance Proceeds and other
recoveries (net of unreimbursed Advances, Servicing Advances and expenses,
to
the extent allocable to interest, and unpaid Servicing Fees) collected with
respect to such Mortgage Loans during the prior calendar month, to the extent
allocable to interest.
Interest
Shortfall: For any Distribution Date, an amount equal to the
aggregate shortfall, if any, in collections of interest (adjusted to the
related
Net Mortgage Rate) on Mortgage Loans resulting from (a) Prepayment Interest
Shortfalls to the extent not covered by a Compensating Interest Payment and
(b)
interest payments on certain of the Mortgage Loans being limited pursuant
to the
provisions of the Relief Act.
Interim
Servicing Period: The period from the Cutoff Date to the Servicing Transfer
Date.
LIBOR
Certificates: As set forth in the Preliminary
Statement.
Liquidated
Mortgage Loan: With respect to any Distribution Date, a defaulted
Mortgage Loan (including any REO Property) which was liquidated (or in the
case
of a second lien Mortgage Loan, chargedoff by the Servicer in accordance
with
Accepted Servicing Practices) in the calendar month preceding the month of
such
Distribution Date and as to which the Servicer has determined (in accordance
with this Agreement) that it has received all amounts it expects to receive
in
connection with the liquidation of such Mortgage Loan, including the final
disposition of the related REO Property (exclusive of any possibility of
a
deficiency judgment). Any second lien Mortgage Loan that is charged
off pursuant to Section 3.11(d) will be treated as a Liquidated Mortgage
Loan at
the time it is charged off.
Loan
Group: Any of Loan Group 1 or Loan Group 2, as
applicable. Loan Group 1 will constitute one subtrust and Loan
Group 2 will constitute another subtrust.
Loan
Group 1: All Mortgage Loans identified as Loan Group 1
Mortgage Loans on the Mortgage Loan Schedule.
Loan
Group 2: All Mortgage Loans identified as Loan Group 2
Mortgage Loans on the Mortgage Loan Schedule.
M1
Principal Payment Amount: For any Distribution Date on or after
the Stepdown Date and as long as a Trigger Event has not occurred with respect
to such Distribution Date, will be the amount, if any, by which (x) the sum
of
(i) the aggregate Class Principal Balance of the Senior Certificates after
giving effect to payments on such Distribution Date and (ii) the Class Principal
Balance of the Class M1 Certificates immediately prior to such Distribution
Date exceeds (y) the lesser of (A) the product of (i) 54.60% and (ii) the
Aggregate Loan Balance for such Distribution Date and (B) the amount, if
any, by
which (i) the Aggregate Loan Balance for such Distribution Date exceeds (ii)
0.50% of the Aggregate Loan Balance as of the Cutoff Date.
M2
Principal Payment Amount: For any Distribution Date on or after
the Stepdown Date and as long as a Trigger Event has not occurred with respect
to such Distribution Date, will be the amount, if any, by which (x) the sum
of
(i) the aggregate Class Principal Balances of the Senior Certificates and
the
Class Principal Balance of the Class M1 Certificates, in each case, after
giving effect to payments on such Distribution Date and (ii) the Class Principal
Balance of the Class M2 Certificates immediately prior to such Distribution
Date exceeds (y) the lesser of (A) the product of (i) 59.40% and (ii) the
Aggregate Loan Balance for such Distribution Date and (B) the amount, if
any, by
which (i) the Aggregate Loan Balance for such Distribution Date exceeds (ii)
0.50% of the Aggregate Loan Balance as of the Cutoff Date.
M3
Principal Payment Amount: For any Distribution Date on or after
the Stepdown Date and as long as a Trigger Event has not occurred with respect
to such Distribution Date, will be the amount, if any, by which (x) the sum
of
(i) the aggregate Class Principal Balances of the Senior Certificates and
the
Class Principal Balance of the Class M1 Certificates and the Class M2
Certificates, in each case, after giving effect to payments on such Distribution
Date and (ii) the Class Principal Balance of the Class M3 Certificates
immediately prior to such Distribution Date exceeds (y) the lesser of (A)
the
product of (i) 66.90% and (ii) the Aggregate Loan Balance for such Distribution
Date and (B) the amount, if any, by which (i) the Aggregate Loan Balance
for
such Distribution Date exceeds (ii) 0.50% of the Aggregate Loan Balance as
of
the Cutoff Date.
M4
Principal Payment Amount: For any Distribution Date on or after
the Stepdown Date and as long as a Trigger Event has not occurred with respect
to such Distribution Date, will be the amount, if any, by which (x) the sum
of
(i) the aggregate Class Principal Balances of the Senior Certificates and
the
Class Principal Balance of the Class M1, Class M2 and Class M3 Certificates,
in each case, after giving effect to payments on such Distribution Date and
(ii)
the Class Principal Balance of the Class M4 Certificates immediately prior
to
such Distribution Date exceeds (y) the lesser of (A) the product of (i) 69.90%
and (ii) the Aggregate Loan Balance for such Distribution Date and (B) the
amount, if any, by which (i) the Aggregate Loan Balance for such Distribution
Date exceeds (ii) 0.50% of the Aggregate Loan Balance as of the Cutoff
Date.
M5
Principal Payment Amount: For any Distribution Date on or after
the Stepdown Date and as long as a Trigger Event has not occurred with respect
to such Distribution Date, will be the amount, if any, by which (x) the sum
of
(i) the aggregate Class Principal Balances of the Senior Certificates and
the
Class Principal Balance of the Class M1, Class M2, Class M3 and Class
M4
Certificates, in each case, after giving effect to payments on such Distribution
Date and (ii) the Class Principal Balance of the Class M5 Certificates
immediately prior to such Distribution Date exceeds (y) the lesser of (A)
the
product of (i) 72.80% and (ii) the Aggregate Loan Balance for such Distribution
Date and (B) the amount, if any, by which (i) the Aggregate Loan Balance
for
such Distribution Date exceeds (ii) 0.50% of the Aggregate Loan Balance as
of
the Cutoff Date.
M6
Principal Payment Amount: For any Distribution Date on or after
the Stepdown Date and as long as a Trigger Event has not occurred with respect
to such Distribution Date, will be the amount, if any, by which (x) the sum
of
(i) the aggregate Class Principal Balances of the Senior Certificates and
the
Class Principal Balance of the Class M1, Class M2, Class M3, Class M4
and
Class M5 Certificates, in each case, after giving effect to payments on
such
Distribution Date and (ii) the Class Principal Balance of the Class M6
Certificates immediately prior to such Distribution Date exceeds (y) the
lesser
of (A) the product of (i) 75.20% and (ii) the Aggregate Loan Balance for
such
Distribution Date and (B) the amount, if any, by which (i) the Aggregate
Loan
Balance for such Distribution Date exceeds (ii) 0.50% of the Aggregate Loan
Balance as of the Cutoff Date.
M7
Principal Payment Amount: For any Distribution Date on or after
the Stepdown Date and as long as a Trigger Event has not occurred with respect
to such Distribution Date, will be the amount, if any, by which (x) the sum
of
(i) the aggregate Class Principal Balances of the Senior Certificates and
the
Class Principal Balance of the Class M1, Class M2, Class M3, Class M4,
Class
M5 and Class M6 Certificates, in each case, after giving effect to payments
on
such Distribution Date and (ii) the Class Principal Balance of the Class
M7
Certificates immediately prior to such Distribution Date exceeds (y) the
lesser
of (A) the product of (i) 77.20% and (ii) the Aggregate Loan Balance for
such
Distribution Date and (B) the amount, if any, by which (i) the Aggregate
Loan
Balance for such Distribution Date exceeds (ii) 0.50% of the Aggregate Loan
Balance as of the Cutoff Date.
M8
Principal Payment Amount: For any Distribution Date on or after
the Stepdown Date and as long as a Trigger Event has not occurred with respect
to such Distribution Date, will be the amount, if any, by which (x) the sum
of
(i) the aggregate Class Principal Balances of the Senior Certificates and
the
Class Principal Balance of the Class M1, Class M2, Class M3, Class M4,
Class
M5, Class M6 and Class M7 Certificates, in each case, after giving effect
to
payments on such Distribution Date and (ii) the Class Principal Balance of
the
Class M8 Certificates immediately prior to such Distribution Date exceeds
(y)
the lesser of (A) the product of (i) 78.80% and (ii) the Aggregate Loan Balance
for such Distribution Date and (B) the amount, if any, by which (i) the
Aggregate Loan Balance for such Distribution Date exceeds (ii) 0.50% of the
Aggregate Loan Balance as of the Cutoff Date.
M9
Principal Payment Amount: For any Distribution Date on or after
the Stepdown Date and as long as a Trigger Event has not occurred with respect
to such Distribution Date, will be the amount, if any, by which (x) the sum
of
(i) the aggregate Class Principal Balances of the Senior Certificates and
the
Class Principal Balance of the Class M1, Class M2, Class M3, Class M4,
Class
M5, Class M6, Class M7 and Class M8 Certificates in each case, after
giving
effect to payments on such Distribution Date and (ii) the Class Principal
Balance of the Class M9 Certificates immediately prior to such Distribution
Date exceeds (y) the lesser of (A) the product of (i) 82.40% and (ii) the
Aggregate Loan Balance for such Distribution Date and (B) the amount, if
any, by
which (i) the Aggregate Loan Balance for such Distribution Date exceeds (ii)
0.50% of the Aggregate Loan Balance as of the Cutoff Date.
Marker
Rate: With respect to the Class X Certificates and any
Distribution Date, a per annum rate equal to two (2) times the weighted average
of the Uncertificated REMIC II PassThrough Rates for REMIC II Regular Xxxxxxxxx
XX0X, XX0X0, XX0X0, XXX0, XXX0, XXX0, XXX0, XXX0, XXX0, LTM7,
LTM8, LTM9, and LTZZ, with the rates on such REMIC II Regular
Interests (other than REMIC II Regular Interest LTZZ), subject to a cap,
for
the purpose of this calculation, equal to the lesser of (A) LIBOR plus the
Certificate Margin for the Corresponding Certificate and (B) the related
Net
Funds Cap for the related Corresponding Certificate for the purpose of this
calculation for such Distribution Date, and with the rate on the REMIC II
Regular Interest LTZZ subject to a cap, for the purpose of this calculation,
equal to zero; provided, however, that for this purpose, the calculation
of the
Uncertificated REMIC II PassThrough Rate and the related cap with respect
to
each such REMIC II Regular Interest shall be multiplied by a fraction, the
numerator of which is the actual number of days in the Interest Accrual Period
and the denominator of which is thirty (30).
Maturity
Date: The Distribution Date occurring in
September 2037.
Maximum
CLTV: The combined loantovalue ratio of a junior lien Mortgage Loan
computed such that (i) the numerator is equal to the sum of the loan balances
of
the Mortgage Loan and all mortgage loans on the mortgaged property senior
to
such Mortgage Loan as of the Closing Date, and (ii) the denominator is equal
to
the value of the mortgaged property on the Closing Date. For purposes
of computing the numerator, if a mortgage loan has a negative amortization
feature, then the loan balance shall be equal to the loan balance as of the
Closing Date after giving effect to the maximum amount of negative amortization
permitted under such feature.
Maximum
Interest Rate: For the Class 1A, Class 2A1, Class 2A2 and
Class R Certificates and any Distribution Date, an annual rate equal to (a)
the
weighted average of (i) the weighted average Maximum Mortgage Rates minus
the
weighted average Expense Fee Rate of the adjustablerate Mortgage Loans in
the
related Loan Group and (ii) the weighted average Net Mortgage Rates of the
fixedrate Mortgage Loans in the related Loan Group, multiplied by (b) a
fraction, the numerator of which is 30 and the denominator of which is the
actual number of days in the immediately preceding Accrual
Period. For the Class M1, Class M2, Class M3, Class M4, Class
M5, Class M6, Class M7, Class M8 and Class M9 Certificates and any
Distribution Date, an annual rate equal to (a) the weighted average of (x)
the
weighted average Maximum Mortgage Rates minus the weighted average Expense
Fee
Rate of the adjustablerate Mortgage Loans in both Loan Groups and the (y)
weighted average Net Mortgage Rates of the fixedrate Mortgage Loans in both
Loan Groups, multiplied by (b) a fraction, the numerator of which is 30 and
the
denominator of which is the actual number of days in the immediately preceding
Accrual Period. All weighted averages calculated hereunder shall be
based on Stated Principal Balance of the applicable Mortgage Loans as of
the
first day of the related Collection Period.
Monthly
Excess Cashflow: For any Distribution Date, an amount equal to
the sum of the Monthly Excess Interest and Overcollateralization Release
Amount,
if any, for such date.
Monthly
Excess Interest: As to any Distribution Date, the Interest Remittance Amount
remaining after the application of payments pursuant to clauses (i) through
(xiii) of Section 4.01(a) and the Principal Payment Amount remaining after
the
application of payments pursuant to clauses (i) through (xi) of Section 4.01(c)
or clauses (i) through (xi) of Section 4.01(d), as applicable.
Most
Senior Enhancement Percentage: For any Distribution Date and any Class of
Certificates, the fraction, expressed as a percentage, the numerator of which
is
the sum of the aggregate Class Principal Balances of the Certificates which
are
lower in payment priority than such Class of Certificates and the
Overcollateralization Amount (which, for purposes of this definition only,
shall
not be less than zero), in each case prior to giving effect to payments on
such
Distribution Date and the denominator of which is the Aggregate Loan Balance
as
of the first day of the related Collection Period.
Net
Cumulative Realized Loss Amount: For any Distribution Date, an
amount equal to the cumulative Realized Losses incurred on the Mortgage Loans
from the Cutoff Date through the end of the calendar month preceding such
Distribution Date, less the amount of payments made to the Principal Remittance
Amount from the Swap Agreement pursuant to Section 4.01(d) on all prior
Distribution Dates.
Net
Funds Cap: Any of the Group 1 Senior Net Funds Cap, the Group 2
Senior Net Funds Cap or the Subordinate Net Funds Cap, as
applicable.
Net
Swap Payment: A net payment (a) by the Supplemental Interest
Trust Trustee, on behalf of the Supplemental Interest Trust, to the Swap
Counterparty, to the extent that the Supplemental Trust Payment exceeds the
Swap
Counterparty Payment for such Swap Payment Date, or (b) by the Swap
Counterparty to the Supplemental Interest Trust Trustee, on behalf of the
Supplemental Interest Trust, to the extent that the Swap Counterparty Payment
payable to the Supplemental Interest Trust exceeds the Supplemental Trust
Payment for such Swap Payment Date.
Notional
Amount Certificates: As set forth in the Preliminary
Statement.
Ocwen: Ocwen
Loan Servicing, LLC and its successors and assigns.
Offered
Certificates: As set forth in the Preliminary
Statement.
Optimal
Interest Remittance Amount: For any Distribution Date and Loan
Group, will be equal to the excess of (i) the product of (1) (x) the weighted
average Net Mortgage Rate of the Mortgage Loans in such Loan Group as of
the
first day of the related Collection Period divided by (y) 12 and (2) the
applicable Aggregate Loan Group Balance for the immediately preceding
Distribution Date, over (ii) any expenses that reduce the Interest Remittance
Amount for that Loan Group which did not arise as a result of a default or
delinquency of the related Mortgage Loans or were not taken into account
in
computing the Expense Fee Rate.
Overcollateralization
Amount: For any Distribution Date, an amount equal to the amount,
if any, by which (x) the applicable Aggregate Loan Balance for such Distribution
Date exceeds (y) the aggregate Class Principal Balance of the Offered
Certificates and Class P Certificates after giving effect to payments on
such
Distribution Date.
Overcollateralization
Deficiency: For any Distribution Date will be equal to the
amount, if any, by which (x) the Targeted Overcollateralization Amount for
such
Distribution Date exceeds (y) the Overcollateralization Amount for such
Distribution Date, calculated for this purpose after giving effect to the
reduction on such Distribution Date of the aggregate Class Principal Balance
of
the Certificates resulting from the payment of the Principal Payment Amount
on
such Distribution Date, but prior to allocation of any Applied Loss Amount
on
such Distribution Date.
Overcollateralization
Release Amount: For any Distribution Date, an amount equal to the
lesser of (x) the related Principal Remittance Amount for such Distribution
Date
and (y) the amount, if any, by which (1) the Overcollateralization Amount
for
such date, calculated for this purpose on the basis of the assumption that
100%
of the aggregate Principal Remittance Amount for such date is applied on
such
date in reduction of the aggregate of the Class Principal Balances of the
Certificates, exceeds (2) the Targeted Overcollateralization Amount for such
date.
PassThrough
Rate: With respect to the Class 1A, Class 2A1, Class 2A2,
Class X0, Xxxxx X0, Class M3, Class M4, Class M5, Class M6, Class M7,
Class M8 and Class M9, the Class 1A PassThrough Rate, Class 2A1
PassThrough Rate, Class 2A2 PassThrough Rate, Class M1 PassThrough
Rate,
Class M2 PassThrough Rate, Class M3 PassThrough Rate, Class M4 PassThrough
Rate, Class M5 PassThrough Rate, Class M6 PassThrough Rate, Class M7
PassThrough Rate, Class M8 PassThrough Rate and Class M9 PassThrough
Rate.
With
respect to the Class X Certificates and any Distribution Date, a per annum
rate
equal to the percentage equivalent of a fraction, the numerator of which
is the
sum of the amounts calculated pursuant to clauses (A) through (M) below,
and the
denominator of which is the aggregate of the Uncertificated Balances of REMIC
II
Regular Interest LTAA, REMIC II Regular Interest LT1A, REMIC II Regular
Interest LT2A1, REMIC II Regular Interest LT2A2, REMIC II Regular Interest
LTM1, REMIC II Regular Interest LTM2, REMIC II Regular Interest LTM3,
REMIC II Regular Interest LTM4, REMIC II Regular Interest LTM5, REMIC
II
Regular Interest LTM6, REMIC II Regular Interest LTM7, REMIC II Regular
Interest LTM8, REMIC II Regular Interest LTM9 and REMIC II Regular Interest
LTZZ. For purposes of calculating the PassThrough Rate for the Class X
Certificates, the numerator is equal to the sum of the following
components:
(A) the
Uncertificated REMIC II PassThrough Rate for REMIC II Regular Interest LTAA
minus the Marker Rate, applied to an amount equal to the Uncertificated Balance
of REMIC II Regular Interest LTAA;
(B) the
Uncertificated REMIC II PassThrough Rate for REMIC II Regular Interest LT1A
minus the Marker Rate, applied to an amount equal to the Uncertificated Balance
of REMIC II Regular Interest LT1A;
(C) the
Uncertificated REMIC II PassThrough Rate for REMIC II Regular Interest LT2A2
minus the Marker Rate, applied to an amount equal to the Uncertificated Balance
of REMIC II Regular Interest LT2A2;
(D) the
Uncertificated REMIC II PassThrough Rate for REMIC II Regular Interest LTM1
minus the Marker Rate, applied to an amount equal to the Uncertificated Balance
of REMIC II Regular Interest LTM1;
(E) the
Uncertificated REMIC II PassThrough Rate for REMIC II Regular Interest LTM2
minus the Marker Rate, applied to an amount equal to the Uncertificated Balance
of REMIC II Regular Interest LTM2;
(F) the
Uncertificated REMIC II PassThrough Rate for REMIC II Regular Interest LTM3
minus the Marker Rate, applied to an amount equal to the Uncertificated Balance
of REMIC II Regular Interest LTM3;
(G) the
Uncertificated REMIC II PassThrough Rate for REMIC II Regular Interest LTM4
minus the Marker Rate, applied to an amount equal to the Uncertificated Balance
of REMIC II Regular Interest LTM4;
(H) the
Uncertificated REMIC II PassThrough Rate for REMIC II Regular Interest LTM5
minus the Marker Rate, applied to an amount equal to the Uncertificated Balance
of REMIC II Regular Interest LTM5;
(I) the
Uncertificated REMIC II PassThrough Rate for REMIC II Regular Interest LTM6
minus the Marker Rate, applied to an amount equal to the Uncertificated Balance
of REMIC II Regular Interest LTM6;
(J) the
Uncertificated REMIC II PassThrough Rate for REMIC II Regular Interest LTM7
minus the Marker Rate, applied to an amount equal to the Uncertificated Balance
of REMIC II Regular Interest LTM7;
(K) the
Uncertificated REMIC II PassThrough Rate for REMIC II Regular Interest LTM8
minus the Marker Rate, applied to an amount equal to the Uncertificated Balance
of REMIC II Regular Interest LTM8; and
(L) the
Uncertificated REMIC II PassThrough Rate for REMIC II Regular Interest LTM9
minus the Marker Rate, applied to an amount equal to the Uncertificated Balance
of REMIC II Regular Interest LTM9;
(M) the
Uncertificated REMIC II PassThrough Rate for REMIC II Regular Interest LTZZ
minus the Marker Rate, applied to an amount equal to the Uncertificated Balance
of REMIC II Regular Interest LTZZ.
The
Class
P Certificates and Class R Certificates will not accrue interest and therefore
will not have a PassThrough Rate.
Payahead: Any
Scheduled Payment intended by the related Mortgagor to be applied in a
Collection Period subsequent to the Collection Period in which such payment
was
received.
Permitted
Transferee: Any person other than (i) the United States, any State or
political subdivision thereof, or any agency or instrumentality of any of
the
foregoing, (ii) a foreign government, International Organization or any agency
or instrumentality of either of the foregoing, (iii) an organization (except
certain farmers’ cooperatives described in section 521 of the Code) which is
exempt from tax imposed by Chapter 1 of the Code (including the tax imposed
by
section 511 of the Code on unrelated business taxable income) on any excess
inclusions (as defined in section 860E(c)(1) of the Code) with respect to
any
Residual Certificate, (iv) rural electric and telephone cooperatives described
in section 1381(a)(2)(C) of the Code, (v) a Person that is not a United States
Person, and (vi) a Person designated as a nonPermitted Transferee by the
Depositor based upon an Opinion of Counsel that the Transfer of an Ownership
Interest in a Residual Certificate to such Person may cause any REMIC created
hereunder to fail to qualify as a REMIC at any time that the Certificates
are
outstanding. The terms “United States,” “State” and “International Organization”
shall have the meanings set forth in section 7701 of the Code or successor
provisions. A corporation will not be treated as an instrumentality of the
United States or of any State or political subdivision thereof for these
purposes if all of its activities are subject to tax and, with the exception
of
Xxxxxxx Mac, a majority of its board of directors is not selected by such
government unit.
Physical
Certificates: As set forth in the Preliminary
Statement.
Prefunded
Amount: Not Applicable.
Prefunded
Loan Group: Not Applicable.
Prefunding
Account: Not Applicable.
Prefunding
Period: Not Applicable.
Prepayment
Period: With respect to any Distribution Date and any Payoff or Curtailment,
the calendar month immediately preceding the month in which such Distribution
Date occurs.
Principal
Payment Amount: For any Distribution Date, an amount equal to the
related Principal Remittance Amount for such date minus the related
Overcollateralization Release Amount, if any, for such date.
Principal
Remittance Amount: For any Distribution Date and the Floater Loan
Group, an amount equal to the sum of (1) all principal collected (other than
Payaheads) or advanced in respect of Scheduled Payments on the Mortgage Loans
in
such Loan Group during the related Collection Period (less unreimbursed
Advances, Servicing Advances and other amounts due to the Servicer and the
Trustee with respect to the Mortgage Loans in such Loan Group, to the extent
allocable to principal or such amounts allocable to interest to the extent
remaining unpaid after allocation of the Interest Remittance Amount) and
the
principal portion of Payaheads previously received on the Mortgage Loans
in such
Loan Group and intended for application in the related Collection Period,
(2)
all Principal Prepayments received on the Mortgage Loans in such Loan Group
during the related Prepayment Period, (3) the Purchase Price of each Mortgage
Loan in such Loan Group that was repurchased by the Seller or purchased by
the
Class X Certificateholder pursuant to Section 3.17(b), during the related
Repurchase Period and the principal proceeds of any purchase of Mortgage
Loans
in such Loan Group by the Terminating Entity pursuant to Section 11.01, (4)
the portion of any Substitution Adjustment Amount paid with respect to any
Deleted Mortgage Loans in such Loan Group during the related Collection Period
allocable to principal, (5) all Net Liquidation Proceeds (net of unreimbursed
Advances, Servicing Advances and other expenses, to the extent allocable
to
principal or such amounts allocable to interest to the extent remaining unpaid
after allocation of the Interest Remittance Amount) and any other Recoveries
collected with respect to the Mortgage Loans in such Loan Group during the
preceding calendar month, to the extent allocable to principal, and
(6) amounts, if any, withdrawn from the Supplemental Interest Account to
cover the Net Cumulative Realized Loss Amount for such Distribution
Date. For the purposes of this definition of Principal Remittance
Amount, any amounts due to the Servicer and the Trustee that cannot easily
be
allocable to either interest or principal shall be deemed to be allocable
to
interest.
Private
Certificates: As set forth in the Preliminary
Statement.
Prospectus
Supplement: The Prospectus Supplement, dated August 31, 2007, relating to
the offering of the Offered Certificates in the form in which it was or will
be
filed with the Securities and Exchange Commission pursuant to
Rule 424(b) under the 1933 Act with respect to the offer and sale of
the Offered Certificates.
Qualified
Substitute Mortgage Loan: One or more Mortgage Loans substituted
by the Seller for one or more Deleted Mortgage Loans which must, on the date
of
such substitution, as confirmed in a Request for Release, substantially in
the
form of Exhibit K, individually or in the aggregate and on a weighted average
basis, as applicable (i) have a Stated Principal Balance, after deduction
of the
principal portion of the Scheduled Payment due in the month of substitution,
not
in excess of, and not more than 10% less than the Stated Principal Balance
of
the Deleted Mortgage Loan; (ii) be accruing interest at a rate no lower than
and
not more than 1% per annum higher than, that of the Deleted Mortgage Loan;
(iii)
have a Loan to Value Ratio no higher than that of the Deleted Mortgage Loan;
(iv) have a remaining term to maturity not more than one year greater than
or
less than that of the Deleted Mortgage Loan; provided that the remaining
term to
maturity of any such Mortgage Loan shall be no greater than the last maturing
Mortgage Loan immediately prior to any substitution; (v) have a Maximum Mortgage
Rate and Minimum Mortgage Rate not less than the respective such rates for
the
Deleted Mortgage Loan, have a Gross Margin equal to or greater than the Deleted
Mortgage Loan and have the same Index as the Deleted Mortgage Loan; (vi)
not be
a Cooperative Loan unless the Deleted Mortgage Loan was a Cooperative Loan,
(vii) have a category of Prepayment Premium equal to the category of Prepayment
Premium of the Deleted Mortgage Loan, if applicable, and (viii) comply with
each
representation and warranty set forth in Section 2.03(b).
Rating
Agency: Each of Fitch and S&P, or any successor to any of
them, so long as such entity is rating any of the Certificates.
Realized
Loss: As defined in the Standard Terms; Realized Losses shall include with
respect to any modified mortgage loan, the amount, if any, by which the
principal balance has been reduced as a result of such
modification.
Recovery: With
respect to any Distribution Date and Mortgage Loan that became a Liquidated
Mortgage Loan (including a charged off secondlien mortgage loan) in a month
preceding the month prior to the Distribution Date, any additional amount
received in respect of principal on such Mortgage Loan received by the Servicer
after Liquidation Proceeds have been remitted to the Trust Fund, net of
unreimbursed Advances, Servicing Advances, Liquidation Expenses, Expense
Fees
and related Excess Proceeds, if any.
Regular
Certificates: All of the Certificates other than the Residual
Certificates.
REMIC: A
“real estate mortgage investment conduit,” within the meaning of
Section 860D of the Code. Reference herein to REMIC refers to
each REMIC created by the Preliminary Statement.
REMIC
Election: An election, for federal income tax purposes, to treat
certain assets as a REMIC.
REMIC
I: The segregated pool of assets subject hereto, constituting the primary
trust created hereby and to be administered hereunder, with respect to which
a
REMIC election is to be made consisting of: (i) such Mortgage Loans as from
time
to time are subject to this Agreement (other than any Prepayment Charges),
together with the Mortgage Files relating thereto, and together with all
collections thereon and proceeds thereof, (ii) any REO Property, together
with
all collections thereon and proceeds thereof, (iii) the Trustee’s rights with
respect to the Mortgage Loans under all insurance policies, including any
Required Insurance Policy, required to be maintained pursuant to this Agreement
and any proceeds thereof and (iv) the Collection Account and the Certificate
Account (subject to the last sentence of this definition) and such assets
that
are deposited therein from time to time and any investments thereof.
Notwithstanding the foregoing, however, a REMIC election will not be made
with
respect to the Basis Risk Reserve Fund and the Reserve Account.
REMIC
I Available Distribution Amount: For any Distribution
Date, the Available Distribution Amount for such Loan Group 1.
REMIC
I Group 1 Regular Interests: REMIC I Regular Interest I and REMIC
I Regular Interest I1A through REMIC I Regular Interest I54B as designated
in the Preliminary Statement hereto.
REMIC
I Group 2 Regular Interests: REMIC I Regular Interest II and
REMIC I Regular Interest II1A through REMIC I Regular Interest II54B
as
designated in the Preliminary Statement hereto.
REMIC
I Regular Interest: Any of the separate non certificated
beneficial ownership interests in REMIC I issued hereunder and designated
as a
“regular interest” in REMIC I. Each REMIC I Regular Interest shall accrue
interest at the related REMIC I PassThrough Rate in effect from time to
time,
and shall be entitled to distributions of principal, subject to the terms
and
conditions hereof, in an aggregate amount equal to its initial Uncertificated
Balance or Uncertificated Notional Amount as set forth in the Preliminary
Statement hereto. The designations for the respective REMIC I Regular Interests
are set forth in the Preliminary Statement hereto. The REMIC I
Regular Interests consist of the REMIC I Group 1 Regular Interests, REMIC
I
Group 2 Regular Interests, REMIC I Regular Interest R, REMIC I Regular Interest
X.
XXXXX
XX Interest Loss Allocation Amount: With respect to any Distribution Date,
an amount equal to (a) the product of (i) the aggregate Stated Principal
Balance
of the Mortgage Loans and related REO Properties then outstanding and (ii)
the
Uncertificated REMIC II PassThrough Rate for REMIC II Regular Interest LTAA
minus the Marker Rate, divided by (b) 12.
REMIC
II Marker Allocation Percentage: 50% of any amount payable or loss
attributable from the Mortgage Loans, which shall be allocated to REMIC II
Regular Xxxxxxxxx XX0X, XX0X0, XX0X0, XXX0, LTM2, XXX0, XXX0,
XXX0,
XXX0, XXX0, LTM8, LTM9, LTR and LTX.
XXXXX
XX Overcollateralization Amount: With respect to any date of determination,
(i) 0.50% of the aggregate Uncertificated Balances of the REMIC II Regular
Interests minus (ii) the aggregate Uncertificated Balances of REMIC II Regular
Xxxxxxxxx XX0X, XX0X0, XX0X0, XXX0, XXX0, XXX0, XXX0, XXX0,
XXX0,
XXX0, XXX0, XXX0, XXX and LTP, in each case as of such date of
determination.
REMIC
II Principal Loss Allocation Amount: With respect to any Distribution Date,
an amount equal to the product of (i) 50% of the aggregate Stated Principal
Balance of the Mortgage Loans and related REO Properties then outstanding
and
(ii) 1 minus a fraction, the numerator of which is two times the aggregate
Uncertificated Balance of REMIC II Regular Xxxxxxxxx XX0X, XX0X0, XX0X0,
XXX0, XXX0, XXX0, XXX0, XXX0, XXX0, LTM7, LTM8, LTM9 and
LTZZ.
REMIC
II Regular Interest: One of the separate noncertificated beneficial
ownership interests in REMIC II issued hereunder and designated as a Regular
Interest in REMIC II as set forth in the Preliminary Statement. Each REMIC
II
Regular Interest shall accrue interest at the related Uncertificated REMIC
II
PassThrough Rate in effect from time to time, and shall be entitled to
distributions of principal (other than REMIC II Regular Interest LTIO),
subject
to the terms and conditions hereof, in an aggregate amount equal to its initial
Uncertificated Balance, if any, as set forth in the Preliminary Statement
hereto.
REMIC
II Regular Interest LTAA: One of the separate noncertificated beneficial
ownership interests in REMIC II issued hereunder and designated as a Regular
Interest in REMIC II. REMIC II Regular Interest LTAA shall accrue interest
at
the related Uncertificated REMIC II PassThrough Rate in effect from time
to
time, and shall be entitled to distributions of principal, subject to the
terms
and conditions hereof, in an aggregate amount equal to its initial
Uncertificated Balance as set forth in the Preliminary Statement
hereto.
REMIC
II Regular Interest LT1A: One of the separate noncertificated beneficial
ownership interests in REMIC II issued hereunder and designated as a Regular
Interest in REMIC II. REMIC II Regular Interest LT1A shall accrue interest
at
the related Uncertificated REMIC II PassThrough Rate in effect from time
to
time, and shall be entitled to distributions of principal, subject to the
terms
and conditions hereof, in an aggregate amount equal to its initial
Uncertificated Balance as set forth in the Preliminary Statement
hereto.
REMIC
II Regular Xxxxxxxx XX0X0: One of the separate noncertificated beneficial
ownership interests in REMIC II issued hereunder and designated as a Regular
Interest in REMIC II. REMIC II Regular Interest LT2A1 shall accrue interest
at
the related Uncertificated REMIC II PassThrough Rate in effect from time
to
time, and shall be entitled to distributions of principal, subject to the
terms
and conditions hereof, in an aggregate amount equal to its initial
Uncertificated Balance as set forth in the Preliminary Statement
hereto.
REMIC
II Regular Xxxxxxxx XX0X0: One of the separate noncertificated beneficial
ownership interests in REMIC II issued hereunder and designated as a Regular
Interest in REMIC II. REMIC II Regular Interest LT2A2 shall accrue interest
at
the related Uncertificated REMIC II PassThrough Rate in effect from time
to
time, and shall be entitled to distributions of principal, subject to the
terms
and conditions hereof, in an aggregate amount equal to its initial
Uncertificated Balance as set forth in the Preliminary Statement
hereto.
REMIC
II Regular Interest LTIO: One of the separate noncertificated
beneficial ownership interests in REMIC II issued hereunder and designated
as a
Regular Interest in REMIC II. REMIC II Regular Interest LTIO shall
accrue interest on its Uncertificated Notional Amount at its related
Uncertificated REMIC II PassThrough Rate in effect from time to
time. REMIC II Regular Interest LTIO shall not have an
Uncertificated Balance and shall not be entitled to distributions of
principal.
REMIC
II Regular Interest LTM1: One of the separate noncertificated beneficial
ownership interests in REMIC II issued hereunder and designated as a Regular
Interest in REMIC II. REMIC II Regular Interest LTM1 shall accrue interest
at
the related Uncertificated REMIC II PassThrough Rate in effect from time
to
time, and shall be entitled to distributions of principal, subject to the
terms
and conditions hereof, in an aggregate amount equal to its initial
Uncertificated Balance as set forth in the Preliminary Statement
hereto.
REMIC
II Regular Interest LTM2: One of the separate noncertificated beneficial
ownership interests in REMIC II issued hereunder and designated as a Regular
Interest in REMIC II. REMIC II Regular Interest LTM2 shall accrue interest
at
the related Uncertificated REMIC II PassThrough Rate in effect from time
to
time, and shall be entitled to distributions of principal, subject to the
terms
and conditions hereof, in an aggregate amount equal to its initial
Uncertificated Balance as set forth in the Preliminary Statement
hereto.
REMIC
II Regular Interest LTM3: One of the separate noncertificated beneficial
ownership interests in REMIC II issued hereunder and designated as a Regular
Interest in REMIC II. REMIC II Regular Interest LTM3 shall accrue interest
at
the related Uncertificated REMIC II PassThrough Rate in effect from time
to
time, and shall be entitled to distributions of principal, subject to the
terms
and conditions hereof, in an aggregate amount equal to its initial
Uncertificated Balance as set forth in the Preliminary Statement
hereto.
REMIC
II Regular Interest LTM4: One of the separate noncertificated beneficial
ownership interests in REMIC II issued hereunder and designated as a Regular
Interest in REMIC II. REMIC II Regular Interest LTM4 shall accrue interest
at
the related Uncertificated REMIC II PassThrough Rate in effect from time
to
time, and shall be entitled to distributions of principal, subject to the
terms
and conditions hereof, in an aggregate amount equal to its initial
Uncertificated Balance as set forth in the Preliminary Statement
hereto.
REMIC
II Regular Interest LTM5: One of the separate noncertificated beneficial
ownership interests in REMIC II issued hereunder and designated as a Regular
Interest in REMIC II. REMIC II Regular Interest LTM5 shall accrue interest
at
the related Uncertificated REMIC II PassThrough Rate in effect from time
to
time, and shall be entitled to distributions of principal, subject to the
terms
and conditions hereof, in an aggregate amount equal to its initial
Uncertificated Balance as set forth in the Preliminary Statement
hereto.
REMIC
II Regular Interest LTM6: One of the separate noncertificated beneficial
ownership interests in REMIC II issued hereunder and designated as a Regular
Interest in REMIC II. REMIC II Regular Interest LTM6 shall accrue interest
at
the related Uncertificated REMIC II PassThrough Rate in effect from time
to
time, and shall be entitled to distributions of principal, subject to the
terms
and conditions hereof, in an aggregate amount equal to its initial
Uncertificated Balance as set forth in the Preliminary Statement
hereto.
REMIC
II Regular Interest LTM7: One of the separate noncertificated beneficial
ownership interests in REMIC II issued hereunder and designated as a Regular
Interest in REMIC II. REMIC II Regular Interest LTM7 shall accrue interest
at
the related Uncertificated REMIC II PassThrough Rate in effect from time
to
time, and shall be entitled to distributions of principal, subject to the
terms
and conditions hereof, in an aggregate amount equal to its initial
Uncertificated Balance as set forth in the Preliminary Statement
hereto.
REMIC
II Regular Interest LTM8: One of the separate noncertificated beneficial
ownership interests in REMIC II issued hereunder and designated as a Regular
Interest in REMIC II. REMIC II Regular Interest LTM8 shall accrue interest
at
the related Uncertificated REMIC II PassThrough Rate in effect from time
to
time, and shall be entitled to distributions of principal, subject to the
terms
and conditions hereof, in an aggregate amount equal to its initial
Uncertificated Balance as set forth in the Preliminary Statement
hereto.
REMIC
II Regular Interest LTM9: One of the separate noncertificated beneficial
ownership interests in REMIC II issued hereunder and designated as a Regular
Interest in REMIC II. REMIC II Regular Interest LTM9 shall accrue interest
at
the related Uncertificated REMIC II PassThrough Rate in effect from time
to
time, and shall be entitled to distributions of principal, subject to the
terms
and conditions hereof, in an aggregate amount equal to its initial
Uncertificated Balance as set forth in the Preliminary Statement
hereto.
REMIC
II Regular Interest LTP: One of the separate noncertificated beneficial
ownership interests in REMIC II issued hereunder and designated as a Regular
Interest in REMIC II. REMIC II Regular Interest LTP shall accrue interest
at
the related Uncertificated REMIC II PassThrough Rate in effect from time
to
time, and shall be entitled to distributions of principal, subject to the
terms
and conditions hereof, in an aggregate amount equal to its initial
Uncertificated Balance as set forth in the Preliminary Statement
hereto.
REMIC
II Regular Interest LTR: One of the separate noncertificated beneficial
ownership interests in REMIC II issued hereunder and designated as a Regular
Interest in REMIC II. REMIC II Regular Interest LTR shall accrue interest
at
the related Uncertificated REMIC II PassThrough Rate in effect from time
to
time, and shall be entitled to distributions of principal, subject to the
terms
and conditions hereof, in an aggregate amount equal to its initial
Uncertificated Balance as set forth in the Preliminary Statement
hereto.
REMIC
II Regular Interest LTXX: One of the separate noncertificated beneficial
ownership interests in REMIC II issued hereunder and designated as a Regular
Interest in REMIC II. REMIC II Regular Interest LTXX shall accrue interest
at
the related Uncertificated REMIC II PassThrough Rate in effect from time
to
time, and shall be entitled to distributions of principal, subject to the
terms
and conditions hereof, in an aggregate amount equal to its initial
Uncertificated Balance as set forth in the Preliminary Statement
hereto.
REMIC
II Regular Interest LTZZ: One of the separate noncertificated beneficial
ownership interests in REMIC II issued hereunder and designated as a Regular
Interest in REMIC II. REMIC II Regular Interest LTZZ shall accrue interest
at
the related Uncertificated REMIC II PassThrough Rate in effect from time
to
time, and shall be entitled to distributions of principal, subject to the
terms
and conditions hereof, in an aggregate amount equal to its initial
Uncertificated Balance as set forth in the Preliminary Statement
hereto.
REMIC
II Regular Interest LT1SUB: One of the separate noncertificated beneficial
ownership interests in REMIC II issued hereunder and designated as a Regular
Interest in REMIC II. REMIC II Regular Interest LT1SUB shall accrue interest
at
the related Uncertificated REMIC II PassThrough Rate in effect from time
to
time, and shall be entitled to distributions of principal, subject to the
terms
and conditions hereof, in an aggregate amount equal to its initial
Uncertificated Balance as set forth in the Preliminary Statement
hereto.
REMIC
II Regular Interest LT1GRP: One of the separate noncertificated beneficial
ownership interests in REMIC II issued hereunder and designated as a Regular
Interest in REMIC II. REMIC II Regular Interest LT1GRP shall accrue interest
at
the related Uncertificated REMIC II PassThrough Rate in effect from time
to
time, and shall be entitled to distributions of principal, subject to the
terms
and conditions hereof, in an aggregate amount equal to its initial
Uncertificated Balance as set forth in the Preliminary Statement
hereto.
REMIC
II Regular Interest LT2SUB: One of the separate noncertificated beneficial
ownership interests in REMIC II issued hereunder and designated as a Regular
Interest in REMIC II. REMIC II Regular Interest LT2SUB shall accrue interest
at
the related Uncertificated REMIC II PassThrough Rate in effect from time
to
time, and shall be entitled to distributions of principal, subject to the
terms
and conditions hereof, in an aggregate amount equal to its initial
Uncertificated Balance as set forth in the Preliminary Statement
hereto.
REMIC
II Regular Interest LT2GRP: One of the separate noncertificated beneficial
ownership interests in REMIC II issued hereunder and designated as a Regular
Interest in REMIC II. REMIC II Regular Interest LT2GRP shall accrue interest
at
the related Uncertificated REMIC II PassThrough Rate in effect from time
to
time, and shall be entitled to distributions of principal, subject to the
terms
and conditions hereof, in an aggregate amount equal to its initial
Uncertificated Balance as set forth in the Preliminary Statement
hereto.
REMIC
II Regular Interest LTZZ Maximum Interest Deferral Amount: With respect to
any Distribution Date, the excess of (i) REMIC II Uncertificated Accrued
Interest calculated with the Uncertificated PassThrough Rate for REMIC II
Regular Interest LTZZ and an Uncertificated Balance equal to the excess
of (x)
the Uncertificated Balance of REMIC II Regular Interest LTZZ over (y) the
REMIC
II Overcollateralization Amount, in each case for such Distribution Date,
over
(ii) the sum of REMIC II Uncertificated Accrued Interest on REMIC II Regular
Xxxxxxxxx XX0X, XX0X0, XX0X0, XXX0, LTM2, XXX0, XXX0, XXX0,
XXX0,
XXX0, LTM8 and LTM9, with the rate on each such REMIC II Regular Interest
subject to a cap, for the purpose of this calculation, equal to the PassThrough
Rate for the Corresponding Certificate; provided, however, that for this
purpose, the calculation of the Uncertificated REMIC II PassThrough Rate
and
the related cap with respect to each REMIC II Regular Interest shall be
multiplied by a fraction, the numerator of which is the actual number of
days in
the Interest Accrual Period and the denominator of which is thirty
(30).
REMIC
II Regular Interests: REMIC II Regular Interest LTAA, REMIC II Regular
Interest LT1A, REMIC II Regular Interest LT2A1, REMIC II Regular Interest
LT2A2, REMIC II Regular Interest LTM1, REMIC II Regular Interest LTM2,
REMIC II Regular Interest LTM3, REMIC II Regular Interest LTM4, REMIC
II
Regular Interest LTM5, REMIC II Regular Interest LTM6, REMIC II Regular
Interest LTM7, REMIC II Regular Interest LTM8, REMIC II Regular Interest
LTM9, REMIC II Regular Interest LTZZ, REMIC II Regular Interest LTP,
REMIC
II Regular Interest LTIO, REMIC II Regular Interest LTR, REMIC II Regular
Interest LT1SUB, REMIC II Regular Interest LT1GRP, REMIC II Regular Interest
LT2SUB, REMIC II Regular Interest LT2GRP and REMIC II Regular Interest
LTXX.
REMIC
II Sub WAC Allocation Percentage: 50% of any amount payable or loss
attributable from the Mortgage Loans, which shall be allocated to REMIC II
Regular Interest LT1SUB, REMIC II Regular Interest LT1GRP, REMIC II Regular
Interest LT2SUB, REMIC II Regular Interest LT2GRP and REMIC II Regular
Interest LTXX.
REMIC
II Subordinated Balance Ratio: The ratio among the Uncertificated Balances
of each REMIC II Regular Interest ending with the designation “SUB”, equal to
the ratio between, with respect to each such REMIC II Regular Interest, the
excess of (x) the aggregate Stated Principal Balance of the Group 1 Mortgage
Loans and the Group 2 Mortgage Loans, as applicable, over (y) the current
Class
Principal Balance of the related Senior Certificates.
REMIC
II Targeted Overcollateralization Amount: 0.50% of the Targeted
Overcollateralization Amount.
REMIC
Provisions: Provisions of the federal income tax law relating to real estate
mortgage investment conduits, which appear at sections 860A through 860G
of
Subchapter M of Chapter 1 of the Code, and related provisions, and regulations
promulgated thereunder, as the foregoing may be in effect from time to
time.
REMIC
Regular Interests: The REMIC I Regular Interests and REMIC II Regular
Interests.
Residual
Certificates: As set forth in the Preliminary
Statement.
Required
Basis Risk Reserve Fund Amount: With respect to any Distribution
Date, $5,000.
Required
Basis Risk Reserve Fund Deposit: With respect to any Distribution
Date, the sum of (i) any Basis Risk Shortfall for such date (net of amounts
available to pay Basis Risk Shortfalls on deposit in the Supplemental Interest
Account on such date) and (ii) the excess, if any, of the Required Basis
Risk
Reserve Fund Amount for such Distribution Date over the amount on deposit
in the
Basis Risk Reserve Fund at the close of business on the Business Day immediately
preceding such Distribution Date.
Reuters
Screen LIBOR 01 Page: The display page so designated on the Reuters Monitor
Money Rates service (or such other page as may replace that page on such
service
for the purpose of displaying London interbank offered rates of major
banks).
Rolling
Three Month Delinquency Rate: For any Distribution Date will be
the fraction, expressed as a percentage, equal to the average of the related
Delinquency Rates for each of the three (or one and two, in the case of the
first and second Distribution Dates) immediately preceding months.
Seller: DLJMC.
Senior
Certificates: As set forth in the Preliminary
Statement.
Senior
Enhancement Percentage: For any Distribution Date, the fraction,
expressed as a percentage, the numerator of which is the sum of the aggregate
Class Principal Balance of the Subordinate Certificates and the
Overcollateralization Amount (which, for purposes of this definition only,
shall
not be less than zero), in each case prior to giving effect to payments on
such
Distribution Date (assuming no Trigger Event has occurred), and the denominator
of which is the Aggregate Loan Balance as of the first day of the related
Collection Period.
Senior
Principal Payment Amount: For any Distribution Date on or after
the Stepdown Date and as long as a Trigger Event has not occurred or is not
continuing with respect to such Distribution Date, will be the amount, if
any,
by which (x) the Class Principal Balance of the Senior Certificates immediately
prior to such Distribution Date exceeds (y) the lesser of (A) the product
of (i)
49.30% and (ii) the Aggregate Loan Balance for such Distribution Date and
(B)
the amount, if any, by which (i) the Aggregate Loan Balance for such
Distribution Date exceeds (ii) 0.50% of the Aggregate Loan Balance as of
the
Cutoff Date.
Series
Supplement: This Series Supplement, dated as of August 1,
2007, as amended from time to time.
Servicer: SPS
for the Interim Servicing Period, Ocwen thereafter and, in each case, any
successor in interest thereto or any successor servicer appointed as provided
herein.
Servicing
Transfer Date: The date on which the servicing of the Mortgage Loans
transfers to Ocwen, which is expected to be on or about October 1,
2007.
Special
Servicer: Any special servicer appointed by the Class X
Certificateholder pursuant to Section 3.17.
Special
Serviced Mortgage Loan: The Mortgage Loans for which a Special
Servicer acts as servicer pursuant to Section 3.17.
SPS:
Select Portfolio Servicing, Inc., a Utah corporation, and its successors
and
assigns.
Standard
& Poor’s: Standard & Poor’s Ratings Services, a division
of The XxXxxxXxxx Companies, Inc.
Standard
Terms: That certain Standard Terms of Pooling and Servicing
Agreement, dated as of August 1, 2007, attached hereto as Exhibit
A.
Startup
Day: The Closing Date.
Stepdown
Date: The date occurring on the earlier of (1) the first Distribution Date
following the Distribution Date on which the aggregate Class Principal Balance
of the Class 1A, Class 2A1 and Class 2A2 Certificates are reduced to
zero
and (2) the later of (x) the Distribution Date in September 2010 and (y)
the
first Distribution Date on which the Senior Enhancement Percentage (calculated
for this purpose after giving effect to payments or other recoveries in respect
of the Mortgage Loans during the related Collection Period but before giving
effect to payments on the Certificates on such Distribution Date) is greater
than or equal to 50.70%.
Subordinate
Certificates: As set forth in the Preliminary
Statement.
Subordinate
Group 1 Balance: For any Distribution Date will be the Aggregate
Loan Group Balance for Loan Group 1 as of the first day of the related
Collection Period less the Class Principal Balance of the Class 1A
Certificates.
Subordinate
Group 2 Balance: For any Distribution Date will be the Aggregate
Loan Group Balance for Loan Group 2 as of the first day of the related
Collection Period less the aggregate Class Principal Balances of the Class
2A1, Class 2A2 and Class R Certificates.
Subordinate
Net Funds Cap: For any Distribution Date and the Class M1, Class
M2, Class M3, Class M4, Class M5, Class M6, Class M7, Class M8 and
Class
M9 Certificates, will be a per annum rate equal to a weighted average of
(i)
the Group 1 Senior Net Funds Cap and (ii) the Group 2 Senior Net Funds Cap
for
such Distribution Date, weighted on the basis of the Subordinate Group 1
Balance
and Subordinate Group 2 Balance, respectively. For federal income tax
purposes, the equivalent of the foregoing shall be expressed as the weighted
average (adjusted for the actual number of days elapsed in the related Interest
Accrual Period) of (a) REMIC II Regular Interest LT1SUB, subject to a cap
and a
floor equal to the Uncertificated REMIC II PassThrough Rate on REMIC II
Regular
Interest LT1GRP and (b) REMIC II Regular Interest LT2SUB, subject to a
cap and
a floor equal to the Uncertificated REMIC II PassThrough Rate on REMIC II
Regular Interest LT2GRP, in each case as determined for such Distribution
Date,
weighted on the basis of the Uncertificated Principal Balance of each such
REMIC
II Regular Interest immediately prior to such Distribution Date.
Subsequent
Cutoff Date: Not Applicable.
Subsequent
Mortgage Loan: Not Applicable.
Subsequent
Transfer Agreement: Not Applicable.
Subsequent
Transfer Date: Not Applicable.
Substitution
Adjustment Amount: As defined in Section 2.03.
Supplemental
Interest Account: As defined in Section 4.08 hereof. The
Supplemental Interest Account will not be an asset of any REMIC.
Supplemental
Interest Trust: The trust created pursuant to Section 4.08
herein and designated as the “Supplemental Interest Trust,” consisting of the
Swap Agreement, the Supplemental Interest Account and the right to receive
Net
Swap Payments from the Swap Counterparty.
Supplemental
Interest Trust Posted Collateral Account: The segregated
noninterest bearing trust account created and maintained by the Supplemental
Interest Trust Trustee pursuant to Section 4.08 hereof.
Supplemental
Interest Trust Trustee: The Trustee, acting not in its individual
or corporate capacity but solely as trustee of the Supplemental Interest
Trust.
Supplemental
Trust Payment: An amount equal to the product of (a) 5.15%,
(b) a fraction, the numerator of which is 30 (except with respect to the
first Swap Payment Date, in which case the numerator will be the number of
days
in the first Swap Calculation Period) and the denominator of which is 360
and
(c) the Swap Notional Amount.
Swap
Agreement: The swap agreement relating to the Offered
Certificates consisting of ISDA Master Agreement (Multicurrency CrossBorder),
a
schedule, credit support annex and the related confirmation thereto, each
dated
as of the Closing Date, between the Supplemental Interest Trust Trustee,
on
behalf of the Supplemental Interest Trust, and the Swap Counterparty, as
such
agreement may be amended and supplemented in accordance with its
terms.
Swap
Calculation Period: Each period from and including the
Distribution Date in the preceding calendar month to, but excluding, the
related
Distribution Date, except that the initial Swap Calculation Period will commence
on, and include, October 25, 2007 and the final Swap Calculation Period will
end
on, but exclude, the Swap Termination Date, provided that such Swap Calculation
Period shall be adjusted pursuant to the “Following Business Day Convention” (as
defined in the Swap Agreement).
Swap
Certificate: Each of the Offered Certificates.
Swap
Counterparty: The swap provider under the Swap
Agreement. Initially, the Swap Counterparty shall be Credit Suisse
International.
Swap
Counterparty Payment: An amount equal to the greater of (I) zero
and (II) the product of (a) OneMonth LIBOR for the related Distribution
Date, (b) a fraction, the numerator of which is the actual number of days
elapsed in the related Swap Calculation Period and the denominator of which
is
360 and (c) the Swap Notional Amount.
Swap
Counterparty Trigger Event: (i) an Event of Default (as
defined in the Swap Agreement) with respect to which the Swap Counterparty
is a
Defaulting Party (as defined in the Swap Agreement), (ii) a Termination
Event (as defined in the Swap Agreement) under the Swap Agreement with respect
to which the Swap Counterparty is the sole Affected Party (as defined in
the
Swap Agreement) or (iii) an Additional Termination Event (as defined in the
Swap Agreement) under the Swap Agreement with respect to which the Swap
Counterparty is the sole Affected Party.
Swap
Event of Default: An “Event of Default” as such term is defined
in the Swap Agreement.
Swap
LIBOR: LIBOR as determined pursuant to the Swap
Agreement.
Swap
Notional Amount: The “Notional Amount” referred to in the Swap
Agreement.
Swap
Payment Date: The “Business Day” (as defined in the Swap
Agreement) before each Distribution Date.
Swap
Suspension Event: With respect to any Distribution Date, either
(a) the occurrence of a default by the Swap Counterparty under the Swap
Agreement in the timely payment of any Net Swap Payment owed by the Swap
Counterparty to the Supplemental Interest Trust on the related Swap Payment
Date
or (b) the Swap Agreement has been terminated and no replacement Swap
Agreement is in force and effect.
Swap
Termination Date: Immediately following the earliest to occur of
(a) the Maturity Date, (b) the date on which the Terminating Entity
has purchased all of the Mortgage Loans from the Trust, unless terminated
earlier in accordance with the terms of the Swap Agreement and (c) the
Distribution Date on which the Class Principal Balance of the Certificates
has
been reduced to zero.
Swap
Termination Payment: Upon the designation of an Early Termination
Date (as defined in the Swap Agreement), the payment to be made by the Trust
to
the Supplemental Interest Account for payment to the Swap Counterparty, or
by
the Swap Counterparty to the Supplemental Interest Account for payment to
the
Trust, as applicable, pursuant to the terms of the Swap Agreement.
Targeted
Overcollateralization Amount: For any Distribution Date prior to
the Stepdown Date, 8.80% of the Aggregate Loan Balance as of the Cutoff
Date;
with respect to any Distribution Date on or after the Stepdown Date and with
respect to which a Trigger Event has not occurred, the greater of (a) 17.60%
of
the Aggregate Loan Balance for such Distribution Date, or (b) 0.50% of the
Aggregate Loan Balance as of the Cutoff Date; with respect to any Distribution
Date on or after the Stepdown Date with respect to which a Trigger Event
has
occurred and is continuing, the Targeted Overcollateralization Amount for
the
Distribution Date immediately preceding such Distribution Date.
Tax
Matters Person: The person designated as “tax matters person” in the manner
provided under Treasury regulation § 1.860F4(d) and temporary Treasury
regulation §301.6231(a)(7)1T.
Terminating
Entity: The Majority Class X Certificateholder.
Trigger
Event: A Trigger Event will occur for any Distribution Date if either (i)
the Rolling Three Month Delinquency Rate as of the last day of the related
Collection Period equals or exceeds the applicable percentage (as set forth
below) of the Most Senior Enhancement Percentage of the most senior Class
or
Classes of Certificates then outstanding for such Distribution
Date:
Class

Percentage

Class
1A, Class 2A1 or Class 2A2 Certificates

31.50%

Class
M1 Certificates

35.18%

Class
M2 Certificates

39.34%

Class
M3 Certificates

48.25%

Class
M4 Certificates

53.06%

Class
M5 Certificates

58.71%

Class
M6 Certificates

64.39%

Class
M7 Certificates

70.04%

Class
M8 Certificates

75.33%

Class
M9 Certificates

90.75%

or
(ii)
the cumulative Realized Losses as a percentage of the original Aggregate
Loan
Balance on the Closing Date for such Distribution Date is greater than the
percentage set forth in the following table:
Range
of Distribution Dates

Cumulative
Loss Percentage

September 2009
– August 2010

2.25%*

September 2010
– August 2011

5.65%*

September
2011 – August 2012

8.80%*

September
2012 – August 2013

11.30%*

September
2013 and thereafter

12.75%*

*
The
percentages set forth above are the percentages applicable for the first
Distribution Date in the corresponding range of Distribution
Dates. The percentage for each succeeding Distribution Date in a
range increases incrementally by 1/12 of the positive difference between
the
percentage applicable to the first Distribution Date in that range and the
percentage applicable to the first Distribution Date in the succeeding
range.
Trust: The
trust created pursuant to Section 2.01 this Agreement.
Trust
Fund: Collectively, the assets of REMIC I, REMIC II, REMIC III and the Basis
Risk Reserve Fund.
Trustee: U.S.
Bank National Association, a national banking association, not in its individual
capacity, but solely in its capacity as trustee for the benefit of the
Certificateholders under this Agreement, and any successor thereto, as provided
herein.
Trustee
Fee: The fee, if any, payable to the Trustee on each Distribution
Date for its services as Trustee hereunder, in an amount equal to one twelfth
of
the Trustee Fee Rate multiplied by the Stated Principal Balance of the Mortgage
Loans immediately prior to such Distribution Date.
Trustee
Fee Rate: 0.0010% per annum.
Trustee: U.S.
Bank National Association, a national banking association, not in its individual
capacity, but solely in its capacity as trustee for the benefit of the
Certificateholders under this Agreement, and any successor thereto, as provided
herein.
Uncertificated
Accrued Interest: With respect to each REMIC Regular Interest on
each Distribution Date, an amount equal to one month’s interest at the related
Uncertificated PassThrough Rate on the Uncertificated Principal Balance
of such
REMIC Regular Interest. In each case, Uncertificated Accrued Interest will
be
reduced by any Net Prepayment Interest Shortfalls and Relief Act Reductions
(allocated to such REMIC Regular Interests based on the priorities set forth
in
Section [1.03]).
Uncertificated
Notional Amount: With respect to REMIC II Regular Interest LTIO
and each Distribution Date listed below, the aggregate Uncertificated Balance
of
the REMIC I Regular Interests ending with the designation “A” listed
below:
Distribution
Date

REMIC
I Regular Interests


1

I1A
through I54A and II1A through II54A


2

I2A
through I54A and II2A through II54A


3

I3A
through I54A and II3A through II54A


4

I4A
through I54A and II4A through II54A


5

I5A
through I54A and II5A through II54A


6

I6A
through I54A and II6A through II54A


7

I7A
through I54A and II7A through II54A


8

I8A
through I54A and II8A through II54A


9

I9A
through I54A and II9A through II54A


10

I10A
through I54A and II10A through II54A


11

I11A
through I54A and II11A through II54A


12

I12A
through I54A and II12A through II54A


13

I13A
through I54A and II13A through II54A


14

I14A
through I54A and II14A through II54A


15

I15A
through I54A and II15A through II54A


16

I16A
through I54A and II16A through II54A


17

I17A
through I54A and II17A through II54A


18

I18A
through I54A and II18A through II54A


19

I19A
through I54A and II19A through II54A


20

I20A
through I54A and II20A through II54A


21

I21A
through I54A and II21A through II54A


22

I22A
through I54A and II22A through II54A


23

I23A
through I54A and II23A through II54A


24

I24A
through I54A and II24A through II54A


25

I25A
through I54A and II25A through II54A


26

I26A
through I54A and II26A through II54A


27

I27A
through I54A and II27A through II54A


28

I28A
through I54A and II28A through II54A


29

I29A
through I54A and II29A through II54A


30

I30A
through I54A and II30A through II54A


31

I31A
through I54A and II31A through II54A


32

I32A
through I54A and II32A through II54A


33

I33A
through I54A and II33A through II54A


34

I34A
through I54A and II34A through II54A


35

I35A
through I54A and II35A through II54A


36

I36A
through I54A and II36A through II54A


37

I37A
through I54A and II37A through II54A


38

I38A
through I54A and II38A through II54A


39

I39A
through I54A and II39A through II54A


40

I40A
through I54A and II40A through II54A


41

I41A
through I54A and II41A through II54A


42

I42A
through I54A and II42A through II54A


43

I43A
through I54A and II43A through II54A


44

I44A
through I54A and II44A through II54A


45

I45A
through I54A and II45A through II54A


46

I46A
through I54A and II46A through II54A


47

I47A
through I54A and II47A through II54A


48

I48A
through I54A and II48A through II54A


49

I49A
through I54A and II49A through II54A


50

I50A
through I54A and II50A through II54A


51

I51A
through I54A and II51A through II54A


52

I52A
through I54A and II52A through II54A


53
through 57

I53A
and I54A and II53A and II54A


58

I54A
and II54A


thereafter

$0.00

With
respect to the Class IO Interest and any Distribution Date, an amount equal
to
the Uncertificated Notional Amount of the REMIC II Regular Interest
LTIO.
Uncertificated
PassThrough Rate: For any REMIC I Regular Interest or REMIC
II Regular Interest, the per annum rate set forth or calculated in the manner
described in the Preliminary Statement under “REMIC I” or “REMIC II,”
respectively.
Uncertificated
Principal Balance: The principal amount of any REMIC I or
REMIC II Regular Interest outstanding as of any date of
determination. As of the Closing Date, the Uncertificated Principal
Balance of each REMIC I and REMIC II Regular Interest shall equal the
amount set forth in the Preliminary Statement hereto as its Initial
Uncertificated Principal Balance under “REMIC I” or “REMIC II,”
respectively. On each Distribution Date, the Uncertificated Principal Balance
of
each REMIC I Regular Interest and REMIC II Regular Interest shall be
reduced, (x) in the case of REMIC I Regular Interests, by the sum of
(i) the principal portion of Realized Losses allocated to the REMIC I
Regular Interests in accordance with the definition of REMIC I Realized
Losses and (ii) the amounts deemed distributed on each Distribution Date in
respect of principal on the REMIC I Regular Interests pursuant to
Section 4.01(d)(i), and (y) in the case of REMIC II Regular Interests,
by the sum of (i) the principal portion of Realized Losses allocated to the
REMIC II Regular Interests in accordance with the definition of
REMIC II Realized Losses and (ii) the amounts deemed distributed on
each Distribution Date in respect of principal on the REMIC II Regular
Interests pursuant to Section 4.01(d)(ii).
Uncertificated
Regular Interest: Any of the REMIC I Regular Interests and
REMIC II Regular Interests.
Uncertificated
REMIC I PassThrough Rate: With respect to REMIC I Regular Interest I, a per
annum rate equal to the weighted average of the Net Mortgage Rates on the
Group
1 Mortgage Loans; With respect to REMIC I Regular Interest II, REMIC I Regular
Interest P and REMIC I Regular Interest R, a per annum rate equal to the
weighted average of the Net Mortgage Rates on the Group 2 Mortgage Loans;
With
respect to each REMIC I Group 1 Regular Interest ending with the designation
“A”, a per annum rate equal to the weighted average of the Net Mortgage Rates
on
the Group 1 Mortgage Loans multiplied by 2, subject to a maximum rate of
10.30%; With respect to each REMIC I Group 1 Regular Interest ending
with the designation “B”, the greater of (x) a per annum rate equal to the
excess, if any, of (i) 2 multiplied by the weighted average of the Net Mortgage
Rates on the Group 1 Mortgage Loans over (ii) 10.30% and (y) 0.00%; With
respect
to each REMIC I Group 2 Regular Interest ending with the designation “A”, a per
annum rate equal to the weighted average of the Net Mortgage Rates on the
Group
2 Mortgage Loans multiplied by 2, subject to a maximum rate of
10.30%; With respect to each REMIC I Group 2 Regular Interest ending
with the designation “B”, the greater of (x) a per annum rate equal to the
excess, if any, of (i) 2 multiplied by the weighted average of the Net Mortgage
Rates on the Group 2 Mortgage Loans over (ii) 10.30% and (y) 0.00%.
Uncertificated
REMIC II PassThrough Rate: With respect to REMIC II Regular
Interests XXXX, XX0X, XX0X0, XX0X0X, XX0X0, XXX0, XXX0, XXX0,
XXX0, XXX0, XXX0, LTM6, LTM7, LTM8, LTM9, LTZZ, LT1SUB, LT2SUB
and LTXX, a per annum rate (but not less than zero) equal to the
weighted average of (w) with respect to REMIC I Regular Interest I, REMIC
I
Regular Interest II, the Uncertificated REMIC I PassThrough Rate for such
REMIC
I Regular Interest for each such Distribution Date, (x) with respect to REMIC
I
Regular Interests ending with the designation “B”, the weighted average of the
Uncertificated REMIC I PassThrough Rates for such REMIC I Regular Interests,
weighted on the basis of the Uncertificated Balance of such REMIC I Regular
Interests for each such Distribution Date and (y) with respect to REMIC I
Regular Interests ending with the designation “A”, for each Distribution Date
listed below, the weighted average of the rates listed below for each such
REMIC
I Regular Interest listed below, weighted on the basis of the Uncertificated
Balance of each such REMIC I Regular Interest for each such Distribution
Date:
Distribution
Date

REMIC
I Regular Interest

Rate


1

I1A
through I54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


II1A
through II54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


2

I2A
through I54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


II2A
through II54A

2
multiplied by Swap LIBOR, subject to a maximum rate REMIC I Remittance
Rate


I1A

REMIC
I Remittance Rate


II1A

REMIC
I Remittance Rate


3

I3A
through I54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


II3A
through II54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


I1A
and I2A

REMIC
I Remittance Rate


II1A
and II2A

REMIC
I Remittance Rate


4

I4A
through I54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


II4A
through II54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


I1A
through I3A

REMIC
I Remittance Rate


II1A
through II3A

REMIC
I Remittance Rate


5

I5A
through I54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


II5A
through II54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


I1A
through I4A

REMIC
I Remittance Rate


II1A
through II4A

REMIC
I Remittance Rate


6

I6A
through I54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


II6A
through II54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


I1A
through I5A

REMIC
I Remittance Rate


II1A
through II5A

REMIC
I Remittance Rate


7

I7A
through I54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


II7A
through II54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


I1A
through I6A

REMIC
I Remittance Rate


II1A
through II6A

REMIC
I Remittance Rate


8

I8A
through I54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


II8A
through II54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


I1A
through I7A

REMIC
I Remittance Rate


II1A
through II7A

REMIC
I Remittance Rate


9

I9A
through I54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


II9A
through II54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


I1A
through I8A

REMIC
I Remittance Rate


II1A
through II8A

REMIC
I Remittance Rate


10

I10A
through I54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


II10A
through II54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


I1A
through I9A

REMIC
I Remittance Rate


II1A
through II9A

REMIC
I Remittance Rate


11

I11A
through I54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


II11A
through II54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


I1A
through I10A

REMIC
I Remittance Rate


II1A
through II10A

REMIC
I Remittance Rate


12

I12A
through I54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


II12A
through II54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


I1A
through I11A

REMIC
I Remittance Rate


II1A
through II11A

REMIC
I Remittance Rate


13

I13A
through I54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


II13A
through II54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


I1A
through I12A

REMIC
I Remittance Rate


II1A
through II12A

REMIC
I Remittance Rate


14

I14A
through I54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


II14A
through II54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


I1A
through I13A

REMIC
I Remittance Rate


II1A
through II13A

REMIC
I Remittance Rate


15

I15A
through I54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


II15A
through II54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


I1A
through I14A

REMIC
I Remittance Rate


II1A
through II14A

REMIC
I Remittance Rate


16

I16A
through I54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


II16A
through II54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


I1A
through I15A

REMIC
I Remittance Rate


II1A
through II15A

REMIC
I Remittance Rate


17

I17A
through I54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


II17A
through II54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


I1A
through I16A

REMIC
I Remittance Rate


II1A
through II16A

REMIC
I Remittance Rate


18

I18A
through I54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


II18A
through II54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


I1A
through I17A

REMIC
I Remittance Rate


II1A
through II17A

REMIC
I Remittance Rate


19

I19A
through I54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


II19A
through II54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


I1A
through I18A

REMIC
I Remittance Rate


II1A
through II18A

REMIC
I Remittance Rate


20

I20A
through I54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


II20A
through II54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


I1A
through I19A

REMIC
I Remittance Rate


II1A
through II19A

REMIC
I Remittance Rate


21

I21A
through I54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


II21A
through II54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


I1A
through I20A

REMIC
I Remittance Rate


II1A
through II20A

REMIC
I Remittance Rate


22

I22A
through I54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


II22A
through II54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


I1A
through I21A

REMIC
I Remittance Rate


II1A
through II21A

REMIC
I Remittance Rate


23

I23A
through I54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


II23A
through II54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


I1A
through I22A

REMIC
I Remittance Rate


II1A
through II22A

REMIC
I Remittance Rate


24

I24A
through I54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


II24A
through II54A

2
multiplied by Swap LIBOR, subject to a maximum rate of REMIC I
Remittance
Rate


I1A
through I23A
