BEAR STEARNS ASSET BACKED SECURITIES I LLC Depositor, EMC MORTGAGE CORPORATION Seller and Master Servicer and LASALLE BANK NATIONAL ASSOCIATION Trustee POOLING AND SERVICING AGREEMENT Dated as of October 1, 2006 BEAR STEARNS ASSET BACKED SECURITIES I...
BEAR
▇▇▇▇▇▇▇ ASSET BACKED SECURITIES I LLC
Depositor,
EMC
MORTGAGE CORPORATION
Seller
and Master Servicer
and
LASALLE
BANK NATIONAL ASSOCIATION
Trustee
____________________
Dated
as
of October 1, 2006
________________________________________
BEAR
▇▇▇▇▇▇▇ ASSET BACKED SECURITIES I TRUST 2006-HE8
ASSET-BACKED
CERTIFICATES, SERIES 2006-HE8
TABLE
OF
CONTENTS
ARTICLE
I
DEFINITIONS
|
Section
1.01
|
Defined
Terms.
|
|
Section
1.02
|
Allocation
of Certain Interest Shortfalls.
|
ARTICLE
II
CONVEYANCE OF TRUST FUND
|
Section
2.01
|
Conveyance
of Trust Fund.
|
|
Section
2.02
|
Acceptance
of the Mortgage Loans.
|
|
Section
2.03
|
Representations,
Warranties and Covenants of the Master Servicer and The
Seller.
|
|
Section
2.04
|
Representations
and Warranties of the Depositor.
|
|
Section
2.05
|
Delivery
of Opinion of Counsel in Connection with Substitutions and
Repurchases.
|
|
Section
2.06
|
Countersignature
and Delivery of Certificates.
|
|
Section
2.07
|
Purposes
and Powers of the Trust.
|
ARTICLE
III
ADMINISTRATION AND SERVICING OF THE MORTGAGE LOANS
|
Section
3.01
|
The
Master Servicer to act as Master Servicer.
|
|
Section
3.02
|
Due-on-Sale
Clauses; Assumption Agreements.
|
|
Section
3.03
|
Subservicers.
|
|
Section
3.04
|
Documents,
Records and Funds in Possession of the Master Servicer To Be Held
for
Trustee.
|
|
Section
3.05
|
Maintenance
of Hazard Insurance.
|
|
Section
3.06
|
Presentment
of Claims and Collection of Proceeds.
|
|
Section
3.07
|
Maintenance
of the Primary Mortgage Insurance Policies.
|
|
Section
3.08
|
Fidelity
Bond, Errors and Omissions Insurance.
|
|
Section
3.09
|
Realization
Upon Defaulted Mortgage Loans; Determination of Excess Liquidation
Proceeds and Realized Losses; Repurchases of Certain Mortgage
Loans.
|
|
Section
3.10
|
Servicing
Compensation.
|
|
Section
3.11
|
REO
Property.
|
|
Section
3.12
|
Liquidation
Reports.
|
|
Section
3.13
|
Annual
Statement as to Compliance.
|
|
Section
3.14
|
Assessments
of Compliance and Attestation Reports.
|
|
Section
3.15
|
Books
and Records.
|
|
Section
3.16
|
Reports
Filed with Securities and Exchange Commission.
|
|
Section
3.17
|
Intention
of the Parties and Interpretation.
|
|
Section
3.18
|
UCC.
|
|
Section
3.19
|
Optional
Purchase of Certain Mortgage Loans.
|
|
Section
3.20
|
Obligations
of the Master Servicer in Respect of Mortgage Rates and Scheduled
Payments.
|
|
Section
3.21
|
Group
I Reserve Fund; Payments to and from Swap Administrator; Group I
Supplemental Interest Trust.
|
|
Section
3.22
|
Group
II Reserve Fund; Payments to and from Swap Administrator; Group II
Supplemental Interest Trust.
|
|
Section
3.23
|
Tax
Treatment of Class IO Distribution Amounts in the Event of
Resecuritization of Class A Certificates or Class M
Certificates.
|
|
Section
3.24
|
Advancing
Facility.
|
ARTICLE
IV
ACCOUNTS
|
Section
4.01
|
Collection
of Mortgage Loan Payments; Protected Account.
|
|
Section
4.02
|
Permitted
Withdrawals From the Protected Account.
|
|
Section
4.03
|
Collection
of Taxes; Assessments and Similar Items; Escrow Accounts.
|
|
Section
4.04
|
Distribution
Account.
|
|
Section
4.05
|
Permitted
Withdrawals and Transfers from the Distribution Account.
|
|
Section
4.06
|
Class
I-P Certificate Account.
|
|
Section
4.07
|
Class
II-P Certificate Account.
|
ARTICLE
V
DISTRIBUTIONS AND ADVANCES
|
Section
5.01
|
Advances.
|
|
Section
5.02
|
Compensating
Interest Payments.
|
|
Section
5.03
|
REMIC
Distributions.
|
|
Section
5.04
|
Distributions.
|
|
Section
5.05
|
Allocation
of Realized Losses.
|
|
Section
5.06
|
Monthly
Statements to Certificateholders.
|
|
Section
5.07
|
REMIC
Designations and REMIC Distributions.
|
ARTICLE
VI
THE
CERTIFICATES
|
Section
6.01
|
The
Certificates.
|
|
Section
6.02
|
Certificate
Register; 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
|
Book-Entry
Certificates.
|
|
Section
6.07
|
Notices
to Depository.
|
|
Section
6.08
|
Definitive
Certificates.
|
|
Section
6.09
|
Maintenance
of Office or Agency.
|
ARTICLE
VII
THE
DEPOSITOR AND THE MASTER SERVICER
|
Section
7.01
|
Liabilities
of the Depositor and the Master Servicer.
|
|
Section
7.02
|
Merger
or Consolidation of the Depositor or the Master Servicer.
|
|
Section
7.03
|
Indemnification
of the Trustee and the Master Servicer.
|
|
Section
7.04
|
Limitations
on Liability of the Depositor, the Master Servicer and
Others.
|
|
Section
7.05
|
Master
Servicer Not to Resign.
|
|
Section
7.06
|
Successor
Master Servicer.
|
|
Section
7.07
|
Sale
and Assignment of Master Servicing.
|
ARTICLE
VIII
DEFAULT;
TERMINATION OF MASTER SERVICER
|
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 Defaults.
|
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
|
Insurance.
|
|
Section
9.08
|
Resignation
and Removal of Trustee.
|
|
Section
9.09
|
Successor
Trustee.
|
|
Section
9.10
|
Merger
or Consolidation of Trustee.
|
|
Section
9.11
|
Appointment
of Co-Trustee or Separate Trustee.
|
|
Section
9.12
|
Tax
Matters.
|
ARTICLE
X
TERMINATION
|
Section
10.01
|
Termination
upon Liquidation or Repurchase of all Mortgage Loans.
|
|
Section
10.02
|
Final
Distribution on the Certificates.
|
|
Section
10.03
|
Additional
Termination Requirements.
|
ARTICLE
XI
MISCELLANEOUS PROVISIONS
|
Section
11.01
|
Amendment.
|
|
Section
11.02
|
Recordation
of Agreement; Counterparts.
|
|
Section
11.03
|
Governing
Law.
|
|
Section
11.04
|
Intention
of Parties.
|
|
Section
11.05
|
Notices.
|
|
Section
11.06
|
Severability
of Provisions.
|
|
Section
11.07
|
Assignment.
|
|
Section
11.08
|
Limitation
on Rights of Certificateholders.
|
|
Section
11.09
|
Inspection
and Audit Rights.
|
|
Section
11.10
|
Certificates
Nonassessable and Fully Paid.
|
|
Section
11.11
|
Third
Party Rights.
|
Exhibits
| Exhibit A-1 |
Form
of Class A Certificates
|
| Exhibit A-2 |
Form
of Class M Certificates
|
| Exhibit A-3 |
Form
of Class P Certificates
|
| Exhibit A-4 |
Form
of Class CE Certificates
|
| Exhibit A-5 |
Form
of Class R Certificates
|
| Exhibit B |
Mortgage
Loan Schedule
|
| Exhibit C |
Form
of Transfer Affidavit
|
| Exhibit D |
Form
of Transferor Certificate
|
| Exhibit E |
Form
of Investment Letter (Non-Rule
144A)
|
| Exhibit F |
Form
of Rule 144A and Related Matters
Certificate
|
| Exhibit G |
Form
of Request for Release
|
| Exhibit H |
DTC
Letter of Representations
|
| Exhibit I |
Schedule
of Mortgage Loans with Lost Notes
|
| Exhibit J |
Form
of Custodial Agreement
|
| Exhibit K |
Form
of Back-Up Certification
|
| Exhibit L |
Form
of Mortgage Loan Purchase Agreement
|
| Exhibit M |
Group
I Swap Agreement
|
| Exhibit N |
Group
II Swap Agreement
|
| Exhibit O |
[Reserved]
|
| Exhibit P |
Servicing
Criteria to Be Addressed in Assessment of
Compliance
|
| Exhibit Q |
Form
10-D, Form 8-K and Form 10-K Reporting
Responsibility
|
| Exhibit R |
Additional
Disclosure Notification
|
POOLING
AND SERVICING AGREEMENT, dated as of October 1, 2006, among BEAR ▇▇▇▇▇▇▇ ASSET
BACKED SECURITIES I LLC, a Delaware limited liability company, as depositor
(the
“Depositor”), EMC MORTGAGE CORPORATION, a Delaware corporation, as seller (in
such capacity, the “Seller”) and as master servicer (in such capacity, the
“Master Servicer”), and LASALLE BANK NATIONAL ASSOCIATION, a national banking
association, as trustee (the “Trustee”).
PRELIMINARY
STATEMENT
REMIC
I
The
Depositor is the owner of the Trust Fund that is hereby conveyed to the Trustee
in return for the Certificates.
As
provided herein, the Trustee will elect to treat the segregated pool of assets
consisting of the Group I Mortgage Loans and certain other related assets
subject to this Agreement (other than the Group I Reserve Fund, any related
Prepayment Charge Waiver Amounts and, for the avoidance of doubt, the Group
I
Supplemental Interest Trust, the Group I Swap Agreement, the Group I Swap
Account and any rights or obligations in respect of the Swap Administration
Agreement) as a REMIC (as defined herein) for federal income tax purposes,
and
such segregated pool of assets will be designated as “REMIC I”. The Class I-R-1
Certificates will be the sole class of Residual Interests (as defined herein)
in
REMIC I for purposes of the REMIC Provisions (as defined herein). The following
table irrevocably sets forth the designation, the Uncertificated REMIC I
Pass-Through Rate, the initial Uncertificated Principal Balance and, for
purposes of satisfying Treasury Regulation Section 1.860G-1(a)(4)(iii), the
“latest possible maturity date” for each of the REMIC I Regular Interests (as
defined herein). None of the REMIC I Regular Interests will be
certificated.
|
Designation
|
Uncertificated
REMIC I
Pass-Through
Rate
|
Initial
Uncertificated Principal Balance
|
Latest
Possible Maturity Date (1)
|
|||||||
|
I-1-A
|
Variable(2)
|
|
$
|
851,347.27
|
October
25, 2036
|
|||||
|
I-1-B
|
Variable(2)
|
|
$
|
851,347.27
|
October
25, 2036
|
|||||
|
I-2-A
|
Variable(2)
|
|
$
|
1,095,715.32
|
October
25, 2036
|
|||||
|
I-2-B
|
Variable(2)
|
|
$
|
1,095,715.32
|
October
25, 2036
|
|||||
|
I-3-A
|
Variable(2)
|
|
$
|
1,339,773.76
|
October
25, 2036
|
|||||
|
I-3-B
|
Variable(2)
|
|
$
|
1,339,773.76
|
October
25, 2036
|
|||||
|
I-4-A
|
Variable(2)
|
|
$
|
1,581,419.46
|
October
25, 2036
|
|||||
|
I-4-B
|
Variable(2)
|
|
$
|
1,581,419.46
|
October
25, 2036
|
|||||
|
I-5-A
|
Variable(2)
|
|
$
|
1,818,458.94
|
October
25, 2036
|
|||||
|
I-5-B
|
Variable(2)
|
|
$
|
1,818,458.94
|
October
25, 2036
|
|||||
|
I-6-A
|
Variable(2)
|
|
$
|
2,048,632.43
|
October
25, 2036
|
|||||
|
I-6-B
|
Variable(2)
|
|
$
|
2,048,632.43
|
October
25, 2036
|
|||||
|
I-7-A
|
Variable(2)
|
|
$
|
2,269,641.28
|
October
25, 2036
|
|||||
|
I-7-B
|
Variable(2)
|
|
$
|
2,269,641.28
|
October
25, 2036
|
|||||
|
I-8-A
|
Variable(2)
|
|
$
|
2,479,178.24
|
October
25, 2036
|
|||||
|
I-8-B
|
Variable(2)
|
|
$
|
2,479,178.24
|
October
25, 2036
|
|||||
|
I-9-A
|
Variable(2)
|
|
$
|
2,673,491.54
|
October
25, 2036
|
|||||
|
I-9-B
|
Variable(2)
|
|
$
|
2,673,491.54
|
October
25, 2036
|
|||||
|
I-10-A
|
Variable(2)
|
|
$
|
2,851,903.79
|
October
25, 2036
|
|||||
|
I-10-B
|
Variable(2)
|
|
$
|
2,851,903.79
|
October
25, 2036
|
|||||
|
I-11-A
|
Variable(2)
|
|
$
|
2,725,708.32
|
October
25, 2036
|
|||||
|
I-11-B
|
Variable(2)
|
|
$
|
2,725,708.32
|
October
25, 2036
|
|||||
|
I-12-A
|
Variable(2)
|
|
$
|
2,602,225.20
|
October
25, 2036
|
|||||
|
I-12-B
|
Variable(2)
|
|
$
|
2,602,225.20
|
October
25, 2036
|
|||||
|
I-13-A
|
Variable(2)
|
|
$
|
2,484,398.58
|
October
25, 2036
|
|||||
|
I-13-B
|
Variable(2)
|
|
$
|
2,484,398.58
|
October
25, 2036
|
|||||
|
I-14-A
|
Variable(2)
|
|
$
|
2,371,967.35
|
October
25, 2036
|
|||||
|
I-14-B
|
Variable(2)
|
|
$
|
2,371,967.35
|
October
25, 2036
|
|||||
|
I-15-A
|
Variable(2)
|
|
$
|
2,264,682.53
|
October
25, 2036
|
|||||
|
I-15-B
|
Variable(2)
|
|
$
|
2,264,682.53
|
October
25, 2036
|
|||||
|
I-16-A
|
Variable(2)
|
|
$
|
2,162,306.60
|
October
25, 2036
|
|||||
|
I-16-B
|
Variable(2)
|
|
$
|
2,162,306.60
|
October
25, 2036
|
|||||
|
I-17-A
|
Variable(2)
|
|
$
|
2,064,613.20
|
October
25, 2036
|
|||||
|
I-17-B
|
Variable(2)
|
|
$
|
2,064,613.20
|
October
25, 2036
|
|||||
|
I-18-A
|
Variable(2)
|
|
$
|
1,971,386.35
|
October
25, 2036
|
|||||
|
I-18-B
|
Variable(2)
|
|
$
|
1,971,386.35
|
October
25, 2036
|
|||||
|
I-19-A
|
Variable(2)
|
|
$
|
1,882,420.13
|
October
25, 2036
|
|||||
|
I-19-B
|
Variable(2)
|
|
$
|
1,882,420.13
|
October
25, 2036
|
|||||
|
I-20-A
|
Variable(2)
|
|
$
|
1,797,518.20
|
October
25, 2036
|
|||||
|
I-20-B
|
Variable(2)
|
|
$
|
1,797,518.20
|
October
25, 2036
|
|||||
|
I-21-A
|
Variable(2)
|
|
$
|
1,716,493.24
|
October
25, 2036
|
|||||
|
I-21-B
|
Variable(2)
|
|
$
|
1,716,493.24
|
October
25, 2036
|
|||||
|
I-22-A
|
Variable(2)
|
|
$
|
1,639,166.71
|
October
25, 2036
|
|||||
|
I-22-B
|
Variable(2)
|
|
$
|
1,639,166.71
|
October
25, 2036
|
|||||
|
I-23-A
|
Variable(2)
|
|
$
|
1,562,314.85
|
October
25, 2036
|
|||||
|
I-23-B
|
Variable(2)
|
|
$
|
1,562,314.85
|
October
25, 2036
|
|||||
|
I-24-A
|
Variable(2)
|
|
$
|
1,492,154.75
|
October
25, 2036
|
|||||
|
I-24-B
|
Variable(2)
|
|
$
|
1,492,154.75
|
October
25, 2036
|
|||||
|
I-25-A
|
Variable(2)
|
|
$
|
1,425,187.17
|
October
25, 2036
|
|||||
|
I-25-B
|
Variable(2)
|
|
$
|
1,425,187.17
|
October
25, 2036
|
|||||
|
I-26-A
|
Variable(2)
|
|
$
|
1,361,265.49
|
October
25, 2036
|
|||||
|
I-26-B
|
Variable(2)
|
|
$
|
1,361,265.49
|
October
25, 2036
|
|||||
|
I-27-A
|
Variable(2)
|
|
$
|
1,300,249.81
|
October
25, 2036
|
|||||
|
I-27-B
|
Variable(2)
|
|
$
|
1,300,249.81
|
October
25, 2036
|
|||||
|
I-28-A
|
Variable(2)
|
|
$
|
1,242,006.77
|
October
25, 2036
|
|||||
|
I-28-B
|
Variable(2)
|
|
$
|
1,242,006.77
|
October
25, 2036
|
|||||
|
I-29-A
|
Variable(2)
|
|
$
|
1,186,409.12
|
October
25, 2036
|
|||||
|
I-29-B
|
Variable(2)
|
|
$
|
1,186,409.12
|
October
25, 2036
|
|||||
|
I-30-A
|
Variable(2)
|
|
$
|
1,133,335.50
|
October
25, 2036
|
|||||
|
I-30-B
|
Variable(2)
|
|
$
|
1,133,335.50
|
October
25, 2036
|
|||||
|
I-31-A
|
Variable(2)
|
|
$
|
1,082,670.17
|
October
25, 2036
|
|||||
|
I-31-B
|
Variable(2)
|
|
$
|
1,082,670.17
|
October
25, 2036
|
|||||
|
I-32-A
|
Variable(2)
|
|
$
|
1,034,302.71
|
October
25, 2036
|
|||||
|
I-32-B
|
Variable(2)
|
|
$
|
1,034,302.71
|
October
25, 2036
|
|||||
|
I-33-A
|
Variable(2)
|
|
$
|
988,127.83
|
October
25, 2036
|
|||||
|
I-33-B
|
Variable(2)
|
|
$
|
988,127.83
|
October
25, 2036
|
|||||
|
I-34-A
|
Variable(2)
|
|
$
|
944,045.07
|
October
25, 2036
|
|||||
|
I-34-B
|
Variable(2)
|
|
$
|
944,045.07
|
October
25, 2036
|
|||||
|
I-35-A
|
Variable(2)
|
|
$
|
901,915.23
|
October
25, 2036
|
|||||
|
I-35-B
|
Variable(2)
|
|
$
|
901,915.23
|
October
25, 2036
|
|||||
|
I-36-A
|
Variable(2)
|
|
$
|
861,737.62
|
October
25, 2036
|
|||||
|
I-36-B
|
Variable(2)
|
|
$
|
861,737.62
|
October
25, 2036
|
|||||
|
I-37-A
|
Variable(2)
|
|
$
|
823,377.51
|
October
25, 2036
|
|||||
|
I-37-B
|
Variable(2)
|
|
$
|
823,377.51
|
October
25, 2036
|
|||||
|
I-38-A
|
Variable(2)
|
|
$
|
786,751.75
|
October
25, 2036
|
|||||
|
I-38-B
|
Variable(2)
|
|
$
|
786,751.75
|
October
25, 2036
|
|||||
|
I-39-A
|
Variable(2)
|
|
$
|
751,781.04
|
October
25, 2036
|
|||||
|
I-39-B
|
Variable(2)
|
|
$
|
751,781.04
|
October
25, 2036
|
|||||
|
I-40-A
|
Variable(2)
|
|
$
|
718,389.73
|
October
25, 2036
|
|||||
|
I-40-B
|
Variable(2)
|
|
$
|
718,389.73
|
October
25, 2036
|
|||||
|
I-41-A
|
Variable(2)
|
|
$
|
686,505.65
|
October
25, 2036
|
|||||
|
I-41-B
|
Variable(2)
|
$
|
686,505.65
|
October
25, 2036
|
||||||
|
I-42-A
|
Variable(2)
|
|
$
|
656,059.97
|
October
25, 2036
|
|||||
|
I-42-B
|
Variable(2)
|
|
$
|
656,059.97
|
October
25, 2036
|
|||||
|
I-43-A
|
Variable(2)
|
|
$
|
626,987.02
|
October
25, 2036
|
|||||
|
I-43-B
|
Variable(2)
|
|
$
|
626,987.02
|
October
25, 2036
|
|||||
|
I-44-A
|
Variable(2)
|
|
$
|
599,224.15
|
October
25, 2036
|
|||||
|
I-44-B
|
Variable(2)
|
|
$
|
599,224.15
|
October
25, 2036
|
|||||
|
I-45-A
|
Variable(2)
|
|
$
|
572,711.58
|
October
25, 2036
|
|||||
|
I-45-B
|
Variable(2)
|
|
$
|
572,711.58
|
October
25, 2036
|
|||||
|
I-46-A
|
Variable(2)
|
|
$
|
547,392.33
|
October
25, 2036
|
|||||
|
I-46-B
|
Variable(2)
|
|
$
|
547,392.33
|
October
25, 2036
|
|||||
|
I-47-A
|
Variable(2)
|
|
$
|
523,212.01
|
October
25, 2036
|
|||||
|
I-47-B
|
Variable(2)
|
|
$
|
523,212.01
|
October
25, 2036
|
|||||
|
I-48-A
|
Variable(2)
|
|
$
|
8,753,152.75
|
October
25, 2036
|
|||||
|
I-48-B
|
Variable(2)
|
|
$
|
8,753,152.75
|
October
25, 2036
|
|||||
|
I-49-A
|
Variable(2)
|
|
$
|
89,625.62
|
October
25, 2036
|
|||||
|
I-49-B
|
Variable(2)
|
|
$
|
89,625.62
|
October
25, 2036
|
|||||
|
I-50-A
|
Variable(2)
|
|
$
|
86,823.57
|
October
25, 2036
|
|||||
|
I-50-B
|
Variable(2)
|
|
$
|
86,823.57
|
October
25, 2036
|
|||||
|
I-51-A
|
Variable(2)
|
|
$
|
84,108.73
|
October
25, 2036
|
|||||
|
I-51-B
|
Variable(2)
|
|
$
|
84,108.73
|
October
25, 2036
|
|||||
|
I-52-A
|
Variable(2)
|
|
$
|
81,478.46
|
October
25, 2036
|
|||||
|
I-52-B
|
Variable(2)
|
|
$
|
81,478.46
|
October
25, 2036
|
|||||
|
I-53-A
|
Variable(2)
|
|
$
|
78,930.06
|
October
25, 2036
|
|||||
|
I-53-B
|
Variable(2)
|
|
$
|
78,930.06
|
October
25, 2036
|
|||||
|
I-54-A
|
Variable(2)
|
|
$
|
76,461.04
|
October
25, 2036
|
|||||
|
I-54-B
|
Variable(2)
|
|
$
|
76,461.04
|
October
25, 2036
|
|||||
|
I-55-A
|
Variable(2)
|
|
$
|
74,068.92
|
October
25, 2036
|
|||||
|
I-55-B
|
Variable(2)
|
|
$
|
74,068.92
|
October
25, 2036
|
|||||
|
I-56-A
|
Variable(2)
|
|
$
|
71,751.31
|
October
25, 2036
|
|||||
|
I-56-B
|
Variable(2)
|
|
$
|
71,751.31
|
October
25, 2036
|
|||||
|
I-57-A
|
Variable(2)
|
|
$
|
69,505.89
|
October
25, 2036
|
|||||
|
I-57-B
|
Variable(2)
|
|
$
|
69,505.89
|
October
25, 2036
|
|||||
|
I-58-A
|
Variable(2)
|
|
$
|
67,330.44
|
October
25, 2036
|
|||||
|
I-58-B
|
Variable(2)
|
|
$
|
67,330.44
|
October
25, 2036
|
|||||
|
I-59-A
|
Variable(2)
|
|
$
|
65,222.76
|
October
25, 2036
|
|||||
|
I-59-B
|
Variable(2)
|
|
$
|
65,222.76
|
October
25, 2036
|
|||||
|
I-60-A
|
Variable(2)
|
|
$
|
2,004,989.79
|
October
25, 2036
|
|||||
|
I-60-B
|
Variable(2)
|
|
$
|
2,004,989.79
|
October
25, 2036
|
|||||
|
P
|
0.00%
|
$
|
100.00
|
October
25, 2036
|
||||||
___________________________
|
(1)
|
For
purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations,
the
Distribution Date in the month following the maturity date for the
Group I
Mortgage Loan with the latest maturity date has been designated as
the
“latest possible maturity date” for each REMIC I Regular
Interest.
|
| (2) |
Calculated
in accordance with the definition of “Uncertificated REMIC I Pass-Through
Rate” herein.
|
REMIC
II
As
provided herein, the Trustee will elect to treat the segregated pool of assets
consisting of the Group II Mortgage Loans and certain other related assets
subject to this Agreement (other than the Group II Reserve Fund, any related
Prepayment Charge Waiver Amounts and, for the avoidance of doubt, the Group
II
Supplemental Interest Trust, the Group II Swap Agreement, the Group II Swap
Account and any rights or obligations in respect of the Swap Administration
Agreement) as a REMIC for federal income tax purposes, and such segregated
pool
of assets will be designated as “REMIC II”. The Class II-R-1 Certificates will
be the sole class of Residual Interests in REMIC II for purposes of the REMIC
Provisions. The following table irrevocably sets forth the designation, the
Uncertificated REMIC II Pass-Through Rate, the initial Uncertificated Principal
Balance and, for purposes of satisfying Treasury Regulation Section
1.860G-1(a)(4)(iii), the “latest possible maturity date” for each of the REMIC
II Regular Interests (as defined herein). None of the REMIC II Regular Interests
will be certificated.
|
Designation
|
Uncertificated
REMIC II
Pass-Through
Rate
|
Initial
Uncertificated Principal Balance
|
Latest
Possible Maturity Date (1)
|
||||||||||
|
I-1-A
|
Variable(2)
|
|
$
|
1,399,661.58
|
October
25, 2036
|
||||||||
|
I-1-B
|
Variable(2)
|
|
$
|
1,399,661.58
|
October
25, 2036
|
||||||||
|
I-2-A
|
Variable(2)
|
|
$
|
1,709,230.26
|
October
25, 2036
|
||||||||
|
I-2-B
|
Variable(2)
|
|
$
|
1,709,230.26
|
October
25, 2036
|
||||||||
|
I-3-A
|
Variable(2)
|
|
$
|
2,015,651.45
|
October
25, 2036
|
||||||||
|
I-3-B
|
Variable(2)
|
|
$
|
2,015,651.45
|
October
25, 2036
|
||||||||
|
I-4-A
|
Variable(2)
|
|
$
|
2,316,143.40
|
October
25, 2036
|
||||||||
|
I-4-B
|
Variable(2)
|
|
$
|
2,316,143.40
|
October
25, 2036
|
||||||||
|
I-5-A
|
Variable(2)
|
|
$
|
2,607,841.74
|
October
25, 2036
|
||||||||
|
I-5-B
|
Variable(2)
|
|
$
|
2,607,841.74
|
October
25, 2036
|
||||||||
|
I-6-A
|
Variable(2)
|
|
$
|
2,887,834.11
|
October
25, 2036
|
||||||||
|
I-6-B
|
Variable(2)
|
|
$
|
2,887,834.11
|
October
25, 2036
|
||||||||
|
I-7-A
|
Variable(2)
|
|
$
|
3,152,582.19
|
October
25, 2036
|
||||||||
|
I-7-B
|
Variable(2)
|
|
$
|
3,152,582.19
|
October
25, 2036
|
||||||||
|
I-8-A
|
Variable(2)
|
|
$
|
3,399,869.84
|
October
25, 2036
|
||||||||
|
I-8-B
|
Variable(2)
|
|
$
|
3,399,869.84
|
October
25, 2036
|
||||||||
|
I-9-A
|
Variable(2)
|
|
$
|
3,614,088.87
|
October
25, 2036
|
||||||||
|
I-9-B
|
Variable(2)
|
|
$
|
3,614,088.87
|
October
25, 2036
|
||||||||
|
I-10-A
|
Variable(2)
|
|
$
|
3,464,801.90
|
October
25, 2036
|
||||||||
|
I-10-B
|
Variable(2)
|
|
$
|
3,464,801.90
|
October
25, 2036
|
||||||||
|
I-11-A
|
Variable(2)
|
|
$
|
3,309,776.73
|
October
25, 2036
|
||||||||
|
I-11-B
|
Variable(2)
|
|
$
|
3,309,776.73
|
October
25, 2036
|
||||||||
|
I-12-A
|
Variable(2)
|
|
$
|
3,159,699.20
|
October
25, 2036
|
||||||||
|
I-12-B
|
Variable(2)
|
|
$
|
3,159,699.20
|
October
25, 2036
|
||||||||
|
I-13-A
|
Variable(2)
|
|
$
|
3,016,502.67
|
October
25, 2036
|
||||||||
|
I-13-B
|
Variable(2)
|
|
$
|
3,016,502.67
|
October
25, 2036
|
||||||||
|
I-14-A
|
Variable(2)
|
|
$
|
2,879,869.17
|
October
25, 2036
|
||||||||
|
I-14-B
|
Variable(2)
|
|
$
|
2,879,869.17
|
October
25, 2036
|
||||||||
|
I-15-A
|
Variable(2)
|
|
$
|
2,749,495.56
|
October
25, 2036
|
||||||||
|
I-15-B
|
Variable(2)
|
|
$
|
2,749,495.56
|
October
25, 2036
|
||||||||
|
I-16-A
|
Variable(2)
|
|
$
|
2,625,092.74
|
October
25, 2036
|
||||||||
|
I-16-B
|
Variable(2)
|
|
$
|
2,625,092.74
|
October
25, 2036
|
||||||||
|
I-17-A
|
Variable(2)
|
|
$
|
2,506,385.08
|
October
25, 2036
|
||||||||
|
I-17-B
|
Variable(2)
|
|
$
|
2,506,385.08
|
October
25, 2036
|
||||||||
|
I-18-A
|
Variable(2)
|
$
|
2,393,109.66
|
October
25, 2036
|
|||||||||
|
I-18-B
|
Variable(2)
|
|
$
|
2,393,109.66
|
October
25, 2036
|
||||||||
|
I-19-A
|
Variable(2)
|
|
$
|
2,285,015.87
|
October
25, 2036
|
||||||||
|
I-19-B
|
Variable(2)
|
|
$
|
2,285,015.87
|
October
25, 2036
|
||||||||
|
I-20-A
|
Variable(2)
|
|
$
|
2,181,864.64
|
October
25, 2036
|
||||||||
|
I-20-B
|
Variable(2)
|
|
$
|
2,181,864.64
|
October
25, 2036
|
||||||||
|
I-21-A
|
Variable(2)
|
|
$
|
2,083,428.03
|
October
25, 2036
|
||||||||
|
I-21-B
|
Variable(2)
|
|
$
|
2,083,428.03
|
October
25, 2036
|
||||||||
|
I-22-A
|
Variable(2)
|
|
$
|
1,984,433.57
|
October
25, 2036
|
||||||||
|
I-22-B
|
Variable(2)
|
|
$
|
1,984,433.57
|
October
25, 2036
|
||||||||
|
I-23-A
|
Variable(2)
|
|
$
|
1,895,236.59
|
October
25, 2036
|
||||||||
|
I-23-B
|
Variable(2)
|
|
$
|
1,895,236.59
|
October
25, 2036
|
||||||||
|
I-24-A
|
Variable(2)
|
|
$
|
1,810,101.58
|
October
25, 2036
|
||||||||
|
I-24-B
|
Variable(2)
|
|
$
|
1,810,101.58
|
October
25, 2036
|
||||||||
|
I-25-A
|
Variable(2)
|
|
$
|
1,728,841.84
|
October
25, 2036
|
||||||||
|
I-25-B
|
Variable(2)
|
|
$
|
1,728,841.84
|
October
25, 2036
|
||||||||
|
I-26-A
|
Variable(2)
|
|
$
|
1,651,279.29
|
October
25, 2036
|
||||||||
|
I-26-B
|
Variable(2)
|
|
$
|
1,651,279.29
|
October
25, 2036
|
||||||||
|
I-27-A
|
Variable(2)
|
|
$
|
1,577,244.11
|
October
25, 2036
|
||||||||
|
I-27-B
|
Variable(2)
|
|
$
|
1,577,244.11
|
October
25, 2036
|
||||||||
|
I-28-A
|
Variable(2)
|
|
$
|
1,506,337.03
|
October
25, 2036
|
||||||||
|
I-28-B
|
Variable(2)
|
|
$
|
1,506,337.03
|
October
25, 2036
|
||||||||
|
I-29-A
|
Variable(2)
|
|
$
|
1,438,898.99
|
October
25, 2036
|
||||||||
|
I-29-B
|
Variable(2)
|
|
$
|
1,438,898.99
|
October
25, 2036
|
||||||||
|
I-30-A
|
Variable(2)
|
|
$
|
1,374,523.10
|
October
25, 2036
|
||||||||
|
I-30-B
|
Variable(2)
|
|
$
|
1,374,523.10
|
October
25, 2036
|
||||||||
|
I-31-A
|
Variable(2)
|
|
$
|
1,313,068.90
|
October
25, 2036
|
||||||||
|
I-31-B
|
Variable(2)
|
|
$
|
1,313,068.90
|
October
25, 2036
|
||||||||
|
I-32-A
|
Variable(2)
|
|
$
|
1,254,402.41
|
October
25, 2036
|
||||||||
|
I-32-B
|
Variable(2)
|
|
$
|
1,254,402.41
|
October
25, 2036
|
||||||||
|
I-33-A
|
Variable(2)
|
|
$
|
1,198,395.88
|
October
25, 2036
|
||||||||
|
I-33-B
|
Variable(2)
|
|
$
|
1,198,395.88
|
October
25, 2036
|
||||||||
|
I-34-A
|
Variable(2)
|
|
$
|
1,144,258.31
|
October
25, 2036
|
||||||||
|
I-34-B
|
Variable(2)
|
|
$
|
1,144,258.31
|
October
25, 2036
|
||||||||
|
I-35-A
|
Variable(2)
|
|
$
|
1,093,086.90
|
October
25, 2036
|
||||||||
|
I-35-B
|
Variable(2)
|
|
$
|
1,093,086.90
|
October
25, 2036
|
||||||||
|
I-36-A
|
Variable(2)
|
|
$
|
1,044,423.51
|
October
25, 2036
|
||||||||
|
I-36-B
|
Variable(2)
|
|
$
|
1,044,423.51
|
October
25, 2036
|
||||||||
|
I-37-A
|
Variable(2)
|
|
$
|
997,960.33
|
October
25, 2036
|
||||||||
|
I-37-B
|
Variable(2)
|
|
$
|
997,960.33
|
October
25, 2036
|
||||||||
|
I-38-A
|
Variable(2)
|
|
$
|
953,596.79
|
October
25, 2036
|
||||||||
|
I-38-B
|
Variable(2)
|
|
$
|
953,596.79
|
October
25, 2036
|
||||||||
|
I-39-A
|
Variable(2)
|
|
$
|
911,236.91
|
October
25, 2036
|
||||||||
|
I-39-B
|
Variable(2)
|
|
$
|
911,236.91
|
October
25, 2036
|
||||||||
|
I-40-A
|
Variable(2)
|
|
$
|
870,639.17
|
October
25, 2036
|
||||||||
|
I-40-B
|
Variable(2)
|
|
$
|
870,639.17
|
October
25, 2036
|
||||||||
|
I-41-A
|
Variable(2)
|
|
$
|
831,975.36
|
October
25, 2036
|
||||||||
|
I-41-B
|
Variable(2)
|
|
$
|
831,975.36
|
October
25, 2036
|
||||||||
|
I-42-A
|
Variable(2)
|
|
$
|
795,110.96
|
October
25, 2036
|
||||||||
|
I-42-B
|
Variable(2)
|
|
$
|
795,110.96
|
October
25, 2036
|
||||||||
|
I-43-A
|
Variable(2)
|
|
$
|
759,907.43
|
October
25, 2036
|
||||||||
|
I-43-B
|
Variable(2)
|
|
$
|
759,907.43
|
October
25, 2036
|
||||||||
|
I-44-A
|
Variable(2)
|
|
$
|
726,288.99
|
October
25, 2036
|
||||||||
|
I-44-B
|
Variable(2)
|
|
$
|
726,288.99
|
October
25, 2036
|
||||||||
|
I-45-A
|
Variable(2)
|
|
$
|
694,183.41
|
October
25, 2036
|
||||||||
|
I-45-B
|
Variable(2)
|
|
$
|
694,183.41
|
October
25, 2036
|
||||||||
|
I-46-A
|
Variable(2)
|
|
$
|
663,521.52
|
October
25, 2036
|
||||||||
|
I-46-B
|
Variable(2)
|
|
$
|
663,521.52
|
October
25, 2036
|
||||||||
|
I-47-A
|
Variable(2)
|
|
$
|
634,236.35
|
October
25, 2036
|
||||||||
|
I-47-B
|
Variable(2)
|
|
$
|
634,236.35
|
October
25, 2036
|
||||||||
|
I-48-A
|
Variable(2)
|
|
$
|
10,547,604.15
|
October
25, 2036
|
||||||||
|
I-48-B
|
Variable(2)
|
|
$
|
10,547,604.15
|
October
25, 2036
|
||||||||
|
I-49-A
|
Variable(2)
|
|
$
|
111,314.80
|
October
25, 2036
|
||||||||
|
I-49-B
|
Variable(2)
|
|
$
|
111,314.80
|
October
25, 2036
|
||||||||
|
I-50-A
|
Variable(2)
|
|
$
|
107,827.34
|
October
25, 2036
|
||||||||
|
I-50-B
|
Variable(2)
|
|
$
|
107,827.34
|
October
25, 2036
|
||||||||
|
I-51-A
|
Variable(2)
|
|
$
|
104,448.66
|
October
25, 2036
|
||||||||
|
I-51-B
|
Variable(2)
|
|
$
|
104,448.66
|
October
25, 2036
|
||||||||
|
I-52-A
|
Variable(2)
|
|
$
|
101,175.38
|
October
25, 2036
|
||||||||
|
I-52-B
|
Variable(2)
|
|
$
|
101,175.38
|
October
25, 2036
|
||||||||
|
I-53-A
|
Variable(2)
|
|
$
|
98,004.22
|
October
25, 2036
|
||||||||
|
I-53-B
|
Variable(2)
|
|
$
|
98,004.22
|
October
25, 2036
|
||||||||
|
I-54-A
|
Variable(2)
|
|
$
|
94,932.01
|
October
25, 2036
|
||||||||
|
I-54-B
|
Variable(2)
|
|
$
|
94,932.01
|
October
25, 2036
|
||||||||
|
I-55-A
|
Variable(2)
|
|
$
|
91,955.67
|
October
25, 2036
|
||||||||
|
I-55-B
|
Variable(2)
|
|
$
|
91,955.67
|
October
25, 2036
|
||||||||
|
I-56-A
|
Variable(2)
|
|
$
|
89,072.22
|
October
25, 2036
|
||||||||
|
I-56-B
|
Variable(2)
|
|
$
|
89,072.22
|
October
25, 2036
|
||||||||
|
I-57-A
|
Variable(2)
|
|
$
|
86,278.78
|
October
25, 2036
|
||||||||
|
I-57-B
|
Variable(2)
|
|
$
|
86,278.78
|
October
25, 2036
|
||||||||
|
I-58-A
|
Variable(2)
|
|
$
|
83,660.97
|
October
25, 2036
|
||||||||
|
I-58-B
|
Variable(2)
|
|
$
|
83,660.97
|
October
25, 2036
|
||||||||
|
I-59-A
|
Variable(2)
|
|
$
|
81,034.34
|
October
25, 2036
|
||||||||
|
I-59-B
|
Variable(2)
|
|
$
|
81,034.34
|
October
25, 2036
|
||||||||
|
I-60-A
|
Variable(2)
|
|
$
|
2,482,554.75
|
October
25, 2036
|
||||||||
|
I-60-B
|
Variable(2)
|
|
$
|
2,482,554.75
|
October
25, 2036
|
||||||||
|
II-1-A
|
Variable(2)
|
|
$
|
501,891.57
|
October
25, 2036
|
||||||||
|
II-1-B
|
Variable(2)
|
|
$
|
501,891.57
|
October
25, 2036
|
||||||||
|
II-2-A
|
Variable(2)
|
|
$
|
612,896.91
|
October
25, 2036
|
||||||||
|
II-2-B
|
Variable(2)
|
|
$
|
612,896.91
|
October
25, 2036
|
||||||||
|
II-3-A
|
Variable(2)
|
|
$
|
722,773.63
|
October
25, 2036
|
||||||||
|
II-3-B
|
Variable(2)
|
|
$
|
722,773.63
|
October
25, 2036
|
||||||||
|
II-4-A
|
Variable(2)
|
|
$
|
830,524.23
|
October
25, 2036
|
||||||||
|
II-4-B
|
Variable(2)
|
|
$
|
830,524.23
|
October
25, 2036
|
||||||||
|
II-5-A
|
Variable(2)
|
|
$
|
935,121.61
|
October
25, 2036
|
||||||||
|
II-5-B
|
Variable(2)
|
|
$
|
935,121.61
|
October
25, 2036
|
||||||||
|
II-6-A
|
Variable(2)
|
|
$
|
1,035,521.46
|
October
25, 2036
|
||||||||
|
II-6-B
|
Variable(2)
|
|
$
|
1,035,521.46
|
October
25, 2036
|
||||||||
|
II-7-A
|
Variable(2)
|
|
$
|
1,130,455.01
|
October
25, 2036
|
||||||||
|
II-7-B
|
Variable(2)
|
|
$
|
1,130,455.01
|
October
25, 2036
|
||||||||
|
II-8-A
|
Variable(2)
|
|
$
|
1,219,127.57
|
October
25, 2036
|
||||||||
|
II-8-B
|
Variable(2)
|
|
$
|
1,219,127.57
|
October
25, 2036
|
||||||||
|
II-9-A
|
Variable(2)
|
|
$
|
1,295,942.38
|
October
25, 2036
|
||||||||
|
II-9-B
|
Variable(2)
|
|
$
|
1,295,942.38
|
October
25, 2036
|
||||||||
|
II-10-A
|
Variable(2)
|
|
$
|
1,242,410.96
|
October
25, 2036
|
||||||||
|
II-10-B
|
Variable(2)
|
|
$
|
1,242,410.96
|
October
25, 2036
|
||||||||
|
II-11-A
|
Variable(2)
|
|
$
|
1,186,821.93
|
October
25, 2036
|
||||||||
|
II-11-B
|
Variable(2)
|
|
$
|
1,186,821.93
|
October
25, 2036
|
||||||||
|
II-12-A
|
Variable(2)
|
|
$
|
1,133,007.03
|
October
25, 2036
|
||||||||
|
II-12-B
|
Variable(2)
|
|
$
|
1,133,007.03
|
October
25, 2036
|
||||||||
|
II-13-A
|
Variable(2)
|
|
$
|
1,081,659.52
|
October
25, 2036
|
||||||||
|
II-13-B
|
Variable(2)
|
|
$
|
1,081,659.52
|
October
25, 2036
|
||||||||
|
II-14-A
|
Variable(2)
|
|
$
|
1,032,665.39
|
October
25, 2036
|
||||||||
|
II-14-B
|
Variable(2)
|
|
$
|
1,032,665.39
|
October
25, 2036
|
||||||||
|
II-15-A
|
Variable(2)
|
|
$
|
985,915.93
|
October
25, 2036
|
||||||||
|
II-15-B
|
Variable(2)
|
|
$
|
985,915.93
|
October
25, 2036
|
||||||||
|
II-16-A
|
Variable(2)
|
|
$
|
941,307.49
|
October
25, 2036
|
||||||||
|
II-16-B
|
Variable(2)
|
|
$
|
941,307.49
|
October
25, 2036
|
||||||||
|
II-17-A
|
Variable(2)
|
|
$
|
898,741.22
|
October
25, 2036
|
||||||||
|
II-17-B
|
Variable(2)
|
|
$
|
898,741.22
|
October
25, 2036
|
||||||||
|
II-18-A
|
Variable(2)
|
|
$
|
858,122.85
|
October
25, 2036
|
||||||||
|
II-18-B
|
Variable(2)
|
|
$
|
858,122.85
|
October
25, 2036
|
||||||||
|
II-19-A
|
Variable(2)
|
|
$
|
819,362.50
|
October
25, 2036
|
||||||||
|
II-19-B
|
Variable(2)
|
|
$
|
819,362.50
|
October
25, 2036
|
||||||||
|
II-20-A
|
Variable(2)
|
|
$
|
782,374.46
|
October
25, 2036
|
||||||||
|
II-20-B
|
Variable(2)
|
|
$
|
782,374.46
|
October
25, 2036
|
||||||||
|
II-21-A
|
Variable(2)
|
|
$
|
747,077.00
|
October
25, 2036
|
||||||||
|
II-21-B
|
Variable(2)
|
|
$
|
747,077.00
|
October
25, 2036
|
||||||||
|
II-22-A
|
Variable(2)
|
|
$
|
711,579.50
|
October
25, 2036
|
||||||||
|
II-22-B
|
Variable(2)
|
|
$
|
711,579.50
|
October
25, 2036
|
||||||||
|
II-23-A
|
Variable(2)
|
|
$
|
679,595.19
|
October
25, 2036
|
||||||||
|
II-23-B
|
Variable(2)
|
|
$
|
679,595.19
|
October
25, 2036
|
||||||||
|
II-24-A
|
Variable(2)
|
|
$
|
649,067.42
|
October
25, 2036
|
||||||||
|
II-24-B
|
Variable(2)
|
|
$
|
649,067.42
|
October
25, 2036
|
||||||||
|
II-25-A
|
Variable(2)
|
|
$
|
619,929.25
|
October
25, 2036
|
||||||||
|
II-25-B
|
Variable(2)
|
|
$
|
619,929.25
|
October
25, 2036
|
||||||||
|
II-26-A
|
Variable(2)
|
|
$
|
592,116.82
|
October
25, 2036
|
||||||||
|
II-26-B
|
Variable(2)
|
|
$
|
592,116.82
|
October
25, 2036
|
||||||||
|
II-27-A
|
Variable(2)
|
|
$
|
565,569.24
|
October
25, 2036
|
||||||||
|
II-27-B
|
Variable(2)
|
|
$
|
565,569.24
|
October
25, 2036
|
||||||||
|
II-28-A
|
Variable(2)
|
|
$
|
540,143.33
|
October
25, 2036
|
||||||||
|
II-28-B
|
Variable(2)
|
|
$
|
540,143.33
|
October
25, 2036
|
||||||||
|
II-29-A
|
Variable(2)
|
|
$
|
515,961.35
|
October
25, 2036
|
||||||||
|
II-29-B
|
Variable(2)
|
|
$
|
515,961.35
|
October
25, 2036
|
||||||||
|
II-30-A
|
Variable(2)
|
|
$
|
492,877.40
|
October
25, 2036
|
||||||||
|
II-30-B
|
Variable(2)
|
|
$
|
492,877.40
|
October
25, 2036
|
||||||||
|
II-31-A
|
Variable(2)
|
|
$
|
470,841.11
|
October
25, 2036
|
||||||||
|
II-31-B
|
Variable(2)
|
|
$
|
470,841.11
|
October
25, 2036
|
||||||||
|
II-32-A
|
Variable(2)
|
|
$
|
449,804.45
|
October
25, 2036
|
||||||||
|
II-32-B
|
Variable(2)
|
|
$
|
449,804.45
|
October
25, 2036
|
||||||||
|
II-33-A
|
Variable(2)
|
|
$
|
429,721.59
|
October
25, 2036
|
||||||||
|
II-33-B
|
Variable(2)
|
|
$
|
429,721.59
|
October
25, 2036
|
||||||||
|
II-34-A
|
Variable(2)
|
|
$
|
410,308.90
|
October
25, 2036
|
||||||||
|
II-34-B
|
Variable(2)
|
|
$
|
410,308.90
|
October
25, 2036
|
||||||||
|
II-35-A
|
Variable(2)
|
|
$
|
391,959.82
|
October
25, 2036
|
||||||||
|
II-35-B
|
Variable(2)
|
|
$
|
391,959.82
|
October
25, 2036
|
||||||||
|
II-36-A
|
Variable(2)
|
|
$
|
374,510.07
|
October
25, 2036
|
||||||||
|
II-36-B
|
Variable(2)
|
|
$
|
374,510.07
|
October
25, 2036
|
||||||||
|
II-37-A
|
Variable(2)
|
|
$
|
357,849.27
|
October
25, 2036
|
||||||||
|
II-37-B
|
Variable(2)
|
|
$
|
357,849.27
|
October
25, 2036
|
||||||||
|
II-38-A
|
Variable(2)
|
|
$
|
341,941.37
|
October
25, 2036
|
||||||||
|
II-38-B
|
Variable(2)
|
|
$
|
341,941.37
|
October
25, 2036
|
||||||||
|
II-39-A
|
Variable(2)
|
|
$
|
326,751.93
|
October
25, 2036
|
||||||||
|
II-39-B
|
Variable(2)
|
|
$
|
326,751.93
|
October
25, 2036
|
||||||||
|
II-40-A
|
Variable(2)
|
|
$
|
312,194.37
|
October
25, 2036
|
||||||||
|
II-40-B
|
Variable(2)
|
|
$
|
312,194.37
|
October
25, 2036
|
||||||||
|
II-41-A
|
Variable(2)
|
|
$
|
298,330.28
|
October
25, 2036
|
||||||||
|
II-41-B
|
Variable(2)
|
|
$
|
298,330.28
|
October
25, 2036
|
||||||||
|
II-42-A
|
Variable(2)
|
|
$
|
285,111.41
|
October
25, 2036
|
||||||||
|
II-42-B
|
Variable(2)
|
|
$
|
285,111.41
|
October
25, 2036
|
||||||||
|
II-43-A
|
Variable(2)
|
|
$
|
272,488.11
|
October
25, 2036
|
||||||||
|
II-43-B
|
Variable(2)
|
$
|
272,488.11
|
October
25, 2036
|
|||||||||
|
II-44-A
|
Variable(2)
|
|
$
|
260,433.18
|
October
25, 2036
|
||||||||
|
II-44-B
|
Variable(2)
|
|
$
|
260,433.18
|
October
25, 2036
|
||||||||
|
II-45-A
|
Variable(2)
|
|
$
|
248,920.75
|
October
25, 2036
|
||||||||
|
II-45-B
|
Variable(2)
|
|
$
|
248,920.75
|
October
25, 2036
|
||||||||
|
II-46-A
|
Variable(2)
|
|
$
|
237,925.99
|
October
25, 2036
|
||||||||
|
II-46-B
|
Variable(2)
|
|
$
|
237,925.99
|
October
25, 2036
|
||||||||
|
II-47-A
|
Variable(2)
|
|
$
|
227,424.89
|
October
25, 2036
|
||||||||
|
II-47-B
|
Variable(2)
|
|
$
|
227,424.89
|
October
25, 2036
|
||||||||
|
II-48-A
|
Variable(2)
|
|
$
|
3,782,166.87
|
October
25, 2036
|
||||||||
|
II-48-B
|
Variable(2)
|
|
$
|
3,782,166.87
|
October
25, 2036
|
||||||||
|
II-49-A
|
Variable(2)
|
|
$
|
39,915.33
|
October
25, 2036
|
||||||||
|
II-49-B
|
Variable(2)
|
|
$
|
39,915.33
|
October
25, 2036
|
||||||||
|
II-50-A
|
Variable(2)
|
|
$
|
38,664.80
|
October
25, 2036
|
||||||||
|
II-50-B
|
Variable(2)
|
|
$
|
38,664.80
|
October
25, 2036
|
||||||||
|
II-51-A
|
Variable(2)
|
|
$
|
37,453.27
|
October
25, 2036
|
||||||||
|
II-51-B
|
Variable(2)
|
|
$
|
37,453.27
|
October
25, 2036
|
||||||||
|
II-52-A
|
Variable(2)
|
|
$
|
36,279.53
|
October
25, 2036
|
||||||||
|
II-52-B
|
Variable(2)
|
|
$
|
36,279.53
|
October
25, 2036
|
||||||||
|
II-53-A
|
Variable(2)
|
|
$
|
35,142.42
|
October
25, 2036
|
||||||||
|
II-53-B
|
Variable(2)
|
|
$
|
35,142.42
|
October
25, 2036
|
||||||||
|
II-54-A
|
Variable(2)
|
|
$
|
34,040.78
|
October
25, 2036
|
||||||||
|
II-54-B
|
Variable(2)
|
|
$
|
34,040.78
|
October
25, 2036
|
||||||||
| II-55-A |
Variable(2)
|
$
|
32,973.53
|
October
25, 2036
|
|||||||||
|
II-55-B
|
Variable(2)
|
|
$
|
32,973.53
|
October
25, 2036
|
||||||||
|
II-56-A
|
Variable(2)
|
|
$
|
31,939.58
|
October
25, 2036
|
||||||||
|
II-56-B
|
Variable(2)
|
|
$
|
31,939.58
|
October
25, 2036
|
||||||||
|
II-57-A
|
Variable(2)
|
|
$
|
30,937.90
|
October
25, 2036
|
||||||||
|
II-57-B
|
Variable(2)
|
|
$
|
30,937.90
|
October
25, 2036
|
||||||||
|
II-58-A
|
Variable(2)
|
|
$
|
29,999.21
|
October
25, 2036
|
||||||||
|
II-58-B
|
Variable(2)
|
|
$
|
29,999.21
|
October
25, 2036
|
||||||||
|
II-59-A
|
Variable(2)
|
|
$
|
29,057.35
|
October
25, 2036
|
||||||||
|
II-59-B
|
Variable(2)
|
|
$
|
29,057.35
|
October
25, 2036
|
||||||||
|
II-60-A
|
Variable(2)
|
|
$
|
890,196.12
|
October
25, 2036
|
||||||||
|
II-60-B
|
Variable(2)
|
|
$
|
890,196.12
|
October
25, 2036
|
||||||||
| P |
0.00%
|
$ |
100.00
|
October
25, 2036
|
|||||||||
___________________________
|
(1)
|
For
purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations,
the
Distribution Date in the month following the maturity date for the
Group
II Mortgage Loan with the latest maturity date has been designated
as the
“latest possible maturity date” for each REMIC II Regular
Interest.
|
| (2) |
Calculated
in accordance with the definition of “Uncertificated REMIC II Pass-Through
Rate” herein.
|
REMIC
III
As
provided herein, the Trustee will elect to treat the segregated pool of assets
consisting of the REMIC I Regular Interests and 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 I-R-2 Certificates will be the sole
class of Residual Interests in REMIC III for purposes of the REMIC Provisions.
The following table irrevocably sets forth the designation, the Uncertificated
REMIC III Pass-Through Rate, the initial Uncertificated Principal Balance and,
for purposes of satisfying Treasury Regulation Section 1.860G-1(a)(4)(iii),
the
“latest possible maturity date” for each of the REMIC III Regular Interests (as
defined herein). None of the REMIC III Regular Interests will be
certificated.
|
Designation
|
Uncertificated
REMIC III
Pass-Through
Rate
|
Initial
Uncertificated Principal Balance
|
Latest
Possible Maturity Date (1)
|
||||
|
I-AA
|
Variable(2)
|
$
|
157,003,864.57
|
October
25, 2036
|
|||
|
I-A-1
|
Variable(2)
|
$
|
739,910.00
|
October
25, 2036
|
|||
|
I-A-2
|
Variable(2)
|
$
|
401,490.00
|
October
25, 2036
|
|||
|
I-A-3
|
Variable(2)
|
$
|
48,140.00
|
October
25, 2036
|
|||
|
I-M-1
|
Variable(2)
|
$
|
81,700.00
|
October
25, 2036
|
|||
|
I-M-2
|
Variable(2)
|
$
|
78,500.00
|
October
25, 2036
|
|||
|
I-M-3
|
Variable(2)
|
$
|
27,230.00
|
October
25, 2036
|
|||
|
I-M-4
|
Variable(2)
|
$
|
34,440.00
|
October
25, 2036
|
|||
|
I-M-5
|
Variable(2)
|
$
|
27,230.00
|
October
25, 2036
|
|||
|
I-M-6
|
Variable(2)
|
$
|
22,420.00
|
October
25, 2036
|
|||
|
I-M-7
|
Variable(2)
|
$
|
17,630.00
|
October
25, 2036
|
|||
|
I-M-8
|
Variable(2)
|
$
|
18,430.00
|
October
25, 2036
|
|||
|
I-M-9
|
Variable(2)
|
$
|
19,230.00
|
October
25, 2036
|
|||
|
I-M-10
|
Variable(2)
|
$
|
26,440.00
|
October
25, 2036
|
|||
|
I-M-11
|
Variable(2)
|
$
|
24,830.00
|
October
25, 2036
|
|||
|
I-ZZ
|
Variable(2)
|
$
|
1,636,540.50
|
October
25, 2036
|
|||
|
I-IO
|
(2)
|
$
|
(3)
|
October
25, 2036
|
|||
|
I-P
|
0.00%
|
$
|
100.00
|
October
25, 2036
|
|||
|
II-AA
|
Variable(2)
|
$
|
134,060,904.71
|
October
25, 2036
|
|||
|
II-1A-1
|
Variable(2)
|
$
|
498,860.00
|
October
25, 2036
|
|||
|
II-1A-2
|
Variable(2)
|
$
|
185,205.00
|
October
25, 2036
|
|||
|
II-1A-3
|
Variable(2)
|
$
|
31,345.00
|
October
25, 2036
|
|||
|
II-2A
|
Variable(2)
|
$
|
256,530.00
|
October
25, 2036
|
|||
|
II-M-1
|
Variable(2)
|
$
|
95,755.00
|
October
25, 2036
|
|||
|
II-M-2
|
Variable(2)
|
$
|
71,815.00
|
October
25, 2036
|
|||
|
II-M-3
|
Variable(2)
|
$
|
25,305.00
|
October
25, 2036
|
|||
|
II-M-4
|
Variable(2)
|
$
|
36,250.00
|
October
25, 2036
|
|||
|
II-M-5
|
Variable(2)
|
$
|
28,730.00
|
October
25, 2036
|
|||
|
II-M-6
|
Variable(2)
|
$
|
19,150.00
|
October
25, 2036
|
|||
|
II-M-7
|
Variable(2)
|
$
|
17,785.00
|
October
25, 2036
|
|||
|
II-M-8
|
Variable(2)
|
$
|
15,730.00
|
October
25, 2036
|
|||
|
II-M-9
|
Variable(2)
|
$
|
17,785.00
|
October
25, 2036
|
|||
|
II-M-10
|
Variable(2)
|
$
|
21,890.00
|
October
25, 2036
|
|||
|
II-M-11
|
Variable(2)
|
$
|
19,840.00
|
October
25, 2036
|
|||
|
II-ZZ
|
Variable(2)
|
$
|
1,393,961.83
|
October
25, 2036
|
|||
|
II-IO
|
(2)
|
(3)
|
October
25, 2036
|
||||
|
II-P
|
0.00%
|
$
|
100.00
|
October
25, 2036
|
|||
|
II-1-Sub
|
Variable(2)
|
$
|
5,830.00
|
October
25, 2036
|
|||
|
II-1-Grp
|
Variable(2)
|
$
|
20,138.20
|
October
25, 2036
|
|||
|
II-2-Sub
|
Variable(2)
|
$
|
2,090.57
|
October
25, 2036
|
|||
|
II-2-Grp
|
Variable(2)
|
$
|
7,221.17
|
October
25, 2036
|
|||
|
II-XX
|
Variable(2)
|
$
|
136,761,561.60
|
October
25, 2036
|
________________________________
|
(1)
|
For
purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations,
the
Distribution Date in the month following the maturity date for the
Group I
Mortgage Loan with the latest maturity date has been designated as
the
“latest possible maturity date” for each REMIC III Group I Regular
Interest (as defined herein), and the Distribution Date in the month
following the maturity date for the Group II Mortgage Loan with the
latest
maturity date has been designated as the “latest possible maturity date”
for each REMIC III Group II Regular Interest (as defined
herein).
|
|
(2)
|
Calculated
in accordance with the definition of “Uncertificated REMIC III
Pass-Through Rate” herein.
|
|
(3)
|
REMIC
III Regular Interest I-IO and REMIC III Regular Interest II-IO will
not
have Uncertificated Principal Balances but will accrue interest on
their
respective uncertificated notional amounts calculated in accordance
with
the related definition of “Uncertificated Notional Amount”
herein.
|
REMIC
IV
As
provided herein, the Trustee will elect to treat the segregated pool of assets
consisting of the REMIC III Regular Interests as a REMIC for federal income
tax
purposes, and such segregated pool of assets will be designated as “REMIC IV”.
The Class I-R-3 Certificates will represent the sole class of Residual Interests
in REMIC IV for purposes of the REMIC Provisions.
The
following table irrevocably sets forth the designation, Pass-Through Rate,
Initial Certificate Principal Balance (or initial Uncertificated Principal
Balance, in the case of the Class CE Interests, Class P Interests and Class
IO
Interests) and, for purposes of satisfying Treasury Regulation Section
1.860G-1(a)(4)(iii), the “latest possible maturity date” for each class of
Certificates and interests that represents ownership of one or more of the
Regular Interests in REMIC IV created hereunder.
Each
Certificate, other than the Class P, Class CE and Class R Certificates,
represents ownership of a Regular Interest in REMIC IV and also represents
(i)
the right to receive certain amounts specified herein in respect of related
Basis Risk Shortfall Carry Forward Amounts (as defined herein) and (ii)
the
obligation to pay related Class IO Distribution Amounts (as
defined herein). The entitlement to principal of the Regular Interest which
corresponds to each Certificate shall be equal in amount and timing to the
entitlement to principal of such Certificate.
|
Designation
|
Pass-Through
Rate
|
Initial
Certificate or Uncertificated
Principal
Balance
|
Latest
Possible Maturity Date(1)
|
||||
|
I-A-1(2)
|
Variable(3)
|
$
|
73,991,000.00
|
October
25, 2036
|
|||
|
I-A-2(2)
|
Variable(3)
|
$
|
40,149,000.00
|
October
25, 2036
|
|||
|
I-A-3(2)
|
Variable(3)
|
$
|
4,814,000.00
|
October
25, 2036
|
|||
|
I-M-1(2)
|
Variable(3)
|
$
|
8,170,000.00
|
October
25, 2036
|
|||
|
I-M-2(2)
|
Variable(3)
|
$
|
7,850,000.00
|
October
25, 2036
|
|||
|
I-M-3(2)
|
Variable(3)
|
$
|
2,723,000.00
|
October
25, 2036
|
|||
|
I-M-4(2)
|
Variable(3)
|
$
|
3,444,000.00
|
October
25, 2036
|
|||
|
I-M-5(2)
|
Variable(3)
|
$
|
2,723,000.00
|
October
25, 2036
|
|||
|
I-M-6(2)
|
Variable(3)
|
$
|
2,242,000.00
|
October
25, 2036
|
|||
|
I-M-7(2)
|
Variable(3)
|
$
|
1,763,000.00
|
October
25, 2036
|
|||
|
I-M-8(2)
|
Variable(3)
|
$
|
1,843,000.00
|
October
25, 2036
|
|||
|
I-M-9(2)
|
Variable(3)
|
$
|
1,923,000.00
|
October
25, 2036
|
|||
|
I-M-10(2)
|
Variable(3)
|
$
|
2,644,000.00
|
October
25, 2036
|
|||
|
I-M-11(2)
|
Variable(3)
|
$
|
2,483,000.00
|
October
25, 2036
|
|||
|
Class
I-CE Interest
|
Variable(3)(4)
|
$
|
3,446,025.07
|
October
25, 2036
|
|||
|
Class
I-P Interest
|
0.00%(5)
|
$
|
100.00
|
October
25, 2036
|
|||
|
Class
I-IO Interest
|
(6)
|
(7)
|
October
25, 2036
|
||||
|
II-1A-1(2)
|
Variable(3)
|
$
|
99,772,000.00
|
October
25, 2036
|
|||
|
II-1A-2(2)
|
Variable(3)
|
$
|
37,041,000.00
|
October
25, 2036
|
|||
|
II-1A-3(2)
|
Variable(3)
|
$
|
6,269,000.00
|
October
25, 2036
|
|||
|
II-2A(2)
|
Variable(3)
|
$
|
51,306,000.00
|
October
25, 2036
|
|||
|
II-M-1(2)
|
Variable(3)
|
$
|
19,151,000.00
|
October
25, 2036
|
|||
|
II-M-2(2)
|
Variable(3)
|
$
|
14,363,000.00
|
October
25, 2036
|
|||
|
II-M-3(2)
|
Variable(3)
|
$
|
5,061,000.00
|
October
25, 2036
|
|||
|
II-M-4(2)
|
Variable(3)
|
$
|
7,250,000.00
|
October
25, 2036
|
|||
|
II-M-5(2)
|
Variable(3)
|
$
|
5,746,000.00
|
October
25, 2036
|
|||
|
II-M-6(2)
|
Variable(3)
|
$
|
3,830,000.00
|
October
25, 2036
|
|||
|
II-M-7(2)
|
Variable(3)
|
$
|
3,557,000.00
|
October
25, 2036
|
|||
|
II-M-8(2)
|
Variable(3)
|
$
|
3,146,000.00
|
October
25, 2036
|
|||
|
II-M-9(2)
|
Variable(3)
|
$
|
3,557,000.00
|
October
25, 2036
|
|||
|
II-M-10(2)
|
Variable(3)
|
$
|
4,378,000.00
|
October
25, 2036
|
|||
|
II-M-11(2)
|
Variable(3)
|
$
|
3,968,000.00
|
October
25, 2036
|
|||
|
Class
II-CE Interest
|
Variable(3)(4)
|
$
|
5,198,683.08
|
October
25, 2036
|
|||
|
Class
II-IO Interest
|
(6)
|
(7)
|
October
25, 2036
|
||||
|
Class
II-P Interest
|
0.00%(5)
|
$
|
100.00
|
October
25, 2036
|
___________________
|
(1)
|
For
purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations,
the
Distribution Date in the month following the maturity date for the
Group I
Mortgage Loan with the latest maturity date has been designated as
the
“latest possible maturity date” for each Regular Interest in REMIC IV the
ownership of which is represented by the Class I-A Certificates and
Class
I-M Certificates, the Class I-CE Interest, the Class I-P Interest
and the
Class I-IO Interest, and the Distribution Date in the month following
the
maturity date for the Group II Mortgage Loan with the latest maturity
date
has been designated as the “latest possible maturity date” for each
Regular Interest in REMIC IV the ownership of which is represented
by the
Class II-A Certificates and Class II-M Certificates, the Class II-CE
Interest, the Class II-P Interest and the Class II-IO
Interest.
|
|
(2)
|
This
Class of Certificates represents ownership of a Regular Interest
in REMIC
IV. Any amount distributed on this Class of Certificates on any
Distribution Date in excess of the amount distributable on the related
Regular Interest in REMIC IV on such Distribution Date shall be treated
for federal income tax purposes as having been paid from the related
Reserve Fund or the related Supplemental Interest Trust, as applicable,
and any amount distributable on the related Regular Interest in REMIC
IV
on such Distribution Date in excess of the amount distributable on
such
Class of Certificates on such Distribution Date shall be treated
for such
purposes as having been distributed to the Holders of such Certificates
and then paid by such Holders to the related Supplemental Interest
Trust,
all pursuant to and as further provided in Section 3.21 or Section
3.22,
as applicable, hereof.
|
|
(3)
|
Calculated
in accordance with the definition of “Pass-Through Rate” herein. Each
Regular Interest in REMIC IV which corresponds to a Class A Certificate
or
Class M Certificate will have the same Pass-Through Rate as such
Certificate, except with respect to the related Net Rate Cap. The
Net Rate
Cap for each such Regular Interest in REMIC IV and Certificate is
specified in the related definition of “Net Rate
Cap.”
|
|
(4)
|
The
Class I-CE Interest and Class II-CE Interest will accrue interest
at their
variable Pass-Through Rates on their Uncertificated Notional Amounts
outstanding from time to time, which shall equal the aggregate
Uncertificated Principal Balance of the REMIC III Group I Regular
Interests (other than REMIC III Regular Interest I-P) or the REMIC
III
Group II Regular Interests (other than REMIC III Regular Interest
II-P),
respectively. The Class CE Interests will not accrue interest on
their
Uncertificated Principal Balances.
|
|
(5)
|
The
Class P Interests are not entitled to distributions in respect of
interest.
|
|
(6)
|
For
federal income tax purposes, the Class I-IO Interest and Class II-IO
Interest will not have Pass-Through Rates, but will be entitled to
100% of
the amounts distributed on REMIC III Regular Interest I-IO and REMIC
III
Regular Interest II-IO,
respectively.
|
|
(7)
|
For
federal income tax purposes, the Class I-IO Interest and Class II-IO
Interest will not have Uncertificated Principal Balances, but will
have
notional amounts equal to the Uncertificated Notional Amounts of
REMIC III
Regular Interest I-IO and REMIC III Regular Interest II-IO,
respectively.
|
REMIC
V
As
provided herein, the Trustee shall elect to treat the segregated pool of assets
consisting of the Class I-CE Interest as a REMIC for federal income tax
purposes, and such segregated pool of assets will be designated as “REMIC V”.
The Class I-R-5 Interest represents the sole class of Residual Interests in
REMIC V for purposes of the REMIC Provisions.
The
following table sets forth the Class designation, Pass-Through Rate, Initial
Certificate Principal Balance and, for purposes of satisfying Treasury
Regulation Section 1.860G-1(a)(4)(iii), the “latest possible maturity date” for
the indicated Class of Certificates that represents a Regular Interest in REMIC
V created hereunder. The Class I-CE Certificate represents ownership of a
Regular Interest in REMIC V and also represents (i) the obligation to pay
certain amounts specified herein in respect of related Basis Risk Shortfall
Carry Forward Amounts and (ii) the right to receive related Class IO
Distribution Amounts.
|
Class
Designation
|
Pass-Through
Rate
|
Initial
Certificate Principal Balance
|
Latest
Possible
Maturity
Date(1)
|
||||
|
I-CE
|
(2)
|
$ |
3,446,025.07
|
October
25, 2036
|
______________
|
(1)
|
For
purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations,
the
Distribution Date in the month following the maturity date for the
Group I
Mortgage Loan with the latest maturity date has been designated as
the
“latest possible maturity date” for the Class I-CE
Certificates.
|
|
(2)
|
The
Class I-CE Certificates will receive 100% of the amounts received
in
respect of the Class I-CE Interest.
|
REMIC
VI
As
provided herein, the Trustee shall elect to treat the segregated pool of assets
consisting of the Class I-P Interest as a REMIC for federal income tax purposes,
and such segregated pool of assets will be designated as “REMIC VI”. The Class
I-R-6 Interest represents the sole class of Residual Interests in REMIC VI
for
purposes of the REMIC Provisions.
The
following table sets forth the Class designation, Pass-Through Rate, Initial
Certificate Principal Balance and, for purposes of satisfying Treasury
Regulation Section 1.860G-1(a)(4)(iii), the “latest possible maturity date” for
the indicated Class of Certificates that represents a Regular Interest in REMIC
VI created hereunder:
|
Class
Designation
|
Pass-Through
Rate
|
Initial
Certificate
Principal Balance
|
Latest
Possible
Maturity
Date(1)
|
|||
|
I-P
|
0.00%(2)
|
$100.00
|
October
25, 2036
|
_______________
|
(1)
|
For
purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations,
the
Distribution Date in the month following the maturity date for the
Group I
Mortgage Loan with the latest maturity date has been designated as
the
“latest possible maturity date” for the Class I-P
Certificates.
|
|
(2)
|
The
Class I-P Certificates will receive 100% of the amounts received
in
respect of the Class I-P Interest.
|
REMIC
VII
As
provided herein, the Trustee shall elect to treat the segregated pool of assets
consisting of the Class I-IO Interest as a REMIC for federal income tax
purposes, and such segregated pool of assets will be designated as “REMIC VII”.
The Class I-R-7 Interest represents the sole class of Residual Interests in
REMIC VII for purposes of the REMIC Provisions.
The
following table sets forth the designation, Pass-Through Rate, initial
Uncertificated Principal Balance and, for purposes of satisfying Treasury
Regulation Section 1.860G-1(a)(4)(iii), the “latest possible maturity date” for
the indicated class of interests that represents a Regular Interest in REMIC
VII
created hereunder:
|
Designation
|
Pass-Through
Rate
|
Initial
Uncertificated Principal Balance
|
Latest
Possible
Maturity
Date(1)
|
|||
|
IO(2)
|
(3)
|
(4)
|
October
25, 2036
|
_______________
|
(1)
|
For
purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations,
the
Distribution Date in the month following the maturity date for the
Group I
Mortgage Loan with the latest maturity date has been designated as
the
“latest possible maturity date” for REMIC VII Regular Interest
IO.
|
|
(2)
|
REMIC
VII Regular Interest IO will be held as an asset of the Group I
Supplemental Interest Trust.
|
|
(3)
|
REMIC
VII Regular Interest IO will not have a Pass-Through Rate, but will
receive 100% of the amounts received in respect of the Class I-IO
Interest.
|
|
(4)
|
REMIC
VII Regular Interest IO will not have an Uncertificated Principal
Balance,
but will have a notional amount equal to the Uncertificated Notional
Amount of the Class I-IO Interest.
|
REMIC
VIII
As
provided herein, the Trustee shall elect to treat the segregated pool of assets
consisting of the Class II-CE Interest as a REMIC for federal income tax
purposes, and such segregated pool of assets will be designated as “REMIC VIII”.
The Class II-R-8 Interest represents the sole class of Residual Interests in
REMIC VIII for purposes of the REMIC Provisions.
The
following table sets forth the Class designation, Pass-Through Rate, Initial
Certificate Principal Balance and, for purposes of satisfying Treasury
Regulation Section 1.860G-1(a)(4)(iii), the “latest possible maturity date” for
the indicated Class of Certificates that represents a Regular Interest in REMIC
VIII created hereunder. The Class II-CE Certificate represents ownership of
a
Regular Interest in REMIC VIII and also represents (i) the obligation to pay
certain amounts specified herein in respect of related Basis Risk Shortfall
Carry Forward Amounts and (ii) the right to receive related Class IO
Distribution Amounts.
|
Class
Designation
|
Pass-Through
Rate
|
Initial
Certificate Principal Balance
|
Latest
Possible
Maturity
Date(1)
|
||||
|
II-CE
|
(2)
|
$ |
5,198,683.08
|
October
25, 2036
|
_______________
|
(1)
|
For
purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations,
the
Distribution Date in the month following the maturity date for the
Group
II Mortgage Loan with the latest maturity date has been designated
as the
“latest possible maturity date” for the Class II-CE
Certificates.
|
|
(2)
|
The
Class II-CE Certificates will receive 100% of the amounts received
in
respect of the Class II-CE
Interest.
|
REMIC
IX
As
provided herein, the Trustee shall elect to treat the segregated pool of assets
consisting of the Class II-P Interest as a REMIC for federal income tax
purposes, and such segregated pool of assets will be designated as “REMIC IX”.
The Class II-R-9 Interest represents the sole class of Residual Interests in
REMIC IX for purposes of the REMIC Provisions.
The
following table sets forth the Class designation, Pass-Through Rate, Initial
Certificate Principal Balance and, for purposes of satisfying Treasury
Regulation Section 1.860G-1(a)(4)(iii), the “latest possible maturity date” for
the indicated Class of Certificates that represents a Regular Interest in REMIC
IX created hereunder:
|
Class
Designation
|
Pass-Through
Rate
|
Initial
Certificate
Principal Balance
|
Latest
Possible
Maturity
Date(1)
|
|||
|
II-P
|
0.00%(2)
|
$100.00
|
October
25, 2036
|
_______________
|
(1)
|
For
purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations,
the
Distribution Date in the month following the maturity date for the
Group
II Mortgage Loan with the latest maturity date has been designated
as the
“latest possible maturity date” for the Class II-P
Certificates.
|
|
(2)
|
The
Class II-P Certificates will receive 100% of the amounts received
in
respect of the Class II-P Interest.
|
REMIC
X
As
provided herein, the Trustee shall elect to treat the segregated pool of assets
consisting of the Class II-IO Interest as a REMIC for federal income tax
purposes, and such segregated pool of assets will be designated as “REMIC X”.
The Class II-R-10 Interest represents the sole class of Residual Interests
in
REMIC X for purposes of the REMIC Provisions.
The
following table sets forth the designation, Pass-Through Rate, initial
Uncertificated Principal Balance and, for purposes of satisfying Treasury
Regulation Section 1.860G-1(a)(4)(iii), the “latest possible maturity date” for
the indicated class of interests that represents a Regular Interest in REMIC
X
created hereunder:
|
Designation
|
Pass-Through
Rate
|
Initial
Uncertificated Principal Balance
|
Latest
Possible
Maturity
Date(1)
|
|||
|
IO(2)
|
(3)
|
(4)
|
October
25, 2036
|
_______________
|
(1)
|
For
purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations,
the
Distribution Date in the month following the maturity date for the
Group
II Mortgage Loan with the latest maturity date has been designated
as the
“latest possible maturity date” for REMIC X Regular Interest
IO.
|
|
(2)
|
REMIC
X Regular Interest IO will be held as an asset of the Group II
Supplemental Interest Trust.
|
|
(3)
|
REMIC
X Regular Interest IO will not have a Pass-Through Rate, but will
receive
100% of the amounts received in respect of the Class II-IO
Interest.
|
|
(4)
|
REMIC
X Regular Interest IO will not have an Uncertificated Principal Balance,
but will have a notional amount equal to the Uncertificated Notional
Amount of the Class II-IO Interest.
|
The
Trust
Fund shall be named, and may be referred to as, the “Bear ▇▇▇▇▇▇▇ Asset Backed
Securities I Trust 2006-HE8.” The Certificates issued hereunder may be referred
to as “Asset-Backed Certificates, Series 2006-HE8” (including for purposes of
any endorsement or assignment of a Mortgage Note or Mortgage).
In
consideration of the mutual agreements herein contained, the Depositor, the
Master Servicer, the Seller and the Trustee agree as follows:
ARTICLE
I
DEFINITIONS
Section
1.01 Defined
Terms.
Whenever
used in this Agreement, the following words and phrases, unless otherwise
expressly provided or unless the context otherwise requires, shall have the
meanings specified in this Article:
10-K
Filing Deadline:
As
defined in Section 3.16(a)(iii).
Accepted
Servicing Practices:
With
respect to each Mortgage Loan, those mortgage servicing practices and
procedures, including prudent collection and loan administration procedures,
and
the standard of care (i) employed by prudent mortgage servicers which service
mortgage loans of the same type as the Mortgage Loans in the jurisdictions
in
which the related Mortgage Properties are located or (ii) in accordance with
the
▇▇▇▇▇▇ Mae Guide or ▇▇▇▇▇▇▇ Mac Guide, subject to any variances negotiated
with
▇▇▇▇▇▇ Mae or ▇▇▇▇▇▇▇ Mac and subject to the express provisions of this
Agreement. Such standard of care shall not be lower than that the Master
Servicer customarily employs and exercises in servicing and administering
similar mortgage loans for its own account and shall be in full compliance
with
all federal, state, and local laws, ordinances, rules and
regulations.
Account:
The
Distribution Account, the Reserve Funds, the Group I Swap Account, the Group
II
Swap Account, the Class I-P Certificate Account, the Class II-P Certificate
Account and the Protected Account.
Accrual
Period:
With
respect to the Certificates (other than the Class CE, Class P and the Residual
Certificates) and any Distribution Date, the period from and including the
immediately preceding Distribution Date (or with respect to the first Accrual
Period, the Closing Date) to and including the day prior to such Distribution
Date. With respect to the Class CE Certificates and the Class CE Interests
and
any Distribution Date, the calendar month immediately preceding such
Distribution Date. All calculations of interest on the Certificates (other
than
the Class CE, Class P and the Residual Certificates) will be made on the basis
of the actual number of days elapsed in the related Accrual Period. All
calculations of interest on the Class CE Interests and the Class CE Certificates
will be made on the basis of a 360-day year consisting of twelve 30-day
months.
Additional
Disclosure:
As
defined in Section 3.16(a)(iv).
Additional
Disclosure Notification:
The
form of notice set forth in Exhibit R.
Additional
Form 10-D Disclosure:
As
defined in Section 3.16(a)(i).
Additional
Form 10-K Disclosure:
As
defined in Section 3.16(a)(iii).
Advance:
An
advance of delinquent payments of principal or interest in respect of a Mortgage
Loan required to be made by the Master Servicer as provided in Section 5.01
hereof.
Affected
Party:
An
“Affected Party” as defined in the related Swap Agreement.
Agreement:
This
Pooling and Servicing Agreement and any and all amendments or supplements hereto
made in accordance with the terms herein.
Adjustable
Rate Mortgage Loan:
Each of
the Mortgage Loans identified in the Mortgage Loan Schedule as having a Mortgage
Rate that is subject to adjustment.
Adjustment
Date:
With
respect to each Adjustable Rate Mortgage Loan, the first day of the month in
which the Mortgage Rate of an Adjustable Rate Mortgage Loan changes pursuant
to
the related Mortgage Note. The first Adjustment Date following the Cut-off
Date
as to each Adjustable Rate Mortgage Loan is set forth in the Mortgage Loan
Schedule.
Amount
Held for Future Distribution:
As to
any Distribution Date, the aggregate amount held in the Protected Account at
the
close of business on the immediately preceding Determination Date on account
of
(i) all Scheduled Payments or portions thereof received in respect of the
Mortgage Loans due after the related Due Period, (ii) Principal Prepayments
received in respect of such Mortgage Loans after the last day of the related
Prepayment Period and (ii) Liquidation Proceeds, Subsequent Recoveries and
Insurance Proceeds received in respect of such Mortgage Loans after the last
day
of the prior calendar month.
Annual
Statement of Compliance:
As
defined in Section 3.13.
Applied
Realized Loss Amount:
With
respect to any Distribution Date and a Class of Class A Certificates and Class
M
Certificates, the sum of the Realized Losses with respect to the Mortgage Loans
in the related Loan Group which have been applied in reduction of the
Certificate Principal Balance of a Class of Certificates pursuant to Section
5.05 of this Agreement which have not previously been reimbursed or reduced
by
any Subsequent Recoveries applied to such Applied Realized Loss
Amount.
Appraised
Value:
With
respect to any Mortgage Loan originated in connection with a refinancing, the
appraised value of the Mortgaged Property based upon the appraisal made at
the
time of such refinancing or, with respect to any other Mortgage Loan, the lesser
of (x) the appraised value of the Mortgaged Property based upon the appraisal
made by a fee appraiser at the time of the origination of the related Mortgage
Loan, and (y) the sales price of the Mortgaged Property at the time of such
origination.
Assessment
of Compliance:
As
defined in Section 3.14.
Attesting
Party:
As
defined in Section 3.14.
Attestation
Report:
As
defined in Section 3.14.
Back-Up
Certification:
As
defined in Section 3.16(a)(iii).
Basis
Risk Shortfall Carry Forward Amount:
With
respect to any Distribution Date and any Class of Class A Certificates and
Class
M Certificates, an amount equal to the sum of (A) if the Pass-Through Rate
for
such Class for such Distribution Date is limited to the related Net Rate Cap,
the excess, if any, of (a) the amount of Current Interest that such Class would
have been entitled to receive on such Distribution Date had the Pass-Though
Rate
applicable to such Class been calculated at a per annum rate equal to the
related One-Month LIBOR Pass-Through Rate, over (b) the amount of Current
Interest that such Class received on such Distribution Date at the related
Net
Rate Cap for such Distribution Date and (B) the Basis Risk Shortfall Carry
Forward Amount for the previous Distribution Date not previously paid, together
with interest thereon at a rate equal to the related Pass-Through Rate the
current Distribution Date.
Bankruptcy
Code:
Title
11 of the United States Code.
Book-Entry
Certificates:
Any of
the Certificates that shall be registered in the name of the Depository or
its
nominee, the ownership of which is reflected on the books of the Depository
or
on the books of a person maintaining an account with the Depository (directly,
as a “Depository Participant”, or indirectly, as an indirect participant in
accordance with the rules of the Depository and as described in Section 6.06).
As of the Closing Date, each Class of Regular Certificates (other than the
Class
CE Certificates and Class P Certificates) constitutes a Class of Book-Entry
Certificates.
Business
Day:
Any day
other than (i) a Saturday or a Sunday, or (ii) a day on which banking
institutions in The City of New York, New York, Chicago, Illinois, Minneapolis,
Minnesota or the city in which the Corporate Trust Office of the Trustee or
the
principal office of the Master Servicer is located as authorized or obligated
by
law or executive order to be closed.
Certificate:
Any one
of the certificates of any Class executed and authenticated by the Trustee
in
substantially the forms attached hereto as Exhibits A-1 through
A-5.
Certificate
Margin:
With
respect to the Class I-A-1 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest I-A-1, 0.070%
per annum.
With
respect to the Class I-A-2 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest I-A-2, 0.170%
per annum in the case of each Distribution Date through and including the first
possible Group I Optional Termination Date and 0.340% per annum in the case
of
each Distribution Date thereafter.
With
respect to the Class I-A-3 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest I-A-3, 0.260%
per annum in the case of each Distribution Date through and including the first
possible Group I Optional Termination Date and 0.520% per annum in the case
of
each Distribution Date thereafter.
With
respect to the Class I-M-1 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest I-M-1, 0.330%
per annum in the case of each Distribution Date through and including the first
possible Group I Optional Termination Date and 0.495% per annum in the case
of
each Distribution Date thereafter.
With
respect to the Class I-M-2 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest I-M-2, 0.340%
per annum in the case of each Distribution Date through and including the first
possible Group I Optional Termination Date and 0.510% per annum in the case
of
each Distribution Date thereafter.
With
respect to the Class I-M-3 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest I-M-3, 0.360%
per annum in the case of each Distribution Date through and including the first
possible Group I Optional Termination Date and 0.540% per annum in the case
of
each Distribution Date thereafter.
With
respect to the Class I-M-4 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest I-M-4, 0.410%
per annum in the case of each Distribution Date through and including the first
possible Group I Optional Termination Date and 0.615% per annum in the case
of
each Distribution Date thereafter.
With
respect to the Class I-M-5 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest I-M-5, 0.450%
per annum in the case of each Distribution Date through and including the first
possible Group I Optional Termination Date and 0.675% per annum in the case
of
each Distribution Date thereafter.
With
respect to the Class I-M-6 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest I-M-6, 0.480%
per annum in the case of each Distribution Date through and including the first
possible Group I Optional Termination Date and 0.720% per annum in the case
of
each Distribution Date thereafter.
With
respect to the Class I-M-7 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest I-M-7, 0.800%
per annum in the case of each Distribution Date through and including the first
possible Group I Optional Termination Date and 1.200% per annum in the case
of
each Distribution Date thereafter.
With
respect to the Class I-M-8 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest I-M-8, 1.150%
per annum in the case of each Distribution Date through and including the first
possible Group I Optional Termination Date and 1.725% per annum in the case
of
each Distribution Date thereafter.
With
respect to the Class I-M-9 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest I-M-9, 2.300%
per annum in the case of each Distribution Date through and including the first
possible Group I Optional Termination Date and 3.450% per annum in the case
of
each Distribution Date thereafter.
With
respect to the Class I-M-10 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest I-M-10, 2.500%
per annum in the case of each Distribution Date through and including the first
possible Group I Optional Termination Date and 3.750% per annum in the case
of
each Distribution Date thereafter.
With
respect to the Class I-M-11 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest I-M-11, 2.500%
per annum in the case of each Distribution Date through and including the first
possible Group I Optional Termination Date and 3.750% per annum in the case
of
each Distribution Date thereafter.
With
respect to the Class II-1A-1 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest II-1A-1, 0.070%
per annum.
With
respect to the Class II-1A-2 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest II-1A-2, 0.170%
per annum in the case of each Distribution Date through and including the first
possible Group II Optional Termination Date and 0.340% per annum in the case
of
each Distribution Date thereafter.
With
respect to the Class II-1A-3 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest II-1A-3, 0.260%
per annum in the case of each Distribution Date through and including the first
possible Group II Optional Termination Date and 0.520% per annum in the case
of
each Distribution Date thereafter.
With
respect to the Class II-2A Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest II-2A, 0.140%
per annum in the case of each Distribution Date through and including the first
possible Group II Optional Termination Date and 0.280% per annum in the case
of
each Distribution Date thereafter.
With
respect to the Class II-M-1 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest II-M-1, 0.330%
per annum in the case of each Distribution Date through and including the first
possible Group II Optional Termination Date and 0.495% per annum in the case
of
each Distribution Date thereafter.
With
respect to the Class II-M-2 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest II-M-2, 0.340%
per annum in the case of each Distribution Date through and including the first
possible Group II Optional Termination Date and 0.510% per annum in the case
of
each Distribution Date thereafter.
With
respect to the Class II-M-3 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest II-M-3, 0.360%
per annum in the case of each Distribution Date through and including the first
possible Group II Optional Termination Date and 0.540% per annum in the case
of
each Distribution Date thereafter.
With
respect to the Class II-M-4 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest II-M-4, 0.410%
per annum in the case of each Distribution Date through and including the first
possible Group II Optional Termination Date and 0.615% per annum in the case
of
each Distribution Date thereafter.
With
respect to the Class II-M-5 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest II-M-5, 0.450%
per annum in the case of each Distribution Date through and including the first
possible Group II Optional Termination Date and 0.675% per annum in the case
of
each Distribution Date thereafter.
With
respect to the Class II-M-6 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest II-M-6, 0.480%
per annum in the case of each Distribution Date through and including the first
possible Group II Optional Termination Date and 0.720% per annum in the case
of
each Distribution Date thereafter.
With
respect to the Class II-M-7 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest II-M-7, 0.800%
per annum in the case of each Distribution Date through and including the first
possible Group II Optional Termination Date and 1.200% per annum in the case
of
each Distribution Date thereafter.
With
respect to the Class II-M-8 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest II-M-8, 1.150%
per annum in the case of each Distribution Date through and including the first
possible Group II Optional Termination Date and 1.725% per annum in the case
of
each Distribution Date thereafter.
With
respect to the Class II-M-9 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest II-M-9, 2.300%
per annum in the case of each Distribution Date through and including the first
possible Group II Optional Termination Date and 3.450% per annum in the case
of
each Distribution Date thereafter.
With
respect to the Class II-M-10 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest II-M-10, 2.500%
per annum in the case of each Distribution Date through and including the first
possible Group II Optional Termination Date and 3.750% per annum in the case
of
each Distribution Date thereafter.
With
respect to the Class II-M-11 Certificates and, for purposes of the definition
of
“One-Month LIBOR Pass-Through Rate”, REMIC III Regular Interest II-M-11, 2.500%
per annum in the case of each Distribution Date through and including the first
possible Group II Optional Termination Date and 3.750% per annum in the case
of
each Distribution Date thereafter.
Certificate
Notional Amount:
With
respect to the Class I-CE Certificates and any Distribution Date, an amount
equal to the Stated Principal Balance of the Group I Mortgage Loans as of the
beginning of the related Due Period. The
initial Certificate Notional Amount of the Class I-CE Certificates shall be
$160,208,025.07. For federal income tax purposes, the Certificate Notional
Amount for the Class I-CE Certificates for any Distribution Date shall be an
amount equal to the Uncertificated Notional Amount for the Class I-CE Interest
for such Distribution Date. With respect to the Class II-CE Certificates and
any
Distribution Date, an amount equal to the Stated Principal Balance of the Group
II Mortgage Loans as of the beginning of the related Due Period. The initial
Certificate Notional Amount of the Class II-CE Certificates shall be
$273,593,683.08. For federal income tax purposes, the Certificate Notional
Amount for the Class II-CE Certificates for any Distribution Date shall be
an
amount equal to the Uncertificated Notional Amount for the Class II-CE Interest
for such Distribution Date.
Certificate
Owner:
With
respect to a Book-Entry Certificate, the Person that is the beneficial owner
of
such Book-Entry Certificate.
Certificate
Principal Balance:
As to
any Certificate (other than any Class CE Certificates and any Class R
Certificates) and as of any Distribution Date, the Initial Certificate Principal
Balance of such Certificate plus, in the case of a Class I-A Certificate and
Class I-M Certificate, any Subsequent Recoveries added to the Certificate
Principal Balance of such Certificate pursuant to Section 5.04(a) and in the
case of a Class II-A Certificate and Class II-M Certificate, any Subsequent
Recoveries added to the Certificate Principal Balance of such Certificate
pursuant to Section 5.04(b), less the sum of (i) all amounts distributed with
respect to such Certificate in reduction of the Certificate Principal Balance
thereof on previous Distribution Dates pursuant to Section 5.04, and (ii) any
Applied Realized Loss Amounts allocated to such Certificate on previous
Distribution Dates. As to the Class I-CE Certificates and as of any Distribution
Date, an amount equal to the Uncertificated Principal Balance of the Class
I-CE
Interest. As to the Class II-CE Certificates and as of any Distribution Date,
an
amount equal to the Uncertificated Principal Balance of the Class II-CE
Interest.
Certificate
Register:
The
register maintained pursuant to Section 6.02 hereof.
Certificateholder
or Holder:
The
person in whose name a Certificate is registered in the Certificate Register
(initially, Cede & Co., as nominee for the Depository, in the case of any
Book-Entry Certificates).
Certification
Parties:
As
defined in Section 3.16(a)(iii).
Certifying
Person:
As
defined in Section 3.16(a)(iii).
Class:
All
Certificates bearing the same Class designation as set forth in Section 6.01
hereof.
Class
A Certificates:
Any of
the Class I-A-1, Class I-A-2, Class I-A-3, Class II-1A-1, Class II-1A-2, Class
II-1A-3 and Class II-2A Certificates.
Class
CE Certificates:
Any of
the Class I-CE Certificates and Class II-CE Certificates.
Class
CE Interest:
Any of
the Class I-CE Interest and Class II-CE Interest.
Class
IO Interest:
Any of
the Class I-IO Interest and Class II-IO Interest.
Class
M Certificates:
Any of
the Class I-M-1, Class I-M-2, Class I-M-3, Class I-M-4, Class I-M-5, Class
I-M-6, Class I-M-7, Class I-M-8, Class I-M-9, Class I-M-10, Class I-M-11, Class
II-M-1, Class II-M-2, Class II-M-3, Class II-M-4, Class II-M-5, Class II-M-6,
Class II-M-7, Class II-M-8, Class II-M-9, Class II-M-10 and Class II-M-11
Certificates.
Class
P Certificates:
Any of
the Class I-P Certificates and Class II-P Certificates.
Class
P Interest:
Any of
the Class I-P Interest and Class II-P Interest.
Class
R Certificate:
Any of
the Class I-R-1, Class I-R-2, Class I-R-3, Class I-RX, Class II-R-1 and Class
II-RX Certificates.
Class
I-A Certificates:
Any of
the Class I-A-1, Class I-A-2 and Class I-A-3 Certificates.
Class
I-A Principal Distribution Amount:
For any
Distribution Date, an amount equal to the lesser of (x) the related Principal
Distribution Amount for such Distribution Date and (y) the excess, if any,
of
(i) the aggregate Certificate Principal Balance of the Class I-A Certificates
immediately prior to such Distribution Date, over (ii) the lesser of (a) the
product of (1) 48.50% and (2) the aggregate Stated Principal Balance of the
Group I Mortgage Loans as of the last day of the related Due Period (after
giving effect to scheduled payments of principal due during the related Due
Period, to the extent received or advanced, and unscheduled collections of
principal received during the related Prepayment Period, and after reduction
for
Realized Losses incurred during the prior calendar month), and (b) the aggregate
Stated Principal Balance of the Group I Mortgage Loans as of the last day of
the
related Due Period (after giving effect to scheduled payments of principal
due
during the related Due Period, to the extent received or advanced, and
unscheduled collections of principal received during the related Prepayment
Period, and after reduction for Realized Losses incurred during the prior
calendar month) minus $801,040.
Class
I-A-1 Certificate:
Any
Certificate designated as a “Class I-A-1 Certificate” on the face thereof, in
the form of Exhibit A-1 hereto, representing the right to the Percentage
Interest of distributions provided for the Class I-A-1 Certificates as set
forth
herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right to
receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
I-A-2 Certificate:
Any
Certificate designated as a “Class I-A-2 Certificate” on the face thereof, in
the form of Exhibit A-1 hereto, representing the right to the Percentage
Interest of distributions provided for the Class I-A-2 Certificates as set
forth
herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right to
receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
I-A-3 Certificate:
Any
Certificate designated as a “Class I-A-3 Certificate” on the face thereof, in
the form of Exhibit A-1 hereto, representing the right to the Percentage
Interest of distributions provided for the Class I-A-3 Certificates as set
forth
herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right to
receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
I-CE Certificate:
Any
Certificate designated as a “Class I-CE Certificate” on the face thereof, in the
form of Exhibit A-4 hereto, representing the right to its Percentage Interest
of
distributions provided for the Class I-CE Certificates herein and evidencing
(i)
a Regular Interest in REMIC V, (ii) the obligation to pay related Basis Risk
Shortfall Carry Forward Amounts and (iii) the right to receive related Class
IO
Distribution Amounts.
Class
I-CE Distribution Amount:
With
respect to any Distribution Date, the sum of (i) the Current Interest for the
Class I-CE Interest for such Distribution Date, (ii) any Group I
Overcollateralization Release Amount for such Distribution Date and (iii)
without duplication, any Subsequent Recoveries related to Loan Group I not
distributed to the Class I-A Certificates and Class I-M Certificates on such
Distribution Date; provided, however that on any Distribution Date after the
Distribution Date on which the Certificate Principal Balances of the Class
I-A
Certificates and Class I-M Certificates have been reduced to zero, the Class
I-CE Distribution Amount shall include the Group I Overcollateralization
Amount.
Class
I-CE Interest:
An
uncertificated interest in the Trust Fund held by the Trustee on behalf of
the
Holders of the Class I-CE Certificates, evidencing a Regular Interest in REMIC
IV for purposes of the REMIC Provisions.
Class
I-IO Interest:
An
uncertificated interest in the Trust Fund held by the Trustee on behalf of
the
holders of REMIC VII Regular Interest IO, evidencing a Regular Interest in
REMIC
IV for purposes of the REMIC Provisions.
Class
I-M Certificates:
Any of
the Class I-M-1, Class I-M-2, Class I-M-3, Class I-M-4, Class I-M-5, Class
I-M-6, Class I-M-7, Class I-M-8, Class I-M-9, Class I-M-10 and Class I-M-11
Certificates.
Class
I-M-1 Certificate:
Any
Certificate designated as a “Class I-M-1 Certificate” on the face thereof, in
the form of Exhibit A-2 hereto, representing the right to its Percentage
Interest of distributions provided for the Class I-M-1 Certificates as set
forth
herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right to
receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
I-M-1 Principal Distribution Amount:
For any
Distribution Date, an amount equal to the lesser of (x) the remaining related
Principal Distribution Amount for such Distribution Date after distribution
of
the Class I-A Principal Distribution Amount and (y) the excess, if any, of
(a)
the sum of (1) the aggregate Certificate Principal Balance of the Class I-A
Certificates (after taking into account the distribution of the Class I-A
Principal Distribution Amount on such Distribution Date) and (2) the Certificate
Principal Balance of the Class I-M-1 Certificates immediately prior to such
Distribution Date, over (b) the lesser of (1) the product of (x) 58.70% and
(y)
the aggregate Stated Principal Balance of the Group I Mortgage Loans as of
the
last day of the related Due Period (after giving effect to scheduled payments
of
principal due during the related Due Period, to the extent received or advanced,
and unscheduled collections of principal received during the related Prepayment
Period, and after reduction for Realized Losses incurred during the prior
calendar month), and (2) the aggregate Stated Principal Balance of the Group
I
Mortgage Loans as of the last day of the related Due Period (after giving effect
to scheduled payments of principal due during the related Due Period, to the
extent received or advanced, and unscheduled collections of principal received
during the related Prepayment Period, and after reduction for Realized Losses
incurred during the prior calendar month) minus $801,040.
Class
I-M-2 Certificate:
Any
Certificate designated as a “Class I-M-2 Certificate” on the face thereof, in
the form of Exhibit A-2 hereto, representing the right to its Percentage
Interest of distributions provided for the Class I-M-2 Certificates as set
forth
herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right to
receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
I-M-2 Principal Distribution Amount:
For any
Distribution Date, an amount equal to the lesser of (x) the remaining related
Principal Distribution Amount for such Distribution Date after distribution
of
the Class I-A Principal Distribution Amount and the Class I-M-1 Principal
Distribution Amount and (y) the excess, if any, of (a) the sum of (1) the
aggregate Certificate Principal Balance of the Class I-A Certificates (after
taking into account the distribution of the Class I-A Principal Distribution
Amount on such Distribution Date), (2) the Certificate Principal Balance of
the
Class I-M-1 Certificates (after taking into account the distribution of the
Class I-M-1 Principal Distribution Amount on such Distribution Date) and (3)
the
Certificate Principal Balance of the Class I-M-2 Certificates immediately prior
to such Distribution Date, over (b) the lesser of (1) the product of (x) 68.50%
and (y) the aggregate Stated Principal Balance of the Mortgage Loans in Loan
Group I as of the last day of the related Due Period (after giving effect to
scheduled payments of principal due during the related Due Period, to the extent
received or advanced, and unscheduled collections of principal received during
the related Prepayment Period, and after reduction for Realized Losses incurred
during the prior calendar month), and (2) the aggregate Stated Principal Balance
of the Mortgage Loans in Loan Group I as of the last day of the related Due
Period (after giving effect to scheduled payments of principal due during the
related Due Period, to the extent received or advanced, and unscheduled
collections of principal received during the related Prepayment Period, and
after reduction for Realized Losses incurred during the prior calendar month)
minus $801,040.
Class
I-M-3 Certificate:
Any
Certificate designated as a “Class I-M-3 Certificate” on the face thereof, in
the form of Exhibit A-2 hereto, representing the right to its Percentage
Interest of distributions provided for the Class I-M-3 Certificates as set
forth
herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right to
receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
I-M-3 Principal Distribution Amount:
For any
Distribution Date, an amount equal to the lesser of (x) the remaining related
Principal Distribution Amount for such Distribution Date after distribution
of
the Class I-A Principal Distribution Amount, the Class I-M-1 Principal
Distribution Amount and the Class I-M-2 Principal Distribution Amount and (y)
the excess, if any, of (a) the sum of (1) the aggregate Certificate Principal
Balance of the Class I-A Certificates (after taking into account the
distribution of the Class I-A Principal Distribution Amount on such Distribution
Date), (2) the Certificate Principal Balance of the Class I-M-1 Certificates
(after taking into account the distribution of the Class I-M-1 Principal
Distribution Amount on such Distribution Date), (3) the Certificate Principal
Balance of the Class I-M-2 Certificates (after taking into account the
distribution of the Class I-M-2 Principal Distribution Amount on such
Distribution Date) and (4) the Certificate Principal Balance of the Class I-M-3
Certificates immediately prior to such Distribution Date, over (b) the lesser
of
(1) the product of (x) 71.90% and (y) the aggregate Stated Principal Balance
of
the Group I Mortgage Loans as of the last day of the related Due Period (after
giving effect to scheduled payments of principal due during the related Due
Period, to the extent received or advanced, and unscheduled collections of
principal received during the related Prepayment Period, and after reduction
for
Realized Losses incurred during the prior calendar month), and (2) the aggregate
Stated Principal Balance of the Group I Mortgage Loans as of the last day of
the
related Due Period (after giving effect to scheduled payments of principal
due
during the related Due Period, to the extent received or advanced, and
unscheduled collections of principal received during the related Prepayment
Period, and after reduction for Realized Losses incurred during the prior
calendar month) minus $801,040.
Class
I-M-4 Certificate:
Any
Certificate designated as a “Class I-M-4 Certificate” on the face thereof, in
the form of Exhibit A-2 hereto, representing the right to its Percentage
Interest of distributions provided for the Class I-M-4 Certificates as set
forth
herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right to
receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
I-M-4 Principal Distribution Amount:
For any
Distribution Date, an amount equal to the lesser of (x) the remaining related
Principal Distribution Amount for such Distribution Date after distribution
of
the Class I-A Principal Distribution Amount, the Class I-M-1 Principal
Distribution Amount, the Class I-M-2 Principal Distribution Amount and the
Class
I-M-3 Principal Distribution Amount and (y) the excess, if any, of (a) the
sum
of (1) the aggregate Certificate Principal Balance of the Class I-A Certificates
(after taking into account the distribution of the Class I-A Principal
Distribution Amount on such Distribution Date), (2) the Certificate Principal
Balance of the Class I-M-1 Certificates (after taking into account the
distribution of the Class I-M-1 Principal Distribution Amount on such
Distribution Date), (3) the Certificate Principal Balance of the Class I-M-2
Certificates (after taking into account the distribution of the Class I-M-2
Principal Distribution Amount on such Distribution Date), (4) the Certificate
Principal Balance of the Class I-M-3 Certificates (after taking into account
the
distribution of the Class I-M-3 Principal Distribution Amount on such
Distribution Date) and (5) the Certificate Principal Balance of the Class I-M-4
Certificates immediately prior to such Distribution Date, over (b) the lesser
of
(1) the product of (x) 76.20% and (y) the aggregate Stated Principal Balance
of
the Group I Mortgage Loans as of the last day of the related Due Period (after
giving effect to scheduled payments of principal due during the related Due
Period, to the extent received or advanced, and unscheduled collections of
principal received during the related Prepayment Period, and after reduction
for
Realized Losses incurred during the prior calendar month), and (2) the aggregate
Stated Principal Balance of the Group I Mortgage Loans as of the last day of
the
related Due Period (after giving effect to scheduled payments of principal
due
during the related Due Period, to the extent received or advanced, and
unscheduled collections of principal received during the related Prepayment
Period, and after reduction for Realized Losses incurred during the prior
calendar month) minus $801,040.
Class
I-M-5 Certificate:
Any
Certificate designated as a “Class I-M-5 Certificate” on the face thereof, in
the form of Exhibit A-2 hereto, representing the right to its Percentage
Interest of distributions provided for the Class I-M-5 Certificates as set
forth
herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right to
receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
I-M-5 Principal Distribution Amount:
For any
Distribution Date, an amount equal to the lesser of (x) the remaining related
Principal Distribution Amount for such Distribution Date after distribution
of
the Class I-A Principal Distribution Amount, the Class I-M-1 Principal
Distribution Amount, the Class I-M-2 Principal Distribution Amount, the Class
I-M-3 Principal Distribution Amount and the Class I-M-4 Principal Distribution
Amount and (y) the excess, if any, of (a) the sum of (1) the aggregate
Certificate Principal Balance of the Class I-A Certificates (after taking into
account the distribution of the Class I-A Principal Distribution Amount on
such
Distribution Date), (2) the Certificate Principal Balance of the Class I-M-1
Certificates (after taking into account the distribution of the Class I-M-1
Principal Distribution Amount on such Distribution Date), (3) the Certificate
Principal Balance of the Class I-M-2 Certificates (after taking into account
the
distribution of the Class I-M-2 Principal Distribution Amount on such
Distribution Date), (4) the Certificate Principal Balance of the Class I-M-3
Certificates (after taking into account the distribution of the Class I-M-3
Principal Distribution Amount on such Distribution Date), (5) the Certificate
Principal Balance of the Class I-M-4 Certificates (after taking into account
the
distribution of the Class I-M-4 Principal Distribution Amount on such
Distribution Date) and (6) the Certificate Principal Balance of the Class I-M-5
Certificates immediately prior to such Distribution Date, over (b) the lesser
of
(1) the product of (x) 79.60% and (y) the aggregate Stated Principal Balance
of
the Group I Mortgage Loans as of the last day of the related Due Period (after
giving effect to scheduled payments of principal due during the related Due
Period, to the extent received or advanced, and unscheduled collections of
principal received during the related Prepayment Period, and after reduction
for
Realized Losses incurred during the prior calendar month), and (2) the aggregate
Stated Principal Balance of the Group I Mortgage Loans as of the last day of
the
related Due Period (after giving effect to scheduled payments of principal
due
during the related Due Period, to the extent received or advanced, and
unscheduled collections of principal received during the related Prepayment
Period, and after reduction for Realized Losses incurred during the prior
calendar month) minus $801,040.
Class
I-M-6 Certificate:
Any
Certificate designated as a “Class I-M-6 Certificate” on the face thereof, in
the form of Exhibit A-2 hereto, representing the right to its Percentage
Interest of distributions provided for the Class I-M-6 Certificates as set
forth
herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right to
receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
I-M-6 Principal Distribution Amount:
For any
Distribution Date, an amount equal to the lesser of (x) the remaining related
Principal Distribution Amount for such Distribution Date after distribution
of
the Class I-A Principal Distribution Amount, the Class I-M-1 Principal
Distribution Amount, the Class I-M-2 Principal Distribution Amount, the Class
I-M-3 Principal Distribution Amount, the Class I-M-4 Principal Distribution
Amount and the Class I-M-5 Principal Distribution Amount and (y) the excess,
if
any, of (a) the sum of (1) the aggregate Certificate Principal Balance of the
Class I-A Certificates (after taking into account the distribution of the Class
I-A Principal Distribution Amount on such Distribution Date), (2) the
Certificate Principal Balance of the Class I-M-1 Certificates (after taking
into
account the distribution of the Class I-M-1 Principal Distribution Amount on
such Distribution Date), (3) the Certificate Principal Balance of the Class
I-M-2 Certificates (after taking into account the distribution of the Class
I-M-2 Principal Distribution Amount on such Distribution Date), (4) the
Certificate Principal Balance of the Class I-M-3 Certificates (after taking
into
account the distribution of the Class I-M-3 Principal Distribution Amount on
such Distribution Date), (5) the Certificate Principal Balance of the Class
I-M-4 Certificates (after taking into account the distribution of the Class
I-M-4 Principal Distribution Amount on such Distribution Date), (6) the
Certificate Principal Balance of the Class I-M-5 Certificates (after taking
into
account the distribution of the Class I-M-5 Principal Distribution Amount on
such Distribution Date) and (7) the Certificate Principal Balance of the Class
I-M-6 Certificates immediately prior to such Distribution Date, over (b) the
lesser of (1) the product of (x) 82.40% and (y) the aggregate Stated Principal
Balance of the Group I Mortgage Loans as of the last day of the related Due
Period (after giving effect to scheduled payments of principal due during the
related Due Period, to the extent received or advanced, and unscheduled
collections of principal received during the related Prepayment Period, and
after reduction for Realized Losses incurred during the prior calendar month),
and (2) the aggregate Stated Principal Balance of the Group I Mortgage Loans
as
of the last day of the related Due Period (after giving effect to scheduled
payments of principal due during the related Due Period, to the extent received
or advanced, and unscheduled collections of principal received during the
related Prepayment Period, and after reduction for Realized Losses incurred
during the prior calendar month) minus $801,040.
Class
I-M-7 Certificate:
Any
Certificate designated as a “Class I-M-7 Certificate” on the face thereof, in
the form of Exhibit A-2 hereto, representing the right to its Percentage
Interest of distributions provided for the Class I-M-7 Certificates as set
forth
herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right to
receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
I-M-7 Principal Distribution Amount:
For any
Distribution Date, an amount equal to the lesser of (x) the remaining related
Principal Distribution Amount for such Distribution Date after distribution
of
the Class I-A Principal Distribution Amount, the Class I-M-1 Principal
Distribution Amount, the Class I-M-2 Principal Distribution Amount, the Class
I-M-3 Principal Distribution Amount, the Class I-M-4 Principal Distribution
Amount, the Class I-M-5 Principal Distribution Amount and the Class I-M-6
Principal Distribution Amount and (y) the excess, if any, of (a) the sum of
(1)
the aggregate Certificate Principal Balance of the Class I-A Certificates (after
taking into account the distribution of the Class I-A Principal Distribution
Amount on such Distribution Date), (2) the Certificate Principal Balance of
the
Class I-M-1 Certificates (after taking into account the distribution of the
Class I-M-1 Principal Distribution Amount on such Distribution Date), (3) the
Certificate Principal Balance of the Class I-M-2 Certificates (after taking
into
account the distribution of the Class I-M-2 Principal Distribution Amount on
such Distribution Date), (4) the Certificate Principal Balance of the Class
I-M-3 Certificates (after taking into account the distribution of the Class
I-M-3 Principal Distribution Amount on such Distribution Date), (5) the
Certificate Principal Balance of the Class I-M-4 Certificates (after taking
into
account the distribution of the Class I-M-4 Principal Distribution Amount on
such Distribution Date), (6) the Certificate Principal Balance of the Class
I-M-5 Certificates (after taking into account the distribution of the Class
I-M-5 Principal Distribution Amount on such Distribution Date) (7) the
Certificate Principal Balance of the Class I-M-6 Certificates (after taking
into
account the distribution of the Class I-M-6 Principal Distribution Amount on
such Distribution Date) and (8) the Certificate Principal Balance of the Class
I-M-7 Certificates immediately prior to such Distribution Date, over (b) the
lesser of (1) the product of (x) 84.60% and (y) the aggregate Stated Principal
Balance of the Group I Mortgage Loans as of the last day of the related Due
Period (after giving effect to scheduled payments of principal due during the
related Due Period, to the extent received or advanced, and unscheduled
collections of principal received during the related Prepayment Period, and
after reduction for Realized Losses incurred during the prior calendar month),
and (2) the aggregate Stated Principal Balance of the Group I Mortgage Loans
as
of the last day of the related Due Period (after giving effect to scheduled
payments of principal due during the related Due Period, to the extent received
or advanced, and unscheduled collections of principal received during the
related Prepayment Period, and after reduction for Realized Losses incurred
during the prior calendar month) minus $801,040.
Class
I-M-8 Certificate:
Any
Certificate designated as a “Class I-M-8 Certificate” on the face thereof, in
the form of Exhibit A-2 hereto, representing the right to its Percentage
Interest of distributions provided for the Class I-M-8 Certificates as set
forth
herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right to
receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
I-M-8 Principal Distribution Amount:
For any
Distribution Date, an amount equal to the lesser of (x) the remaining related
Principal Distribution Amount for such Distribution Date after distribution
of
the Class I-A Principal Distribution Amount, the Class I-M-1 Principal
Distribution Amount, the Class I-M-2 Principal Distribution Amount, the Class
I-M-3 Principal Distribution Amount, the Class I-M-4 Principal Distribution
Amount, the Class I-M-5 Principal Distribution Amount, the Class I-M-6 Principal
Distribution Amount and the Class I-M-7 Principal Distribution Amount and (y)
the excess, if any, of (a) the sum of (1) the aggregate Certificate Principal
Balance of the Class I-A Certificates (after taking into account the
distribution of the Class I-A Principal Distribution Amount on such Distribution
Date), (2) the Certificate Principal Balance of the Class I-M-1 Certificates
(after taking into account the distribution of the Class I-M-1 Principal
Distribution Amount on such Distribution Date), (3) the Certificate Principal
Balance of the Class I-M-2 Certificates (after taking into account the
distribution of the Class I-M-2 Principal Distribution Amount on such
Distribution Date), (4) the Certificate Principal Balance of the Class I-M-3
Certificates (after taking into account the distribution of the Class I-M-3
Principal Distribution Amount on such Distribution Date), (5) the Certificate
Principal Balance of the Class I-M-4 Certificates (after taking into account
the
distribution of the Class I-M-4 Principal Distribution Amount on such
Distribution Date), (6) the Certificate Principal Balance of the Class I-M-5
Certificates (after taking into account the distribution of the Class I-M-5
Principal Distribution Amount on such Distribution Date) (7) the Certificate
Principal Balance of the Class I-M-6 Certificates (after taking into account
the
distribution of the Class I-M-6 Principal Distribution Amount on such
Distribution Date), (8) the Certificate Principal Balance of the Class I-M-7
Certificates (after taking into account the distribution of the Class I-M-7
Principal Distribution Amount on such Distribution Date) and (9) the Certificate
Principal Balance of the Class I-M-8 Certificates immediately prior to such
Distribution Date, over (b) the lesser of (1) the product of (x) 86.90% and
(y)
the aggregate Stated Principal Balance of the Group I Mortgage Loans as of
the
last day of the related Due Period (after giving effect to scheduled payments
of
principal due during the related Due Period, to the extent received or advanced,
and unscheduled collections of principal received during the related Prepayment
Period, and after reduction for Realized Losses incurred during the prior
calendar month), and (2) the aggregate Stated Principal Balance of the Group
I
Mortgage Loans as of the last day of the related Due Period (after giving effect
to scheduled payments of principal due during the related Due Period, to the
extent received or advanced, and unscheduled collections of principal received
during the related Prepayment Period, and after reduction for Realized Losses
incurred during the prior calendar month) minus $801,040.
Class
I-M-9 Certificate:
Any
Certificate designated as a “Class I-M-9 Certificate” on the face thereof, in
the form of Exhibit A-2 hereto, representing the right to its Percentage
Interest of distributions provided for the Class I-M-9 Certificates as set
forth
herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right to
receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
I-M-9 Principal Distribution Amount:
For any
Distribution Date, an amount equal to the lesser of (x) the remaining related
Principal Distribution Amount for such Distribution Date after distribution
of
the Class I-A Principal Distribution Amount, the Class I-M-1 Principal
Distribution Amount, the Class I-M-2 Principal Distribution Amount, the Class
I-M-3 Principal Distribution Amount, the Class I-M-4 Principal Distribution
Amount, the Class I-M-5 Principal Distribution Amount, the Class I-M-6 Principal
Distribution Amount, the Class I-M-7 Principal Distribution Amount and the
Class
I-M-8 Principal Distribution Amount and (y) the excess, if any, of (a) the
sum
of (1) the aggregate Certificate Principal Balance of the Class I-A Certificates
(after taking into account the distribution of the Class I-A Principal
Distribution Amount on such Distribution Date), (2) the Certificate Principal
Balance of the Class I-M-1 Certificates (after taking into account the
distribution of the Class I-M-1 Principal Distribution Amount on such
Distribution Date), (3) the Certificate Principal Balance of the Class I-M-2
Certificates (after taking into account the distribution of the Class I-M-2
Principal Distribution Amount on such Distribution Date), (4) the Certificate
Principal Balance of the Class I-M-3 Certificates (after taking into account
the
distribution of the Class I-M-3 Principal Distribution Amount on such
Distribution Date), (5) the Certificate Principal Balance of the Class I-M-4
Certificates (after taking into account the distribution of the Class I-M-4
Principal Distribution Amount on such Distribution Date), (6) the Certificate
Principal Balance of the Class I-M-5 Certificates (after taking into account
the
distribution of the Class I-M-5 Principal Distribution Amount on such
Distribution Date) (7) the Certificate Principal Balance of the Class I-M-6
Certificates (after taking into account the distribution of the Class I-M-6
Principal Distribution Amount on such Distribution Date), (8) the Certificate
Principal Balance of the Class I-M-7 Certificates (after taking into account
the
distribution of the Class I-M-7 Principal Distribution Amount on such
Distribution Date), (9) the Certificate Principal Balance of the Class I-M-8
Certificates (after taking into account the distribution of the Class I-M-8
Principal Distribution Amount on such Distribution Date) and (10) the
Certificate Principal Balance of the Class I-M-9 Certificates immediately prior
to such Distribution Date, over (b) the lesser of (1) the product of (x) 89.30%
and (y) the aggregate Stated Principal Balance of the Group I Mortgage Loans
as
of the last day of the related Due Period (after giving effect to scheduled
payments of principal due during the related Due Period, to the extent received
or advanced, and unscheduled collections of principal received during the
related Prepayment Period, and after reduction for Realized Losses incurred
during the prior calendar month), and (2) the aggregate Stated Principal Balance
of the Group I Mortgage Loans as of the last day of the related Due Period
(after giving effect to scheduled payments of principal due during the related
Due Period, to the extent received or advanced, and unscheduled collections
of
principal received during the related Prepayment Period, and after reduction
for
Realized Losses incurred during the prior calendar month) minus
$801,040.
Class
I-M-10 Certificate:
Any
Certificate designated as a “Class I-M-10 Certificate” on the face thereof, in
the form of Exhibit A-2 hereto, representing the right to its Percentage
Interest of distributions provided for the Class I-M-10 Certificates as set
forth herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right
to receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
I-M-10 Principal Distribution Amount:
For any
Distribution Date, an amount equal to the lesser of (x) the remaining related
Principal Distribution Amount for such Distribution Date after distribution
of
the Class I-A Principal Distribution Amount, the Class I-M-1 Principal
Distribution Amount, the Class I-M-2 Principal Distribution Amount, the Class
I-M-3 Principal Distribution Amount, the Class I-M-4 Principal Distribution
Amount, the Class I-M-5 Principal Distribution Amount, the Class I-M-6 Principal
Distribution Amount, the Class I-M-7 Principal Distribution Amount, the Class
I-M-8 Principal Distribution Amount and the Class I-M-9 Principal Distribution
Amount and (y) the excess, if any, of (a) the sum of (1) the aggregate
Certificate Principal Balance of the Class I-A Certificates (after taking into
account the distribution of the Class I-A Principal Distribution Amount on
such
Distribution Date), (2) the Certificate Principal Balance of the Class I-M-1
Certificates (after taking into account the distribution of the Class I-M-1
Principal Distribution Amount on such Distribution Date), (3) the Certificate
Principal Balance of the Class I-M-2 Certificates (after taking into account
the
distribution of the Class I-M-2 Principal Distribution Amount on such
Distribution Date), (4) the Certificate Principal Balance of the Class I-M-3
Certificates (after taking into account the distribution of the Class I-M-3
Principal Distribution Amount on such Distribution Date), (5) the Certificate
Principal Balance of the Class I-M-4 Certificates (after taking into account
the
distribution of the Class I-M-4 Principal Distribution Amount on such
Distribution Date), (6) the Certificate Principal Balance of the Class I-M-5
Certificates (after taking into account the distribution of the Class I-M-5
Principal Distribution Amount on such Distribution Date) (7) the Certificate
Principal Balance of the Class I-M-6 Certificates (after taking into account
the
distribution of the Class I-M-6 Principal Distribution Amount on such
Distribution Date), (8) the Certificate Principal Balance of the Class I-M-7
Certificates (after taking into account the distribution of the Class I-M-7
Principal Distribution Amount on such Distribution Date), (9) the Certificate
Principal Balance of the Class I-M-8 (after taking into account the distribution
of the Class I-M-8 Principal Distribution Amount on such Distribution Date),
(10) the Certificate Principal Balance of the Class I-M-9 Certificates (after
taking into account the distribution of the Class I-M-9 Principal Distribution
Amount on such Distribution Date) and (11) the Certificate Principal Balance
of
the Class I-M-10 Certificates immediately prior to such Distribution Date,
over
(b) the lesser of (1) the product of (x) 92.60% and (y) the aggregate Stated
Principal Balance of the Group I Mortgage Loans as of the last day of the
related Due Period (after giving effect to scheduled payments of principal
due
during the related Due Period, to the extent received or advanced, and
unscheduled collections of principal received during the related Prepayment
Period, and after reduction for Realized Losses incurred during the prior
calendar month), and (2) the aggregate Stated Principal Balance of the Group
I
Mortgage Loans as of the last day of the related Due Period (after giving effect
to scheduled payments of principal due during the related Due Period, to the
extent received or advanced, and unscheduled collections of principal received
during the related Prepayment Period, and after reduction for Realized Losses
incurred during the prior calendar month) minus $801,040.
Class
I-M-11 Certificate:
Any
Certificate designated as a “Class I-M-11 Certificate” on the face thereof, in
the form of Exhibit A-2 hereto, representing the right to its Percentage
Interest of distributions provided for the Class I-M-11 Certificates as set
forth herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right
to receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
I-M-11 Principal Distribution Amount:
For any
Distribution Date, an amount equal to the lesser of (x) the remaining related
Principal Distribution Amount for such Distribution Date after distribution
of
the Class I-A Principal Distribution Amount, the Class I-M-1 Principal
Distribution Amount, the Class I-M-2 Principal Distribution Amount, the Class
I-M-3 Principal Distribution Amount, the Class I-M-4 Principal Distribution
Amount, the Class I-M-5 Principal Distribution Amount, the Class I-M-6 Principal
Distribution Amount, the Class I-M-7 Principal Distribution Amount, the Class
I-M-8 Principal Distribution Amount, the Class I-M-9 Principal Distribution
Amount and the Class I-M-10 Principal Distribution Amount and (y) the excess,
if
any, of (a) the sum of (1) the aggregate Certificate Principal Balance of the
Class I-A Certificates (after taking into account the distribution of the Class
I-A Principal Distribution Amount on such Distribution Date), (2) the
Certificate Principal Balance of the Class I-M-1 Certificates (after taking
into
account the distribution of the Class I-M-1 Principal Distribution Amount on
such Distribution Date), (3) the Certificate Principal Balance of the Class
I-M-2 Certificates (after taking into account the distribution of the Class
I-M-2 Principal Distribution Amount on such Distribution Date), (4) the
Certificate Principal Balance of the Class I-M-3 Certificates (after taking
into
account the distribution of the Class I-M-3 Principal Distribution Amount on
such Distribution Date), (5) the Certificate Principal Balance of the Class
I-M-4 Certificates (after taking into account the distribution of the Class
I-M-4 Principal Distribution Amount on such Distribution Date), (6) the
Certificate Principal Balance of the Class I-M-5 Certificates (after taking
into
account the distribution of the Class I-M-5 Principal Distribution Amount on
such Distribution Date) (7) the Certificate Principal Balance of the Class
I-M-6
Certificates (after taking into account the distribution of the Class I-M-6
Principal Distribution Amount on such Distribution Date), (8) the Certificate
Principal Balance of the Class I-M-7 Certificates (after taking into account
the
distribution of the Class I-M-7 Principal Distribution Amount on such
Distribution Date), (9) the Certificate Principal Balance of the Class I-M-8
Certificates (after taking into account the distribution of the Class I-M-8
Principal Distribution Amount on such Distribution Date), (10) the Certificate
Principal Balance of the Class I-M-9 Certificates (after taking into account
the
distribution of the Class I-M-9 Principal Distribution Amount on such
Distribution Date), (11) the Certificate Principal Balance of the Class I-M-10
Certificates (after taking into account the distribution of the Class I-M-10
Principal Distribution Amount on such Distribution Date) and (12) the
Certificate Principal Balance of the Class I-M-11 Certificates immediately
prior
to such Distribution Date, over (b) the lesser of (1) the product of (x) 95.70%
and (y) the aggregate Stated Principal Balance of the Group I Mortgage Loans
as
of the last day of the related Due Period (after giving effect to scheduled
payments of principal due during the related Due Period, to the extent received
or advanced, and unscheduled collections of principal received during the
related Prepayment Period, and after reduction for Realized Losses incurred
during the prior calendar month), and (2) the aggregate Stated Principal Balance
of the Group I Mortgage Loans as of the last day of the related Due Period
(after giving effect to scheduled payments of principal due during the related
Due Period, to the extent received or advanced, and unscheduled collections
of
principal received during the related Prepayment Period, and after reduction
for
Realized Losses incurred during the prior calendar month) minus
$801,040.
Class
I-P Certificate:
Any
Certificate designated as a “Class I-P Certificate” on the face thereof, in the
form of Exhibit A-3 hereto, representing the right to its Percentage Interest
of
distributions provided for the Class I-P Certificates as set forth herein and
evidencing (i) a Regular Interest in REMIC VI and (ii) the right to receive
any
Prepayment Charge Waiver Amounts with respect to Loan Group I.
Class
I-P Interest:
An
uncertificated interest in the Trust Fund held by the Trustee on behalf of
the
Holders of the Class I-P Certificates, evidencing a Regular Interest in REMIC
IV
for purposes of the REMIC Provisions.
Class
I-P Certificate Account:
The
separate Eligible Account created and maintained by the Trustee pursuant to
Section 4.06 in the name of the Trustee for the benefit of the Class I-P
Certificateholders.
Class
I-R Certificate:
Any of
the Class I-R-1, Class I-R-2, Class I-R-3 and Class I-RX
Certificates.
Class
I-R-1 Certificate:
Any
Certificate designated a “Class I-R-1 Certificate” on the face thereof, in the
form set forth in Exhibit A-5 hereto, evidencing the Residual Interest in REMIC
I and representing the right to the Percentage Interest of distributions
provided for the Class I-R-1 Certificates as set forth herein.
Class
I-R-2 Certificate:
Any
Certificate designated a “Class I-R-2 Certificate” on the face thereof, in the
form set forth in Exhibit A-5 hereto, evidencing the Residual Interest in REMIC
III and representing the right to the Percentage Interest of distributions
provided for the Class I-R-2 Certificates as set forth herein.
Class
I-R-3 Certificate:
Any
Certificate designated a “Class I-R-3 Certificate” on the face thereof, in the
form set forth in Exhibit A-5 hereto, evidencing the Residual Interest in REMIC
IV and representing the right to the Percentage Interest of distributions
provided for the Class I-R-3 Certificates as set forth herein.
Class
I-RX Certificate:
Any
Certificate designated a “Class I-RX Certificate” on the face thereof, in the
form set forth in Exhibit A-5 hereto, evidencing the ownership of the Class
I-R-5 Interest, Class I-R-6 Interest and Class I-R-7 Interest and representing
the right to the Percentage Interest of distributions provided for the Class
I-RX Certificates as set forth herein.
Class
I-R-5 Interest:
The
uncertificated Residual Interest in REMIC V.
Class
I-R-6 Interest:
The
uncertificated Residual Interest in REMIC VI.
Class
I-R-7 Interest:
The
uncertificated Residual Interest in REMIC VII.
Class
II-A Certificates:
Any of
the Class II-1A-1, Class II-1A-2, Class II-1A-3 and Class II-2A
Certificates.
Class
II-1A Certificates:
Any of
the Class II-1A-1, Class II-1A-2 and Class II-1A-3 Certificates.
Class
II-1A Principal Distribution Amount:
For any
Distribution Date, an amount equal to the product of the Class II-A Principal
Distribution Amount and a fraction, the numerator of which is the Principal
Funds for Subgroup II-1 for such Distribution Date and the denominator of which
is the aggregate Principal Funds for Subgroup II-1 and Subgroup II-2 for such
Distribution Date.
Class
II-2A Principal Distribution Amount:
For any
Distribution Date, an amount equal to the product of the Class II-A Principal
Distribution Amount and a fraction, the numerator of which is the Principal
Funds for Subgroup II-2 for such Distribution Date and the denominator of which
is the aggregate Principal Funds for Subgroup II-1 and Subgroup II-2 for such
Distribution Date.
Class
II-A Principal Distribution Amount:
For any
Distribution Date, an amount equal to the lesser of (x) the related Principal
Distribution Amount for such Distribution Date and (y) the excess, if any,
of
(i) the aggregate Certificate Principal Balance of the Class II-A Certificates
immediately prior to such Distribution Date, over (ii) the lesser of (a) the
product of (1) 42.10% and (2) the aggregate Stated Principal Balance of the
Group II Mortgage Loans as of the last day of the related Due Period (after
giving effect to scheduled payments of principal due during the related Due
Period, to the extent received or advanced, and unscheduled collections of
principal received during the related Prepayment Period, and after reduction
for
Realized Losses incurred during the prior calendar month), and (b) the aggregate
Stated Principal Balance of the Group II Mortgage Loans as of the last day
of
the related Due Period (after giving effect to scheduled payments of principal
due during the related Due Period, to the extent received or advanced, and
unscheduled collections of principal received during the related Prepayment
Period, and after reduction for Realized Losses incurred during the prior
calendar month) minus $1,367,968.
Class
II-1A-1 Certificate:
Any
Certificate designated as a “Class II-1A-1 Certificate” on the face thereof, in
the form of Exhibit A-1 hereto, representing the right to the Percentage
Interest of distributions provided for the Class II-1A-1 Certificates as set
forth herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right
to receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
II-1A-2 Certificate:
Any
Certificate designated as a “Class II-1A-2 Certificate” on the face thereof, in
the form of Exhibit A-1 hereto, representing the right to the Percentage
Interest of distributions provided for the Class II-1A-2 Certificates as set
forth herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right
to receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
II-1A-3 Certificate:
Any
Certificate designated as a “Class II-1A-3 Certificate” on the face thereof, in
the form of Exhibit A-1 hereto, representing the right to the Percentage
Interest of distributions provided for the Class II-1A-3 Certificates as set
forth herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right
to receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts
Class
II-2A Certificate:
Any
Certificate designated as a “Class II-2A Certificate” on the face thereof, in
the form of Exhibit A-1 hereto, representing the right to the Percentage
Interest of distributions provided for the Class II-2A Certificates as set
forth
herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right to
receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts
Class
II-CE Certificate:
Any
Certificate designated as a “Class II-CE Certificate” on the face thereof, in
the form of Exhibit A-4 hereto, representing the right to its Percentage
Interest of distributions provided for the Class II-CE Certificates herein
and
evidencing (i) a Regular Interest in REMIC VIII, (ii) the obligation to pay
related Basis Risk Shortfall Carry Forward Amounts and (iii) the right to
receive related Class IO Distribution Amounts.
Class
II-CE Distribution Amount:
With
respect to any Distribution Date, the sum of (i) the Current Interest for the
Class II-CE Interest for such Distribution Date, (ii) any Group II
Overcollateralization Release Amount for such Distribution Date and (iii)
without duplication, any Subsequent Recoveries related to Loan Group II not
distributed to the Class II-A Certificates and Class II-M Certificates on such
Distribution Date; provided, however, on any Distribution Date after the
Distribution Date on which the Certificate Principal Balances of the Class
II-A
Certificates and Class II-M Certificates have been reduced to zero, the Class
II-CE Distribution Amount shall include the Group II Overcollateralization
Amount.
Class
II-CE Interest:
An
uncertificated interest in the Trust Fund held by the Trustee on behalf of
the
Holders of the Class II-CE Certificates, evidencing a Regular Interest in REMIC
IV for purposes of the REMIC Provisions.
Class
II-IO Interest:
An
uncertificated interest in the Trust Fund held by the Trustee on behalf of
the
holders of REMIC X Regular Interest IO, evidencing a Regular Interest in REMIC
IV for purposes of the REMIC Provisions.
Class
II-M Certificates:
Any of
the Class II-M-1, Class II-M-2, Class II-M-3, Class II-M-4, Class II-M-5, Class
II-M-6, Class II-M-7, Class II-M-8, Class II-M-9, Class II-M-10 and Class
II-M-11 Certificates.
Class
II-M-1 Certificate:
Any
Certificate designated as a “Class II-M-1 Certificate” on the face thereof, in
the form of Exhibit A-2 hereto, representing the right to its Percentage
Interest of distributions provided for the Class II-M-1 Certificates as set
forth herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right
to receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
II-M-1 Principal Distribution Amount:
For any
Distribution Date, an amount equal to the lesser of (x) the remaining related
Principal Distribution Amount for such Distribution Date after distribution
of
the Class II-A Principal Distribution Amount and (y) the excess, if any, of
(a)
the sum of (1) the aggregate Certificate Principal Balance of the Class II-A
Certificates (after taking into account the distribution of the Class II-A
Principal Distribution Amount on such Distribution Date) and (2) the Certificate
Principal Balance of the Class II-M-1 Certificates immediately prior to such
Distribution Date, over (b) the lesser of (1) the product of (x) 56.10% and
(y)
the aggregate Stated Principal Balance of the Group II Mortgage Loans as of
the
last day of the related Due Period (after giving effect to scheduled payments
of
principal due during the related Due Period, to the extent received or advanced,
and unscheduled collections of principal received during the related Prepayment
Period, and after reduction for Realized Losses incurred during the prior
calendar month), and (2) the aggregate Stated Principal Balance of the Group
II
Mortgage Loans as of the last day of the related Due Period (after giving effect
to scheduled payments of principal due during the related Due Period, to the
extent received or advanced, and unscheduled collections of principal received
during the related Prepayment Period, and after reduction for Realized Losses
incurred during the prior calendar month) minus $1,367,968.
Class
II-M-2 Certificate:
Any
Certificate designated as a “Class II-M-2 Certificate” on the face thereof, in
the form of Exhibit A-2 hereto, representing the right to its Percentage
Interest of distributions provided for the Class II-M-2 Certificates as set
forth herein and evidencing (i) a Regular Interest in REMIC IV(ii) the right
to
receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
II-M-2 Principal Distribution Amount:
For any
Distribution Date, an amount equal to the lesser of (x) the remaining related
Principal Distribution Amount for such Distribution Date after distribution
of
the Class II-A Principal Distribution Amount and the Class II-M-1 Principal
Distribution Amount and (y) the excess, if any, of (a) the sum of (1) the
aggregate Certificate Principal Balance of the Class II-A Certificates (after
taking into account the distribution of the Class II-A Principal Distribution
Amount on such Distribution Date), (2) the Certificate Principal Balance of
the
Class II-M-1 Certificates (after taking into account the distribution of the
Class II-M-1 Principal Distribution Amount on such Distribution Date) and (3)
the Certificate Principal Balance of the Class II-M-2 Certificates immediately
prior to such Distribution Date, over (b) the lesser of (1) the product of
(x)
66.60% and (y) the aggregate Stated Principal Balance of the Group II Mortgage
Loans as of the last day of the related Due Period (after giving effect to
scheduled payments of principal due during the related Due Period, to the extent
received or advanced, and unscheduled collections of principal received during
the related Prepayment Period, and after reduction for Realized Losses incurred
during the prior calendar month), and (2) the aggregate Stated Principal Balance
of the Group II Mortgage Loans as of the last day of the related Due Period
(after giving effect to scheduled payments of principal due during the related
Due Period, to the extent received or advanced, and unscheduled collections
of
principal received during the related Prepayment Period, and after reduction
for
Realized Losses incurred during the prior calendar month) minus
$1,367,968.
Class
II-M-3 Certificate:
Any
Certificate designated as a “Class II-M-3 Certificate” on the face thereof, in
the form of Exhibit A-2 hereto, representing the right to its Percentage
Interest of distributions provided for the Class II-M-3 Certificates as set
forth herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right
to receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
II-M-3 Principal Distribution Amount:
For any
Distribution Date, an amount equal to the lesser of (x) the remaining related
Principal Distribution Amount for such Distribution Date after distribution
of
the Class II-A Principal Distribution Amount, the Class II-M-1 Principal
Distribution Amount and the Class II-M-2 Principal Distribution Amount and
(y)
the excess, if any, of (a) the sum of (1) the aggregate Certificate Principal
Balance of the Class II-A Certificates (after taking into account the
distribution of the Class II-A Principal Distribution Amount on such
Distribution Date), (2) the Certificate Principal Balance of the Class II-M-1
Certificates (after taking into account the distribution of the Class II-M-1
Principal Distribution Amount on such Distribution Date), (3) the Certificate
Principal Balance of the Class II-M-2 Certificates (after taking into account
the distribution of the Class II-M-2 Principal Distribution Amount on such
Distribution Date) and (4) the Certificate Principal Balance of the Class II-M-3
Certificates immediately prior to such Distribution Date, over (b) the lesser
of
(1) the product of (x) 70.30% and (y) the aggregate Stated Principal Balance
of
the Group II Mortgage Loans as of the last day of the related Due Period (after
giving effect to scheduled payments of principal due during the related Due
Period, to the extent received or advanced, and unscheduled collections of
principal received during the related Prepayment Period, and after reduction
for
Realized Losses incurred during the prior calendar month), and (2) the aggregate
Stated Principal Balance of the Group II Mortgage Loans as of the last day
of
the related Due Period (after giving effect to scheduled payments of principal
due during the related Due Period, to the extent received or advanced, and
unscheduled collections of principal received during the related Prepayment
Period, and after reduction for Realized Losses incurred during the prior
calendar month) minus $1,367,968.
Class
II-M-4 Certificate:
Any
Certificate designated as a “Class II-M-4 Certificate” on the face thereof, in
the form of Exhibit A-2 hereto, representing the right to its Percentage
Interest of distributions provided for the Class II-M-4 Certificates as set
forth herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right
to receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
II-M-4 Principal Distribution Amount:
For any
Distribution Date, an amount equal to the lesser of (x) the remaining related
Principal Distribution Amount for such Distribution Date after distribution
of
the Class II-A Principal Distribution Amount, the Class II-M-1 Principal
Distribution Amount, the Class II-M-2 Principal Distribution Amount and the
Class II-M-3 Principal Distribution Amount and (y) the excess, if any, of (a)
the sum of (1) the aggregate Certificate Principal Balance of the Class II-A
Certificates (after taking into account the distribution of the Class II-A
Principal Distribution Amount on such Distribution Date), (2) the Certificate
Principal Balance of the Class II-M-1 Certificates (after taking into account
the distribution of the Class II-M-1 Principal Distribution Amount on such
Distribution Date), (3) the Certificate Principal Balance of the Class II-M-2
Certificates (after taking into account the distribution of the Class II-M-2
Principal Distribution Amount on such Distribution Date), (4) the Certificate
Principal Balance of the Class II-M-3 Certificates (after taking into account
the distribution of the Class II-M-3 Principal Distribution Amount on such
Distribution Date) and (5) the Certificate Principal Balance of the Class II-M-4
Certificates immediately prior to such Distribution Date, over (b) the lesser
of
(1) the product of (x) 75.60% and (y) the aggregate Stated Principal Balance
of
the Group II Mortgage Loans as of the last day of the related Due Period (after
giving effect to scheduled payments of principal due during the related Due
Period, to the extent received or advanced, and unscheduled collections of
principal received during the related Prepayment Period, and after reduction
for
Realized Losses incurred during the prior calendar month), and (2) the aggregate
Stated Principal Balance of the Group II Mortgage Loans as of the last day
of
the related Due Period (after giving effect to scheduled payments of principal
due during the related Due Period, to the extent received or advanced, and
unscheduled collections of principal received during the related Prepayment
Period, and after reduction for Realized Losses incurred during the prior
calendar month) minus $1,367,968.
Class
II-M-5 Certificate:
Any
Certificate designated as a “Class II-M-5 Certificate” on the face thereof, in
the form of Exhibit A-2 hereto, representing the right to its Percentage
Interest of distributions provided for the Class II-M-5 Certificates as set
forth herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right
to receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
II-M-5 Principal Distribution Amount:
For any
Distribution Date, an amount equal to the lesser of (x) the remaining related
Principal Distribution Amount for such Distribution Date after distribution
of
the Class II-A Principal Distribution Amount, the Class II-M-1 Principal
Distribution Amount, the Class II-M-2 Principal Distribution Amount, the Class
II-M-3 Principal Distribution Amount and the Class II-M-4 Principal Distribution
Amount and (y) the excess, if any, of (a) the sum of (1) the aggregate
Certificate Principal Balance of the Class II-A Certificates (after taking
into
account the distribution of the Class II-A Principal Distribution Amount on
such
Distribution Date), (2) the Certificate Principal Balance of the Class II-M-1
Certificates (after taking into account the distribution of the Class II-M-1
Principal Distribution Amount on such Distribution Date), (3) the Certificate
Principal Balance of the Class II-M-2 Certificates (after taking into account
the distribution of the Class II-M-2 Principal Distribution Amount on such
Distribution Date), (4) the Certificate Principal Balance of the Class II-M-3
Certificates (after taking into account the distribution of the Class II-M-3
Principal Distribution Amount on such Distribution Date), (5) the Certificate
Principal Balance of the Class II-M-4 Certificates (after taking into account
the distribution of the Class II-M-4 Principal Distribution Amount on such
Distribution Date) and (6) the Certificate Principal Balance of the Class II-M-5
Certificates immediately prior to such Distribution Date, over (b) the lesser
of
(1) the product of (x) 79.80% and (y) the aggregate Stated Principal Balance
of
the Group II Mortgage Loans as of the last day of the related Due Period (after
giving effect to scheduled payments of principal due during the related Due
Period, to the extent received or advanced, and unscheduled collections of
principal received during the related Prepayment Period, and after reduction
for
Realized Losses incurred during the prior calendar month), and (2) the aggregate
Stated Principal Balance of the Group II Mortgage Loans as of the last day
of
the related Due Period (after giving effect to scheduled payments of principal
due during the related Due Period, to the extent received or advanced, and
unscheduled collections of principal received during the related Prepayment
Period, and after reduction for Realized Losses incurred during the prior
calendar month) minus $1,367,968.
Class
II-M-6 Certificate:
Any
Certificate designated as a “Class II-M-6 Certificate” on the face thereof, in
the form of Exhibit A-2 hereto, representing the right to its Percentage
Interest of distributions provided for the Class II-M-6 Certificates as set
forth herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right
to receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
II-M-6 Principal Distribution Amount:
For any
Distribution Date, an amount equal to the lesser of (x) the remaining related
Principal Distribution Amount for such Distribution Date after distribution
of
the Class II-A Principal Distribution Amount, the Class II-M-1 Principal
Distribution Amount, the Class II-M-2 Principal Distribution Amount, the Class
II-M-3 Principal Distribution Amount, the Class II-M-4 Principal Distribution
Amount and the Class II-M-5 Principal Distribution Amount and (y) the excess,
if
any, of (a) the sum of (1) the aggregate Certificate Principal Balance of the
Class II-A Certificates (after taking into account the distribution of the
Class
II-A Principal Distribution Amount on such Distribution Date), (2) the
Certificate Principal Balance of the Class II-M-1 Certificates (after taking
into account the distribution of the Class II-M-1 Principal Distribution Amount
on such Distribution Date), (3) the Certificate Principal Balance of the Class
II-M-2 Certificates (after taking into account the distribution of the Class
II-M-2 Principal Distribution Amount on such Distribution Date), (4) the
Certificate Principal Balance of the Class II-M-3 Certificates (after taking
into account the distribution of the Class II-M-3 Principal Distribution Amount
on such Distribution Date), (5) the Certificate Principal Balance of the Class
II-M-4 Certificates (after taking into account the distribution of the Class
II-M-4 Principal Distribution Amount on such Distribution Date), (6) the
Certificate Principal Balance of the Class II-M-5 Certificates (after taking
into account the distribution of the Class II-M-5 Principal Distribution Amount
on such Distribution Date) and (7) the Certificate Principal Balance of the
Class II-M-6 Certificates immediately prior to such Distribution Date, over
(b)
the lesser of (1) the product of (x) 82.60% and (y) the aggregate Stated
Principal Balance of the Group II Mortgage Loans as of the last day of the
related Due Period (after giving effect to scheduled payments of principal
due
during the related Due Period, to the extent received or advanced, and
unscheduled collections of principal received during the related Prepayment
Period, and after reduction for Realized Losses incurred during the prior
calendar month), and (2) the aggregate Stated Principal Balance of the Group
II
Mortgage Loans as of the last day of the related Due Period (after giving effect
to scheduled payments of principal due during the related Due Period, to the
extent received or advanced, and unscheduled collections of principal received
during the related Prepayment Period, and after reduction for Realized Losses
incurred during the prior calendar month) minus $1,367,968.
Class
II-M-7 Certificate:
Any
Certificate designated as a “Class II-M-7 Certificate” on the face thereof, in
the form of Exhibit A-2 hereto, representing the right to its Percentage
Interest of distributions provided for the Class II-M-7 Certificates as set
forth herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right
to receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
II-M-7 Principal Distribution Amount:
For any
Distribution Date, an amount equal to the lesser of (x) the remaining related
Principal Distribution Amount for such Distribution Date after distribution
of
the Class II-A Principal Distribution Amount, the Class II-M-1 Principal
Distribution Amount, the Class II-M-2 Principal Distribution Amount, the Class
II-M-3 Principal Distribution Amount, the Class II-M-4 Principal Distribution
Amount, the Class II-M-5 Principal Distribution Amount and the Class II-M-6
Principal Distribution Amount and (y) the excess, if any, of (a) the sum of
(1)
the aggregate Certificate Principal Balance of the Class II-A Certificates
(after taking into account the distribution of the Class II-A Principal
Distribution Amount on such Distribution Date), (2) the Certificate Principal
Balance of the Class II-M-1 Certificates (after taking into account the
distribution of the Class II-M-1 Principal Distribution Amount on such
Distribution Date), (3) the Certificate Principal Balance of the Class II-M-2
Certificates (after taking into account the distribution of the Class II-M-2
Principal Distribution Amount on such Distribution Date), (4) the Certificate
Principal Balance of the Class II-M-3 Certificates (after taking into account
the distribution of the Class II-M-3 Principal Distribution Amount on such
Distribution Date), (5) the Certificate Principal Balance of the Class II-M-4
Certificates (after taking into account the distribution of the Class II-M-4
Principal Distribution Amount on such Distribution Date), (6) the Certificate
Principal Balance of the Class II-M-5 Certificates (after taking into account
the distribution of the Class II-M-5 Principal Distribution Amount on such
Distribution Date) (7) the Certificate Principal Balance of the Class II-M-6
Certificates (after taking into account the distribution of the Class II-M-6
Principal Distribution Amount on such Distribution Date) and (8) the Certificate
Principal Balance of the Class II-M-7 Certificates immediately prior to such
Distribution Date, over (b) the lesser of (1) the product of (x) 85.20% and
(y)
the aggregate Stated Principal Balance of the Group II Mortgage Loans as of
the
last day of the related Due Period (after giving effect to scheduled payments
of
principal due during the related Due Period, to the extent received or advanced,
and unscheduled collections of principal received during the related Prepayment
Period, and after reduction for Realized Losses incurred during the prior
calendar month), and (2) the aggregate Stated Principal Balance of the Group
II
Mortgage Loans as of the last day of the related Due Period (after giving effect
to scheduled payments of principal due during the related Due Period, to the
extent received or advanced, and unscheduled collections of principal received
during the related Prepayment Period, and after reduction for Realized Losses
incurred during the prior calendar month) minus $1,367,968.
Class
II-M-8 Certificate:
Any
Certificate designated as a “Class II-M-8 Certificate” on the face thereof, in
the form of Exhibit A-2 hereto, representing the right to its Percentage
Interest of distributions provided for the Class II-M-8 Certificates as set
forth herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right
to receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
II-M-8 Principal Distribution Amount:
For any
Distribution Date, an amount equal to the lesser of (x) the remaining related
Principal Distribution Amount for such Distribution Date after distribution
of
the Class II-A Principal Distribution Amount, the Class II-M-1 Principal
Distribution Amount, the Class II-M-2 Principal Distribution Amount, the Class
II-M-3 Principal Distribution Amount, the Class II-M-4 Principal Distribution
Amount, the Class II-M-5 Principal Distribution Amount, the Class II-M-6
Principal Distribution Amount and the Class II-M-7 Principal Distribution Amount
and (y) the excess, if any, of (a) the sum of (1) the aggregate Certificate
Principal Balance of the Class II-A Certificates (after taking into account
the
distribution of the Class II-A Principal Distribution Amount on such
Distribution Date), (2) the Certificate Principal Balance of the Class II-M-1
Certificates (after taking into account the distribution of the Class II-M-1
Principal Distribution Amount on such Distribution Date), (3) the Certificate
Principal Balance of the Class II-M-2 Certificates (after taking into account
the distribution of the Class II-M-2 Principal Distribution Amount on such
Distribution Date), (4) the Certificate Principal Balance of the Class II-M-3
Certificates (after taking into account the distribution of the Class II-M-3
Principal Distribution Amount on such Distribution Date), (5) the Certificate
Principal Balance of the Class II-M-4 Certificates (after taking into account
the distribution of the Class II-M-4 Principal Distribution Amount on such
Distribution Date), (6) the Certificate Principal Balance of the Class II-M-5
Certificates (after taking into account the distribution of the Class II-M-5
Principal Distribution Amount on such Distribution Date) (7) the Certificate
Principal Balance of the Class II-M-6 Certificates (after taking into account
the distribution of the Class II-M-6 Principal Distribution Amount on such
Distribution Date), (8) the Certificate Principal Balance of the Class II-M-7
Certificates (after taking into account the distribution of the Class II-M-7
Principal Distribution Amount on such Distribution Date) and (9) the Certificate
Principal Balance of the Class II-M-8 Certificates immediately prior to such
Distribution Date, over (b) the lesser of (1) the product of (x) 87.50% and
(y)
the aggregate Stated Principal Balance of the Group II Mortgage Loans as of
the
last day of the related Due Period (after giving effect to scheduled payments
of
principal due during the related Due Period, to the extent received or advanced,
and unscheduled collections of principal received during the related Prepayment
Period, and after reduction for Realized Losses incurred during the prior
calendar month), and (2) the aggregate Stated Principal Balance of the Group
II
Mortgage Loans as of the last day of the related Due Period (after giving effect
to scheduled payments of principal due during the related Due Period, to the
extent received or advanced, and unscheduled collections of principal received
during the related Prepayment Period, and after reduction for Realized Losses
incurred during the prior calendar month) minus $1,367,968.
Class
II-M-9 Certificate:
Any
Certificate designated as a “Class II-M-9 Certificate” on the face thereof, in
the form of Exhibit A-2 hereto, representing the right to its Percentage
Interest of distributions provided for the Class II-M-9 Certificates as set
forth herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right
to receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
II-M-9 Principal Distribution Amount:
For any
Distribution Date, an amount equal to the lesser of (x) the remaining related
Principal Distribution Amount for such Distribution Date after distribution
of
the Class II-A Principal Distribution Amount, the Class II-M-1 Principal
Distribution Amount, the Class II-M-2 Principal Distribution Amount, the Class
II-M-3 Principal Distribution Amount, the Class II-M-4 Principal Distribution
Amount, the Class II-M-5 Principal Distribution Amount, the Class II-M-6
Principal Distribution Amount, the Class II-M-7 Principal Distribution Amount
and the Class II-M-8 Principal Distribution Amount and (y) the excess, if any,
of (a) the sum of (1) the aggregate Certificate Principal Balance of the Class
II-A Certificates (after taking into account the distribution of the Class
II-A
Principal Distribution Amount on such Distribution Date), (2) the Certificate
Principal Balance of the Class II-M-1 Certificates (after taking into account
the distribution of the Class II-M-1 Principal Distribution Amount on such
Distribution Date), (3) the Certificate Principal Balance of the Class II-M-2
Certificates (after taking into account the distribution of the Class II-M-2
Principal Distribution Amount on such Distribution Date), (4) the Certificate
Principal Balance of the Class II-M-3 Certificates (after taking into account
the distribution of the Class II-M-3 Principal Distribution Amount on such
Distribution Date), (5) the Certificate Principal Balance of the Class II-M-4
Certificates (after taking into account the distribution of the Class II-M-4
Principal Distribution Amount on such Distribution Date), (6) the Certificate
Principal Balance of the Class II-M-5 Certificates (after taking into account
the distribution of the Class II-M-5 Principal Distribution Amount on such
Distribution Date) (7) the Certificate Principal Balance of the Class II-M-6
Certificates (after taking into account the distribution of the Class II-M-6
Principal Distribution Amount on such Distribution Date), (8) the Certificate
Principal Balance of the Class II-M-7 Certificates (after taking into account
the distribution of the Class II-M-7 Principal Distribution Amount on such
Distribution Date), (9) the Certificate Principal Balance of the Class II-M-8
Certificates (after taking into account the distribution of the Class II-M-8
Principal Distribution Amount on such Distribution Date) and (10) the
Certificate Principal Balance of the Class II-M-9 Certificates immediately
prior
to such Distribution Date, over (b) the lesser of (1) the product of (x) 90.10%
and (y) the aggregate Stated Principal Balance of the Group II Mortgage Loans
as
of the last day of the related Due Period (after giving effect to scheduled
payments of principal due during the related Due Period, to the extent received
or advanced, and unscheduled collections of principal received during the
related Prepayment Period, and after reduction for Realized Losses incurred
during the prior calendar month), and (2) the aggregate Stated Principal Balance
of the Group II Mortgage Loans as of the last day of the related Due Period
(after giving effect to scheduled payments of principal due during the related
Due Period, to the extent received or advanced, and unscheduled collections
of
principal received during the related Prepayment Period, and after reduction
for
Realized Losses incurred during the prior calendar month) minus
$1,367,968.
Class
II-M-10 Certificate:
Any
Certificate designated as a “Class II-M-10 Certificate” on the face thereof, in
the form of Exhibit A-2 hereto, representing the right to its Percentage
Interest of distributions provided for the Class II-M-10 Certificates as set
forth herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right
to receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
II-M-10 Principal Distribution Amount:
For any
Distribution Date, an amount equal to the lesser of (x) the remaining related
Principal Distribution Amount for such Distribution Date after distribution
of
the Class II-A Principal Distribution Amount, the Class II-M-1 Principal
Distribution Amount, the Class II-M-2 Principal Distribution Amount, the Class
II-M-3 Principal Distribution Amount, the Class II-M-4 Principal Distribution
Amount, the Class II-M-5 Principal Distribution Amount, the Class II-M-6
Principal Distribution Amount, the Class II-M-7 Principal Distribution Amount,
the Class II-M-8 Principal Distribution Amount and the Class II-M-9 Principal
Distribution Amount and (y) the excess, if any, of (a) the sum of (1) the
aggregate Certificate Principal Balance of the Class II-A Certificates (after
taking into account the distribution of the Class II-A Principal Distribution
Amount on such Distribution Date), (2) the Certificate Principal Balance of
the
Class II-M-1 Certificates (after taking into account the distribution of the
Class II-M-1 Principal Distribution Amount on such Distribution Date), (3)
the
Certificate Principal Balance of the Class II-M-2 Certificates (after taking
into account the distribution of the Class II-M-2 Principal Distribution Amount
on such Distribution Date), (4) the Certificate Principal Balance of the Class
II-M-3 Certificates (after taking into account the distribution of the Class
II-M-3 Principal Distribution Amount on such Distribution Date), (5) the
Certificate Principal Balance of the Class II-M-4 Certificates (after taking
into account the distribution of the Class II-M-4 Principal Distribution Amount
on such Distribution Date), (6) the Certificate Principal Balance of the Class
II-M-5 Certificates (after taking into account the distribution of the Class
II-M-5 Principal Distribution Amount on such Distribution Date) (7) the
Certificate Principal Balance of the Class II-M-6 Certificates (after taking
into account the distribution of the Class II-M-6 Principal Distribution Amount
on such Distribution Date), (8) the Certificate Principal Balance of the Class
II-M-7 Certificates (after taking into account the distribution of the Class
II-M-7 Principal Distribution Amount on such Distribution Date), (9) the
Certificate Principal Balance of the Class II-M-8 (after taking into account
the
distribution of the Class II-M-8 Principal Distribution Amount on such
Distribution Date), (10) the Certificate Principal Balance of the Class II-M-9
Certificates (after taking into account the distribution of the Class II-M-9
Principal Distribution Amount on such Distribution Date) and (11) the
Certificate Principal Balance of the Class II-M-10 Certificates immediately
prior to such Distribution Date, over (b) the lesser of (1) the product of
(x)
93.30% and (y) the aggregate Stated Principal Balance of the Group II Mortgage
Loans as of the last day of the related Due Period (after giving effect to
scheduled payments of principal due during the related Due Period, to the extent
received or advanced, and unscheduled collections of principal received during
the related Prepayment Period, and after reduction for Realized Losses incurred
during the prior calendar month), and (2) the aggregate Stated Principal Balance
of the Group II Mortgage Loans as of the last day of the related Due Period
(after giving effect to scheduled payments of principal due during the related
Due Period, to the extent received or advanced, and unscheduled collections
of
principal received during the related Prepayment Period, and after reduction
for
Realized Losses incurred during the prior calendar month) minus
$1,367,968.
Class
II-M-11 Certificate:
Any
Certificate designated as a “Class II-M-11 Certificate” on the face thereof, in
the form of Exhibit A-2 hereto, representing the right to its Percentage
Interest of distributions provided for the Class II-M-11 Certificates as set
forth herein and evidencing (i) a Regular Interest in REMIC IV, (ii) the right
to receive related Basis Risk Shortfall Carry Forward Amounts and (iii) the
obligation to pay related Class IO Distribution Amounts.
Class
II-M-11 Principal Distribution Amount:
For any
Distribution Date, an amount equal to the lesser of (x) the remaining related
Principal Distribution Amount for such Distribution Date after distribution
of
the Class II-A Principal Distribution Amount, the Class II-M-1 Principal
Distribution Amount, the Class II-M-2 Principal Distribution Amount, the Class
II-M-3 Principal Distribution Amount, the Class II-M-4 Principal Distribution
Amount, the Class II-M-5 Principal Distribution Amount, the Class II-M-6
Principal Distribution Amount, the Class II-M-7 Principal Distribution Amount,
the Class II-M-8 Principal Distribution Amount, the Class II-M-9 Principal
Distribution Amount and the Class II-M-10 Principal Distribution Amount and
(y)
the excess, if any, of (a) the sum of (1) the aggregate Certificate Principal
Balance of the Class II-A Certificates (after taking into account the
distribution of the Class II-A Principal Distribution Amount on such
Distribution Date), (2) the Certificate Principal Balance of the Class II-M-1
Certificates (after taking into account the distribution of the Class II-M-1
Principal Distribution Amount on such Distribution Date), (3) the Certificate
Principal Balance of the Class II-M-2 Certificates (after taking into account
the distribution of the Class II-M-2 Principal Distribution Amount on such
Distribution Date), (4) the Certificate Principal Balance of the Class II-M-3
Certificates (after taking into account the distribution of the Class II-M-3
Principal Distribution Amount on such Distribution Date), (5) the Certificate
Principal Balance of the Class II-M-4 Certificates (after taking into account
the distribution of the Class II-M-4 Principal Distribution Amount on such
Distribution Date), (6) the Certificate Principal Balance of the Class II-M-5
Certificates (after taking into account the distribution of the Class II-M-5
Principal Distribution Amount on such Distribution Date) (7) the Certificate
Principal Balance of the Class II-M-6 Certificates (after taking into account
the distribution of the Class II-M-6 Principal Distribution Amount on such
Distribution Date), (8) the Certificate Principal Balance of the Class II-M-7
Certificates (after taking into account the distribution of the Class II-M-7
Principal Distribution Amount on such Distribution Date), (9) the Certificate
Principal Balance of the Class II-M-8 Certificates (after taking into account
the distribution of the Class II-M-8 Principal Distribution Amount on such
Distribution Date), (10) the Certificate Principal Balance of the Class II-M-9
Certificates (after taking into account the distribution of the Class II-M-9
Principal Distribution Amount on such Distribution Date), (11) the Certificate
Principal Balance of the Class II-M-10 Certificates (after taking into account
the distribution of the Class II-M-10 Principal Distribution Amount on such
Distribution Date) and (12) the Certificate Principal Balance of the Class
II-M-11 Certificates immediately prior to such Distribution Date, over (b)
the
lesser of (1) the product of (x) 96.20% and (y) the aggregate Stated Principal
Balance of the Group II Mortgage Loans as of the last day of the related Due
Period (after giving effect to scheduled payments of principal due during the
related Due Period, to the extent received or advanced, and unscheduled
collections of principal received during the related Prepayment Period, and
after reduction for Realized Losses incurred during the prior calendar month),
and (2) the aggregate Stated Principal Balance of the Group II Mortgage Loans
as
of the last day of the related Due Period (after giving effect to scheduled
payments of principal due during the related Due Period, to the extent received
or advanced, and unscheduled collections of principal received during the
related Prepayment Period, and after reduction for Realized Losses incurred
during the prior calendar month) minus $1,367,968.
Class
II-P Certificate:
Any
Certificate designated as a “Class II-P Certificate” on the face thereof, in the
form of Exhibit A-3 hereto, representing the right to its Percentage Interest
of
distributions provided for the Class II-P Certificates as set forth herein
and
evidencing (i) a Regular Interest in REMIC IX and (ii) the right to receive
any
Prepayment Charge Waiver Amounts with respect to Loan Group II.
Class
II-P Interest:
An
uncertificated interest in the Trust Fund held by the Trustee on behalf of
the
Holders of the Class II-P Certificates, evidencing a Regular Interest in REMIC
IV for purposes of the REMIC Provisions.
Class
II-P Certificate Account:
The
separate Eligible Account created and maintained by the Trustee pursuant to
Section 4.06 in the name of the Trustee for the benefit of the Class II-P
Certificateholders.
Class
II-R Certificate:
Any of
the Class II-R-1 Certificates and Class II-RX Certificates.
Class
II-R-1 Certificate:
Any
Certificate designated a “Class II-R-1 Certificate” on the face thereof, in the
form set forth in Exhibit A-5 hereto, evidencing the Residual Interest in REMIC
II and representing the right to the Percentage Interest of distributions
provided for the Class II-R-1 Certificates as set forth herein.
Class
II-RX Certificate:
Any
Certificate designated a “Class II-RX Certificate” on the face thereof, in the
form set forth in Exhibit A-5 hereto, evidencing the ownership of the Class
II-R-8 Interest, Class II-R-9 Interest and Class II-R-10 Interest and
representing the right to the Percentage Interest of distributions provided
for
the Class II-RX Certificates as set forth herein.
Class
II-R-8
Interest:
The
uncertificated Residual Interest in REMIC VIII.
Class
II-R-9 Interest:
The
uncertificated Residual Interest in REMIC IX.
Class
II-R-10 Interest:
The
uncertificated Residual Interest in REMIC X.
Class
IO Distribution Amount:
Any of
the Group I Class IO Distribution Amount or the Group II Class IO Distribution
Amount.
Closing
Date:
October
30, 2006.
Code:
The
Internal Revenue Code of 1986, including any successor or amendatory
provisions.
Commission:
The
U.S. Securities and Exchange Commission.
Compensating
Interest:
An
amount, not to exceed the Servicing Fee, to be deposited in the Protected
Account by the Master Servicer to the payment of a Prepayment Interest Shortfall
on a Mortgage Loan subject to this Agreement.
Corporate
Trust Office:
The
designated office of the Trustee where 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 ▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇▇▇ Attention: Global
Securities and Trust Services - Bear ▇▇▇▇▇▇▇ Asset Backed Securities I LLC,
Series 2006-HE8, or at such other address as the Trustee may designate from
time
to time.
Corresponding
Certificate:
With
respect to each REMIC III Regular Interest (other than REMIC III Regular
Interests I-AA, I-ZZ, I-IO, I-P, II-AA, II-ZZ, II-IO, II-P, II-1-Sub, II-1-Grp,
II-2-Sub, II-2-Grp and II-XX), the Certificate with the corresponding
designation. With respect to each REMIC IV Regular Interest (other than the
Class CE Interests, the Class P Interests and the Class IO Interests), the
related Certificate representing ownership thereof.
Current
Interest:
As of
any Distribution Date, with respect to the Certificates and interests of each
class (other than the Class P Certificates, Class P Interests, the Residual
Interests and the Residual Certificates), (i) the interest accrued on the
related Certificate Principal Balance or Certificate Notional Amount or
Uncertificated Notional Amount, as applicable, during the related Accrual Period
at the applicable Pass-Through Rate, plus any amount previously distributed
with
respect to interest for such Certificate or interest that has been recovered
as
a voidable preference by a trustee in bankruptcy minus (ii) the sum of (a)
any
Prepayment Interest Shortfall for such Distribution Date, to the extent not
covered by Compensating Interest and (b) any Relief Act Interest Shortfalls
during the related Due Period, provided, however, that for purposes of
calculating Current Interest for any such class, amounts specified in clause
(ii) hereof for any such Distribution Date shall be allocated first to the
related Class CE Certificates and the related Class CE Interest in reduction
of
amounts otherwise distributable to such Certificates and interest on such
Distribution Date and then any excess shall be allocated to each Class of
related Class A Certificates and Class M Certificates pro
rata
based on
the respective amounts of interest accrued pursuant to clause (i) hereof for
each such Class on such Distribution Date.
Current
Specified Enhancement Percentage:
Any of
the Group I Current Specified Enhancement Percentage or the Group II Current
Specified Enhancement Percentage.
Custodial
Agreement:
An
agreement, dated as of October 30, 2006, among the Depositor, EMC, as a Seller
and as Master Servicer, Master Funding as a Seller, the Trustee and the
Custodian in substantially the form of Exhibit J hereto.
Custodian:
LaSalle
Bank National Association, or any successor custodian appointed pursuant to
the
provisions hereof and the Custodial Agreement.
Cut-off
Date:
The
close of business on October 1, 2006.
Cut-off
Date Principal Balance:
As to
any Mortgage Loan, the unpaid principal balance thereof as of the close of
business on the Cut-off Date after application of all Principal Prepayments
received prior to the Cut-off Date and scheduled payments of principal due
on or
before the Cut-off Date, whether or not received, but without giving effect
to
any installments of principal received in respect of Due Dates after the Cut-off
Date. The aggregate Cut-off Date Principal Balance of the Group I Mortgage
Loans
is $160,208,025.07. The aggregate Cut-off Date Principal Balance of the Group
II
Mortgage Loans is $273,593,683.08.
Debt
Service Reduction:
With
respect to any Mortgage Loan, a reduction by a court of competent jurisdiction
in a proceeding under the Bankruptcy Code in the Scheduled Payment for such
Mortgage Loan that became final and non-appealable, except such a reduction
resulting from a Deficient Valuation or any other reduction that results in
a
permanent forgiveness of principal.
Defaulting
Party:
A
“Defaulting Party” as defined in the related Swap Agreement.
Deficient
Valuation:
With
respect to any Mortgage Loan, a valuation by a court of competent jurisdiction
of the Mortgaged Property in an amount less than the then outstanding
indebtedness under such Mortgage Loan, or any reduction in the amount of
principal to be paid in connection with any Scheduled Payment that results
in a
permanent forgiveness of principal, which valuation or reduction results from
an
order of such court that is final and non-appealable in a proceeding under
the
Bankruptcy Code.
Definitive
Certificates:
As
defined in Section 6.06.
Deleted
Mortgage Loan:
A
Mortgage Loan replaced or to be replaced by a Replacement Mortgage
Loan.
Delinquency
Event:
Any of
a Group I Delinquency Event or Group II Delinquency Event.
Delinquent:
A
Mortgage Loan is “delinquent” if any payment due thereon is not made pursuant to
the terms of such Mortgage Loan by the close of business on the day such payment
is scheduled to be due. A Mortgage Loan is “30 days delinquent” if such payment
has not been received by the close of business on the corresponding day of
the
month immediately succeeding the month in which such payment was due, or, if
there is no such corresponding day (e.g., as when a 30-day month follows a
31-day month in which a payment was due on the 31st day of such month), then
on
the last day of such immediately succeeding month. Similarly for “60 days
delinquent,” “90 days delinquent” and so on.
Denomination:
With
respect to each Certificate, the amount set forth on the face thereof as the
“Initial Principal Balance or Initial Notional Amount of this
Certificate”.
Depositor:
Bear
▇▇▇▇▇▇▇ Asset Backed Securities I LLC, a Delaware limited liability company,
or
its successor in interest.
Depository:
The
initial Depository shall be The Depository Trust Company (“DTC”), the nominee of
which is Cede & Co., or any other organization registered as a “clearing
agency” pursuant to Section 17A of the Securities Exchange Act of 1934, as
amended. The Depository shall initially be the registered Holder of the
Book-Entry Certificates. The Depository shall at all times be a “clearing
corporation” as defined in Section 8-102(a)(5) of the Uniform Commercial Code of
the State of New York.
Depository
Agreement:
With
respect to the Class of Book-Entry Certificates, the agreement among the
Depositor, the Trustee and the initial Depository, dated as of the Closing
Date,
substantially in the form of Exhibit H.
Depository
Participant:
A
broker, dealer, bank or other financial institution or other Person for whom
from time to time a Depository effects book-entry transfers and pledges of
securities deposited with the Depository.
Determination
Date:
With
respect to any Distribution Date, the 15th day of the month of such Distribution
Date or, if such 15th day is not a Business Day, the immediately preceding
Business Day.
Distribution
Account:
The
separate Eligible Account created and maintained by the Trustee pursuant to
Section 4.04 in the name of the Trustee for the benefit of the
Certificateholders designated “LaSalle Bank National Association, in trust for
registered holders of Bear ▇▇▇▇▇▇▇ Asset Backed Securities I LLC, Asset-Backed
Certificates, Series 2006-HE8”. Funds in the Distribution Account shall be held
in trust for the Certificateholders for the uses and purposes set forth in
this
Agreement.
Distribution
Account Deposit Date:
Two
Business Days prior to each Distribution Date.
Distribution
Date:
The
25th day of each calendar month after the initial issuance of the Certificates,
or if such 25th day is not a Business Day, the next succeeding Business Day,
commencing in November 2006.
Due
Date:
As to
any Mortgage Loan, the date in each month on which the related Scheduled Payment
is due, as set forth in the related Mortgage Note.
Due
Period:
With
respect to any Distribution Date, the period from the second day of the calendar
month preceding the calendar month in which such Distribution Date occurs
through close of business on the first day of the calendar month in which such
Distribution Date occurs.
Eligible
Account:
Any of
(i) an account or accounts maintained with a federal or state chartered
depository institution or trust company, the long-term unsecured debt
obligations and short-term unsecured debt obligations of which (or, in the
case
of a depository institution or trust company that is the principal subsidiary
of
a holding company, the debt obligations of such holding company, so long as
▇▇▇▇▇’▇ is not a Rating Agency) are rated by each Rating Agency in one of its
two highest long-term and its highest short-term rating categories,
respectively, at the time any amounts are held on deposit therein, or (ii)
an
account or accounts in a depository institution or trust company in which such
accounts are insured by the FDIC (to the limits established by the FDIC) and
the
uninsured deposits in which accounts are otherwise secured such that, as
evidenced by an Opinion of Counsel delivered to the Trustee and to each Rating
Agency, the Certificateholders have a claim with respect to the funds in such
account or a perfected first priority security interest against any collateral
(which shall be limited to Permitted Investments) securing such funds that
is
superior to claims of any other depositors or creditors of the depository
institution or trust company in which such account is maintained, or (iii)
a
trust account or accounts maintained with the corporate trust department of
a
federal or state chartered depository institution or trust company having
capital and surplus of not less than $50,000,000, acting in its fiduciary
capacity or (iv) any other account acceptable to the Rating Agencies, as
evidenced in writing. Eligible Accounts may bear interest, and may include,
if
otherwise qualified under this definition, accounts maintained with the
Trustee.
EMC:
EMC
Mortgage Corporation, a Delaware corporation, and its successors and
assigns.
EMC
Flow Loans:
The
Mortgage Loans purchased by EMC pursuant to a flow loan purchase
agreement.
EMC
Mortgage Loans:
The
Mortgage Loans identified as such on the Mortgage Loan Schedule for which EMC
is
the applicable Seller.
ERISA:
The
Employee Retirement Income Security Act of 1974, as amended.
ERISA
Restricted Certificates:
Any of
the Class CE, Class P and Residual Certificates.
Event
of Default:
As
defined in Section 8.01 hereof.
Excess
Cashflow:
With
respect to any Distribution Date and any Loan Group, an amount, if any, equal
to
the sum of (a) the related Remaining Excess Spread for such Distribution Date
and (b) the related Overcollateralization Release Amount for such Distribution
Date.
Excess
Liquidation Proceeds:
To the
extent not required by law to be paid to the related Mortgagor, the excess,
if
any, of any Liquidation Proceeds with respect to a Mortgage Loan over the Stated
Principal Balance of such Mortgage Loan and accrued and unpaid interest at
the
related Mortgage Rate through the last day of the month in which the Mortgage
Loan has been liquidated.
Excess
Spread:
With
respect to any Distribution Date and any Loan Group, the excess, if any, of
(i)
the Interest Funds with respect to the related Loan Group for such Distribution
Date over (ii) the sum of the Current Interest on the related Class A
Certificates and Class M Certificates and Interest Carry Forward Amounts on
the
related Class A Certificates (other than Interest Carry Forward Amounts paid
pursuant to Section 5.04(a)(3)(A) with respect to Loan Group I and 5.04(b)(4)(A)
with respect to Loan Group II), in each case for such Distribution
Date.
Exchange
Act:
Securities Exchange Act of 1934, as amended.
Exemption:
Prohibited Transaction Exemption 90-30, as amended from time to
time.
Extra
Principal Distribution Amount:
Any of
the Group I Extra Principal Distribution Amount or Group II Extra Principal
Distribution Amount.
▇▇▇▇▇▇
▇▇▇:
▇▇▇▇▇▇
▇▇▇ (formerly, Federal National Mortgage Association), or any successor
thereto.
FDIC:
The
Federal Deposit Insurance Corporation, or any successor thereto.
Final
Certification:
The
certification substantially in the form of Exhibit Three to the Custodial
Agreement.
Final
Recovery Determination:
With
respect to any defaulted Mortgage Loan or any REO Property (other than a
Mortgage Loan or REO Property purchased by EMC (on its own behalf as a seller
and on behalf of Master Funding) pursuant to or as contemplated by Section
2.03(c) or Section 10.01), a determination made by the Master Servicer that
all
Insurance Proceeds, Liquidation Proceeds and other payments or recoveries which
the Master Servicer, in its reasonable good faith judgment, expects to be
finally recoverable in respect thereof have been so recovered. The Trustee
shall
maintain records, based solely on information provided by the Master Servicer,
of each Final Recovery Determination made thereby.
FIRREA:
The
Financial Institutions Reform, Recovery, and Enforcement Act of
1989.
Fiscal
Quarter:
December 1 to February 29 (or the last day in such month), March 1 to May 31,
June 1 to August 31, or September 1 to November 30, as applicable.
Fitch:
Fitch,
Inc. and any successor thereto.
Form
8-K Disclosure Information:
As
defined in Section 3.16(a)(iii).
▇▇▇▇▇▇▇
Mac:
Federal
Home Loan Mortgage Corporation, or any successor thereto.
Global
Certificate:
Any
Private Certificate registered in the name of the Depository or its nominee,
beneficial interests in which are reflected on the books of the Depository
or on
the books of a Person maintaining an account with such Depository (directly
or
as an indirect participant in accordance with the rules of such
depository).
Gross
Margin:
With
respect to each Adjustable Rate Mortgage Loan, the fixed percentage set forth
in
the related Mortgage Note that is added to the Index on each Adjustment Date
in
accordance with the terms of the related Mortgage Note used to determine the
Mortgage Rate for such Mortgage Loan.
Group
I Certificates:
Any of
the Class I-A-1, Class I-A-2, Class I-A-3, Class I-M-1, Class I-M-2, Class
I-M-3, Class I-M-4, Class I-M-5, Class I-M-6, Class I-M-7, Class I-M-8, Class
I-M-9, Class I-M-10, Class I-M-11, Class I-P, Class I-CE, Class I-R-1, Class
I-R-2, Class I-R-3 and Class I-RX Certificates.
Group
I Class IO Distribution Amount:
As
defined in Section 3.21 hereof. For purposes of clarity, the Group I Class
IO
Distribution Amount for any Distribution Date shall equal the amount payable
to
the Swap Administrator pursuant to the first and second sentences of Section
3.21(c) on such Distribution Date in excess of the amount payable on REMIC
VII
Regular Interest IO on such Distribution Date, all as further provided in
Section 3.21 hereof.
Group
I Current Specified Enhancement Percentage:
With
respect to any Distribution Date, the percentage obtained by dividing (x) the
sum of (i) the aggregate Certificate Principal Balance of the Class I-M
Certificates and (ii) the Group I Overcollateralization Amount, in each case
prior to the distribution of the related Principal Distribution Amount on such
Distribution Date, by (y) the aggregate Stated Principal Balance of the Group
I
Mortgage Loans as of the end of the related Due Period (after
giving effect to scheduled payments of principal due during the related Due
Period with respect to Loan Group I, to the extent received or advanced, and
unscheduled collections of principal received during the related Prepayment
Period, and after reduction for Realized Losses incurred during the prior
calendar month with respect to Loan Group I).
Group
I Delinquency Event:
A Group
I Delinquency Event shall
have occurred and be continuing if at any time, (x) the percent equivalent
of a
fraction, the numerator of which is the aggregate Stated Principal Balance
of
the Group I Mortgage Loans that are 60 days or more Delinquent (including for
this purpose any such Group I Mortgage Loans in bankruptcy or foreclosure and
Group I Mortgage Loans with respect to which the related Mortgaged Property
is
REO Property), and the denominator of which is the aggregate Stated Principal
Balance of all of the Group I Mortgage Loans as of the last day of the related
Due Period exceeds (y) 31.00% of the Group
I
Current Specified Enhancement Percentage.
Group
I Extra Principal Distribution Amount:
With
respect to any Distribution Date, the lesser of (i) the excess, if any, of
the
Group I Overcollateralization Target Amount for such Distribution Date over
the
Group I Overcollateralization Amount for such Distribution Date (after giving
effect to distributions of principal on the Certificates other than any Group
I
Extra Principal Distribution Amount) and (ii) the related Excess Spread for
such
Distribution Date.
Group
I Marker Rate:
With
respect to the Class I-CE Interest and any Distribution Date, a per annum rate
equal to two (2) times the weighted average of the Uncertificated REMIC III
Pass-Through Rates for the REMIC III Group I Regular Interests (other than
REMIC
III Regular Interests I-AA, I-IO and I-P), with the rate on each such REMIC
III
Group I Regular Interest (other than REMIC III Regular Interest I-ZZ) subject
to
a cap equal to the lesser of (i) the One-Month LIBOR Pass-Through Rate for
the
Corresponding Certificate and (ii) the Net Rate Cap for the REMIC IV Regular
Interest the ownership of which is represented by the Corresponding Certificate
for the purpose of this calculation for such Distribution Date, and with the
rate on REMIC III Regular Interest I-ZZ subject to a cap of zero for the purpose
of this calculation; provided, however, that solely for this purpose, the
related cap with respect to each REMIC III Group I Regular Interest (other
than
REMIC III Regular Interests I-AA, I-ZZ, I-IO and I-P) shall be multiplied by
a
fraction, the numerator of which is 30 and the denominator of which is the
actual number of days in the related Accrual Period.
Group
I Maximum Probable Exposure:
With
respect to each Distribution Date and the Group I Swap Agreement, the amount
calculated by the Depositor in accordance with the Seller’s internal risk
management process in respect of similar instruments, such calculation to be
performed as agreed by the Trustee and the Depositor.
Group
I Maximum Uncertificated Accrued Interest Deferral Amount:
With
respect to any Distribution Date, the excess of (i) accrued interest at the
Uncertificated REMIC III Pass-Through Rate applicable to REMIC III Regular
Interest I-ZZ for such Distribution Date on a balance equal to the
Uncertificated Principal Balance of REMIC III Regular Interest I-ZZ minus the
REMIC III Group I Overcollateralization Amount, in each case for such
Distribution Date, over (ii) the aggregate amount of Uncertificated Accrued
Interest for such Distribution Date on the REMIC III Group I Regular Interests
(other than REMIC III Regular Interests I-AA, I-ZZ, I-IO and I-P), with the
rate
on each such REMIC III Group I Regular Interest subject to a cap equal to the
lesser of (x) the One-Month LIBOR Pass Through Rate for the Corresponding
Certificate and (y) the Net Rate Cap for the REMIC IV Regular Interest the
ownership of which is represented by the Corresponding Certificate for the
purpose of this calculation for such Distribution Date; provided, however,
that
solely for this purpose, the related cap with respect to each REMIC III Group
I
Regular Interest (other than REMIC III Regular Interests I-AA, I-ZZ, I-IO and
I-P) shall be multiplied by a fraction, the numerator of which is 30 and the
denominator of which is the actual number of days in the related Accrual
Period.
Group
I Mortgage Loans:
The
Mortgage Loans related to Loan Group I.
Group
I Net Swap Payment:
With
respect to each Distribution Date, the net payment required to be made pursuant
to the terms of the Group I Swap Agreement by either the Group I Swap Provider
or the Swap Administrator, which net payment shall not take into account any
Group I Swap Termination Payment.
Group
I Notional Amount:
With
respect to each Distribution Date and the Group I Swap Agreement, the notional
amount for the related calculation period as set forth in the related schedule
set forth in Exhibit M.
Group
I Offered Certificates:
Any of
the Class I-A-1, Class I-A-2, Class I-A-3, Class I-M-1, Class I-M-2, Class
I-M-3, Class I-M-4, Class I-M-5, Class I-M-6, Class I-M-7, Class I-M-8 and
Class
I-M-9 Certificates.
Group
I Optional Termination:
The
termination of the portion of the Trust Fund related to Loan Group I created
hereunder as a result of the purchase of all of the Group I Mortgage Loans
and
any related REO Property pursuant to Section 10.01 hereof.
Group
I Optional Termination Date:
The
Distribution Date on which the Stated Principal Balance of all of the Group
I
Mortgage Loans is equal to or less than 10% of the Stated Principal Balance
of
all of the Group I Mortgage Loans as of the Cut-off Date.
Group
I Overcollateralization Amount:
With
respect to any Distribution Date, the excess, if any, of the aggregate Stated
Principal Balance of the Group I Mortgage Loans as of the last day of the
related Due Period (after giving effect to scheduled payments of principal
due
during the related Due Period, to the extent received or advanced, and
unscheduled collections of principal received during the related Prepayment
Period, and after reduction for Realized Losses incurred during the prior
calendar month) over the aggregate Certificate Principal Balance of the Class
I-A Certificates and Class I-M Certificates on such Distribution Date (after
taking into account the payment of principal other than any Group I Extra
Principal Distribution Amount on such Certificates).
Group
I Overcollateralization Release Amount:
With
respect to any Distribution Date, the lesser of (x) the related Principal Funds
for such Distribution Date and (y) the excess, if any, of (i) the Group I
Overcollateralization Amount for such Distribution Date (assuming that 100%
of
the related Principal Funds is applied as a principal payment on such
Distribution Date) over (ii) the Group I Overcollateralization Target Amount
for
such Distribution Date (with the amount pursuant to clause (y) deemed to be
$0
if the Group I Overcollateralization Amount is less than or equal to the Group
I
Overcollateralization Target Amount on that Distribution Date).
Group
I Overcollateralization Target Amount:
With
respect to any Distribution Date (a) prior to the Group I Stepdown Date, 2.15%
of the aggregate Stated Principal Balance of the Group I Mortgage Loans as
of
the Cut-off Date, (b) on or after the Group I Stepdown Date and if a Group
I
Trigger Event is not in effect, the greater of (i) the lesser of (1) 2.15%
of
the aggregate Stated Principal Balance of the Group I Mortgage Loans as of
the
Cut-off Date and (2) 4.30% of the aggregate Stated Principal Balance of the
Group I Mortgage Loans as of the last day of the related Due Period (after
giving effect to scheduled payments of principal due during the related Due
Period, to the extent received or advanced, and unscheduled collections of
principal received during the related Prepayment Period, and after reduction
for
Realized Losses incurred during the prior calendar month) and (ii) $801,040
or
(c) on or after the Group I Stepdown Date and if a Group I Trigger Event is
in
effect, the Group I Overcollateralization Target Amount for the immediately
preceding Distribution Date.
Group
I Regular Certificate:
Any of
the Group I Certificates other than the Group I Residual
Certificates.
Group
I Reserve Fund:
Shall
mean the separate trust account created and maintained by the Trustee pursuant
to Section 3.21 hereof.
Group
I Reserve Fund Deposit:
With
respect to the Group I Reserve Fund, an amount equal to $5,000, which the
Depositor shall initially deposit into the Group I Reserve Fund pursuant to
Section 3.21 hereof.
Group
I Residual Certificates:
The
Class I-R Certificates, each evidencing the sole class of Residual Interests
in
the related REMIC.
Group
I Senior Certificates:
Any of
the Class I-A-1, Class I-A-2 and Class I-A-3 Certificates.
Group
I Significance Estimate:
With
respect to any Distribution Date, and in accordance with Item 1115 of Regulation
AB, shall be an amount determined based on the reasonable good-faith estimate
by
the Seller or its affiliate of the aggregate Group I Maximum Probable Exposure
of the outstanding Class I-A Certificates and Class I-M Certificates to the
Group I Swap Agreement.
Group
I Significance Percentage:
With
respect to any Distribution Date, and in accordance with Item 1115 of Regulation
AB, shall be a percentage equal to the Group I Significance Estimate divided
by
the aggregate outstanding Certificate Principal Balance of the Class I-A
Certificates and Class I-M Certificates, prior to the distribution of the
related Principal Distribution Amount on such Distribution Date.
Group
I Stepdown Date:
The
earlier to occur of, (I) the first Distribution Date following the Distribution
Date for which the Certificate Principal Balance for each of the Class I-A
Certificates has been reduced to zero, and (II) the later to occur of (a) the
Distribution Date in November 2009 and (b) the first Distribution Date on which
the Group I Current Specified Enhancement Percentage is greater than or equal
to
51.50%.
Group
I Sub-Trust:
The
portion of the Trust Fund allocated to Loan Group I.
Group
I Supplemental Interest Trust:
The
corpus of a trust created pursuant to Section 3.21 of this Agreement and
designated as the “Group I Supplemental Interest Trust,” consisting of the Group
I Swap Agreement, the rights in respect of the Swap Administration Agreement
that relate to Loan Group I, the Group I Swap Account and REMIC VII Regular
Interest IO. For the avoidance of doubt, the Group I Supplemental Interest
Trust, the Group I Swap Agreement, the Group I Swap Account and the Swap
Administration Agreement do not constitute parts of the Trust Fund or any
REMIC.
Group
I Supplemental Interest Trust Trustee:
LaSalle
Bank National Association, a national banking association not in its individual
capacity but solely in its capacity as group I supplemental interest trust
trustee and any successor thereto, and any corporation or national banking
association resulting from or surviving any consolidation or merger to which
it
or its successors may be a party and any successor group I supplemental interest
trust trustee as may from time to time be serving as successor group I
supplemental interest trust trustee.
Group
I Swap Account:
The
separate trust account created and maintained by the Swap Administrator, and
held within the Group I Supplemental Interest Trust, pursuant to the Swap
Administration Agreement.
Group
I Swap Agreement:
The
interest rate swap agreement between the Group I Swap Provider and the Group
I
Supplemental Interest Trust Trustee, which agreement provides for Group I Net
Swap Payments and Group I Swap Termination Payments to be paid, as provided
therein, together with any schedules, confirmations or other agreements relating
thereto, attached hereto as Exhibit M.
Group
I Swap Optional Termination Payment:
As
defined in Section 10.01.
Group
I Swap Provider:
The
swap provider under the Group I Swap Agreement either (a) entitled to receive
payments from the Swap Administrator from amounts payable by the Trust Fund
with
respect to Loan Group I under this Agreement or (b) required to make payments
to
the Swap Administrator for distribution as provided herein, in either case
pursuant to the terms of the Group I Swap Agreement, and any successor in
interest or assign. Initially, the Group I Swap Provider shall be Wachovia
Bank,
N.A.
Group
I Swap Provider Trigger Event:
With
respect to any Distribution Date, (i) an Event of Default under the Group I
Swap
Agreement with respect to which the Group I Swap Provider is a Defaulting Party,
(ii) a Termination Event under the Group I Swap Agreement with respect to which
the Group I Swap Provider is the sole Affected Party, or (iii) an Additional
Termination Event under the Group I Swap Agreement with respect to which the
Group I Swap Provider is the sole Affected Party.
Group
I Swap Termination Payment:
Upon
the designation of an “Early Termination Date” as defined in the Group I Swap
Agreement, the payment to be made by the Swap Administrator to the Group I
Swap
Provider from payments from the Trust Fund with respect to Loan Group I, or
by
the Group I Swap Provider to the Swap Administrator for payment to the Trust
Fund with respect to Loan Group I, as applicable, pursuant to the terms of
the
Group I Swap Agreement.
Group
I Trigger Event:
With
respect to any Distribution Date, a Group I Trigger Event exists if (i) a
related Delinquency Event shall have occurred and be continuing or (ii) the
aggregate amount of Realized Losses on the Group I Mortgage Loans since the
Cut-off Date as a percentage of the aggregate Cut-off Date Principal Balance
of
the Group I Mortgage Loans exceeds the applicable percentages set forth below
with respect to such Distribution Date:
|
Distribution
Date
|
Percentage
|
|
|
November
2009 through October 2010
|
3.80%
with respect to November 2009, plus an additional 1/12th
of
the difference between 5.95% and 3.80% for each month
thereafter
|
|
|
November
2010 through October 2011
|
5.95%
with respect to November 2010, plus an additional 1/12th
of
the difference between 7.65% and 5.95% for each month
thereafter
|
|
|
November
2011 through October 2012
|
7.65%
with respect to November 2011, plus an additional 1/12th
of
the difference between 8.60% and 7.65% for each month
thereafter
|
|
|
November
2012 and thereafter
|
8.60%
|
Group
II Certificates:
Any of
the Class II-1A-1, Class II-1A-2, Class II-1A-3, Class II-2A, Class II-M-1,
Class II-M-2, Class II-M-3, Class II-M-4, Class II-M-5, Class II-M-6, Class
II-M-7, Class II-M-8, Class II-M-9, Class II-M-10, Class II-M-11, Class II-P,
Class II-CE, Class II-R-1 and Class II-RX Certificates.
Group
II Class IO Distribution Amount:
As
defined in Section 3.22 hereof. For purposes of clarity, the Group II Class
IO
Distribution Amount for any Distribution Date shall equal the amount payable
to
the Swap Administrator pursuant to the first and second sentences of Section
3.22(c) on such Distribution Date in excess of the amount payable on REMIC
X
Regular Interest IO on such Distribution Date, all as further provided in
Section 3.22 hereof.
Group
II Current Specified Enhancement Percentage:
With
respect to any Distribution Date, the percentage obtained by dividing (x) the
sum of (i) the aggregate Certificate Principal Balance of the Class II-M
Certificates and (ii) the Group II Overcollateralization Amount, in each case
prior to the distribution of the related Principal Distribution Amount on such
Distribution Date, by (y) the aggregate Stated Principal Balance of the Group
II
Mortgage Loans as of the end of the related Due Period (after giving effect
to
scheduled payments of principal due during the related Due Period with respect
to Loan Group II, to the extent received or advanced, and unscheduled
collections of principal received during the related Prepayment Period, and
after reduction for Realized Losses incurred during the prior calendar month
with respect to Loan Group II).
Group
II Delinquency Event:
A Group
II Delinquency Event shall have occurred and be continuing if at any time,
(x)
the percent equivalent of a fraction, the numerator of which is the aggregate
Stated Principal Balance of the Group II Mortgage Loans that are 60 days or
more
Delinquent (including for this purpose any such Group II Mortgage Loans in
bankruptcy or foreclosure and Group I Mortgage Loans with respect to which
the
related Mortgaged Property is REO Property), and the denominator of which is
the
aggregate Stated Principal Balance of all of the Group II Mortgage Loans as
of
the last day of the related Due Period exceeds (y) 27.50% of the Group II
Current Specified Enhancement Percentage.
Group
II Extra Principal Distribution Amount:
With
respect to any Distribution Date, the lesser of (i) the excess, if any, of
the
Group II Overcollateralization Target Amount for such Distribution Date over
the
Group II Overcollateralization Amount for such Distribution Date (after giving
effect to distributions of principal on the Certificates other than any Group
II
Extra Principal Distribution Amount) and (ii) the related Excess Spread for
such
Distribution Date.
Group
II Marker Rate:
With
respect to the Class II-CE Interest and any Distribution Date, a per annum
rate
equal to two (2) times the weighted average of the Uncertificated REMIC III
Pass-Through Rates for the REMIC III Group II Regular Interests (other than
REMIC III Regular Interests II-AA, II-IO, II-P, II-1-Sub, II-1-Grp, II-2-Sub,
II-2-Grp and II-XX), with the rate on each such REMIC III Group II Regular
Interest (other than REMIC III Regular Interest II-ZZ) subject to a cap equal
to
the lesser of (i) the One-Month LIBOR Pass-Through Rate for the Corresponding
Certificate and (ii) the Net Rate Cap for the REMIC IV Regular Interest the
ownership of which is represented by the Corresponding Certificate for the
purpose of this calculation for such Distribution Date, and with the rate on
REMIC III Regular Interest II-ZZ subject to a cap of zero for the purpose of
this calculation; provided, however, that solely for this purpose, the related
cap with respect to each REMIC III Group II Regular Interest (other than REMIC
III Regular Interests II-AA, II-ZZ, II-IO, II-P, II-1-Sub, II-1-Grp, II-2-Sub,
II-2-Grp and II-XX) shall be multiplied by a fraction, the numerator of which
is
30 and the denominator of which is the actual number of days in the related
Accrual Period.
Group
II Maximum Probable Exposure:
With
respect to each Distribution Date and the Group II Swap Agreement, the amount
calculated by the Depositor in accordance with the Seller’s internal risk
management process in respect of similar instruments, such calculation to be
performed as agreed by the Trustee and the Depositor.
Group
II Maximum Uncertificated Accrued Interest Deferral Amount:
With
respect to any Distribution Date, the excess of (i) accrued interest at the
Uncertificated REMIC III Pass-Through Rate applicable to REMIC III Regular
Interest II-ZZ for such Distribution Date on a balance equal to the
Uncertificated Principal Balance of REMIC III Regular Interest II-ZZ minus
the
REMIC III Group II Overcollateralization Amount, in each case for such
Distribution Date, over (ii) the aggregate amount of Uncertificated Accrued
Interest for such Distribution Date on the REMIC III Group II Regular Interests
(other than REMIC III Regular Interests II-AA, II-ZZ, II-IO, II-P, II-1-Sub,
II-1-Grp, II-2-Sub, II-2-Grp and II-XX), with the rate on each such REMIC III
Group II Regular Interest subject to a cap equal to the lesser of (x) the
One-Month LIBOR Pass Through Rate for the Corresponding Certificate and (y)
the
Net Rate Cap for the REMIC IV Regular Interest the ownership of which is
represented by the Corresponding Certificate for the purpose of this calculation
for such Distribution Date; provided, however, that solely for this purpose,
the
related cap with respect to each REMIC III Group II Regular Interest (other
than
REMIC III Regular Interests II-AA, II-ZZ, II-IO, II-P, II-1-Sub, II-1-Grp,
II-2-Sub, II-2-Grp and II-XX) shall be multiplied by a fraction, the numerator
of which is 30 and the denominator of which is the actual number of days in
the
related Accrual Period.
Group
II Mortgage Loans:
The
Mortgage Loans related to Loan Group II.
Group
II Net Swap Payment:
With
respect to each Distribution Date, the net payment required to be made pursuant
to the terms of the Group II Swap Agreement by either the Group II Swap Provider
or the Swap Administrator, which net payment shall not take into account any
Group II Swap Termination Payment.
Group
II Notional Amount:
With
respect to each Distribution Date and the Group II Swap Agreement, the notional
amount for the related calculation period as set forth in the related schedule
set forth in Exhibit N.
Group
II Offered Certificates:
Any of
the Class II-1A-1, Class II-1A-2, Class II-1A-3, Class II-2A, Class II-M-1,
Class II-M-2, Class II-M-3, Class II-M-4, Class II-M-5, Class II-M-6, Class
II-M-7, Class II-M-8 and Class II-M-9 Certificates.
Group
II Optional Termination:
The
termination of the portion of the Trust Fund related to Loan Group II created
hereunder as a result of the purchase of all of the Group II Mortgage Loans
and
any related REO Property pursuant to Section 10.01 hereof.
Group
II Optional Termination Date:
The
Distribution Date on which the Stated Principal Balance of all of the Group
II
Mortgage Loans is equal to or less than 10% of the Stated Principal Balance
of
all of the Group II Mortgage Loans as of the Cut-off Date.
Group
II Overcollateralization Amount:
With
respect to any Distribution Date, the excess, if any, of the aggregate Stated
Principal Balance of the Group II Mortgage Loans as of the last day of the
related Due Period (after giving effect to scheduled payments of principal
due
during the related Due Period, to the extent received or advanced, and
unscheduled collections of principal received during the related Prepayment
Period, and after reduction for Realized Losses incurred during the prior
calendar month) over the aggregate Certificate Principal Balance of the Class
II-A Certificates and Class II-M Certificates on such Distribution Date (after
taking into account the payment of principal other than any Group II Extra
Principal Distribution Amount on such Certificates).
Group
II Overcollateralization Release Amount:
With
respect to any Distribution Date, the lesser of (x) the related Principal Funds
for such Distribution Date and (y) the excess, if any, of (i) the Group II
Overcollateralization Amount for such Distribution Date (assuming that 100%
of
the related Principal Funds is applied as a principal payment on such
Distribution Date) over (ii) the Group II Overcollateralization Target Amount
for such Distribution Date (with the amount pursuant to clause (y) deemed to
be
$0 if the Group II Overcollateralization Amount is less than or equal to the
Group II Overcollateralization Target Amount on that Distribution
Date).
Group
II Overcollateralization Target Amount:
With
respect to any Distribution Date (a) prior to the Group II Stepdown Date, 1.90%
of the aggregate Stated Principal Balance of the Group II Mortgage Loans as
of
the Cut-off Date, (b) on or after the Group II Stepdown Date and if a Group
II
Trigger Event is not in effect, the greater of (i) the lesser of (1) 1.90%
of
the aggregate Stated Principal Balance of the Group II Mortgage Loans as of
the
Cut-off Date and (2) 3.80% of the aggregate Stated Principal Balance of the
Group II Mortgage Loans as of the last day of the related Due Period (after
giving effect to scheduled payments of principal due during the related Due
Period, to the extent received or advanced, and unscheduled collections of
principal received during the related Prepayment Period, and after reduction
for
Realized Losses incurred during the prior calendar month) and (ii) $1,367,968
or
(c) on or after the Group II Stepdown Date and if a Group II Trigger Event
is in
effect, the Group II Overcollateralization Target Amount for the immediately
preceding Distribution Date.
Group
II Regular Certificate:
Any of
the Group II Certificates other than the Group II Residual
Certificates.
Group
II Reserve Fund:
Shall
mean the separate trust account created and maintained by the Trustee pursuant
to Section 3.22 hereof.
Group
II Reserve Fund Deposit:
With
respect to the Group II Reserve Fund, an amount equal to $5,000, which the
Depositor shall initially deposit into the Group II Reserve Fund pursuant to
Section 3.22 hereof.
Group
II Residual Certificates:
The
Class II-R-1 Certificates and Class II-RX Certificates, each evidencing the
sole
class of Residual Interests in the related REMIC.
Group
II Senior Certificates:
Any of
the Class II-1A-1, Class II-1A-2, Class II-1A-3 and Class II-2A
Certificates.
Group
II Significance Estimate:
With
respect to any Distribution Date, and in accordance with Item 1115 of Regulation
AB, shall be an amount determined based on the reasonable good-faith estimate
by
the Seller or its affiliate of the aggregate Group II Maximum Probable Exposure
of the outstanding Class II-A Certificates and Class II-M Certificates to the
Group II Swap Agreement.
Group
II Significance Percentage:
With
respect to any Distribution Date, and in accordance with Item 1115 of Regulation
AB, shall be a percentage equal to the Group II Significance Estimate divided
by
the aggregate outstanding Certificate Principal Balance of the Class II-A
Certificates and Class II-M Certificates, prior to the distribution of the
related Principal Distribution Amount on such Distribution Date.
Group
II Stepdown Date:
The
earlier to occur of, (I) the first Distribution Date following the Distribution
Date for which the Certificate Principal Balance for each of the Class II-A
Certificates has been reduced to zero, and (II) the later to occur of (a) the
Distribution Date in November 2009 and (b) the first Distribution Date on which
the Group II Current Specified Enhancement Percentage is greater than or equal
to 57.90%.
Group
II Sub-Trust:
The
portion of the Trust Fund allocated to Loan Group II.
Group
II Supplemental Interest Trust:
The
corpus of a trust created pursuant to Section 3.22 of this Agreement and
designated as the “Group II Supplemental Interest Trust,” consisting of the
Group II Swap Agreement, the rights in respect of the Swap Administration
Agreement that relate to Loan Group II, the Group II Swap Account and REMIC
X
Regular Interest IO. For the avoidance of doubt, the Group II Supplemental
Interest Trust, the Group II Swap Agreement, the Group II Swap Account and
the
Swap Administration Agreement do not constitute parts of the Trust Fund or
any
REMIC.
Group
II Supplemental Interest Trust Trustee:
LaSalle
Bank National Association, a national banking association not in its individual
capacity but solely in its capacity as group II supplemental interest trust
trustee and any successor thereto, and any corporation or national banking
association resulting from or surviving any consolidation or merger to which
it
or its successors may be a party and any successor group II supplemental
interest trust trustee as may from time to time be serving as successor group
II
supplemental interest trust trustee.
Group
II Swap Account:
The
separate trust account created and maintained by the Swap Administrator, and
held within the Group II Supplemental Interest Trust, pursuant to the Swap
Administration Agreement.
Group
II Swap Agreement:
The
interest rate swap agreement between the Group II Swap Provider and the Group
II
Supplemental Interest Trust Trustee, which agreement provides for Group II
Net
Swap Payments and Group II Swap Termination Payments to be paid, as provided
therein, together with any schedules, confirmations or other agreements relating
thereto, attached hereto as Exhibit N.
Group
II Swap Optional Termination Payment:
As
defined in Section 10.01.
Group
II Swap Provider:
The
swap provider under the Group II Swap Agreement either (a) entitled to receive
payments from the Swap Administrator from amounts payable by the Trust Fund
with
respect to Loan Group II under this Agreement or (b) required to make payments
to the Swap Administrator for distribution as provided herein, in either case
pursuant to the terms of the Group II Swap Agreement, and any successor in
interest or assign. Initially, the Group II Swap Provider shall be Wachovia
Bank, N.A.
Group
II Swap Provider Trigger Event:
With
respect to any Distribution Date, (i) an Event of Default under the Group II
Swap Agreement with respect to which the Group II Swap Provider is a Defaulting
Party, (ii) a Termination Event under the Group II Swap Agreement with respect
to which the Group II Swap Provider is the sole Affected Party, or (iii) an
Additional Termination Event under the Group II Swap Agreement with respect
to
which the Group II Swap Provider is the sole Affected Party.
Group
II Swap Termination Payment:
Upon
the designation of an “Early Termination Date” as defined in the Group II Swap
Agreement, the payment to be made by the Swap Administrator to the Group II
Swap
Provider from payments from the Trust Fund with respect to Loan Group II, or
by
the Group II Swap Provider to the Swap Administrator for payment to the Trust
Fund with respect to Loan Group II, as applicable, pursuant to the terms of
the
Group II Swap Agreement.
Group
II Trigger Event:
With
respect to any Distribution Date, a Group II Trigger Event exists if (i) a
related Delinquency Event shall have occurred and be continuing or (ii) the
aggregate amount of Realized Losses on the Group II Mortgage Loans since the
Cut-off Date as a percentage of the aggregate Cut-off Date Principal Balance
of
the Group II Mortgage Loans exceeds the applicable percentages set forth below
with respect to such Distribution Date:
|
Distribution
Date
|
Percentage
|
|
|
November
2009 through October 2010
|
3.45%
with respect to November 2009, plus an additional 1/12th
of
the difference between 5.45% and 3.45% for each month
thereafter
|
|
|
November
2010 through October 2011
|
5.45%
with respect to November 2010, plus an additional 1/12th
of
the difference between 7.05% and 5.45% for each month
thereafter
|
|
|
November
2011 through October 2012
|
7.05%
with respect to November 2011, plus an additional 1/12th
of
the difference between 7.85% and 7.05% for each month
thereafter
|
|
|
November
2012 and thereafter
|
7.85%
|
Indemnified
Persons:
The
Trustee, the Master Servicer, the Trust Fund and their officers, directors,
agents and employees and, with respect to the Trustee, any separate co-trustee
and its officers, directors, agents and employees.
Index:
With
respect to each Adjustable Rate Mortgage Loan and with respect to each related
Adjustment Date, the index as specified in the related Mortgage
Note.
Individual
Certificate:
Any
Private Certificate registered in the name of the Holder other than the
Depository or its nominee.
Initial
Certification:
The
certification substantially in the form of Exhibit One to the Custodial
Agreement.
Initial
Certificate Principal Balance:
With
respect to any Certificate, the Certificate Principal Balance of such
Certificate or any predecessor Certificate on the Closing Date.
Institutional
Accredited Investor:
Any
Person meeting the requirements of Rule 501(a)(l), (2), (3) or (7) of Regulation
D under the Securities Act or any entity all of the equity Holders in which
come
within such paragraphs.
Insurance
Policy:
With
respect to any Mortgage Loan included in the Trust Fund, any insurance policy,
including all riders and endorsements thereto in effect with respect to such
Mortgage Loan, including any replacement policy or policies for any Insurance
Policies.
Insurance
Proceeds:
Proceeds paid in respect of the Mortgage Loans pursuant to any Insurance Policy
and any other insurance policy covering a Mortgage Loan, to the extent such
proceeds are payable to the mortgagee under the Mortgage, the Master Servicer
or
the trustee under the deed of trust and are not applied to the restoration
of
the related Mortgaged Property or released to the Mortgagor in accordance with
the procedures that the Master Servicer would follow in servicing mortgage
loans
held for its own account, in each case other than any amount included in such
Insurance Proceeds in respect of Insured Expenses.
Insured
Expenses:
Expenses covered by any insurance policy with respect to the Mortgage
Loans.
Interest
Carry Forward Amount:
As of
any Distribution Date and with respect to each Class of Certificates (other
than
the Class CE, Class P and the Residual Certificates), the sum of (i) the excess
of (a) the Current Interest for such Class with respect to such Distribution
Date and any prior Distribution Dates over (b) the amount actually distributed
to such Class of Certificates with respect to interest on such Distribution
Dates and (ii) interest thereon (to the extent permitted by applicable law)
at
the applicable Pass-Through Rate for such Class for the related Accrual Period
including the Accrual Period relating to such Distribution Date.
Interest
Determination Date:
Shall
mean the second LIBOR Business Day preceding the commencement of each Accrual
Period.
Interest
Funds:
With
respect to each of Loan Group I, Subgroup II-1 and Subgroup II-2 and any
Distribution Date (1) the sum, without duplication, of (a) all scheduled
interest during the related Due Period with respect to the Mortgage Loans in
the
related Loan Group or Subgroup, less the Servicing Fee, the Trustee Fee and
the
LPMI Fee, if any, (b) all Advances relating to interest with respect to the
Mortgage Loans in the related Loan Group or Subgroup made on or prior to the
related Distribution Account Deposit Date, (c) all Compensating Interest with
respect to the related Mortgage Loans and required to be remitted by the Master
Servicer pursuant to this Agreement with respect to such Distribution Date,
(d)
Liquidation Proceeds and Subsequent Recoveries with respect to the related
Mortgage Loans collected during the prior calendar month (to the extent such
Liquidation Proceeds and Subsequent Recoveries relate to interest), and (e)
all
amounts relating to interest with respect to each Mortgage Loan repurchased
by
EMC (on its own behalf as a Seller and on behalf of Master Funding) pursuant
to
Sections 2.02 and 2.03 and by the Master Servicer pursuant to Section 3.19,
in
each case to the extent remitted by the Master Servicer to the Distribution
Account pursuant to this Agreement and (f) the interest portion of any proceeds
received from the exercise of a Group I Optional Termination or Group II
Optional Termination, as applicable, minus (2) (i) all amounts relating to
interest required to be reimbursed pursuant to Sections 4.02 and 4.05 or as
otherwise set forth in this Agreement, and (ii) any related Net Swap Payment
or
related Swap Termination Payment (not due to a related Swap Provider Trigger
Event and to the extent not paid by the Swap Administrator from any upfront
payment received pursuant to any related replacement interest rate swap
agreements that may be entered into by the related Supplemental Interest Trust
Trustee) owed to the Swap Administrator for payment to the related Swap Provider
for such Distribution Date and any such payments remaining unpaid for any prior
Distribution Dates.
Interim
Certification:
The
certification substantially in the form of Exhibit Two to the Custodial
Agreement.
LaSalle:
LaSalle
Bank National Association, and any successor thereto.
Last
Scheduled Distribution Date:
Solely
for purposes of the face of the Certificates as follows: with respect to the
Group I Certificates, other than the Class I-A-1 Certificates and Class I-A-2
Certificates, the Distribution Date in October 2036; with respect to the Class
I-A-1 Certificates and Class I-A-2 Certificates, the Distribution Date in July
2031 and August 2036, respectively. With respect to the Group II Certificates,
other than the Class II-1A-1 Certificates and Class II-1A-2 Certificates, the
Distribution Date in October 2036; with respect to the Class II-1A-1
Certificates and Class II-1A-2 Certificates, the Distribution Date in July
2031
and July 2036, respectively.
Latest
Possible Maturity Date:
With
respect to the Group I Certificates, October 25, 2036, which is the Distribution
Date in the month following the final scheduled maturity date of the Group
I
Mortgage Loan in the Trust Fund having the latest scheduled maturity date as
of
the Cut-off Date. With respect to the Group II Certificates, October 25, 2036,
which is the Distribution Date in the month following the final scheduled
maturity date of the Group II Mortgage Loan in the Trust Fund having the latest
scheduled maturity date as of the Cut-off Date. For purposes of the Treasury
regulations under Sections 860A through 860G of the Code, the latest possible
maturity date of each Regular Interest issued by REMIC I, each REMIC III Group
I
Regular Interest, each Regular Interest issued by REMIC IV the ownership of
which is represented by the Class I-A Certificates and Class I-M Certificates,
the Class I-CE Interest, the Class I-P Interest, the Class I-IO Interest, each
Regular Interest the ownership of which is represented by the Class I-CE
Certificates and Class I-P Certificates, and REMIC VII Regular Interest IO,
shall be the Distribution Date in the month following the final scheduled
maturity date of the Group I Mortgage Loan in the Trust Fund having the latest
scheduled maturity date as of the Cut-off Date, and the latest possible maturity
date of each Regular Interest issued by REMIC II, each REMIC III Group II
Regular Interest, each Regular Interest issued by REMIC IV the ownership of
which is represented by the Class II-A Certificates and Class II-M Certificates,
the Class II-CE Interest, the Class II-P Interest, the Class II-IO Interest,
each Regular Interest the ownership of which is represented by the Class II-CE
Certificates and Class II-P Certificates, and REMIC X Regular Interest IO,
shall
be the Distribution Date in the month following the final scheduled maturity
date of the Group II Mortgage Loan in the Trust Fund having the latest scheduled
maturity date as of the Cut-off Date.
LIBOR
Business Day:
Shall
mean a day on which banks are open for dealing in foreign currency and exchange
in London and New York City.
Liquidated
Loan:
With
respect to any Distribution Date, a defaulted Mortgage Loan that has been
liquidated through deed-in-lieu of foreclosure, foreclosure sale, trustee’s sale
or other realization as provided by applicable law governing the real property
subject to the related Mortgage and any security agreements and as to which
the
Master Servicer has made a Final Recovery Determination with respect
thereto.
Liquidation
Proceeds:
Amounts, other than Insurance Proceeds, received in connection with the partial
or complete liquidation of a Mortgage Loan, whether through trustee’s sale,
foreclosure sale or otherwise, or in connection with any condemnation or partial
release of a Mortgaged Property and any other proceeds received with respect
to
an REO Property, less the sum of related unreimbursed Advances, Servicing Fees
and Servicing Advances and all expenses of liquidation, including property
protection expenses and foreclosure and sale costs, including court and
reasonable attorneys fees.
Loan-to-Value
Ratio:
The
fraction, expressed as a percentage, the numerator of which is the original
principal balance of the related Mortgage Loan and the denominator of which
is
the Appraised Value of the related Mortgaged Property.
Loan
Group:
Any of
Loan Group I or Loan Group II.
Loan
Group I or Group I Mortgage Loans:
The
group of Mortgage Loans belonging to Loan Group I included as such on the
Mortgage Loan Schedule.
Loan
Group II or Group II Mortgage Loans:
The
group of Mortgage Loans belonging to Loan Group II included as such on the
Mortgage Loan Schedule.
Loan
Group I:
The
group of Mortgage Loans included as such on the Mortgage Loan
Schedule.
Loan
Group II:
The
group of Mortgage Loans included as such on the Mortgage Loan
Schedule.
Loss
Allocation Limitation:
The
meaning specified in Section 5.05(b) hereof.
LPMI
Fee:
The fee
payable to the insurer for each Mortgage Loan subject to an LPMI Policy as
set
forth in such LPMI Policy.
LPMI
Policy:
A
policy of mortgage guaranty insurance issued by an insurer meeting the
requirements of ▇▇▇▇▇▇ ▇▇▇ and ▇▇▇▇▇▇▇ Mac in which the Master Servicer or
the
related subservicer of the related Mortgage Loan is responsible for the payment
of the LPMI Fee thereunder from collections on the related Mortgage
Loan.
Majority
Class CE Certificateholder:
Any of
the Majority Class I-CE Certificateholder or Majority Class II-CE
Certificateholder.
Majority
Class I-CE Certificateholder:
The
Holder of a 50.01% or greater Percentage Interest in the Class I-CE
Certificates.
Majority
Class II-CE Certificateholder:
The
Holder of a 50.01% or greater Percentage Interest in the Class II-CE
Certificates.
Master
Funding:
Master
Funding LLC, a Delaware limited liability company, and its successors and
assigns, in its capacity as the seller of the Master Funding Mortgage Loans
to
the Depositor.
Master
Funding Mortgage Loans:
The
Mortgage Loans identified as such on the Mortgage Loan Schedule for which Master
Funding is the applicable Seller.
Master
Servicer:
EMC
Mortgage Corporation, in its capacity as master servicer, and its successors
and
assigns.
Maximum
Mortgage Rate:
With
respect to each Adjustable Rate Mortgage Loan, the percentage set forth in
the
related Mortgage Note as the maximum Mortgage Rate thereunder.
MERS:
Mortgage Electronic Registration Systems, Inc., a corporation organized and
existing under the laws of the State of Delaware, or any successor
thereto.
MERS®
System:
The
system of recording transfers of Mortgages electronically maintained by
MERS.
MIN:
The
Mortgage Identification Number for Mortgage Loans registered with MERS on the
MERS® System.
Minimum
Mortgage Rate:
With
respect to each Adjustable Rate Mortgage Loan, the percentage set forth in
the
related Mortgage Note as the minimum Mortgage Rate thereunder.
MOM
Loan:
With
respect to any Mortgage Loan, MERS acting as the mortgagee of such Mortgage
Loan, solely as nominee for the originator of such Mortgage Loan and its
successors and assigns, at the origination thereof.
Monthly
Statement:
The
statement delivered to the Certificateholders pursuant to Section
5.06.
Moody’s:
▇▇▇▇▇’▇
Investors Service, Inc., and any successor thereto.
Mortgage:
The
mortgage, deed of trust or other instrument creating a first or second lien
on
or first or second priority ownership interest in an estate in fee simple in
real property securing a Mortgage Note.
Mortgage
File:
The
mortgage documents listed in Section 2.01 hereof pertaining to a particular
Mortgage Loan and any additional documents delivered to the Custodian to be
added to the Mortgage File pursuant to this Agreement and the Custodial
Agreement.
Mortgage
Loans:
Such of
the Mortgage Loans transferred and assigned to the Trustee pursuant to the
provisions hereof, as from time to time are held as a part of the Trust Fund
(including any REO Property), the mortgage loans so held being identified in
the
Mortgage Loan Schedule and separated into Group I Mortgage Loan and Group II
Mortgage Loans, notwithstanding foreclosure or other acquisition of title of
the
related Mortgaged Property.
Mortgage
Loan Purchase Agreement:
The
Mortgage Loan Purchase Agreement, dated as of October 30, 2006, among EMC,
as a
seller, Master Funding, as a seller and the Depositor, as purchaser in the
form
attached hereto as Exhibit L.
Mortgage
Loan Purchase Price:
The
price, calculated as set forth in Section 10.01, to be paid in connection with
the repurchase of the Mortgage Loans pursuant to Section 10.01.
Mortgage
Loan Schedule:
The
list of Mortgage Loans (as from time to time amended by the Seller or the Master
Servicer to reflect the deletion of Deleted Mortgage Loans and the addition
of
Replacement Mortgage Loans pursuant to the provisions of this Agreement)
transferred to the Trustee as part of the Trust Fund and from time to time
subject to this Agreement, the initial Mortgage Loan Schedule being attached
hereto as Exhibit B setting forth the following information with respect to
each
Mortgage Loan:
(a) the
city,
state and zip code of the Mortgaged Property;
(b) the
property type;
(c) the
Mortgage Interest Rate;
(d) the
Servicing Fee Rate;
(e) the
Master Servicer's Fee Rate;
(f) the
LPMI
Fee, if applicable;
(g) [reserved];
(h) the
Net
Rate;
(i) the
maturity date;
(j) the
stated original term to maturity;
(k) the
stated remaining term to maturity;
(l) the
original Principal Balance;
(m) the
first
payment date;
(n) the
principal and interest payment in effect as of the Cut-off Date;
(o) the
unpaid Principal Balance as of the Cut-off Date;
(p) the
Loan-to-Value Ratio at origination;
(q) the
insurer of any Primary Mortgage Insurance Policy;
(r) the
MIN
with respect to each MOM Loan;
(s) the
Gross
Margin, if applicable;
(t) the
next
Adjustment Date, if applicable;
(u) the
Maximum Mortgage Rate, if applicable;
(v) the
Minimum Mortgage Rate, if applicable;
(w) the
Periodic Rate Cap, if applicable;
(x) the
Loan
Group, if applicable;
(y) a
code
indicating whether the Mortgage Loan is negatively amortizing;
(z) which
Mortgage Loans adjust after an initial fixed-rate period of one, two, three,
five, seven or ten years or any other period;
(aa) the
Prepayment Charge, if any;
(bb) lien
position (e.g., first lien or second lien);
(cc) a
code
indicating whether the Mortgage Loan is has a balloon payment;
(dd) a
code
indicating whether the Mortgage Loan is an interest-only loan;
(ee) the
interest-only term, if applicable;
(ff) the
Mortgage Loan Seller; and
(gg) the
original amortization term.
Such
schedule also shall set forth for all of the Mortgage Loans, the total number
of
Mortgage Loans, the total of each of the amounts described under (n) and (o)
above, the weighted average by principal balance as of the Cut-off Date of
each
of the rates described under (c) through (h) above, and the weighted average
remaining term to maturity by unpaid principal balance as of the Cut-off
Date.
Mortgage
Note:
The
original executed note or other evidence of indebtedness of a Mortgagor under
a
Mortgage Loan.
Mortgage
Rate:
With
respect to each fixed rate Mortgage Loan, the rate set forth in the related
Mortgage Note. With respect to each Adjustable Rate Mortgage Loan, the annual
rate at which interest accrues on such Mortgage Loan from time to time in
accordance with the provisions of the related Mortgage Note, which rate (A)
as
of any date of determination until the first Adjustment Date following the
Cut-off Date shall be the rate set forth in the Mortgage Loan Schedule as the
Mortgage Rate in effect immediately following the Cut-off Date and (B) as of
any
date of determination thereafter shall be the rate as adjusted on the most
recent Adjustment Date, to equal the sum, rounded to the next highest or nearest
0.125% (as provided in the Mortgage Note), of the Index, determined as set
forth
in the related Mortgage Note, plus the related Gross Margin subject to the
limitations set forth in the related Mortgage Note. With respect to each
Mortgage Loan that becomes an REO Property, as of any date of determination,
the
annual rate determined in accordance with the immediately preceding sentence
as
of the date such Mortgage Loan became an REO Property.
Mortgaged
Property:
The
underlying property securing a Mortgage Loan.
Mortgagor:
The
obligors on a Mortgage Note.
Net
Mortgage Rate:
As to
each Mortgage Loan, and at any time, the per annum rate equal to the Mortgage
Rate less the sum of (i) the Servicing Fee Rate, (ii) the Trustee Fee Rate
and
(iii) the rate at which the LPMI Fee is calculated, if any.
Net
Rate Cap:
With
respect to any Distribution Date and the Class I-A Certificates and Class I-M
Certificates, the excess, if any, of (A) a per annum rate equal to the product
of (x) the weighted average of the Net Mortgage Rates on the then outstanding
Group I Mortgage Loans, weighted based on the Stated Principal Balances of
such
Group I Mortgage Loans as
of the
related Due Date prior to giving effect to any reduction in the Stated Principal
Balances of such Group I Mortgage Loans on such Due Date,
and (y)
a fraction, the numerator of which is 30 and the denominator of which is the
actual number of days elapsed in the related Accrual Period, over (B) an amount,
expressed as a per annum rate, equal to the sum of (i) the Group I Net Swap
Payment payable to the Group I Swap Provider on such Distribution Date and
(ii)
any Group I Swap Termination Payment not due to a Group I Swap Provider Trigger
Event payable to the Group I Swap Provider (to the extent not paid by the Swap
Administrator from any upfront payment received pursuant to any related
replacement interest rate swap agreement that may be entered into by the Group
I
Supplemental Interest Trust Trustee), divided by the aggregate outstanding
Stated Principal Balance of the Group I Mortgage Loans as of the related Due
Date prior to giving effect to any reduction in the Stated Principal Balances
of
such Group I Mortgage Loans on such Due Date, multiplied by 12. The Net Rate
Cap
for the Class I-A Certificates and Class I-M Certificates will be adjusted
to an
effective rate reflecting the accrual of interest on an actual/360 basis. With
respect to any Distribution Date and the REMIC IV Regular Interests the
ownership of which is represented by Class I-A Certificates and Class I-M
Certificates, a per annum rate equal to the weighted average (adjusted for
the
actual number of days elapsed in the related Accrual Period) of the
Uncertificated REMIC III Pass-Through Rates on the REMIC III Group I Regular
Interests (other than REMIC III Regular Interests I-IO and I-P), weighted on
the
basis of the Uncertificated Principal Balances of each such REMIC III Group
I
Regular Interest immediately prior to such Distribution Date.
With
respect to any Distribution Date and the Class II-1A Certificates, the excess,
if any, of (A) a per annum rate equal to the product of (x) the weighted average
of the Net Mortgage Rates on the then outstanding Group II Mortgage Loans in
Subgroup II-1, weighted based on the Stated Principal Balances of such Group
II
Mortgage Loans as of the related Due Date prior to giving effect to any
reduction in the Stated Principal Balances of such Group II Mortgage Loans
on
such Due Date, and (y) a fraction, the numerator of which is 30 and the
denominator of which is the actual number of days elapsed in the related Accrual
Period, over (B) an amount, expressed as a per annum rate, equal to the sum
of
(i) the Group II Net Swap Payment payable to the Group II Swap Provider on
such
Distribution Date and (ii) any Group II Swap Termination Payment not due to
a
Group II Swap Provider Trigger Event payable to the Group II Swap Provider
(to
the extent not paid by the Swap Administrator from any upfront payment received
pursuant to any related replacement interest rate swap agreement that may be
entered into by the Group II Supplemental Interest Trust Trustee), divided
by
the aggregate outstanding Stated Principal Balance of the Group II Mortgage
Loans as of the related Due Date prior to giving effect to any reduction in
the
Stated Principal Balances of such Group II Mortgage Loans on such Due Date,
multiplied by 12. The Net Rate Cap for the Class II-1A Certificates will be
adjusted to an effective rate reflecting the accrual of interest on an
actual/360 basis. With respect to any Distribution Date and the REMIC IV Regular
Interests the ownership of which is represented by the Class II-1A Certificates,
a per annum rate equal to the weighted average (adjusted for the actual number
of days elapsed in the related Accrual Period) of the Uncertificated REMIC
III
Pass-Through Rate on REMIC III Regular Interest II-1-Grp, weighted on the basis
of the Uncertificated Principal Balance of such REMIC III Regular Interest
immediately prior to such Distribution Date.
With
respect to any Distribution Date and the Class II-2A Certificates, the excess,
if any, of (A) a per annum rate equal to the product of (x) the weighted average
of the Net Mortgage Rates on the then outstanding Mortgage Loans in Subgroup
II-2, weighted based on the Stated Principal Balances of such Group II Mortgage
Loans as of the related Due Date prior to giving effect to any reduction in
the
Stated Principal Balances of such Group II Mortgage Loans on such Due Date,
and
(y) a fraction, the numerator of which is 30 and the denominator of which is
the
actual number of days elapsed in the related Accrual Period, over (B) an amount,
expressed as a per annum rate, equal to the sum of (i) the Group II Net Swap
Payment payable to the Group II Swap Provider on such Distribution Date and
(ii)
any Group II Swap Termination Payment not due to a Group II Swap Provider
Trigger Event payable to the Group II Swap Provider (to the extent not paid
by
the Swap Administrator from any upfront payment received pursuant to any related
replacement interest rate swap agreement that may be entered into by the Group
II Supplemental Interest Trust Trustee), divided by the aggregate outstanding
Stated Principal Balance of the Group II Mortgage Loans as of the related Due
Date prior to giving effect to any reduction in the Stated Principal Balances
of
such Group II Mortgage Loans on such Due Date, multiplied by 12. The Net Rate
Cap for the Class II-2A Certificates will be adjusted to an effective rate
reflecting the accrual of interest on an actual/360 basis. With respect to
any
Distribution Date and the REMIC IV Regular Interests the ownership of which
is
represented by the Class II-2A Certificates, a per annum rate equal to the
weighted average (adjusted for the actual number of days elapsed in the related
Accrual Period) of the Uncertificated REMIC III Pass-Through Rate on REMIC
III
Regular Interest II-2-Grp, weighted on the basis of the Uncertificated Principal
Balance of such REMIC III Regular Interest immediately prior to such
Distribution Date.
With
respect to any Distribution Date and the Class II-M Certificates, the excess,
if
any, of (A) a per annum rate equal to the product of (x) the weighted average
of
the weighted average of the Net Mortgage Rates on the then outstanding Group
II
Mortgage Loans in each Subgroup, weighted in proportion to the results of
subtracting from the aggregate Stated Principal Balances of each such Subgroup
as of the related Due Date prior to giving effect to any reduction in the Stated
Principal Balances of such Group II Mortgage Loans on such Due Date, the
aggregate Certificate Principal Balance of the related Class or Classes of
Class
II-A Certificates and (y) a fraction, the numerator of which is 30 and the
denominator of which is the actual number of days elapsed in the related Accrual
Period, over (B) an amount, expressed as a per annum rate, equal to the sum
of
(i) the Group II Net Swap Payment payable to the Group II Swap Provider on
such
Distribution Date and (ii) any Group II Swap Termination Payment not due to
a
Group II Swap Provider Trigger Event payable to the Group II Swap Provider
(to
the extent not paid by the Swap Administrator from any upfront payment received
pursuant to any related replacement interest rate swap agreement that may be
entered into by the Group II Supplemental Interest Trust Trustee), divided
by
the aggregate outstanding Stated Principal Balance of the Group II Mortgage
Loans as of the related Due Date prior to giving effect to any reduction in
the
Stated Principal Balances of such Group II Mortgage Loans on such Due Date,
multiplied by 12. The Net Rate Cap for the Class II-M Certificates will be
adjusted to an effective rate reflecting the accrual of interest on an
actual/360 basis. With respect to any Distribution Date and the REMIC IV Regular
Interests the ownership of which is represented by the Class II-M Certificates,
a per annum rate equal to the weighted average (adjusted for the actual number
of days elapsed in the related Accrual Period) of the Uncertificated REMIC
III
Pass-Through Rates on (a) REMIC III Regular Interest II-1-Sub, subject to a
cap
and a floor equal to the Uncertificated REMIC III Pass-Through Rate on REMIC
III
Regular Interest II-1-Grp and (b) REMIC III Regular Interest II-2-Sub, subject
to a cap and a floor equal to the Uncertificated REMIC III Pass-Through Rate
on
REMIC III Regular Interest II-2-Grp, in each case as determined for such
Distribution Date, weighted on the basis of the Uncertificated Principal
Balances of each such REMIC III Regular Interest immediately prior to such
Distribution Date.
Net
Swap Payment:
Any of
the Group I Net Swap Payment or the Group II Net Swap Payment.
Non
Book-Entry Certificate:
Any
Certificate other than a Book-Entry Certificate.
Nonrecoverable
Advance:
Any
portion of an Advance previously made or proposed to be made by the Master
Servicer pursuant to this Agreement, that, in the good faith judgment of the
Master Servicer, will not or, in the case of a proposed advance, would not,
be
ultimately recoverable by it from the related Mortgagor, related Liquidation
Proceeds, Insurance Proceeds or otherwise.
Offered
Certificates:
The
Class I-A-1, Class I-A-2, Class I-A-3, Class I-M-1, Class I-M-2, Class I-M-3,
Class I-M-4, Class I-M-5, Class I-M-6, Class I-M-7, Class I-M-8, Class I-M-9,
Class II-1A-1, Class II-1A-2, Class II-1A-3, Class II-2A, Class II-M-1, Class
II-M-2, Class II-M-3, Class II-M-4, Class II-M-5, Class II-M-6, Class II-M-7,
Class II-M-8 and Class II-M-9 Certificates.
Officer’s
Certificate:
A
certificate (i) signed by the Chairman of the Board, the Vice Chairman of the
Board, the President, a Vice President (however denominated), an Assistant
Vice
President, the Treasurer, the Secretary, or one of the assistant treasurers
or
assistant secretaries of the Depositor or the Master Servicer (or any other
officer customarily performing functions similar to those performed by any
of
the above designated officers and also to whom, with respect to a particular
matter, such matter is referred because of such officer’s knowledge of and
familiarity with a particular subject) or (ii), if provided for in this
Agreement, signed by a Servicing Officer, as the case may be, and delivered
to
the Depositor, the Seller, Master Funding and/or the Trustee, as the case may
be, as required by this Agreement.
One-Month
LIBOR:
With
respect to any Accrual Period, the rate determined by the Trustee on the related
Interest Determination Date on the basis of the rate for U.S. dollar deposits
for one month that appears on Telerate Screen Page 3750 as of 11:00 a.m. (London
time) on such Interest Determination Date. If such rate does not appear on
such
page (or such other page as may replace that page on that service, or if such
service is no longer offered, such other service for displaying One-Month LIBOR
or comparable rates as may be reasonably selected by the Trustee), One-Month
LIBOR for the applicable Accrual Period will be the Reference Bank Rate. If
no
such quotations can be obtained by the Trustee and no Reference Bank Rate is
available, One-Month LIBOR will be One-Month LIBOR applicable to the preceding
Accrual Period. The establishment of One-Month LIBOR on each Interest
Determination Date by the Trustee and the Trustee’s calculation of the rate of
interest applicable to the Class A Certificates and Class M Certificates for
the
related Accrual Period shall, in the absence of manifest error, be final and
binding.
One-Month
LIBOR Pass-Through Rate:
With
respect to each Class A Certificate and Class M Certificate and, for purposes
of
the definitions of “Group I Marker Rate”, “Group I Maximum Uncertificated
Accrued Interest Deferral Amount”, “Group II Marker Rate” and “Group II Maximum
Uncertificated Accrued Interest Deferral Amount”, the related REMIC III Regular
Interest for which such Certificate is the Corresponding Certificate, a per
annum rate equal to One-Month LIBOR plus the related Certificate
Margin.
Opinion
of Counsel:
A
written opinion of counsel, who may be counsel for the Seller, the Depositor
or
the Master Servicer, reasonably acceptable to each addressee of such opinion;
provided that with respect to Section 2.05, 7.05, 7.07 or 11.01, or the
interpretation or application of the REMIC Provisions, such counsel must (i)
in
fact be independent of the Seller, Depositor and the Master Servicer, (ii)
not
have any direct financial interest in the
Seller, the
Depositor or the Master Servicer or in any affiliate of either, and (iii) not
be
connected with the Seller, the Depositor or the Master Servicer as an officer,
employee, promoter, underwriter, trustee, partner, director or person performing
similar functions.
Optional
Termination:
Any of
Group I Optional Termination or Group II Optional Termination.
Optional
Termination Date:
Any of
the Group I Optional Termination Date or Group II Optional Termination
Date.
Original
Value:
The
value of the property underlying a Mortgage Loan based, in the case of the
purchase of the underlying Mortgaged Property, on the lower of an appraisal
or
the sales price of such property or, in the case of a refinancing, on an
appraisal.
OTS:
The
Office of Thrift Supervision.
Outstanding:
With
respect to the Certificates as of any date of determination, all Certificates
theretofore executed and authenticated under this Agreement except:
(a) Certificates
theretofore canceled by the Trustee or delivered to the Trustee for
cancellation; and
(b) Certificates
in exchange for which or in lieu of which other Certificates have been executed
and delivered by the Trustee pursuant to this Agreement.
Outstanding
Mortgage Loan:
As of
any date of determination, a Mortgage Loan with a Stated Principal Balance
greater than zero that was not the subject of a Principal Prepayment in full,
and that did not become a Liquidated Loan, prior to the end of the related
Prepayment Period.
Overcollateralization
Amount:
Any of
the Group I Overcollateralization Amount and Group II Overcollateralization
Amount.
Overcollateralization
Release Amount:
Any of
the Group I Overcollateralization Release Amount or Group II
Overcollateralization Release Amount.
Overcollateralization
Target Amount:
Any of
the Group I Overcollateralization Target Amount or Group II
Overcollateralization Target Amount.
Ownership
Interest:
As to
any Certificate, any ownership interest in such Certificate including any
interest in such Certificate as the Holder thereof and any other interest
therein, whether direct or indirect, legal or beneficial.
Pass-Through
Rate:
With
respect to the Class A Certificates and Class M Certificates and any
Distribution Date, a per annum rate equal to the lesser of (i) the related
One-Month LIBOR Pass-Through Rate for such Distribution Date and (ii) the
related Net Rate Cap for such Distribution Date.
With
respect to the Class I-CE Interest and any Distribution Date, a rate per annum
equal to the percentage equivalent of a fraction, the numerator of which is
the
sum of the amount determined for each REMIC III Group I Regular Interest (other
than REMIC III Regular Interests I-IO and I-P) equal to the product of (a)
the
excess, if any, of the Uncertificated REMIC III Pass-Through Rate for such
REMIC
III Group I Regular Interest over the Group I Marker Rate and (b) a notional
amount equal to the Uncertificated Principal Balance of such REMIC III Group
I
Regular Interest, and the denominator of which is the aggregate Uncertificated
Principal Balance of such REMIC III Group I Regular Interests.
With
respect to the Class II-CE Interest and any Distribution Date, a rate per annum
equal to the percentage equivalent of a fraction, the numerator of which is
(x)
the sum of the amount determined for each REMIC III Group II Regular Interest
(other than REMIC III Regular Interests II-IO, II-P, II-1-Sub, II-1-Grp,
II-2-Sub, II-2-Grp and II-XX) equal to the product of (a) the excess, if any,
of
the Uncertificated REMIC III Pass-Through Rate for such REMIC III Group II
Regular Interest over the Group II Marker Rate and (b) a notional amount equal
to the Uncertificated Principal Balance of such REMIC III Group II Regular
Interest, and the denominator of which is (y) the aggregate Uncertificated
Principal Balance of such REMIC III Group II Regular Interests.
With
respect to the Class I-CE Certificate, the Class I-CE Certificate shall not
have
a Pass-Through Rate, but Current Interest for such Certificate and each
Distribution Date shall be an amount equal to 100% of the amounts distributable
to the Class I-CE Interest for such Distribution Date.
With
respect to the Class II-CE Certificate, the Class II-CE Certificate shall not
have a Pass-Through Rate, but Current Interest for such Certificate and each
Distribution Date shall be an amount equal to 100% of the amounts distributable
to the Class II-CE Interest for such Distribution Date.
With
respect to the Class I-P Certificate and the Class I-P Interest, 0.00% per
annum.
With
respect to the Class II-P Certificate and the Class II-P Interest, 0.00% per
annum.
With
respect to the Class I-IO Interest, Class I-IO Interest shall not have a
Pass-Through Rate, but Current Interest for such interest and each Distribution
Date shall be an amount equal to 100% of the amounts distributable to REMIC
III
Regular Interest I-IO for such Distribution Date.
With
respect to the Class II-IO Interest, Class II-IO Interest shall not have a
Pass-Through Rate, but Current Interest for such interest and each Distribution
Date shall be an amount equal to 100% of the amounts distributable to REMIC
III
Regular Interest II-IO for such Distribution Date.
With
respect to REMIC VII Regular Interest IO, REMIC VII Regular Interest IO shall
not have a Pass-Through Rate, but Current Interest for such Regular Interest
and
each Distribution Date shall be an amount equal to 100% of the amounts
distributable to the Class I-IO Interest for such Distribution
Date.
With
respect to REMIC X Regular Interest IO, REMIC X Regular Interest IO shall not
have a Pass-Through Rate, but Current Interest for such Regular Interest and
each Distribution Date shall be an amount equal to 100% of the amounts
distributable to the Class II-IO Interest for such Distribution
Date.
Pass-Through
Transfer:
Any
transaction involving either (1) a sale or other transfer of mortgage loans
directly or indirectly to an issuing entity in connection with an issuance
of
publicly offered or privately placed, rated or unrated mortgage-backed
securities or (2) an issuance of publicly offered or privately placed, rated
or
unrated securities, the payments on which are determined primarily by reference
to one or more portfolios of residential mortgage loans.
Percentage
Interest:
With
respect to any Certificate of a specified Class, the Percentage Interest set
forth on the face thereof or the percentage obtained by dividing the
Denomination of such Certificate by the aggregate of the Denominations of all
Certificates of such Class.
Periodic
Rate Cap:
With
respect to each Adjustable Rate Mortgage Loan and any Adjustment Date therefor,
the fixed percentage set forth in the related Mortgage Note, which is the
maximum amount by which the Mortgage Rate for such Mortgage Loan may increase
or
decrease (without regard to the Maximum Mortgage Rate or the Minimum Mortgage
Rate) on such Adjustment Date from the Mortgage Rate in effect immediately
prior
to such Adjustment Date.
Permitted
Investments:
At any
time, any one or more of the following obligations and securities:
| (i) |
obligations
of the United States or any agency thereof, provided such obligations
are
backed by the full faith and credit of the United
States;
|
| (ii) |
general
obligations of or obligations guaranteed by any state of the United
States
or the District of Columbia receiving the highest long-term debt
rating of
each Rating Agency, or such lower rating as will not result in the
downgrading or withdrawal of the ratings then assigned to the Certificates
by each Rating Agency, as evidenced in
writing;
|
| (iii) |
commercial
or finance company paper which is then receiving the highest commercial
or
finance company paper rating of each Rating Agency, or such lower
rating
as will not result in the downgrading or withdrawal of the ratings
then
assigned to the Certificates by each Rating Agency, as evidenced
in
writing;
|
| (iv) |
certificates
of deposit, demand or time deposits, or bankers’ acceptances issued by any
depository institution or trust company incorporated under the laws
of the
United States or of any state thereof and subject to supervision
and
examination by federal and/or state banking authorities (including
the
Trustee in its commercial banking capacity), provided that the commercial
paper and/or long term unsecured debt obligations of such depository
institution or trust company are then rated one of the two highest
long-term and the highest short-term ratings of each such Rating
Agency
for such securities, or such lower ratings as will not result in
the
downgrading or withdrawal of the rating then assigned to the Certificates
by any Rating Agency, as evidenced in
writing;
|
| (v) |
guaranteed
reinvestment agreements issued by any bank, insurance company or
other
corporation containing, at the time of the issuance of such agreements,
such terms and conditions as will not result in the downgrading or
withdrawal of the rating then assigned to the Certificates by each
Rating
Agency, as evidenced in writing;
|
| (vi) |
repurchase
obligations with respect to any security described in clauses (i)
and (ii)
above, in either case entered into with a depository institution
or trust
company (acting as principal) described in clause (v)
above;
|
| (vii) |
securities
(other than stripped bonds, stripped coupons or instruments sold
at a
purchase price in excess of 115% of the face amount thereof) bearing
interest or sold at a discount issued by any corporation incorporated
under the laws of the United States or any state thereof which, at
the
time of such investment, have one of the two highest short term ratings
of
each Rating Agency (except if the Rating Agency is ▇▇▇▇▇’▇, such rating
shall be the highest commercial paper rating of ▇▇▇▇▇’▇ for any such
securities), or such lower rating as will not result in the downgrading
or
withdrawal of the rating then assigned to the Certificates by each
Rating
Agency, as evidenced by a signed writing delivered by each Rating
Agency;
|
| (viii) |
interests
in any money market fund (including any such fund managed or advised
by
the Trustee or any affiliate thereof) which at the date of acquisition
of
the interests in such fund and throughout the time such interests
are held
in such fund has the highest applicable short term rating by each
Rating
Agency or such lower rating as will not result in the downgrading
or
withdrawal of the ratings then assigned to the Certificates by each
Rating
Agency, as evidenced in writing;
|
| (ix) |
short
term investment funds sponsored by any trust company or banking
association incorporated under the laws of the United States or any
state
thereof (including any such fund managed or advised by the Trustee
or the
Master Servicer or any affiliate thereof) which on the date of acquisition
has been rated by each Rating Agency in their respective highest
applicable rating category or such lower rating as will not result
in the
downgrading or withdrawal of the ratings then assigned to the Certificates
by each Rating Agency, as evidenced in writing;
and
|
| (x) |
such
other investments having a specified stated maturity and bearing
interest
or sold at a discount acceptable to each Rating Agency and as will
not
result in the downgrading or withdrawal of the rating then assigned
to the
Certificates by any Rating Agency, as evidenced by a signed writing
delivered by each Rating Agency;
|
provided,
that no such instrument shall be a Permitted Investment if such instrument
(i)
evidences the right to receive interest only payments with respect to the
obligations underlying such instrument, (ii) is purchased at a premium or (iii)
is purchased at a deep discount; provided further that no such instrument shall
be a Permitted Investment (A) if such instrument evidences principal and
interest payments derived from obligations underlying such instrument and the
interest payments with respect to such instrument provide a yield to maturity
of
greater than 120% of the yield to maturity at par of such underlying
obligations, or (B) if it may be redeemed at a price below the purchase price
(the foregoing clause (B) not to apply to investments in units of money market
funds pursuant to clause (viii) above); provided further that no amount
beneficially owned by any REMIC may be invested in investments (other than
money
market funds) treated as equity interests for federal income tax purposes,
unless the Trustee shall receive an Opinion of Counsel, at the expense of the
Trustee, to the effect that such investment will not adversely affect the status
of any such REMIC as a REMIC under the Code or result in imposition of a tax
on
any such REMIC. Permitted Investments that are subject to prepayment or call
may
not be purchased at a price in excess of par.
Permitted
Transferee:
Any
person (x) other than (i) the United States, any State or political subdivision
thereof, any possession of the United States 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) that
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 or (v) on electing large partnership within
the meaning of Section 775(a) of the Code, (y) that is a citizen or resident
of
the United States, a corporation, partnership (other than a partnership that
has
any direct or indirect foreign partners) or other entity (treated as a
corporation or a partnership for federal income tax purposes), created or
organized in or under the laws of the United States, any State thereof or the
District of Columbia, an estate whose income from sources without the United
States is includible in gross income for United States federal income tax
purposes regardless of its connection with the conduct of a trade or business
within the United States, or a trust if a court within the United States is
able
to exercise primary supervision over the administration of the trust and one
or
more United States persons have authority to control all substantial decisions
of the trust or if it has a valid election in effect under applicable U.S.
Treasury regulations to be treated as a United States person and (z) other
than
any other Person so designated by the Trustee based upon an Opinion of Counsel
addressed to the Trustee (which shall not be an expense of the Trustee) that
states that the Transfer of an Ownership Interest in a Residual Certificate
to
such Person may cause REMIC I, REMIC II, REMIC III, REMIC IV, REMIC V, REMIC
VI,
REMIC VII, REMIC VIII, REMIC IX or REMIC X to fail to qualify as a REMIC at
any
time that any 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 ▇▇▇▇▇▇▇ Mac, a majority of its board of directors is not
selected by such government unit.
Person:
Any
individual, corporation, partnership, joint venture, association, joint-stock
company, limited liability company, trust, unincorporated organization or
government, or any agency or political subdivision thereof.
Piggyback
Loan:
A
second lien Mortgage Loan originated by the same originator to the same borrower
at the same time as the first lien Mortgage Loan, each secured by the same
Mortgaged Property.
Prepayment
Assumption:
The
applicable rate of prepayment as described in the Prospectus
Supplement.
Prepayment
Charge:
Any
prepayment premium, penalty or charge payable by a Mortgagor in connection
with
any Principal Prepayment on a Mortgage Loan pursuant to the terms of the related
Mortgage Note.
Prepayment
Charge Waiver Amount:
Any
amount paid by the Master Servicer to the Trustee in respect of waived
Prepayment Charges related to each Loan Group pursuant to Section
4.01(a).
Prepayment
Interest Shortfall:
With
respect to any Distribution Date, for each Mortgage Loan that was the subject
of
a partial Principal Prepayment during the related Prepayment Period or a
Principal Prepayment in full during the related Prepayment Period, or that
became a Liquidated Loan during the prior calendar month, (other than a
Principal Prepayment in full resulting from the purchase of a Mortgage Loan
pursuant to Section 2.02, 2.03, 3.19 or 10.01 hereof), the amount, if any,
by
which (i) one month’s interest at the applicable Net Mortgage Rate on the Stated
Principal Balance of such Mortgage Loan immediately prior to such prepayment
(or
liquidation) or in the case of a partial Principal Prepayment on the amount
of
such prepayment (or liquidation proceeds) exceeds (ii) the amount of interest
paid or collected in connection with such Principal Prepayment or such
liquidation proceeds less the sum of (a) the Trustee Fee, (b) the Servicing
Fee
and the LPMI Fee, if any, in each case with respect to the related Mortgage
Loan.
Prepayment
Period:
As
to any
Distribution Date, and each Principal Prepayment in full, the period commencing
on the 16th day of the month prior to the month in which the related
Distribution Date occurs (or with respect to the first Distribution Date, the
period commencing on the Cut-off Date) and ending on the 15th day of the month
in which such Distribution Date occurs. With respect to any Distribution Date
and each partial Principal Prepayment, the calendar month prior to the month
of
such Distribution Date.
Primary
Mortgage Insurance Policy:
Any
primary mortgage guaranty insurance policy issued in connection with a Mortgage
Loan which provides compensation to a Mortgage Note Holder in the event of
default by the obligor under such Mortgage Note or the related security
instrument, if any or any replacement policy therefor through the related
Accrual Period for such Class relating to a Distribution Date.
Principal
Distribution Amount:
With
respect to each Distribution Date and group of Certificates, an amount equal
to
(x) the Principal Funds for the related Loan Group for such Distribution Date
plus (y) any Extra Principal Distribution Amount for the group of Certificates
for such Distribution Date, less (z) any Overcollateralization Release Amount
for the related Loan Group.
Principal
Funds:
With
respect to each of Loan Group I, Subgroup II-1 and Subgroup II-2 and any
Distribution Date,
(1) the
sum, without duplication, of (a) all scheduled principal collected on the
Mortgage Loans in the related Loan Group or Subgroup during the related Due
Period, (b) all Advances relating to principal made with respect to the Mortgage
Loans in the related Loan Group or Subgroup on or before the Distribution
Account Deposit Date, (c) Principal Prepayments exclusive of Prepayment Charges
or penalties collected on the Mortgage Loans in the related Loan Group or
Subgroup during the related Prepayment Period, (d) the Stated Principal Balance
of each Mortgage Loan in the related Loan Group or Subgroup that was repurchased
by EMC on its own behalf as a Seller and on behalf of Master Funding) pursuant
to Sections 2.02 and 2.03 and by the Master Servicer pursuant to Section 3.19,
(e) the aggregate of all Substitution Adjustment Amounts for the related
Determination Date in connection with the substitution of Mortgage Loans of
the
related Loan Group or Subgroup pursuant to Section 2.03(c), (f) all Liquidation
Proceeds and Subsequent Recoveries collected on the Mortgage Loans in the
related Loan Group or Subgroup during the prior calendar month (to the extent
such Liquidation Proceeds and Subsequent Recoveries relate to principal), in
each case to the extent remitted by the Master Servicer to the Distribution
Account pursuant to this Agreement and (g) the principal portion of any proceeds
received from the exercise of a Group I Optional Termination or Group II
Optional Termination, as applicable, minus (2)(i) all amounts required to be
reimbursed pursuant to Sections 4.02 and 4.05 or as otherwise set forth in
this
Agreement and (ii) any related Net Swap Payments or related Swap Termination
Payments (not due to a related Swap Provider Trigger Event and to the extent
not
paid by the Swap Administrator from any upfront payment received pursuant to
any
related replacement interest rate swap agreement that may be entered into by
the
related Supplemental Interest Trust Trustee) owed to the Swap Administrator
for
payment to the related Swap Provider for such Distribution Date and any such
payments remaining unpaid for any prior Distribution Dates to the extent not
paid from related Interest Funds.
Principal
Prepayment:
Any
Mortgagor payment or other recovery of (or proceeds with respect to) principal
on a Mortgage Loan (including loans purchased or repurchased under Sections
2.02, 2.03, 3.19 and 10.01 hereof) that is received in advance of its scheduled
Due Date and is not accompanied by an amount as to interest representing
scheduled interest due on any date or dates in any month or months subsequent
to
the month of prepayment. Partial Principal Prepayments shall be applied by
the
Master Servicer, as appropriate, in accordance with the terms of the related
Mortgage Note.
Private
Certificates:
Any of
the Class I-M-10, Class I-M-11, Class II-M-10, Class II-M-11, Class P, Class
CE
and Residual Certificates.
Prospectus
Supplement:
The
Prospectus Supplement dated October 26, 2006 relating to the public offering
of
the Offered Certificates.
Protected
Account:
The
separate Eligible Account established and maintained by the Master Servicer
with
respect to the Mortgage Loans and REO Property in accordance with Section 4.01
hereof.
PUD:
A
Planned Unit Development.
Purchase
Price:
With
respect to any Mortgage Loan (x) required to be repurchased by the Seller
pursuant to Section 2.02 or 2.03 hereof or (y) that EMC has a right to purchase
pursuant to Section 3.19 hereof, an amount equal to the sum of (i) 100% of
the
outstanding Stated Principal Balance of the Mortgage Loan as of the date of
such
purchase (or if the related Mortgaged Property was acquired with respect
thereto, 100% of the outstanding Stated Principal Balance at the date of the
acquisition), plus (ii) accrued interest thereon at the applicable Mortgage
Rate
through the first day of the month in which the Purchase Price is to be
distributed to Certificateholders, reduced by any portion of the Servicing
Fee,
Servicing Advances and Advances payable to the purchaser of the Mortgage Loan
to
the extent EMC is the Master Servicer, plus (iii) any costs and damages (if
any)
incurred by the Trust in connection with any violation of such Mortgage Loan
of
any anti-predatory lending laws.
QIB:
A
Qualified Institutional Buyer as defined in Rule 144A promulgated under the
Securities Act.
Rating
Agency:
Each of
▇▇▇▇▇’▇ and S&P. If any such organization or its successor is no longer in
existence, “Rating Agency” shall be a nationally recognized statistical rating
organization, or other comparable Person, designated by the Depositor, notice
of
which designation shall be given to the Trustee. References herein to a given
rating category of a Rating Agency shall mean such rating category without
giving effect to any modifiers.
Realized
Loss:
With
respect to each Mortgage Loan as to which a Final Recovery Determination has
been made, an amount (not less than zero) equal to (i) the unpaid principal
balance of such Mortgage Loan as of the commencement of the calendar month
in
which the Final Recovery Determination was made, plus (ii) accrued interest
from
the Due Date as to which interest was last paid by the Mortgagor through the
end
of the calendar month in which such Final Recovery Determination was made,
calculated in the case of each calendar month during such period (A) at an
annual rate equal to the annual rate at which interest was then accruing on
such
Mortgage Loan and (B) on a principal amount equal to the Stated Principal
Balance of such Mortgage Loan as of the close of business on the Distribution
Date during such calendar month, minus (iii) the proceeds, if any, received
in
respect of such Mortgage Loan during the calendar month in which such Final
Recovery Determination was made, net of amounts that are payable therefrom
to
the Master Servicer pursuant to this Agreement. With respect to each Mortgage
Loan which is the subject of a Servicing Modification, (a)(1) the amount by
which the interest portion of a monthly payment or the principal balance of
such
Mortgage Loan was reduced or (2) the sum of any other amounts owing under the
Mortgage Loan that were forgiven and that constitute Servicing Advances that
are
reimbursable to the Master Servicer, and (b) any such amount with respect to
a
monthly payment that was or would have been due in the month immediately
following the month in which a Principal Prepayment or the Purchase Price of
such Mortgage Loan is received or is deemed to have been received and not paid
due to a Servicing Modification. In addition, to the extent the Master Servicer
receives Subsequent Recoveries with respect to any Mortgage Loan, the amount
of
the Realized Loss with respect to that Mortgage Loan will be reduced to the
extent such recoveries are distributed to any Class of Certificates or applied
to increase Excess Spread with respect to such Loan Group on any Distribution
Date.
With
respect to any REO Property as to which a Final Recovery Determination has
been
made, an amount (not less than zero) equal to (i) the unpaid principal balance
of the related Mortgage Loan as of the date of acquisition of such REO Property
on behalf of REMIC I, plus (ii) accrued interest from the Due Date as to which
interest was last paid by the Mortgagor in respect of the related Mortgage
Loan
through the end of the calendar month immediately preceding the calendar month
in which such REO Property was acquired, calculated in the case of each calendar
month during such period (A) at an annual rate equal to the annual rate at
which
interest was then accruing on the related Mortgage Loan and (B) on a principal
amount equal to the Stated Principal Balance of the related Mortgage Loan as
of
the close of business on the Distribution Date during such calendar month,
plus
(iii) REO Imputed Interest for such REO Property for each calendar month
commencing with the calendar month in which such REO Property was acquired
and
ending with the calendar month in which such Final Recovery Determination was
made, minus (iv) the aggregate of all unreimbursed Advances and Servicing
Advances.
With
respect to each Mortgage Loan which has become the subject of a Deficient
Valuation, the difference between the principal balance of the Mortgage Loan
outstanding immediately prior to such Deficient Valuation and the principal
balance of the Mortgage Loan as reduced by the Deficient Valuation.
With
respect to each Mortgage Loan which has become the subject of a Debt Service
Reduction, the portion, if any, of the reduction in each affected Monthly
Payment attributable to a reduction in the Mortgage Rate imposed by a court
of
competent jurisdiction. Each such Realized Loss shall be deemed to have been
incurred on the Due Date for each affected Monthly Payment.
Record
Date:
With
respect to any Distribution Date and the Certificates (other than the Class
CE,
Class P and Residual Certificates), so long as such Classes of Certificates
are
Book-Entry Certificates, the Business Day preceding such Distribution Date,
and
otherwise, the close of business on the last Business Day of the month preceding
the month in which such Distribution Date occurs. With respect to the Class
CE,
Class P and Residual Certificates, so long as such Classes of Certificates
remain non Book-Entry Certificates, the close of business on the last Business
Day of the month preceding the month in which such Distribution Date
occurs.
Reference
Banks:
Shall
mean leading banks selected by the Trustee and engaged in transactions in
Eurodollar deposits in the international Eurocurrency market (i) with an
established place of business in London, (ii) which have been designated as
such
by the Trustee and (iii) which are not controlling, controlled by, or under
common control with, the Depositor, the Seller or the Master
Servicer.
Reference
Bank Rate:
With
respect to any Accrual Period shall mean the arithmetic mean, rounded upwards,
if necessary, to the nearest whole multiple of 0.03125%, of the offered rates
for United States dollar deposits for one month that are quoted by the Reference
Banks as of 11:00 a.m., New York City time, on the related Interest
Determination Date to prime banks in the London interbank market for a period
of
one month in an amount approximately equal to the aggregate Certificate
Principal Balance of the Class A Certificates and Class M Certificates for
such
Accrual Period, provided that at least two such Reference Banks provide such
rate. If fewer than two offered rates appear, the Reference Bank Rate will
be
the arithmetic mean, rounded upwards, if necessary, to the nearest whole
multiple of 0.03125%, of the rates quoted by one or more major banks in New
York
City, selected by the Trustee, as of 11:00 a.m., New York City time, on such
date for loans in United States dollars to leading European banks for a period
of one month in amounts approximately equal to the aggregate Certificate
Principal Balance of the Class A Certificates and Class M Certificates for
such
Accrual Period.
Regular
Certificate:
Any of
the Group I Regular Certificates and Group II Regular Certificates.
Regular
Interest:
A
“regular interest” in a REMIC within the meaning of Section 860G(a)(1) of the
Code.
Regulation
AB:
Subpart
229.1100 - Asset Backed Securities (Regulation AB), 17 C.F.R.
§§229.1100-229.1123, as such may be amended from time to time, and subject to
such clarification and interpretation as have been provided by the Commission
in
the adopting release (Asset-Backed Securities, Securities Act Release No.
33-8518, 70 Fed. Reg. 1,506, 1,531 (Jan. 7, 2005)) or by the staff of the
Commission, or as may be provided by the Commission or its staff from time
to
time.
Relief
Act:
The
Servicemembers Civil Relief Act, as amended, or similar state law.
Relief
Act Interest Shortfall:
With
respect to any Distribution Date and any Mortgage Loan, any reduction in the
amount of interest collectible on such Mortgage Loan for the most recently
ended
Due Period as a result of the application of the Relief Act.
Remaining
Excess Spread:
With
respect to any Distribution Date and any Loan Group, the Excess Spread relating
to such Loan Group less any Extra Principal Distribution Amount relating to
such
Loan Group, in each case for such Distribution Date.
REMIC:
A “real
estate mortgage investment conduit” within the meaning of section 860D of the
Code.
REMIC
I:
The
segregated pool of assets described in the Preliminary Statement and Section
5.07(a).
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 Uncertificated REMIC I
Pass-Through 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 Principal Balance 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 REMIC I Regular Interest I-1-A through
REMIC I Regular Interest I-60-B and REMIC I Regular Interest P, each as
designated in the Preliminary Statement hereto.
REMIC
II:
The
segregated pool of assets described in the Preliminary Statement and Section
5.07(a).
REMIC
II Group I Regular Interests:
REMIC
II Regular Interest I-1-A through REMIC II Regular Interest I-60-B as designated
in the Preliminary Statement hereto.
REMIC
II Group II Regular Interests:
REMIC
II Regular Interest II-1-A through REMIC II Regular Interest II-60-B as
designated in the Preliminary Statement hereto.
REMIC
II Regular Interest:
Any of
the separate non-certificated beneficial ownership interests in REMIC II issued
hereunder and designated as a Regular Interest in REMIC II. Each REMIC II
Regular Interest shall accrue interest at the related Uncertificated REMIC
II
Pass-Through 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 Principal Balance as set
forth in the Preliminary Statement hereto. The designations for the respective
REMIC II Regular Interests are set forth in the Preliminary Statement hereto.
The REMIC II Regular Interests consist of the REMIC II Group I Regular
Interests, the REMIC II Group II Regular Interests and REMIC II Regular Interest
P, each as designated in the Preliminary Statement hereto.
REMIC
III:
The
segregated pool of assets described in the Preliminary Statement and Section
5.07(a).
REMIC
III Group I Interest Loss Allocation Amount:
With
respect to any Distribution Date, an amount (subject to adjustment based on
the
actual number of days elapsed in the respective Accrual Period) equal to (a)
the
product of (i) the aggregate Stated Principal Balance of the Group I Mortgage
Loans and the related REO Properties then outstanding and (ii) the
Uncertificated REMIC III Pass-Through Rate for REMIC III Regular Interest I-AA
minus the Group I Marker Rate, divided by (b) 12.
REMIC
III Group I Overcollateralization Amount:
With
respect to any date of determination, (i) 1.00% of the aggregate Uncertificated
Principal Balance of the REMIC III Group I Regular Interests (other than REMIC
III Regular Interests I-IO and I-P) minus (ii) the aggregate Uncertificated
Principal Balance of each REMIC III Group I Regular Interest for which a Class
I-A Certificate or Class I-M Certificate is a Corresponding Certificate, in
each
case, as of such date of determination.
REMIC
III Group I Principal Loss Allocation Amount:
With
respect to any Distribution Date, an amount equal to the product of (i) the
aggregate Stated Principal Balance of the Group I Mortgage Loans and the related
REO Properties then outstanding and (ii) 1 minus a fraction, the numerator
of
which is two (2) times the aggregate Uncertificated Principal Balance of each
REMIC III Group I Regular Interest for which a Class I-A Certificate or Class
I-M Certificate is a Corresponding Certificate and the denominator of which
is
the aggregate Uncertificated Principal Balance of each REMIC III Group I Regular
Interest for which a Class I-A Certificate or Class I-M Certificate is a
Corresponding Certificate and REMIC III Regular Interest I-ZZ.
REMIC
III Group I Regular Interest:
Any of
the REMIC III Regular Interests I-AA, I-ZZ, ▇-▇-▇, ▇-▇-▇, ▇-▇-▇, I-M-1, I-M-2,
I-M-3, I-M-4, I-M-5, I-M-6, I-M-7, I-M-8, I-M-9, I-M-10, I-M-11, I-IO and
I-P.
REMIC
III Group I Required Overcollateralization Amount:
1.00%
of the Group I Overcollateralization Target Amount.
REMIC
III Group II Interest Loss Allocation Amount:
With
respect to any Distribution Date, an amount (subject to adjustment based on
the
actual number of days elapsed in the respective Accrual Period) equal to (a)
the
product of (i) 50% of the aggregate Stated Principal Balance of the Group II
Mortgage Loans and the related REO Properties then outstanding and (ii) the
Uncertificated REMIC III Pass-Through Rate for REMIC III Regular Interest II-AA
minus the Group II Marker Rate, divided by (b) 12.
REMIC
III Group II Marker Allocation Percentage:
50% of
any amount payable or loss allocable from the Group II Mortgage Loans, which
shall be allocated to REMIC III Regular Interest II-AA, REMIC III Regular
Interest II-ZZ, and each REMIC III Group II Regular Interest for which a Class
II-A Certificate or Class II-M Certificate is a Corresponding
Certificate.
REMIC
III Group II Overcollateralization Amount:
With
respect to any date of determination, (i) 0.50% of the aggregate Uncertificated
Principal Balance of the REMIC III Group II Regular Interests (other than REMIC
III Regular Interests II-IO and II-P) minus (ii) the aggregate Uncertificated
Principal Balance of each REMIC III Group II Regular Interest for which a Class
II-A Certificate or Class II-M Certificate is a Corresponding Certificate,
in
each case, as of such date of determination.
REMIC
III Group 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 Group II Mortgage Loans and the
related REO Properties then outstanding and (ii) 1 minus a fraction, the
numerator of which is two (2) times the aggregate Uncertificated Principal
Balance of each REMIC III Group II Regular Interest for which a Class II-A
Certificate or Class II-M Certificate is a Corresponding Certificate and the
denominator of which is the aggregate Uncertificated Principal Balance of each
REMIC III Group II Regular Interest for which a Class II-A Certificate or Class
II-M Certificate is a Corresponding Certificate and REMIC III Regular Interest
II-ZZ.
REMIC
III Group II Regular Interest:
Any of
the REMIC III Regular Interests II-AA, II-ZZ, II-1A-1, II-1A-2, II-1A-3, II-2A,
II-M-1, II-M-2, II-M-3, II-M-4, II-M-5, II-M-6, II-M-7, II-M-8, II-M-9, II-M-10,
II-M-11, II-IO, II-P, II-1-Sub, II-1-Grp, II-2-Sub, II-2-Grp and
II-XX.
REMIC
III Group II Required Overcollateralization Amount:
0.50%
of the Group II Overcollateralization Target Amount.
REMIC
III Group II Sub WAC Allocation Percentage:
50% of
any amount payable or loss allocable from the Group II Mortgage Loans, which
shall be allocated to REMIC III Regular Interest II-1-Sub, REMIC III Regular
Interest II-1-Grp, REMIC III Regular Interest II-2-Sub, REMIC III Regular
Interest II-2-Grp and REMIC III Regular Interest II-XX.
REMIC
III Group II Subordinated Balance Ratio:
The
ratio among the Uncertificated Principal Balances of each REMIC III Group II
Regular Interest ending with the designation “Sub”, equal to the ratio among,
with respect to each such REMIC III Group II Regular Interest, the excess of
(x)
the aggregate Stated Principal Balance of the Group II Mortgage Loans in
Subgroup II-1 or the Group II Mortgage Loans in Subgroup II-2, as applicable,
over (y) the current aggregate Certificate Principal Balance of the related
Class II-A Certificates.
REMIC
III Regular Interest:
Any of
the separate non-certificated beneficial ownership interests in REMIC III issued
hereunder and designated as a Regular Interest in REMIC III. Each REMIC III
Regular Interest shall accrue interest at the related Uncertificated REMIC
III
Pass-Through Rate in effect from time to time, and (except for the REMIC III
Regular Interests I-IO and II-IO) shall be entitled to distributions of
principal, subject to the terms and conditions hereof, in an aggregate amount
equal to its initial Uncertificated Principal Balance as set forth in the
Preliminary Statement hereto. The designations for the respective REMIC III
Regular Interests are set forth in the Preliminary Statement hereto. The REMIC
III Regular Interests consist of the REMIC III Group I Regular Interests and
REMIC III Group II Regular Interests.
REMIC
IV:
The
segregated pool of assets described in the Preliminary Statement and Section
5.07(a).
REMIC
IV Regular Interest:
The
Class I-CE Interest, Class II-CE Interest, Class I-P Interest, Class II-P
Interest, Class I-IO Interest, Class II-IO Interest or any Regular Interest
in
REMIC IV the ownership of which is represented by any of the Class A
Certificates or Class M Certificates.
REMIC
V:
The
segregated pool of assets consisting of the Class I-CE Interest conveyed in
trust to the Trustee, for the benefit of the Holders of the Class I-CE
Certificates and the Class I-RX Certificate (in respect of the Class I-R-5
Interest), with respect to which a separate REMIC election is to be
made.
REMIC
V Certificate:
Any
Class I-CE Certificate or Class I-RX Certificate (in respect of the Class I-R-5
Interest).
REMIC
VI:
The
segregated pool of assets consisting of the Class I-P Interest conveyed in
trust
to the Trustee, for the benefit of the Holders of the Class I-P Certificates
and
the Class I-RX Certificate (in respect of the Class I-R-6 Interest), with
respect to which a separate REMIC election is to be made.
REMIC
VI Certificate:
Any
Class I-P Certificate or Class I-RX Certificate (in respect of the Class I-R-6
Interest).
REMIC
VII:
The
segregated pool of assets consisting of the Class I-IO Interest conveyed in
trust to the Trustee, for the benefit of the holders of REMIC VII Regular
Interest IO and the Class I-RX Certificate (in respect of the Class I-R-7
Interest), with respect to which a separate REMIC election is to be
made.
REMIC
VII Interests:
The
REMIC VII Regular Interest IO or Class I-RX Certificate (in respect of the
Class
I-R-7 Interest).
REMIC
VIII:
The
segregated pool of assets consisting of the Class II-CE Interest conveyed in
trust to the Trustee, for the benefit of the Holders of the Class II-CE
Certificates and the Class II-RX Certificate (in respect of the Class II-R-8
Interest), with respect to which a separate REMIC election is to be
made.
REMIC
VIII Certificate:
Any
Class II-CE Certificate or Class II-RX Certificate (in respect of the Class
II-R-8 Interest).
REMIC
IX:
The
segregated pool of assets consisting of the Class II-P Interest conveyed in
trust to the Trustee, for the benefit of the Holders of the Class II-P
Certificates and the Class II-RX Certificate (in respect of the Class II-R-9
Interest), with respect to which a separate REMIC election is to be
made.
REMIC
IX Certificate:
Any
Class II-P Certificate or Class II-RX Certificate (in respect of the Class
II-R-9 Interest).
REMIC
X:
The
segregated pool of assets consisting of the Class II-IO Interest conveyed in
trust to the Trustee, for the benefit of the holders of REMIC X Regular Interest
IO and the Class II-RX Certificate (in respect of the Class II-R-10 Interest),
with respect to which a separate REMIC election is to be made.
REMIC
X Interests:
The
REMIC X Regular Interest IO or Class II-RX Certificate (in respect of the Class
II-R-10 Interest).
REMIC
Opinion:
Shall
mean an Opinion of Counsel to the effect that the proposed action will not
cause
any of REMIC I, REMIC II, REMIC III, REMIC IV, REMIC V, REMIC VI, REMIC VII,
REMIC VIII, REMIC IX or REMIC X to fail to qualify as a REMIC at any time that
any Certificates are outstanding.
REMIC
Provisions:
Provisions of the federal income tax law relating to real estate mortgage
investment conduits, which appear at Sections 860A through 860G of the Code,
and
related provisions, and proposed, temporary and final regulations and published
rulings, notices and announcements promulgated thereunder, as the foregoing
may
be in effect from time to time, as well as provisions of applicable state
laws.
REMIC
Regular Interests:
The
REMIC I Regular Interests, REMIC II Regular Interests and REMIC III Regular
Interests.
Remittance
Date:
Shall
mean the Business Day immediately preceding the Distribution Account Deposit
Date.
Remittance
Report:
Shall
mean a report to the Trustee in an electronic format (or by such other means
as
the Master Servicer and the Trustee may agree from time to time) containing
such
data and information, as agreed to by the Master Servicer and the Trustee such
as to permit the Trustee to prepare the Monthly Statement to
Certificateholders.
REO
Imputed Interest:
As to
any REO Property, for any calendar month during which such REO Property was
at
any time part of REMIC I, one month’s interest at the applicable Net Mortgage
Rate on the Stated Principal Balance of such REO Property (or, in the case
of
the first such calendar month, of the related Mortgage Loan, if appropriate)
as
of the close of business on the Distribution Date in such calendar
month.
REO
Property:
A
Mortgaged Property acquired by the Master Servicer through foreclosure or
deed-in-lieu of foreclosure in connection with a defaulted Mortgage
Loan.
Replacement
Mortgage Loan:
A
Mortgage Loan or Mortgage Loans in the aggregate substituted by the Seller
for a
Deleted Mortgage Loan, which must, on the date of such substitution, as
confirmed in a Request for Release, (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 less than 90% of, the Stated Principal
Balance of the Deleted Mortgage Loan; (ii) if the Replacement Mortgage Loan
is a
fixed rate Mortgage Loan, have a fixed Mortgage Rate not less than or more
than
1% per annum higher than the Mortgage Rate of the Deleted Mortgage Loan; (iii)
have the same or higher credit quality characteristics than that of the Deleted
Mortgage Loan; (iv) have a Loan-to-Value Ratio no higher than that of the
Deleted Mortgage Loan; (v) have a remaining term to maturity no greater than
(and not more than one year less than) that of the Deleted Mortgage Loan; (vi)
not permit conversion of the Mortgage Rate from a fixed rate to a variable
rate;
(vii) have the same lien priority as the Deleted Mortgage Loan; (viii)
constitute the same occupancy type as the Deleted Mortgage Loan or be owner
occupied; (ix) if the Replacement Mortgage Loan is an Adjustable Rate Mortgage
Loan, have a Maximum Mortgage Rate not less than the Maximum Mortgage Rate
on
the Deleted Mortgage Loan, (x) if the Replacement Mortgage Loan is an Adjustable
Rate Mortgage Loan, have a Minimum Mortgage Rate not less than the Minimum
Mortgage Rate of the Deleted Mortgage Loan, (xi) if the Replacement Mortgage
Loan is an Adjustable Rate Mortgage Loan, have a Gross Margin equal to or
greater than the Gross Margin of the Deleted Mortgage Loan, (xii) if the
Replacement Mortgage Loan is an Adjustable Rate Mortgage Loan, have a next
Adjustment Date not more than two months later than the next Adjustment Date
on
the Deleted Mortgage Loan, (xiii) comply with each representation and warranty
set forth in Section 7 of the Mortgage Loan Purchase Agreement and (xiv) the
Custodian has delivered a Final Certification noting no defects or
exceptions.
Reportable
Event:
As
defined in Section 3.16(a)(iii).
Request
for Release:
The
Request for Release to be submitted by the Seller or the Master Servicer to
the
Custodian substantially in the form of Exhibit G. Each Request for Release
furnished to the Custodian by the Seller or the Master Servicer shall be in
duplicate and shall be executed by an officer of such Person or a Servicing
Officer (or, if furnished electronically to the Custodian, shall be deemed
to
have been sent and executed by an officer of such Person or a Servicing Officer)
of the Master Servicer.
Required
Insurance Policy:
With
respect to any Mortgage Loan, any insurance policy that is required to be
maintained from time to time under this Agreement.
Reserve
Fund:
Any of
the Group I Reserve Fund and Group II Reserve Fund.
Reserve
Fund Deposit:
Any of
the Group I Reserve Fund Deposit and Group II Reserve Fund Deposit.
Residual
Certificates:
Any of
the Group I Residual Certificates and Group II Residual
Certificates.
Residual
Interest:
The
sole class of “residual interests” in a REMIC within the meaning of Section
860G(a)(2) of the Code.
Responsible
Officer:
With
respect to the Trustee, any Vice President, any Assistant Vice President, the
Secretary, any Assistant Secretary, or any Trust Officer with specific
responsibility for the transactions contemplated hereby, any other officer
customarily performing functions similar to those performed by any of the above
designated officers or other officers of the Trustee specified by the Trustee,
as to whom, with respect to a particular matter, such matter is referred because
of such officer’s knowledge of and familiarity with the particular
subject.
S&P:
Standard & Poor’s, a division of The ▇▇▇▇▇▇-▇▇▇▇ Companies, Inc., and any
successor thereto.
▇▇▇▇▇▇▇▇-▇▇▇▇▇
Act:
The
▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 and the rules and regulations of the Commission
promulgated thereunder (including any interpretations thereof by the
Commission’s staff).
▇▇▇▇▇▇▇▇-▇▇▇▇▇
Certification:
As
defined in Section 3.16(a)(iii).
Scheduled
Payment:
The
scheduled monthly payment on a Mortgage Loan due on any Due Date allocable
to
principal and/or interest on such Mortgage Loan.
Securities
Act:
The
Securities Act of 1933, as amended.
Seller:
EMC or
Master Funding, in each case in its capacity as seller of the Mortgage Loans
to
the Depositor.
Senior
Certificates:
Any of
the Class I-A Certificates and Class II-A Certificates.
Servic(es)(ing):
In
accordance with Regulation AB, the act of servicing and administering the
Mortgage Loans or any other assets of the Trust by an entity that meets the
definition of “servicer’ set forth in Item 1101 of Regulation AB and is subject
to the disclosure requirements set forth in 1108 of Regulation AB. For
clarification purposes, any uncapitalized occurrence of this term shall have
the
meaning commonly understood by participants in the residential mortgage-backed
securitization market.
Servicing
Advances:
All
customary, reasonable and necessary “out of pocket” costs and expenses
(including reasonable legal fees) incurred in the performance by the Master
Servicer of its servicing obligations hereunder, including, but not limited
to,
the cost of (i) the preservation, restoration and protection of a Mortgaged
Property, (ii) any enforcement or judicial proceedings, including foreclosures,
and including any expenses incurred in relation to any such proceedings that
result from the Mortgage Loan being registered in the MERS® System, (iii) the
management and liquidation of any REO Property (including, without limitation,
realtor’s commissions) and (iv) compliance with any obligations under Section
3.07 hereof to cause insurance to be maintained.
Servicing
Criteria:
The
“servicing criteria” set forth in Item 1122(d) of Regulation AB, as such may be
amended from time to time.
Servicing
Fee:
As to
each Mortgage Loan and any Distribution Date, an amount equal to 1/12th of
the
Servicing Fee Rate multiplied by the Stated Principal Balance of such Mortgage
Loan as of the Due Date in the month preceding the month in which such
Distribution Date occurs or, in the event of any payment of interest that
accompanies a Principal Prepayment in full during the related Due Period made
by
the Mortgagor immediately prior to such prepayment, interest at the Servicing
Fee Rate on the Stated Principal Balance of such Mortgage Loan for the period
covered by such payment of interest.
Servicing
Fee Rate:
0.500%
per annum.
Servicing
Modification:
With
respect to any Mortgage Loan that is in default or, in the reasonable judgment
of the Master Servicer, as to which default is reasonably foreseeable, any
modification which is effected by the Master Servicer in accordance with the
terms of this Agreement which results in any change in the outstanding Stated
Principal Balance, any change in the Mortgage Rate or any extension of the
term
of such Mortgage Loan.
Servicing
Officer:
Any
officer of the Master Servicer involved in, or responsible for, the
administration and servicing of the Mortgage Loans whose name and facsimile
signature appear on a list of servicing officers furnished to the Trustee by
the
Master Servicer on the Closing Date pursuant to this Agreement, as such list
may
from time to time be amended.
Significance
Estimate:
Any of
the Group I Significance Estimate and the Group II Significance
Estimate.
Significance
Percentage:
Any of
the Group I Significance Percentage and the Group II Significance
Percentage.
Sponsor:
EMC
Mortgage Corporation, in its capacity as sponsor hereunder.
Startup
Day:
The
Startup Day for each REMIC formed hereunder shall be the Closing
Date.
Stated
Principal Balance:
With
respect to any Mortgage Loan or related REO Property and any Distribution Date,
the Cut-off Date Principal Balance thereof minus the sum of (i) the principal
portion of the Scheduled Payments due with respect to such Mortgage Loan during
each Due Period ending prior to such Distribution Date (and irrespective of
any
delinquency in their payment), (ii) all Principal Prepayments with respect
to
such Mortgage Loan received prior to or during the related Prepayment Period,
(iii) all Liquidation Proceeds to the extent applied by the Master Servicer
as
recoveries of principal in accordance with Section 3.09 with respect to such
Mortgage Loan, that were received by the Master Servicer as of the close of
business on the last day of the calendar month immediately preceeding such
Distribution Date and (iv) any Realized Losses on such Mortgage Loan incurred
during the prior calendar month. The Stated Principal Balance of a Liquidated
Loan equals zero.
Subgroup:
Any of
Subgroup II-1 or Subgroup II-2.
Subgroup
I:
The
group of Group II Mortgage Loans included as such on the Mortgage Loan
Schedule.
Subgroup
II:
The
group of Group II Mortgage Loans included as such on the Mortgage Loan
Schedule.
Subgroup
II-1 Mortgage Loans:
The
Mortgage Loans identified as such on the Mortgage Loan Schedule.
Subgroup
II-1 Principal Distribution Amount:
With
respect to the Class II-1A Certificates and any Distribution Date is the product
of the Principal Distribution Amount related to Loan Group II, and a fraction,
the numerator of which is the Principal Funds for Subgroup II-1 for such
Distribution Date and the denominator of which is the Principal Funds for
Subgroup II-1 and Subgroup II-2 for such Distribution Date.
Subgroup
II-2 Mortgage Loans:
The
Mortgage Loans identified as such on the Mortgage Loan Schedule.
Subgroup
II-2 Principal Distribution Amount:
With
respect to the Class II-2A Certificates and any Distribution Date is the product
of the Principal Distribution Amount related to Loan Group II, and a fraction,
the numerator of which is the Principal Funds for Subgroup II-2 for such
Distribution Date and the denominator of which is the Principal Funds for
Subgroup II-1 and Subgroup II-2 for such Distribution Date.
Subordinated
Certificates:
The
Class M Certificates, Class CE Certificates and Residual
Certificates.
Subsequent
Recoveries:
As of
any Distribution Date, amounts received by the Master Servicer (net of any
related expenses permitted to be reimbursed pursuant to Section 4.02) or surplus
amounts held by the Master Servicer to cover estimated expenses (including,
but
not limited to, recoveries in respect of the representations and warranties
made
by the Seller pursuant to the Mortgage Loan Purchase Agreement) specifically
related to a Mortgage Loan that was the subject of a liquidation or final
disposition of any REO Property prior to the related calendar month that
resulted in a Realized Loss.
Subservicing
Agreement:
Any
agreement entered into between the Master Servicer and a subservicer with
respect to the subservicing of any Mortgage Loan hereunder by such
subservicer.
Substitution
Adjustment Amount:
The
meaning ascribed to such term pursuant to Section 2.03(c).
Sub-Trust:
Each of
the Group I Sub-Trust and the Group II Sub-Trust.
Successor
Master Servicer:
The
meaning ascribed to such term pursuant to Section 8.02.
Supplemental
Interest Trust:
Any of
the Group I Supplemental Interest Trust and Group II Supplemental Interest
Trust.
Supplemental
Interest Trust Trustee:
Any of
the Group I Supplemental Interest Trust Trustee or Group II Supplemental
Interest Trust Trustee.
Swap
Account:
Any of
the Group I Swap Account and Group II Swap Account.
Swap
Administrator:
LaSalle
Bank National Association acting as Swap administrator under the Swap
Administration Agreement.
Swap
Administration Agreement:
The
Swap Administration Agreement, dated October 30, 2006, pursuant to which the
Swap Administrator will make payments to the related Swap Provider and the
related Certificateholders, and certain other payments, as such agreement may
be
amended or supplemented from time to time.
Swap
LIBOR:
For any
Distribution Date, a per annum rate equal to the Floating Rate Option (as
defined in the related Swap Agreement) for the related Calculation Period (as
defined in the related Swap Agreement).
Swap
Provider:
Any of
the Group I Swap Provider and Group II Swap Provider.
Swap
Provider Trigger Event:
Any of
the Group I Swap Provider Trigger Event and Group II Swap Provider Trigger
Event.
Swap
Termination Payment:
Any of
the Group I Swap Termination Payment and Group II Swap Termination
Payment.
Tax
Matters Person:
The
person designated as “tax matters person” in the manner provided under Treasury
Regulation Sections 1.860F-4(d) and 301.6231(a)(7)-1T. The Holder of the
greatest Percentage Interest in a Class of Residual Certificates shall be the
Tax Matters Person for the related REMIC. The Trustee, or any successor thereto
or assignee thereof, shall serve as tax administrator hereunder and as agent
for
the related Tax Matters Person.
Transfer:
Any
direct or indirect transfer or sale of any Ownership Interest in a
Certificate.
Transfer
Affidavit:
As
defined in Section 6.02.
Trigger
Event:
Any of
a Group I Trigger Event or Group II Trigger Event.
Trust
Fund or Trust:
The
corpus of the trust created hereunder consisting of (i) the Mortgage Loans
and
all interest accruing and principal due with respect thereto after the Cut-off
Date to the extent not applied in computing the Cut-off Date Principal Balance
thereof; (ii) the Distribution Account, the Class I-P Certificate Account,
the
Class II-P Certificate Account, the Reserve Funds and the Protected Account
and
all amounts deposited therein pursuant to the applicable provisions of this
Agreement; (iii) property that secured a Mortgage Loan and has been acquired
by
foreclosure, deed in lieu of foreclosure or otherwise; (iv) the mortgagee’s
rights under the Insurance Policies with respect to the Mortgage Loans; (v)
the
rights under the Swap Administration Agreement relating to the Certificates;
(vi) the rights under the Mortgage Loan Purchase Agreement; and (vii) all
proceeds of the foregoing, including proceeds of conversion, voluntary or
involuntary, of any of the foregoing into cash or other liquid
property.
Trustee:
LaSalle
Bank National Association, for the benefit of the Certificateholders under
this
Agreement, a national banking association and any successor thereto, and any
corporation or national banking association resulting from or surviving any
consolidation or merger to which it or its successors may be a party and any
successor trustee as may from time to time be serving as successor trustee
hereunder.
Trustee
Fee:
As to
each Mortgage Loan and any Distribution Date, a per annum fee equal to 0.0070%
multiplied by the Stated Principal Balance of such Mortgage Loan as of the
Due
Date in the month preceding the month in which such Distribution Date
occurs.
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 Pass-Through Rate on
the related Uncertificated Principal Balance or related Uncertificated Notional
Amount of such REMIC Regular Interest. In each case, Uncertificated Accrued
Interest will be reduced by any Prepayment Interest Shortfalls and Relief Act
Interest Shortfalls (allocated to such REMIC Regular Interests as set forth
in
Section 1.02).
Uncertificated
Notional Amount:
With
respect to the Class I-CE Interest and any Distribution Date, an amount equal
to
the aggregate Uncertificated Principal Balance of the REMIC III Group I Regular
Interests (other than REMIC III Regular Interest I-P) for such Distribution
Date.
With
respect to the Class II-CE Interest and any Distribution Date, an amount equal
to the aggregate Uncertificated Principal Balance of the REMIC III Group II
Regular Interests (other than REMIC III Regular Interest II-P) for such
Distribution Date.
With
respect to REMIC III Regular Interest I-IO and each Distribution Date listed
below, the aggregate Uncertificated Principal Balance of the REMIC I Regular
Interests ending with the designation “A” listed below:
|
Distribution
Date
|
REMIC
I Regular Interests
|
|
|
1
|
I-1-A
through ▇-▇▇-▇
|
|
|
▇
|
▇-▇-▇
▇▇▇▇▇▇▇ ▇-▇▇-▇
|
|
|
▇
|
▇-▇-▇
through ▇-▇▇-▇
|
|
|
▇
|
▇-▇-▇
▇▇▇▇▇▇▇ ▇-▇▇-▇
|
|
|
▇
|
▇-▇-▇
through ▇-▇▇-▇
|
|
|
▇
|
▇-▇-▇
▇▇▇▇▇▇▇ ▇-▇▇-▇
|
|
|
▇
|
▇-▇-▇
through ▇-▇▇-▇
|
|
|
▇
|
▇-▇-▇
▇▇▇▇▇▇▇ ▇-▇▇-▇
|
|
|
▇
|
▇-▇-▇
through I-60-A
|
|
|
10
|
I-10-A
through I-60-A
|
|
|
11
|
I-11-A
through I-60-A
|
|
|
12
|
I-12-A
through I-60-A
|
|
|
13
|
I-13-A
through I-60-A
|
|
|
14
|
I-14-A
through I-60-A
|
|
|
15
|
I-15-A
through I-60-A
|
|
|
16
|
I-16-A
through I-60-A
|
|
|
17
|
I-17-A
through I-60-A
|
|
|
18
|
I-18-A
through I-60-A
|
|
|
19
|
I-19-A
through I-60-A
|
|
|
20
|
I-20-A
through I-60-A
|
|
|
21
|
I-21-A
through I-60-A
|
|
|
22
|
I-22-A
through I-60-A
|
|
|
23
|
I-23-A
through I-60-A
|
|
|
24
|
I-24-A
through I-60-A
|
|
|
25
|
I-25-A
through I-60-A
|
|
|
26
|
I-26-A
through I-60-A
|
|
|
27
|
I-27-A
through I-60-A
|
|
|
28
|
I-28-A
through I-60-A
|
|
|
29
|
I-29-A
through I-60-A
|
|
|
30
|
I-30-A
through I-60-A
|
|
|
31
|
I-31-A
through I-60-A
|
|
|
32
|
I-32-A
through I-60-A
|
|
|
33
|
I-33-A
through I-60-A
|
|
|
34
|
I-34-A
through I-60-A
|
|
|
35
|
I-35-A
through I-60-A
|
|
|
36
|
I-36-A
through I-60-A
|
|
|
37
|
I-37-A
through I-60-A
|
|
|
38
|
I-38-A
through I-60-A
|
|
|
39
|
I-39-A
through I-60-A
|
|
|
40
|
I-40-A
through I-60-A
|
|
|
41
|
I-41-A
through I-60-A
|
|
|
42
|
I-42-A
through I-60-A
|
|
|
43
|
I-43-A
through I-60-A
|
|
|
44
|
I-44-A
through I-60-A
|
|
|
45
|
I-45-A
through I-60-A
|
|
|
46
|
I-46-A
through I-60-A
|
|
|
47
|
I-47-A
through I-60-A
|
|
|
48
|
I-48-A
through I-60-A
|
|
|
49
|
I-49-A
through I-60-A
|
|
|
50
|
I-50-A
through I-60-A
|
|
|
51
|
I-51-A
through I-60-A
|
|
|
52
|
I-52-A
through I-60-A
|
|
|
53
|
I-53-A
through I-60-A
|
|
|
54
|
I-54-A
through I-60-A
|
|
|
55
|
I-55-A
through I-60-A
|
|
|
56
|
I-56-A
through I-60-A
|
|
|
57
|
I-57-A
through I-60-A
|
|
|
58
|
I-58-A
through I-60-A
|
|
|
59
|
I-59-A
through I-60-A
|
|
|
60
|
I-60-A
|
|
|
thereafter
|
$0.00
|
With
respect to REMIC III Regular Interest II-IO and each Distribution Date listed
below, the aggregate Uncertificated Principal Balance of the REMIC II Regular
Interests ending with the designation “A” listed below:
|
Distribution
Date
|
REMIC
II Regular Interests
|
|
|
1
|
I-1-A
through I-60-A and II-1-A through II-60-A
|
|
|
2
|
I-2-A
through I-60-A and II-2-A through II-60-A
|
|
|
3
|
I-3-A
through I-60-A and II-3-A through II-60-A
|
|
|
4
|
I-4-A
through I-60-A and II-4-A through II-60-A
|
|
|
5
|
I-5-A
through I-60-A and II-5-A through II-60-A
|
|
|
6
|
I-6-A
through I-60-A and II-6-A through II-60-A
|
|
|
7
|
I-7-A
through I-60-A and II-7-A through II-60-A
|
|
|
8
|
I-8-A
through I-60-A and II-8-A through II-60-A
|
|
|
9
|
I-9-A
through I-60-A and II-9-A through II-60-A
|
|
|
10
|
I-10-A
through I-60-A and II-10-A through II-60-A
|
|
|
11
|
I-11-A
through I-60-A and II-11-A through II-60-A
|
|
|
12
|
I-12-A
through I-60-A and II-12-A through II-60-A
|
|
|
13
|
I-13-A
through I-60-A and II-13-A through II-60-A
|
|
|
14
|
I-14-A
through I-60-A and II-14-A through II-60-A
|
|
|
15
|
I-15-A
through I-60-A and II-15-A through II-60-A
|
|
|
16
|
I-16-A
through I-60-A and II-16-A through II-60-A
|
|
|
17
|
I-17-A
through I-60-A and II-17-A through II-60-A
|
|
|
18
|
I-18-A
through I-60-A and II-18-A through II-60-A
|
|
|
19
|
I-19-A
through I-60-A and II-19-A through II-60-A
|
|
|
20
|
I-20-A
through I-60-A and II-20-A through II-60-A
|
|
|
21
|
I-21-A
through I-60-A and II-21-A through II-60-A
|
|
|
22
|
I-22-A
through I-60-A and II-22-A through II-60-A
|
|
|
23
|
I-23-A
through I-60-A and II-23-A through II-60-A
|
|
|
24
|
I-24-A
through I-60-A and II-24-A through II-60-A
|
|
|
25
|
I-25-A
through I-60-A and II-25-A through II-60-A
|
|
|
26
|
I-26-A
through I-60-A and II-26-A through II-60-A
|
|
|
27
|
I-27-A
through I-60-A and II-27-A through II-60-A
|
|
|
28
|
I-28-A
through I-60-A and II-28-A through II-60-A
|
|
|
29
|
I-29-A
through I-60-A and II-29-A through II-60-A
|
|
|
30
|
I-30-A
through I-60-A and II-30-A through II-60-A
|
|
|
31
|
I-31-A
through I-60-A and II-31-A through II-60-A
|
|
|
32
|
I-32-A
through I-60-A and II-32-A through II-60-A
|
|
|
33
|
I-33-A
through I-60-A and II-33-A through II-60-A
|
|
|
34
|
I-34-A
through I-60-A and II-34-A through II-60-A
|
|
|
35
|
I-35-A
through I-60-A and II-35-A through II-60-A
|
|
|
36
|
I-36-A
through I-60-A and II-36-A through II-60-A
|
|
|
37
|
I-37-A
through I-60-A and II-37-A through II-60-A
|
|
|
38
|
I-38-A
through I-60-A and II-38-A through II-60-A
|
|
|
39
|
I-39-A
through I-60-A and II-39-A through II-60-A
|
|
|
40
|
I-40-A
through I-60-A and II-40-A through II-60-A
|
|
|
41
|
I-41-A
through I-60-A and II-41-A through II-60-A
|
|
|
42
|
I-42-A
through I-60-A and II-42-A through II-60-A
|
|
|
43
|
I-43-A
through I-60-A and II-43-A through II-60-A
|
|
|
44
|
I-44-A
through I-60-A and II-44-A through II-60-A
|
|
|
45
|
I-45-A
through I-60-A and II-45-A through II-60-A
|
|
|
46
|
I-46-A
through I-60-A and II-46-A through II-60-A
|
|
|
47
|
I-47-A
through I-60-A and II-47-A through II-60-A
|
|
|
48
|
I-48-A
through I-60-A and II-48-A through II-60-A
|
|
|
49
|
I-49-A
through I-60-A and II-49-A through II-60-A
|
|
|
50
|
I-50-A
through I-60-A and II-50-A through II-60-A
|
|
|
51
|
I-51-A
through I-60-A and II-51-A through II-60-A
|
|
|
52
|
I-52-A
through I-60-A and II-52-A through II-60-A
|
|
|
53
|
I-53-A
through I-60-A and II-53-A through II-60-A
|
|
|
54
|
I-54-A
through I-60-A and II-54-A through II-60-A
|
|
|
55
|
I-55-A
through I-60-A and II-55-A through II-60-A
|
|
|
56
|
I-56-A
through I-60-A and II-56-A through II-60-A
|
|
|
57
|
I-57-A
through I-60-A and II-57-A through II-60-A
|
|
|
58
|
I-58-A
through I-60-A and II-58-A through II-60-A
|
|
|
59
|
I-59-A
through I-60-A and II-59-A through II-60-A
|
|
|
60
|
I-60-A
and II-60-A
|
|
|
thereafter
|
$0.00
|
With
respect to the Class I-IO Interest and any Distribution Date, an amount equal
to
the Uncertificated Notional Amount of the REMIC III Regular Interest I-IO.
With
respect to REMIC VII Regular Interest IO, an amount equal to the Uncertificated
Notional Amount of the Class I-IO Interest.
With
respect to the Class II-IO Interest and any Distribution Date, an amount equal
to the Uncertificated Notional Amount of the REMIC III Regular Interest II-IO.
With respect to REMIC X Regular Interest IO, an amount equal to the
Uncertificated Notional Amount of the Class II-IO Interest.
Uncertificated
Pass-Through Rate:
The
Uncertificated REMIC I Pass-Through Rate, Uncertificated REMIC II Pass-Through
Rate or Uncertificated REMIC III Pass-Through Rate.
Uncertificated
Principal Balance:
The
amount of REMIC Regular Interests, Class P Interests and Class CE Interests
outstanding as of any date of determination. As of the Closing Date, the
Uncertificated Principal Balance of each REMIC Regular Interest, Class P
Interest and Class CE Interest shall equal the amount set forth in the
Preliminary Statement hereto as its initial Uncertificated Principal Balance,
and on any date of determination thereafter, the Uncertificated Principal
Balance of the Class I-CE Interest shall be an amount equal to the excess,
if
any, of (A) the then aggregate Uncertificated Principal Balance of the REMIC
III
Group I Regular Interests, over (B) the then aggregate Certificate Principal
Balance of the Class I-A Certificates and the Class I-M Certificates and the
Uncertificated Principal Balance of the Class I-P Interest then outstanding,
and
the Uncertificated Principal Balance of the Class II-CE Interest shall be an
amount equal to the excess, if any, of (A) the then aggregate Uncertificated
Principal Balance of the REMIC III Group II Regular Interests, over (B) the
then
aggregate Certificate Principal Balance of the Class II-A Certificates and
the
Class II-M Certificates and the Uncertificated Principal Balance of the Class
II-P Interest then outstanding. On each Distribution Date, the Uncertificated
Principal Balance of the REMIC Regular Interests, Class CE Interests and Class
P
Interests shall be reduced by all distributions of principal made on such REMIC
Regular Interests, Class CE Interests and Class P Interests on such Distribution
Date pursuant to Section 5.07 and, if and to the extent necessary and
appropriate, shall be further reduced on such Distribution Date by Realized
Losses as provided in Section 5.05, and the Uncertificated Principal Balances
of
REMIC III Regular Interest I-ZZ and REMIC III Regular Interest II-ZZ shall
be
increased by interest deferrals as provided in Sections 5.07(c)(1)(ii) and
5.07(c)(3)(ii), respectively. The Uncertificated Principal Balance of each
REMIC
Regular Interest, Class P Interest and Class CE Interest shall never be less
than zero.
Uncertificated
REMIC I Pass-Through Rate:
With
respect to each REMIC I Regular Interest ending with the designation “A” and any
Distribution Date, a per annum rate equal to the weighted average Net Mortgage
Rate of the Group I Mortgage Loans multiplied by 2, subject to a maximum rate
of
10.00%. With respect to each REMIC I Regular Interest ending with the
designation “B” and any Distribution Date, the greater of (x) a per annum rate
equal to the excess, if any, of (1) 2 multiplied by the weighted average Net
Mortgage Rate of the Group I Mortgage Loans over (2) 10.00% and (y) 0.00% per
annum.
With
respect to REMIC I Regular Interest P, 0.00%.
Uncertificated
REMIC II Pass-Through Rate:
With
respect to each REMIC II Group I Regular Interest ending with the designation
“A” and any Distribution Date, a per annum rate equal to the weighted average
Net Mortgage Rate of Subgroup II-1 multiplied by 2, subject to a maximum rate
of
10.0050%. With respect to each REMIC II Group I Regular Interest ending with
the
designation “B” and any Distribution Date, the greater of (x) a per annum rate
equal to the excess, if any, of (1) 2 multiplied by the weighted average Net
Mortgage Rate of Subgroup II-1 over (2) 10.0050% and (y) 0.00% per annum.
With
respect to each REMIC II Group II Regular Interest ending with the designation
“A” and any Distribution Date, a per annum rate equal to the weighted average
Net Mortgage Rate of Subgroup II-2 multiplied by 2, subject to a maximum rate
of
10.0050%. With respect to each REMIC II Group II Regular Interest ending with
the designation “B” and any Distribution Date, the greater of (x) a per annum
rate equal to the excess, if any, of (1) 2 multiplied by the weighted average
Net Mortgage Rate of Subgroup II-2 over (2) 10.0050% and (y) 0.00% per annum.
With
respect to REMIC II Regular Interest P, 0.00%.
Uncertificated
REMIC III Pass-Through Rate:
With
respect to REMIC III Regular Interest I-AA, each REMIC III Group I Regular
Interest for which a Class I-A Certificate or Class I-M Certificate is the
Corresponding Certificate and REMIC III Regular Interest I-ZZ, and any
Distribution Date, a per annum rate equal to the weighted average of (x) the
Uncertificated REMIC I Pass-Through Rates for the REMIC I Regular Interests
ending with the designation “B” for such Distribution Date and (y) the rates
listed below for the REMIC I Regular Interests ending with the designation
“A”
for such Distribution Date, in each case, weighted on the basis of the
Uncertificated Principal Balances of each such REMIC I Regular Interest for
such
Distribution Date:
|
Distribution
Date
|
REMIC
I Regular Interest
|
Rate
|
||
|
1
|
I-1-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
2
|
I-2-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
3
|
I-3-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-2-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
4
|
I-4-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-3-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
5
|
I-5-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-4-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
6
|
I-6-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-5-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
7
|
I-7-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-6-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
8
|
I-8-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-7-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
9
|
I-9-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-8-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
10
|
I-10-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-9-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
11
|
I-11-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-10-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
12
|
I-12-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-11-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
13
|
I-13-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-12-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
14
|
I-14-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-13-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
15
|
I-15-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-14-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
16
|
I-16-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-15-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
17
|
I-17-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-16-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
18
|
I-18-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-17-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
19
|
I-19-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-18-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
20
|
I-20-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-19-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
21
|
I-21-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-20-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
22
|
I-22-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-21-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
23
|
I-23-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-22-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
24
|
I-24-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-23-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
25
|
I-25-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-24-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
26
|
I-26-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-25-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
27
|
I-27-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-26-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
28
|
I-28-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-27-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
29
|
I-29-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-28-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
30
|
I-30-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-29-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
31
|
I-31-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-30-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
32
|
I-32-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-31-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
33
|
I-33-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-32-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
34
|
I-34-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-33-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
35
|
I-35-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-34-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
36
|
I-36-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-35-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
37
|
I-37-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-36-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
38
|
I-38-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-37-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
39
|
I-39-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-38-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
40
|
I-40-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-39-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
41
|
I-41-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-40-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
42
|
I-42-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-41-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
43
|
I-43-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-42-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
44
|
I-44-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-43-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
45
|
I-45-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-44-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
46
|
I-46-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-45-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
47
|
I-47-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-46-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
48
|
I-48-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-47-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
49
|
I-49-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-48-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
50
|
I-50-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-49-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
51
|
I-51-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-50-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
52
|
I-52-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-51-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
53
|
I-53-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-52-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
54
|
I-54-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-53-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
55
|
I-55-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-54-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
56
|
I-56-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-55-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
57
|
I-57-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-56-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
58
|
I-58-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-57-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
59
|
I-59-A
and I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-58-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
60
|
I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC I Pass-Through Rate
|
||
|
I-1-A
through I-59-A
|
Uncertificated
REMIC I Pass-Through Rate
|
|||
|
thereafter
|
I-1-A
through I-60-A
|
Uncertificated
REMIC I Pass-Through Rate
|
With
respect to REMIC III Regular Interest I-IO and any Distribution Date, a per
annum rate equal to the excess, if any, of (x) the weighted average of the
Uncertificated REMIC I Pass-Through Rates for the REMIC I Regular Interests
ending with the designation “A”, over (y) 2 multiplied by Swap
LIBOR.
With
respect to REMIC III Regular Interest I-P,
0.00%.
With
respect to REMIC III Regular Interest II-AA, each REMIC III Group II Regular
Interest for which a Class II-A Certificate or Class II-M Certificate is the
Corresponding Certificate, REMIC III Regular Interest II-ZZ, REMIC III Regular
Interest II-1-Sub, REMIC III Regular Interest II-2-Sub and REMIC III Regular
Interest II-XX, and any Distribution Date, a per annum rate equal to the
weighted average of (x) the Uncertificated REMIC II Pass-Through Rates for
the
REMIC II Regular Interests ending with the designation “B” for such Distribution
Date and (y) the rates listed below for the REMIC II Regular Interests ending
with the designation “A” for such Distribution Date, in each case, weighted on
the basis of the Uncertificated Principal Balances of each such REMIC II Regular
Interest for such Distribution Date:
|
Distribution
Date
|
REMIC
II Regular Interest
|
Rate
|
||
|
1
|
I-1-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
2
|
I-2-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-2-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
3
|
I-3-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-3-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-2-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-2-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
4
|
I-4-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-4-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-3-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-3-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
5
|
I-5-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-5-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-4-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-4-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
6
|
I-6-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-6-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-5-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-5-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
7
|
I-7-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-7-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-6-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-6-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
8
|
I-8-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-8-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-7-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-7-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
9
|
I-9-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-9-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-8-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-8-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
10
|
I-10-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-10-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-9-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-9-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
11
|
I-11-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-11-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-10-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-10-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
12
|
I-12-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-12-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-11-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-11-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
13
|
I-13-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-13-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-12-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-12-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
14
|
I-14-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-14-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-13-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-13-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
15
|
I-15-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-15-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-14-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-14-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
16
|
I-16-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-16-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-15-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-15-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
17
|
I-17-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-17-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-16-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-16-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
18
|
I-18-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-18-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-17-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-17-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
19
|
I-19-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-19-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-18-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-18-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
20
|
I-20-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-20-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-19-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-19-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
21
|
I-21-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-21-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-20-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-20-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
22
|
I-22-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-22-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-21-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-21-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
23
|
I-23-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-23-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-22-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-22-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
24
|
I-24-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-24-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-23-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-23-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
25
|
I-25-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-25-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-24-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-24-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
26
|
I-26-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-26-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-25-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-25-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
27
|
I-27-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-27-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-26-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-26-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
28
|
I-28-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-28-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-27-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-27-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
29
|
I-29-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-29-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-28-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-28-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
30
|
I-30-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-30-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-29-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-29-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
31
|
I-31-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-31-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-30-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-30-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
32
|
I-32-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-32-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-31-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-31-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
33
|
I-33-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-33-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-32-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-32-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
34
|
I-34-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-34-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-33-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-33-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
35
|
I-35-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-35-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-34-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-34-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
36
|
I-36-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-36-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-35-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-35-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
37
|
I-37-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-37-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-36-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-36-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
38
|
I-38-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-38-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-37-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-37-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
39
|
I-39-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-39-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-38-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-38-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
40
|
I-40-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-40-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-39-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-39-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
41
|
I-41-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-41-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-40-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-40-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
42
|
I-42-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-42-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-41-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-41-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
43
|
I-43-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-43-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-42-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-42-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
44
|
I-44-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-44-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-43-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-43-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
45
|
I-45-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-45-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-44-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-44-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
46
|
I-46-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-46-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-45-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-45-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
47
|
I-47-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-47-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-46-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-46-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
48
|
I-48-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-48-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-47-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-47-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
49
|
I-49-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-49-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-48-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-48-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
50
|
I-50-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-50-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-49-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-49-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
51
|
I-51-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-51-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-50-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-50-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
52
|
I-52-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-52-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-51-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-51-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
53
|
I-53-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-53-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-52-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-52-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
54
|
I-54-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-54-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-53-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-53-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
55
|
I-55-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-55-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-54-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-54-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
56
|
I-56-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-56-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-55-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-55-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
57
|
I-57-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-57-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-56-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-56-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
58
|
I-58-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-58-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-57-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-57-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
59
|
I-59-A
and I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-59-A
and II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-58-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-58-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
60
|
I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
|||
|
I-1-A
through I-59-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
II-1-A
through II-59-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
thereafter
|
I-1-A
through I-60-A
|
Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-60-A
|
Uncertificated
REMIC II Pass-Through Rate
|
With
respect to REMIC III Regular Interest II-1-Grp and any Distribution Date, a
per
annum rate equal to the weighted average of (x) the Uncertificated REMIC II
Pass-Through Rates for the REMIC II Group I Regular Interests ending with the
designation “B” for such Distribution Date and (y) the rates listed below for
the REMIC II Group I Regular Interests ending with the designation “A” for such
Distribution Date listed below, in each case, weighted on the basis of the
Uncertificated Principal Balances of each such REMIC II Group I Regular Interest
for such Distribution Date:
|
Distribution
Date
|
REMIC
II Regular Interest
|
Rate
|
||
|
1
|
I-1-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
2
|
I-2-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
3
|
I-3-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-2-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
4
|
I-4-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-3-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
5
|
I-5-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-4-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
6
|
I-1-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-5-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
7
|
I-7-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-6-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
8
|
I-8-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-7-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
9
|
I-9-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-8-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
10
|
I-10-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-9-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
11
|
I-11-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-10-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
12
|
I-12-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-11-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
13
|
I-13-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-12-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
14
|
I-14-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-13-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
15
|
I-15-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-14-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
16
|
I-16-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-15-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
17
|
I-17-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-16-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
18
|
I-18-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-17-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
19
|
I-19-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-18-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
20
|
I-20-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-19-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
21
|
I-21-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-20-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
22
|
I-22-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-21-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
23
|
I-23-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-22-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
24
|
I-24-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-23-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
25
|
I-25-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-24-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
26
|
I-26-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-25-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
27
|
I-27-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-26-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
28
|
I-28-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-27-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
29
|
I-29-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-28-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
30
|
I-30-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-29-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
31
|
I-31-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-30-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
32
|
I-32-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-31-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
33
|
I-33-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-32-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
34
|
I-34-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-33-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
35
|
I-35-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-34-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
36
|
I-36-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-35-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
37
|
I-37-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-36-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
38
|
I-38-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-37-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
39
|
I-39-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-38-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
40
|
I-40-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-39-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
41
|
I-41-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-40-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
42
|
I-42-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-41-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
43
|
I-43-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-42-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
44
|
I-44-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-43-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
45
|
I-45-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-44-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
46
|
I-46-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-45-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
47
|
I-47-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-46-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
48
|
I-48-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-47-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
49
|
I-49-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-48-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
50
|
I-50-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-49-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
51
|
I-51-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-50-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
52
|
I-52-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-51-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
53
|
I-53-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-52-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
54
|
I-54-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-53-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
55
|
I-55-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-54-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
56
|
I-56-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-55-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
57
|
I-57-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-56-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
58
|
I-58-A
through I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-57-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
59
|
I-59-A
and I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-58-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
60
|
I-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
I-1-A
through I-59-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
thereafter
|
I-1-A
through I-60-A
|
Uncertificated
REMIC II Pass-Through Rate
|
With
respect to REMIC III Regular Interest II-2-Grp and any Distribution Date, a
per
annum rate equal to the weighted average of (x) the Uncertificated REMIC II
Pass-Through Rates for the REMIC II Group II Regular Interests ending with
the
designation “B” for such Distribution Date and (y) the rates listed below for
the REMIC II Group II Regular Interests ending with the designation “A” for such
Distribution Date listed below, in each case, weighted on the basis of the
Uncertificated Principal Balances of each such REMIC II Group II Regular
Interest for such Distribution Date:
|
Distribution
Date
|
REMIC
II Regular Interest
|
Rate
|
||
|
1
|
II-1-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
2
|
II-2-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
3
|
II-3-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-2-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
4
|
II-4-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-3-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
5
|
II-5-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-4-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
6
|
II-1-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-5-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
7
|
II-7-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-6-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
8
|
II-8-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-7-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
9
|
II-9-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-8-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
10
|
II-10-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-9-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
11
|
II-11-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-10-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
12
|
II-12-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-11-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
13
|
II-13-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-12-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
14
|
II-14-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-13-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
15
|
II-15-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-14-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
16
|
II-16-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-15-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
17
|
II-17-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-16-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
18
|
II-18-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-17-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
19
|
II-19-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-18-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
20
|
II-20-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-19-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
21
|
II-21-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-20-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
22
|
II-22-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-21-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
23
|
II-23-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-22-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
24
|
II-24-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-23-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
25
|
II-25-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-24-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
26
|
II-26-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-25-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
27
|
II-27-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-26-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
28
|
II-28-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-27-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
29
|
II-29-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-28-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
30
|
II-30-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-29-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
31
|
II-31-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-30-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
32
|
II-32-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-31-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
33
|
II-33-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-32-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
34
|
II-34-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-33-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
35
|
II-35-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-34-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
36
|
II-36-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-35-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
37
|
II-37-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-36-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
38
|
II-38-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-37-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
39
|
II-39-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-38-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
40
|
II-40-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-39-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
41
|
II-41-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-40-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
42
|
II-42-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-41-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
43
|
II-43-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-42-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
44
|
II-44-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-43-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
45
|
II-45-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-44-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
46
|
II-46-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-45-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
47
|
II-47-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-46-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
48
|
II-48-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-47-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
49
|
II-49-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-48-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
50
|
II-50-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-49-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
51
|
II-51-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-50-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
52
|
II-52-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-51-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
53
|
II-53-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-52-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
54
|
II-54-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-53-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
55
|
II-55-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-54-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
56
|
II-56-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-55-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
57
|
II-57-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-56-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
58
|
II-58-A
through II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-57-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
59
|
II-59-A
and II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-58-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
60
|
II-60-A
|
2
multiplied by Swap LIBOR, subject to a maximum rate of Uncertificated
REMIC II Pass-Through Rate
|
||
|
II-1-A
through II-59-A
|
Uncertificated
REMIC II Pass-Through Rate
|
|||
|
thereafter
|
II-1-A
through II-60-A
|
Uncertificated
REMIC II Pass-Through Rate
|
With
respect to REMIC III Regular Interest II-IO and any Distribution Date, a per
annum rate equal to the excess, if any, of (x) the weighted average of the
Uncertificated REMIC II Pass-Through Rates for the REMIC II Regular Interests
ending with the designation “A”, over (y) 2 multiplied by Swap
LIBOR.
With
respect to REMIC III Regular Interest II-P, 0.00%.
Unpaid
Realized Loss Amount:
With
respect to any related Class A Certificates and as to any Distribution Date,
is
the excess of Applied Realized Loss Amounts with respect to such Class over
the
sum of all distributions in reduction of the Applied Realized Loss Amounts
with
respect to such Class on all previous Distribution Dates. Any amounts
distributed to the related Class A Certificates in respect of any Unpaid
Realized Loss Amount shall not be applied to reduce the Certificate Principal
Balance of such Class.
Voting
Rights:
The
portion of the voting rights of all the Certificates that is allocated to any
Certificate for purposes of the voting provisions hereunder. Voting Rights
shall
be allocated, with respect to matters solely involving the Group I Certificates,
(i) 92% to the Class I-A Certificates and Class I-M Certificates, (ii) 3% to
the
Class I-CE Certificates until paid in full, and (iii) 1% to each of the Class
I-R-1, Class I-R-2, Class I-R-3, Class I-RX and Class I-P Certificates, with
the
allocation among the Certificates (other than the Class I-CE, Class I-P and
Group I Residual Certificates) to be in proportion to the Certificate Principal
Balance of each Class relative to the Certificate Principal Balance of all
other
such Classes. Voting Rights with respect to matters solely involving the Group
II Certificates, shall be allocated (i) 92% to the Class II-A Certificates
and
Class II-M Certificates, (ii) 5% to the Class II-CE Certificates until paid
in
full, and (iii) 1% to each of the Class II-P, Class II-R-1 and Class II-RX
Certificates, with the allocation among the Certificates (other than the Class
II-CE, Class II-P and Group II Residual Certificates) to be in proportion to
the
Certificate Principal Balance of each Class relative to the Certificate
Principal Balance of all other such Classes. Matters which solely affect the
Group I Certificates or Group II Certificates will be voted on solely by the
related Classes. Voting Rights with respect to both Loan Groups shall be
allocated (i) 46% to the Group I Offered Certificates, (ii) 46% to the Group
II
Offered Certificates (iii) 1.5% to the Class I-CE, (iv) 2.5% to the Class II-CE
Certificates, (v) 0.5% to each of the Class I-R-1, Class I-R-2, Class I-R-3,
Class I-RX, Class I-P, and (vi) 0.5% to each of the Class II-P, Class II-R-1
and
Class II-RX Certificates, with the allocation among the Certificates (other
than
the Class CE, Class P and Residual Certificates) to be in proportion to the
Certificate Principal Balance of each Class relative to the Certificate
Principal Balance of all other such Classes.
Section
1.02 Allocation
of Certain Interest Shortfalls.
For
purposes of calculating the amount of Current Interest for the Class A, Class
M
and Class CE Certificates for any Distribution Date, the aggregate amount of
any
Prepayment Interest Shortfalls (to the extent not covered by payments by the
Master Servicer pursuant to Section 5.02) and any Relief Act Interest Shortfalls
incurred in respect of the related Mortgage Loans for any Distribution Date
shall be allocated first, to the related CE Interest based on, and to the extent
of, one month’s interest at the then applicable Pass-Through Rate on the
Uncertificated Notional Amount thereof, and thereafter, among the related Class
A Certificates and Class M Certificates, in each case on a pro
rata
basis
based on, and to the extent of, one month’s interest at the then applicable
respective Pass Through Rates on the respective Certificate Principal Balances
of each such Certificate.
For
purposes of calculating the amount of Uncertificated Accrued Interest for the
REMIC I Regular Interests (other than REMIC I Regular Interest P) for any
Distribution Date, the aggregate amount of any Prepayment Interest Shortfalls
(to the extent not covered by payments by the Master Servicer pursuant to
Section 5.02) and any Relief Act Interest Shortfalls incurred in respect of
Loan
Group I shall be allocated first, to REMIC I Regular Interests ending with
the
designation “B”, pro
rata,
based
on, and to the extent of, one month’s interest at the then applicable respective
Uncertificated REMIC I Pass-Through Rates on the respective Uncertificated
Principal Balances of each such REMIC I Regular Interest, and second, to REMIC
I
Regular Interests ending with the designation “A”, pro
rata,
based
on, and to the extent of, one month’s interest at the then applicable respective
Uncertificated REMIC I Pass-Through Rates on the respective Uncertificated
Principal Balances of each such REMIC I Regular Interest.
For
purposes of calculating the amount of Uncertificated Accrued Interest for the
REMIC II Group I Regular Interests for any Distribution Date, the aggregate
amount of any Prepayment Interest Shortfalls (to the extent not covered by
payments by the Master Servicer pursuant to Section 5.02) and any Relief Act
Interest Shortfalls incurred in respect of Subgroup II-1 shall be allocated
first, to REMIC II Group I Regular Interests ending with the designation “B”,
pro
rata,
based
on, and to the extent of, one month’s interest at the then applicable respective
Uncertificated REMIC II Pass-Through Rates on the respective Uncertificated
Principal Balances of each such REMIC II Group I Regular Interest, and second,
to REMIC II Group I Regular Interests ending with the designation “A”,
pro
rata,
based
on, and to the extent of, one month’s interest at the then applicable respective
Uncertificated REMIC II Pass-Through Rates on the respective Uncertificated
Principal Balances of each such REMIC II Group I Regular Interest.
For
purposes of calculating the amount of Uncertificated Accrued Interest for the
REMIC II Group II Regular Interests for any Distribution Date, the aggregate
amount of any Prepayment Interest Shortfalls (to the extent not covered by
payments by the Master Servicer pursuant to Section 5.02) and any Relief Act
Interest Shortfalls incurred in respect of Subgroup II-2 shall be allocated
first, to REMIC II Group II Regular Interests ending with the designation “B”,
pro
rata,
based
on, and to the extent of, one month’s interest at the then applicable respective
Uncertificated REMIC II Pass-Through Rates on the respective Uncertificated
Principal Balances of each such REMIC II Group II Regular Interest, and second,
to REMIC II Group II Regular Interests ending with the designation “A”,
pro
rata,
based
on, and to the extent of, one month’s interest at the then applicable respective
Uncertificated REMIC II Pass-Through Rates on the respective Uncertificated
Principal Balances of each such REMIC II Group II Regular Interest.
For
purposes of calculating the amount of Uncertificated Accrued Interest for the
REMIC III Group I Regular Interests for any Distribution Date, the aggregate
amount of any Prepayment Interest Shortfalls (to the extent not covered by
payments by the Master Servicer pursuant to Section 5.02) and any Relief Act
Interest Shortfalls incurred in respect of Loan Group I for any Distribution
Date shall be allocated first, to Uncertificated Accrued Interest payable to
REMIC III Regular Interest I-AA and REMIC III Regular Interest I-ZZ up to an
aggregate amount equal to the REMIC III Group I Interest Loss Allocation Amount,
98% and 2%, respectively, and thereafter, among REMIC III Regular Interest
I-AA,
each REMIC III Group I Regular Interest for which a Class I-A Certificate or
Class I-M Certificate is a Corresponding Certificate and REMIC III Regular
Interest I-ZZ, pro
rata,
based
on, and to the extent of, one month’s interest at the then applicable respective
Uncertificated REMIC III Pass-Through Rates on the respective Uncertificated
Principal Balances of each such REMIC III Group I Regular Interest.
For
purposes of calculating the amount of Uncertificated Accrued Interest for the
REMIC III Group II Regular Interests for any Distribution Date, (i) the REMIC
III Group II Marker Allocation Percentage of the aggregate amount of any
Prepayment Interest Shortfalls (to the extent not covered by payments by the
Master Servicer pursuant to Section 5.02) and any Relief Act Interest Shortfalls
incurred in respect of Loan Group II for such Distribution Date shall be
allocated first, to Uncertificated Accrued Interest payable to REMIC III Regular
Interest II-AA and REMIC III Regular Interest II-ZZ up to an aggregate amount
equal to the REMIC III Group II Interest Loss Allocation Amount, 98% and 2%,
respectively, and thereafter, among REMIC III Regular Interest II-AA, each
REMIC
III Group II Regular Interest for which a Class II-A Certificate or Class II-M
Certificate is the Corresponding Certificate and REMIC III Regular Interest
II-ZZ, pro
rata,
based
on, and to the extent of, one month’s interest at the then applicable respective
Uncertificated REMIC III Pass-Through Rates on the respective Uncertificated
Principal Balances of each such REMIC III Group II Regular Interest, and (ii)
the REMIC III Group II Sub WAC Allocation Percentage of the aggregate amount
of
any Prepayment Interest Shortfalls (to the extent not covered by payments by
the
Master Servicer pursuant to Section 5.02) and any Relief Act Interest Shortfalls
incurred in respect of Loan Group II for such Distribution Date shall be
allocated among REMIC III Regular Interest II-1-Sub, REMIC III Regular Interest
II-1-Grp, REMIC III Regular Interest II-2-Sub, REMIC III Regular Interest
II-2-Grp and REMIC III Regular Interest II-XX, pro
rata,
based
on, and to the extent of, one month’s interest at the then applicable respective
Uncertificated REMIC III Pass-Through Rates on the respective Uncertificated
Principal Balances of each such REMIC III Regular Interest.
ARTICLE
II
CONVEYANCE
OF TRUST FUND
Section
2.01 Conveyance
of Trust Fund.
Pursuant
to the Mortgage Loan Purchase Agreement, the Seller sold, transferred, assigned,
set over and otherwise conveyed to the Depositor, without recourse, all the
right, title and interest of such Seller in and to the assets sold by it in
the
Trust Fund. Pursuant to the Mortgage Loan Purchase Agreement, Master Funding
sold, transferred, assigned, set over and otherwise conveyed to the Depositor,
without recourse, all the right, title and interest of Master Funding in and
to
the assets sold by it in the Trust Fund.
The
Seller has entered into this Agreement in consideration for the purchase of
the
Mortgage Loans by the Depositor pursuant to the Mortgage Loan Purchase Agreement
and has agreed to take the actions specified herein.
The
Depositor, concurrently with the execution and delivery hereof, hereby sells,
transfers, assigns, sets over and otherwise conveys to the Trustee for the
use
and benefit of the Certificateholders, without recourse, all the right, title
and interest of the Depositor in and to the Trust Fund.
In
connection with such sale, the Depositor has delivered to, and deposited with,
or caused to be delivered to and deposited with, the Trustee or the Custodian,
as its agent, the following documents or instruments with respect to each
Mortgage Loan so assigned: (i) the original Mortgage Note, including any riders
thereto, endorsed without recourse (A) in blank or to the order of “LaSalle Bank
National Association, as Trustee for Certificateholders of Bear ▇▇▇▇▇▇▇ Asset
Backed Securities I LLC, Asset-Backed Certificates, Series 2006-HE8,” or (B) in
the case of a loan registered on the MERS system, in blank, and in each case
showing an unbroken chain of endorsements from the original payee thereof to
the
Person endorsing it to the Trustee, (ii) the original Mortgage and, if the
related Mortgage Loan is a MOM Loan, noting the presence of the MIN and language
indicating that such Mortgage Loan is a MOM Loan, which shall have been recorded
(or, for Mortgage Loans other than the EMC Flow Loans, if the original is not
available, a copy), with evidence of such recording indicated thereon (or if
clause (x) in the proviso below applies, shall be in recordable form), (iii)
unless the Mortgage Loan is either a MOM Loan or has been assigned in the name
of MERS, the assignment (either an original or a copy, which may be in the
form
of a blanket assignment if permitted in the jurisdiction in which the Mortgaged
Property is located) to the Trustee of the Mortgage with respect to each
Mortgage Loan in the name of “LaSalle Bank National Association, as Trustee for
Certificateholders of Bear ▇▇▇▇▇▇▇ Asset Backed Securities I LLC, Asset-Backed
Certificates, Series 2006-HE8,” which shall have been recorded (or if clause (x)
in the proviso below applies, shall be in recordable form), (iv) an original
or
a copy of all intervening assignments of the Mortgage, if any, to the extent
available to the Seller, with evidence of recording thereon, (v) with respect
to
any first or second lien Mortgage Loan (other than any Piggyback Loan), the
original policy of title insurance or mortgagee’s certificate of title insurance
or commitment or binder for title insurance or, in the event such original
title
policy has not been received from the title insurer, such original title policy
will be delivered within one year of the Closing Date or, in the event such
original title policy is unavailable, a photocopy of such title policy or,
in
lieu thereof, a current lien search on the related Mortgaged Property; and
with
respect to any Piggyback Loan, the original policy of title insurance or
mortgagee’s certificate of title insurance or commitment or binder for title
insurance issued as to the related first lien Mortgage Loan or, in lieu thereof,
a lien search on the related Mortgaged Property that was conducted in connection
with the related first lien Mortgage Loan and (vi) originals or copies of all
available assumption, modification or substitution agreements, if any; provided,
however, that in lieu of the foregoing, the Seller or Master Funding, as
applicable, may deliver the following documents, under the circumstances set
forth below: (x) if any Mortgage (other than the Mortgages related to the EMC
Flow Loans), assignment thereof to the Trustee or intervening assignments
thereof have been delivered or are being delivered to recording offices for
recording and have not been returned in time to permit their delivery as
specified above, the Depositor may deliver, or cause to be delivered, a true
copy thereof with a certification by the Seller or Master Funding, as
applicable, or the title company issuing the commitment for title insurance,
on
the face of such copy, substantially as follows: “Certified to be a true and
correct copy of the original, which has been transmitted for recording”;
(y)
in
lieu of the Mortgage (other than the Mortgages related to the EMC Flow Loans),
assignment to the Trustee or in blank or intervening assignments thereof, if
the
applicable jurisdiction retains the originals of such documents (as evidenced
by
a certification from the Depositor to such effect) the Depositor may deliver,
or
cause to be delivered, photocopies of such documents containing an original
certification by the judicial or other governmental authority of the
jurisdiction where such documents were recorded; and
(z)
in lieu of the Mortgage Notes relating to the Mortgage Loans identified in
the
list set forth in Exhibit I, the Depositor may deliver, or cause to be
delivered, a lost note affidavit and indemnity and a copy of the original note,
if available; and provided, further, however, that in the case of Mortgage
Loans
which have been prepaid in full after the Cut-Off Date and prior to the Closing
Date, the Depositor, in lieu of delivering the above documents, may deliver,
or
cause to be delivered, to the Trustee and the Custodian a certification of
a
Servicing Officer to such effect and in such case shall deposit all amounts
paid
in respect of such Mortgage Loans, in the Protected Account or in the
Distribution Account on the Closing Date. In the case of the documents referred
to in clause (x) above, the Depositor shall deliver, or cause to be delivered,
such documents to the Trustee or the Custodian promptly after they are
received.
EMC
(on
its own behalf as Seller and on behalf of Master Funding) shall cause, at its
expense, the Mortgage and intervening assignments, if any, and to the extent
required in accordance with the foregoing, the assignment of the Mortgage to
the
Trustee to be submitted for recording promptly after the Closing Date; provided
that, the Seller need not cause to be recorded (a) any assignment in any
jurisdiction under the laws of which, as evidenced by an Opinion of Counsel
addressed to the Trustee delivered by EMC (on its own behalf as Seller and
on
behalf of Master Funding) to the Trustee and the Rating Agencies, the
recordation of such assignment is not necessary to protect the Trustee’s
interest in the related Mortgage Loan or (b) if MERS is identified on the
Mortgage or on a properly recorded assignment of the Mortgage as the mortgagee
of record solely as nominee for the Seller and Master Funding and its successors
and assigns. In the event that the Seller, Master Funding, the Depositor or
the
Master Servicer gives written notice to the Trustee that a court has
recharacterized the sale of the Mortgage Loans as a financing, EMC (on its
own
behalf as Seller and on behalf of Master Funding) shall submit or cause to
be
submitted for recording as specified above each such previously unrecorded
assignment to be submitted for recording as specified above at the expense
of
the Trust. In the event a Mortgage File is released to the Master Servicer
as a
result of such Person having completed a Request for Release, the Custodian
shall, if not so completed, complete the assignment of the related Mortgage
in
the manner specified in clause (iii) above.
In
connection with the assignment of any Mortgage Loan registered on the MERS®
System, EMC (on its own behalf as Seller and on behalf of Master Funding)
further agrees that it will cause, at the Seller’s own expense, within 30 days
after the Closing Date, the MERS® System to indicate that such Mortgage Loans
have been assigned by EMC (on its own behalf as Seller and on behalf of Master
Funding) to the Depositor and by the Depositor to the Trustee in accordance
with
this Agreement for the benefit of the Certificateholders by including (or
deleting, in the case of Mortgage Loans which are repurchased in accordance
with
this Agreement) in such computer files (a) the code in the field which
identifies the specific Trustee and (b) the code in the field “Pool Field” which
identifies the series of the Certificates issued in connection with such
Mortgage Loans. EMC (on its own behalf as Seller and on behalf of Master
Funding) further agrees that it will not, and will not permit the Master
Servicer to, and the Master Servicer agrees that it will not, alter the codes
referenced in this paragraph with respect to any Mortgage Loan during the term
of this Agreement unless and until such Mortgage Loan is repurchased in
accordance with the terms of this Agreement or the Mortgage Loan Purchase
Agreement.
Section
2.02 Acceptance
of the Mortgage Loans.
(a) Based
on
the Initial Certification received by it from the Custodian, the Trustee
acknowledges receipt of, subject to the further review and exceptions reported
by the Custodian pursuant to the procedures described below, the documents
(or
certified copies thereof) delivered to the Trustee or the Custodian on its
behalf pursuant to Section 2.01 and declares that it holds and will continue
to
hold directly or through a custodian those documents and any amendments,
replacements or supplements thereto and all other assets of the Trust Fund
delivered to it in trust for the use and benefit of all present and future
Holders of the Certificates. On the Closing Date, the Trustee or the Custodian
on its behalf will deliver an Initial Certification, in the form of Exhibit
One
to the Custodial Agreement, to the parties indicated on such exhibit confirming
whether or not it has received the Mortgage File for each Mortgage Loan, but
without review of such Mortgage File, except to the extent necessary to confirm
whether such Mortgage File contains the original Mortgage Note or a lost note
affidavit and indemnity in lieu thereof. No later than 90 days after the Closing
Date, the Trustee or the Custodian on its behalf shall, for the benefit of
the
Certificateholders, review each Mortgage File delivered to it and execute and
deliver to EMC (on its own behalf and on behalf of Master Funding), the Master
Servicer and, if reviewed by the Custodian, the Trustee, an Interim
Certification, substantially in the form of Exhibit Two to the Custodial
Agreement. In conducting such review, the Trustee or the Custodian on its behalf
will ascertain whether all required documents have been executed and received
and whether those documents relate, determined on the basis of the Mortgagor
name, original principal balance and loan number, to the Mortgage Loans
identified in Exhibit B to this Agreement, as supplemented (provided, however,
that with respect to those documents described in subclauses (iv) and (vi)
of
Section 2.01, such obligations shall extend only to documents actually delivered
pursuant to such subclauses). In performing any such review, the Trustee and
the
Custodian may conclusively rely on the purported due execution and genuineness
of any such document and on the purported genuineness of any signature thereon.
If the Trustee or the Custodian on its behalf finds any document constituting
part of the Mortgage File not to have been executed or received, or to be
unrelated to the Mortgage Loans identified in Exhibit B or to appear to be
defective on its face, the Trustee or the Custodian on its behalf shall include
such information in the exception report attached to the Interim Certification.
Within
90
days from the date of notice from the Trustee of the defect, EMC (on its own
behalf as Seller and on behalf of Master Funding)
shall
correct or cure any such defect or, if prior to the end of the second
anniversary of the Closing Date, EMC (on its own behalf as Seller and on behalf
of Master Funding) may substitute for the related Mortgage Loan a Replacement
Mortgage Loan, which substitution shall be accomplished in the manner and
subject to the conditions set forth in Section 2.03, or shall deliver to the
Trustee an Opinion of Counsel addressed to the Trustee to the effect that such
defect does not materially or adversely affect the interests of the
Certificateholders in such Mortgage Loan. If EMC (on its own behalf as Seller
and on behalf of Master Funding) fails to correct or cure the defect or deliver
such opinion within such period, EMC (on its own behalf as Seller and on behalf
of Master Funding) will, subject to Section 2.03, within 90 days from the
notification of the Trustee purchase such Mortgage Loan at the Purchase Price;
provided, however, that if such defect relates solely to the inability of EMC
(on its own behalf as Seller and on behalf of Master Funding) to deliver the
Mortgage, assignment thereof to the Trustee, or intervening assignments thereof
with evidence of recording thereon because such documents have been submitted
for recording and have not been returned by the applicable jurisdiction, EMC
(on
its own behalf as Seller and on behalf of Master Funding) shall not be required
to purchase such Mortgage Loan if the Seller delivers such documents promptly
upon receipt, but in no event later than 360 days after the Closing Date.
Notwithstanding anything to the contrary, the Trustee shall have no
responsibility with respect to the custody or review of Mortgage Files held
by
the Custodian pursuant to the Custodial Agreement. The Trustee shall have no
liability for the failure of the Custodian to perform its obligations under
the
Custodial Agreement.
(b) No
later
than 180 days after the Closing Date, the Trustee or the Custodian on its behalf
will review, for the benefit of the Certificateholders, the Mortgage Files
and
will execute and deliver or cause to be executed and delivered to EMC (on its
own behalf as Seller and on behalf of Master Funding), the Master Servicer
and,
if reviewed by the Custodian, the Trustee, a Final Certification, substantially
in the form of Exhibit Three to the Custodial Agreement. In conducting such
review, the Trustee or the Custodian on its behalf will ascertain whether each
document required to be recorded has been returned from the recording office
with evidence of recording thereon and the Trustee or the Custodian on its
behalf has received either an original or a copy thereof, as required in Section
2.01 (provided, however, that with respect to those documents described in
subclauses (iv) and (vi) of Section 2.01, such obligations shall extend only
to
documents actually delivered pursuant to such subclauses). If the Trustee or
the
Custodian on its behalf finds any document with respect to a Mortgage Loan
has
not been received, or to be unrelated, determined on the basis of the Mortgagor
name, original principal balance and loan number, to the Mortgage Loans
identified in Exhibit B or to appear defective on its face, the Trustee or
the
Custodian on its behalf shall note such defect in the exception report attached
to the Final Certification and shall promptly notify EMC (on its own behalf
as
Seller and on behalf of Master Funding). Within 90 days from the date of notice
from the Trustee of the defect, EMC (on its own behalf as Seller and on behalf
of Master Funding) shall correct or cure any such defect or, if prior to the
end
of the second anniversary of the Closing Date, EMC (on its own behalf as Seller
and on behalf of Master Funding) may substitute for the related Mortgage Loan
a
Replacement Mortgage Loan, which substitution shall be accomplished in the
manner and subject to the conditions set forth in Section 2.03, or shall deliver
to the Trustee an Opinion of Counsel addressed to the Trustee to the effect
that
such defect does not materially or adversely affect the interests of
Certificateholders in such Mortgage Loan. If EMC (on its own behalf as Seller
and on behalf of Master Funding) is unable within such period to correct or
cure
such defect, or to substitute the related Mortgage Loan with a Replacement
Mortgage Loan or to deliver such opinion, EMC (on its own behalf as Seller
and
on behalf of Master Funding) shall, subject to Section 2.03, within 90 days
from
the notification of the Trustee, purchase such Mortgage Loan at the Purchase
Price; provided, however, that if such defect relates solely to the inability
of
EMC (on its own behalf as Seller and on behalf of Master Funding) to deliver
the
Mortgage, assignment thereof to the Trustee or intervening assignments thereof
with evidence of recording thereon, because such documents have not been
returned by the applicable jurisdiction, EMC (on its own behalf as Seller and
on
behalf of Master Funding) shall not be required to purchase such Mortgage Loan,
if the Seller delivers such documents promptly upon receipt, but in no event
later than 360 days after the Closing Date. Notwithstanding anything to the
contrary, the Trustee shall have no responsibility with respect to the custody
or review of Mortgage Files held by the Custodian pursuant to the Custodial
Agreement. The Trustee shall have no liability for the failure of the Custodian
to perform its obligations under the Custodial Agreement.
(c) In
the
event that a Mortgage Loan is purchased by EMC (on its own behalf as Seller
and
on behalf of Master Funding) in accordance with subsections 2.02(a) or (b)
above
or Section 2.03, EMC (on its own behalf as Seller and on behalf of Master
Funding) shall remit the applicable Purchase Price to the Master Servicer for
deposit in the Protected Account and shall provide written notice to the Trustee
detailing the components of the Purchase Price, signed by a Servicing Officer.
Upon deposit of the Purchase Price in the Protected Account and upon receipt
of
a Request for Release with respect to such Mortgage Loan, the Trustee or the
Custodian will release to EMC (on its own behalf as Seller and on behalf of
Master Funding) the related Mortgage File and the Trustee shall execute and
deliver all instruments of transfer or assignment, without recourse,
representation or warranty furnished to it by the related Seller, as are
necessary to vest in the title to and rights under the Mortgage Loan. Such
purchase shall be deemed to have occurred on the date on which the deposit
into
the Protected Account was made. The Trustee shall promptly notify the Rating
Agencies of such repurchase. The obligation of the Seller to cure, repurchase
or
substitute for any Mortgage Loan as to which a defect in a constituent document
exists shall be the sole remedies respecting such defect available to the
Certificateholders or to the Trustee on their behalf.
(d) EMC
(on
its own behalf as Seller and on behalf of Master Funding) shall deliver to
the
Trustee or the Custodian on its behalf, and Trustee agrees to accept the
Mortgage Note and other documents constituting the Mortgage File with respect
to
any Replacement Mortgage Loan, which the Trustee or the Custodian will review
as
provided in subsections 2.02(a) and 2.02(b), provided, that the Closing Date
referred to therein shall instead be the date of delivery of the Mortgage File
with respect to each Replacement Mortgage Loan.
Section
2.03 Representations,
Warranties and Covenants of the Master Servicer and The Seller.
(a) The
Master Servicer hereby represents and warrants to the Depositor and the Trustee
as follows, as of the Closing Date:
(i) It
is
duly organized and is validly existing and in good standing under the laws
of
the State of Delaware and is duly authorized and qualified to transact any
and
all business contemplated by this Agreement to be conducted by it in any state
in which a Mortgaged Property is located or is otherwise not required under
applicable law to effect such qualification and, in any event, is in compliance
with the doing business laws of any such state, to the extent necessary to
ensure its ability to enforce each Mortgage Loan, to service the Mortgage Loans
in accordance with the terms of the Mortgage Loan Purchase Agreement and to
perform any of its other obligations under this Agreement in accordance with
the
terms hereof or thereof.
(ii) It
has
the full corporate power and authority to service each Mortgage Loan, and to
execute, deliver and perform, and to enter into and consummate the transactions
contemplated by this Agreement and has duly authorized by all necessary
corporate action on its part the execution, delivery and performance of this
Agreement; and this Agreement, assuming the due authorization, execution and
delivery hereof by the other parties hereto or thereto, as applicable,
constitutes its legal, valid and binding obligation, enforceable against it
in
accordance with its terms, except that (a) the enforceability hereof may be
limited by bankruptcy, insolvency, moratorium, receivership and other similar
laws relating to creditors’ rights generally and (b) the remedy of specific
performance and injunctive and other forms of equitable relief may be subject
to
equitable defenses and to the discretion of the court before which any
proceeding therefor may be brought.
(iii) The
execution and delivery of this Agreement, the servicing of the Mortgage Loans
by
it under this Agreement, the consummation of any other of the transactions
contemplated by this Agreement, and the fulfillment of or compliance with the
terms hereof and thereof are in its ordinary course of business and will not
(A)
result in a breach of any term or provision of its charter or by-laws or (B)
conflict with, result in a breach, violation or acceleration of, or result
in a
default under, the terms of any other material agreement or instrument to which
it is a party or by which it may be bound, or (C) constitute a violation of
any
statute, order or regulation applicable to it of any court, regulatory body,
administrative agency or governmental body having jurisdiction over it; and
it
is not in breach or violation of any material indenture or other material
agreement or instrument, or in violation of any statute, order or regulation
of
any court, regulatory body, administrative agency or governmental body having
jurisdiction over it which breach or violation may materially impair its ability
to perform or meet any of its obligations under this Agreement.
(iv) It
is an
approved servicer of conventional mortgage loans for ▇▇▇▇▇▇ ▇▇▇ or ▇▇▇▇▇▇▇
Mac
and is a mortgagee approved by the Secretary of Housing and Urban Development
pursuant to sections 203 and 211 of the National Housing Act.
(v) No
litigation is pending or, to the best of its knowledge, threatened, against
it
that would materially and adversely affect the execution, delivery or
enforceability of this Agreement or its ability to service the Mortgage Loans
or
to perform any of its other obligations under this Agreement in accordance
with
the terms hereof.
(vi) No
consent, approval, authorization or order of any court or governmental agency
or
body is required for its execution, delivery and performance of, or compliance
with, this Agreement or the consummation of the transactions contemplated hereby
or thereby, or if any such consent, approval, authorization or order is
required, it has obtained the same.
(vii) As
of the
Closing Date and except as has been otherwise disclosed to the Depositor, or
disclosed in any public filing: (1) no default or servicing related performance
trigger has occurred as to any other Pass-Through Transfer due to any act or
failure to act of the Master Servicer; (2) no material noncompliance with
applicable servicing criteria as to any other Pass-Through Transfer has
occurred, been disclosed or reported by the Master Servicer; (3) the Master
Servicer has not been terminated as servicer in a residential mortgage loan
Pass-Through Transfer, either due to a servicing default or to application
of a
servicing performance test or trigger; (4) no material changes to the Master
Servicer’s servicing policies and procedures for similar loans have occurred in
the preceding three years outside of the normal changes warranted by regulatory
and product type changes in the portfolio; (5) there are no aspects of the
Master Servicer’s financial condition that could have a material adverse impact
on the performance by the Master Servicer of its obligations hereunder; (6)
there are no legal proceedings pending, or known to be contemplated by
governmental authorities, against the Master Servicer that could be material
to
investors in the securities issued in such Pass-Through Transfer; and (7) there
are no affiliations, relationships or transactions relating to the Master
Servicer of a type that are described under Item 1119 of Regulation
AB.
(viii) If
so
requested by the Depositor on any date, the Master Servicer shall, within five
Business Days following such request, confirm in writing the accuracy of the
representations and warranties set forth in clause (a)(vii) of this Section
or,
if any such representation and warranty is not accurate as of the date of such
request, provide reasonably adequate disclosure of the pertinent facts, in
writing, to the requesting party.
(ix) As
a
condition to the succession to the Master Servicer or any subservicer as
servicer or subservicer under this Agreement by any Person (i) into which the
Master Servicer or such subservicer may be merged or consolidated, or (ii)
which
may be appointed as a successor to the Master Servicer or any subservicer,
the
Master Servicer shall provide to the Depositor, at least 15 calendar days prior
to the effective date of such succession or appointment, (x) written notice
to
the Depositor of such succession or appointment and (y) in writing and in form
and substance reasonably satisfactory to the Depositor, all information
reasonably requested by the Depositor in order to comply with its reporting
obligation under Item 6.02 of Form 8-K with respect to any class of asset-backed
securities.
(x) With
respect to each Subgroup II-2 Mortgage Loan, information regarding the Mortgagor
credit files related to such Mortgage Loan has been and will continue to be
furnished to credit reporting agencies in compliance with the provisions of
the
Fair Credit Reporting Act and the applicable implementing
regulations.
(xi) In
connection with the Subgroup II-2 Mortgage Loans, the Master Servicer shall
not
collect any prepayment premium in any instance when the mortgage debt is
accelerated through foreclosure sale or other payment as the result of the
mortgagor’s default under the terms of the security instrument.
(b) The
Seller hereby represents and warrants to the Depositor and the Trustee as
follows, as of the Closing Date:
(i) The
Seller is duly organized as a Delaware corporation and is validly existing
and
in good standing under the laws of the State of Delaware and is duly authorized
and qualified to transact any and all business contemplated by this Agreement
to
be conducted by the Seller in any state in which a Mortgaged Property is located
or is otherwise not required under applicable law to effect such qualification
and, in any event, is in compliance with the doing business laws of any such
state, to the extent necessary to ensure its ability to enforce each Mortgage
Loan, to sell the Mortgage Loans in accordance with the terms of the Mortgage
Loan Purchase Agreement and to perform any of its other obligations under this
Agreement in accordance with the terms hereof.
(ii) The
Seller has the full corporate power and authority to sell each Mortgage Loan,
and to execute, deliver and perform, and to enter into and consummate the
transactions contemplated by this Agreement and has duly authorized by all
necessary corporate action on the part of the Seller the execution, delivery
and
performance of this Agreement, assuming the due authorization, execution and
delivery hereof by the other parties hereto or thereto, as applicable,
constitutes a legal, valid and binding obligation of the Seller, enforceable
against the Seller in accordance with its terms, except that (a) the
enforceability hereof may be limited by bankruptcy, insolvency, moratorium,
receivership and other similar laws relating to creditors’ rights generally and
(b) the remedy of specific performance and injunctive and other forms of
equitable relief may be subject to equitable defenses and to the discretion
of
the court before which any proceeding therefor may be brought.
(iii) The
execution and delivery of this Agreement by the Seller, the sale of the Mortgage
Loans by the Seller under the Mortgage Loan Purchase Agreement, the consummation
of any other of the transactions contemplated by this Agreement, and the
fulfillment of or compliance with the terms hereof and thereof are in the
ordinary course of business of the Seller and will not (A) result in a material
breach of any term or provision of the charter or by-laws of the Seller or
(B)
conflict with, result in a breach, violation or acceleration of, or result
in a
default under, the terms of any other material agreement or instrument to which
the Seller is a party or by which it may be bound, or (C) constitute a violation
of any statute, order or regulation applicable to the Seller of any court,
regulatory body, administrative agency or governmental body having jurisdiction
over the Seller; and the Seller is not in breach or violation of any material
indenture or other material agreement or instrument, or in violation of any
statute, order or regulation of any court, regulatory body, administrative
agency or governmental body having jurisdiction over it which breach or
violation may materially impair the Seller’s ability to perform or meet any of
its obligations under this Agreement.
(iv) The
Seller is an approved seller of conventional mortgage loans for ▇▇▇▇▇▇ ▇▇▇
or
▇▇▇▇▇▇▇ Mac and is a mortgagee approved by the Secretary of Housing and Urban
Development pursuant to sections 203 and 211 of the National Housing
Act.
(v) No
litigation is pending or, to the best of the Seller’s knowledge, threatened,
against the Seller that would materially and adversely affect the execution,
delivery or enforceability of this Agreement or the ability of the Seller to
sell the Mortgage Loans or to perform any of its other obligations under this
Agreement in accordance with the terms hereof or thereof.
(vi) No
consent, approval, authorization or order of any court or governmental agency
or
body is required for the execution, delivery and performance by the Seller
of,
or compliance by the Seller with, this Agreement or the consummation of the
transactions contemplated hereby, or if any such consent, approval,
authorization or order is required, the Seller has obtained the
same.
(vii) With
respect to each Mortgage Loan as of the Closing Date (or such other date as
may
be specified in Section 7 of the Mortgage Loan Purchase Agreement), the Seller
hereby remakes and restates each of the representations and warranties set
forth
in Section 7 of the Mortgage Loan Purchase Agreement to the Depositor and the
Trustee to the same extent as if fully set forth herein.
(c) Upon
discovery by any of the parties hereto of a breach of a representation or
warranty set forth in the Mortgage Loan Purchase Agreement with respect to
the
Mortgage Loans that materially and adversely affects the interests of the
related Certificateholders in any Mortgage Loan, the party discovering such
breach shall give prompt written notice thereof to the other parties. Any breach
of a representation or warranty contained in clauses (c), (q), (s) and (z)
through (ii) of Section 7 of the Mortgage Loan Purchase Agreement in respect
of
a Subgroup II-2 Loan, shall be deemed to materially adversely affect the
interests of the related Certificateholders. The Seller hereby covenants, with
respect to the representations and warranties set forth in the Mortgage Loan
Purchase Agreement with respect to the Mortgage Loans, that within 90 days
of
the discovery of a breach of any representation or warranty set forth therein
that materially and adversely affects the interests of the Certificateholders
in
any Mortgage Loan, it shall cure such breach in all material respects and,
if
such breach is not so cured, (i) if such 90 day period expires prior to the
second anniversary of the Closing Date, remove such Mortgage Loan (a “Deleted
Mortgage Loan”) from the Trust Fund and substitute in its place a Replacement
Mortgage Loan, in the manner and subject to the conditions set forth in this
Section; or (ii) repurchase the affected Mortgage Loan or Mortgage Loans from
the Trustee at the Purchase Price in the manner set forth below; provided that
any such substitution pursuant to (i) above or repurchase pursuant to (ii)
above
shall not be effected prior to the delivery to the Trustee of an Opinion of
Counsel if required by Section 2.05 hereof and any such substitution pursuant
to
(i) above shall not be effected prior to the additional delivery to the Trustee
of a Request for Release. The Trustee shall give prompt written notice to the
parties hereto of the Seller’s failure to cure such breach as set forth in the
preceding sentence. The Seller shall promptly reimburse the Master Servicer
and
the Trustee for any expenses reasonably incurred by the Master Servicer or
the
Trustee in respect of enforcing the remedies for such breach. To enable the
Master Servicer to amend the Mortgage Loan Schedule, the Seller shall, unless
it
cures such breach in a timely fashion pursuant to this Section 2.03, promptly
notify the Master Servicer whether it intends either to repurchase, or to
substitute for, the Mortgage Loan affected by such breach. With respect to
the
representations and warranties with respect to the Mortgage Loans that are
made
to the best of the Seller’s knowledge, if it is discovered by any of the
Depositor, the Master Servicer, the Seller, the Trustee or the Custodian that
the substance of such representation and warranty is inaccurate and such
inaccuracy materially and adversely affects the value of the related Mortgage
Loan, notwithstanding the Seller’s lack of knowledge with respect to the
substance of such representation or warranty, the Seller shall nevertheless
be
required to cure, substitute for or repurchase the affected Mortgage Loan in
accordance with the foregoing.
With
respect to any Replacement Mortgage Loan or Loans, the Seller (pursuant to
the
Mortgage Loan Purchase Agreement) shall deliver to the Trustee or the Custodian
on its behalf for the benefit of the Certificateholders such documents and
agreements as are required by Section 2.01. No substitution will be made in
any
calendar month after the Determination Date for such month. Notwithstanding
the
foregoing, such substitution must be done within two years of the Closing Date.
Scheduled Payments due with respect to Replacement Mortgage Loans in the Due
Period related to the Distribution Date on which such proceeds are to be
distributed shall not be part of the Trust Fund and will be retained by the
Seller. For the month of substitution, distributions to Certificateholders
will
include the Scheduled Payment due on any Deleted Mortgage Loan for the related
Due Period and thereafter the Seller shall be entitled to retain all amounts
received in respect of such Deleted Mortgage Loan. The Master Servicer shall
amend the Mortgage Loan Schedule for the benefit of the Certificateholders
to
reflect the removal of each such Deleted Mortgage Loan and the substitution
of
the Replacement Mortgage Loan or Loans and the Master Servicer shall deliver
the
amended Mortgage Loan Schedule to the Trustee and the Custodian. Upon such
substitution, the Replacement Mortgage Loan or Loans shall be subject to the
terms of this Agreement in all respects, and the Seller shall be deemed to
have
made with respect to such Replacement Mortgage Loan or Loans, as of the date
of
substitution, the representations and warranties set forth in Section 7 or
Section 8 of the Mortgage Loan Purchase Agreement with respect to such Mortgage
Loan. Upon any such substitution and the deposit into the Protected Account
of
the amount required to be deposited therein in connection with such substitution
as described in the following paragraph and receipt by the Trustee of a Request
for Release for such Mortgage Loan, the Trustee or the Custodian shall release
to the Seller the Mortgage File relating to such Deleted Mortgage Loan and
held
for the benefit of the Certificateholders and the Trustee shall execute and
deliver at the Seller’s direction such instruments of transfer or assignment as
have been prepared by the Seller in each case without recourse, representation
or warranty as shall be necessary to vest in the Seller or its respective
designee, title to the Trustee’s interest in any Deleted Mortgage Loan
substituted for pursuant to this Section 2.03.
For
any
month in which the Seller substitutes one or more Replacement Mortgage Loans
for
a Deleted Mortgage Loan, the Master Servicer will determine the amount (if
any)
by which the aggregate principal balance of all the Replacement Mortgage Loans
as of the date of substitution is less than the Stated Principal Balance (after
application of the principal portion of the Scheduled Payment due in the month
of substitution) of such Deleted Mortgage Loan. An amount equal to the aggregate
of such deficiencies, described in the preceding sentence for any Distribution
Date (such amount, the “Substitution Adjustment Amount”) shall be deposited into
the Protected Account, by the Seller upon its delivering such Replacement
Mortgage Loan on the Determination Date for the Distribution Date relating
to
the Prepayment Period during which the related Mortgage Loan became required
to
be purchased or replaced hereunder.
In
the
event that the Seller shall have repurchased a Mortgage Loan, the Purchase
Price
therefor shall be deposited into the Protected Account, on the Determination
Date for the Distribution Date in the month following the month during which
the
Seller became obligated to repurchase or replace such Mortgage Loan and upon
such deposit of the Purchase Price, the delivery of an Opinion of Counsel if
required by Section 2.05 and the receipt of a Request for Release, the Trustee
or the Custodian shall release the related Mortgage File held for the benefit
of
the Certificateholders to the Seller and the Trustee shall execute and deliver
at such Person’s direction the related instruments of transfer or assignment
prepared by the Seller, in each case without recourse, as shall be necessary
to
transfer title from the Trustee for the benefit of the Certificateholders and
transfer the Trustee’s interest to EMC (on its own as a Seller and on behalf of
Master Funding) to any Mortgage Loan purchased pursuant to this Section 2.03.
It
is understood and agreed that the obligation under this Agreement of the Seller
to cure, repurchase or replace any Mortgage Loan as to which a breach has
occurred and is continuing shall constitute the sole remedies against the Seller
respecting such breach available to the Certificateholders, the Depositor or
the
Trustee.
(d) The
representations and warranties set forth in this Section 2.03 hereof shall
survive delivery of the respective Mortgage Loans and Mortgage Files to the
Trustee or the Custodian for the benefit of the Certificateholders.
Section
2.04 Representations
and Warranties of the Depositor.
The
Depositor hereby represents and warrants to the Master Servicer and the Trustee
as follows, as of the date hereof and as of the Closing Date:
(i) The
Depositor is duly organized and is validly existing as a limited liability
company in good standing under the laws of the State of Delaware and has full
power and authority necessary to own or hold its properties and to conduct
its
business as now conducted by it and to enter into and perform its obligations
under this Agreement.
(ii) The
Depositor has the full power and authority to execute, deliver and perform,
and
to enter into and consummate the transactions contemplated by, this Agreement
and has duly authorized, by all necessary corporate action on its part, the
execution, delivery and performance of this Agreement, assuming the due
authorization, execution and delivery hereof by the other parties hereto,
constitutes a legal, valid and binding obligation of the Depositor, enforceable
against the Depositor in accordance with its terms, subject, as to
enforceability, to (i) bankruptcy, insolvency, reorganization, moratorium and
other similar laws affecting creditors’ rights generally and (ii) general
principles of equity, regardless of whether enforcement is sought in a
proceeding in equity or at law.
(iii) The
execution and delivery of this Agreement by the Depositor, the consummation
of
the transactions contemplated by this Agreement, and the fulfillment of or
compliance with the terms hereof and thereof are in the ordinary course of
business of the Depositor and will not (A) result in a material breach of any
term or provision of the certificate of formation or limited liability company
agreement of the Depositor or (B) conflict with, result in a breach, violation
or acceleration of, or result in a default under, the terms of any other
material agreement or instrument to which the Depositor is a party or by which
it may be bound or (C) constitute a violation of any statute, order or
regulation applicable to the Depositor of any court, regulatory body,
administrative agency or governmental body having jurisdiction over the
Depositor; and the Depositor is not in breach or violation of any material
indenture or other material agreement or instrument, or in violation of any
statute, order or regulation of any court, regulatory body, administrative
agency or governmental body having jurisdiction over it which breach or
violation may materially impair the Depositor’s ability to perform or meet any
of its obligations under this Agreement.
(iv) No
litigation is pending, or, to the best of the Depositor’s knowledge, threatened,
against the Depositor that would materially and adversely affect the execution,
delivery or enforceability of this Agreement or the ability of the Depositor
to
perform its obligations under this Agreement in accordance with the terms hereof
or thereof.
(v) No
consent, approval, authorization or order of any court or governmental agency
or
body is required for the execution, delivery and performance by the Depositor
of, or compliance by the Depositor with this Agreement or the consummation
of
the transactions contemplated hereby or thereby, or if any such consent,
approval, authorization or order is required, the Depositor has obtained the
same.
(vi) The
Depositor has filed all reports required to be filed by Section 13 or Section
15(d) of the Exchange Act during the preceding 12 months (or for such shorter
period that the Depositor was required to file such reports) and it has been
subject to such filing requirements for the past 90 days.
The
Depositor hereby represents and warrants to the Trustee as of the Closing Date,
following the transfer of the Mortgage Loans to it by the Sellers, the Depositor
had good title to the Mortgage Loans and the related Mortgage Notes were subject
to no offsets, claims, defenses or counterclaims.
It
is
understood and agreed that the representations and warranties set forth in
this
Section 2.04 shall survive delivery of the Mortgage Files to the Trustee or
the
Custodian for the benefit of the Certificateholders. Upon discovery by the
Depositor or the Trustee of a breach of such representations and warranties,
the
party discovering such breach shall give prompt written notice to the others
and
to each Rating Agency.
Section
2.05 Delivery
of Opinion of Counsel in Connection with Substitutions and
Repurchases.
(a) Notwithstanding
any contrary provision of this Agreement, with respect to any Mortgage Loan
that
is not in default or as to which default is not reasonably foreseeable, no
repurchase or substitution pursuant to Sections 2.02 or 2.03 shall be made
unless the Sponsor delivers to the Trustee an Opinion of Counsel, addressed
to
the Trustee, to the effect that such repurchase or substitution would not (i)
result in the imposition of the tax on “prohibited transactions” of REMIC I,
REMIC II, REMIC III, REMIC IV, REMIC V, REMIC VI, REMIC VII, REMIC VIII, REMIC
IX or REMIC X or contributions after the Closing Date, as defined in Sections
860F(a)(2) and 860G(d) of the Code, respectively, or (ii) cause any of REMIC
I,
REMIC II, REMIC III, REMIC IV, REMIC V, REMIC VI, REMIC VII, REMIC VIII, REMIC
IX or REMIC X to fail to qualify as a REMIC at any time that any Certificates
are outstanding. Any Mortgage Loan as to which repurchase or substitution was
delayed pursuant to this paragraph shall be repurchased or the substitution
therefor shall occur (subject to compliance with Sections 2.02 or 2.03) upon
the
earlier of (a) the occurrence of a default or default becoming reasonably
foreseeable with respect to such Mortgage Loan and (b) receipt by the Trustee
of
an Opinion of Counsel addressed to the Trustee to the effect that such
repurchase or substitution, as applicable, will not result in the events
described in clause (i) or clause (ii) of the preceding sentence.
(b) Upon
discovery by the Depositor, the Seller or the Master Servicer that any Mortgage
Loan does not constitute a “qualified mortgage” within the meaning of section
860G(a)(3) of the Code, the party discovering such fact shall promptly (and
in
any event within 5 Business Days of discovery) give written notice thereof
to
the other parties and the Trustee. In connection therewith, the Trustee shall
require the Seller at it’s option, to either (i) substitute, if the conditions
in Section 2.03 with respect to substitutions are satisfied, a Replacement
Mortgage Loan for the affected Mortgage Loan, or (ii) repurchase the affected
Mortgage Loan within 90 days of such discovery in the same manner as it would
a
Mortgage Loan for a breach of representation or warranty in accordance with
Section 2.03. The Trustee shall reconvey to the Seller the Mortgage Loan to
be
released pursuant hereto (and the Custodian shall deliver the related Mortgage
File) in the same manner, and on the same terms and conditions, as it would
a
Mortgage Loan repurchased for breach of a representation or warranty in
accordance with Section 2.03.
Section
2.06 Countersignature
and Delivery of Certificates.
(a) The
Trustee acknowledges the sale, transfer and assignment to it of the Trust Fund
and, concurrently with such transfer and assignment, has executed, countersigned
and delivered, to or upon the order of the Depositor, the Certificates in
authorized denominations evidencing the entire ownership of the Trust Fund.
The
Trustee agrees to hold the Trust Fund and exercise the rights referred to above
for the benefit of all present and future Holders of the Certificates and to
perform the duties set forth in this Agreement in accordance with its
terms.
(b) The
Depositor concurrently with the execution and delivery hereof, does hereby
transfer, assign, set over and otherwise convey in trust to the Trustee without
recourse all the right, title and interest of the Depositor in and to the REMIC
I Regular Interests, the REMIC II Regular Interests and the other assets of
REMIC III for the benefit of the holders of the REMIC III Regular Interests
and
the Class I-R-2 Certificates. The Trustee acknowledges receipt of the REMIC
I
Regular Interests (which are uncertificated), the REMIC II Regular Interests
(which are uncertificated) and the other assets of REMIC III and declares that
it holds and will hold the same in trust for the exclusive use and benefit
of
the holders of the REMIC III Regular Interests and the Class I-R-2
Certificates.
(c) The
Depositor concurrently with the execution and delivery hereof, does hereby
transfer, assign, set over and otherwise convey in trust to the Trustee without
recourse all the right, title and interest of the Depositor in and to the REMIC
III Regular Interests and the other assets of REMIC IV for the benefit of the
holders of the Regular Certificates (other than the Class CE Certificates and
the Class P Certificates), the Class CE Interests, the Class IO Interests,
the
Class P Interests and the Class I-R-3 Certificates. The Trustee acknowledges
receipt of the REMIC III Regular Interests (which are uncertificated) and the
other assets of REMIC IV and declares that it holds and will hold the same
in
trust for the exclusive use and benefit of the holders of the Regular
Certificates (other than the Class CE Certificates and the Class P
Certificates), the Class CE Interests, the Class IO Interests, the Class P
Interests and the Class I-R-3 Certificates.
(d) The
Depositor, concurrently with the execution and delivery hereof, does hereby
transfer, assign, set over and otherwise convey in trust to the Trustee without
recourse all the right, title and interest of the Depositor in and to the Class
I-CE Interest for the benefit of the Holders of the REMIC V Certificates. The
Trustee acknowledges receipt of the Class I-CE Interest (which is
uncertificated) and declares that it holds and will hold the same in trust
for
the exclusive use and benefit of the Holders of the REMIC V
Certificates.
(e) The
Depositor, concurrently with the execution and delivery hereof, does hereby
transfer, assign, set over and otherwise convey in trust to the Trustee without
recourse all the right, title and interest of the Depositor in and to the Class
I-P Interest for the benefit of the Holders of the REMIC VI Certificates. The
Trustee acknowledges receipt of the Class I-P Interest (which is uncertificated)
and declares that it holds and will hold the same in trust for the exclusive
use
and benefit of the Holders of the REMIC VI Certificates.
(f) The
Depositor, concurrently with the execution and delivery hereof, does hereby
transfer, assign, set over and otherwise convey in trust to the Trustee without
recourse all the right, title and interest of the Depositor in and to the Class
I-IO Interest for the benefit of the holders of the REMIC VII Interests. The
Trustee acknowledges receipt of the Class I-IO Interest (which is
uncertificated) and declares that it holds and will hold the same in trust
for
the exclusive use and benefit of the holders of the REMIC VII
Interests.
(g) The
Depositor, concurrently with the execution and delivery hereof, does hereby
transfer, assign, set over and otherwise convey in trust to the Trustee without
recourse all the right, title and interest of the Depositor in and to the Class
II-CE Interest for the benefit of the Holders of the REMIC VIII Certificates.
The Trustee acknowledges receipt of the Class II-CE Interest (which is
uncertificated) and declares that it holds and will hold the same in trust
for
the exclusive use and benefit of the Holders of the REMIC VIII
Certificates.
(h) The
Depositor, concurrently with the execution and delivery hereof, does hereby
transfer, assign, set over and otherwise convey in trust to the Trustee without
recourse all the right, title and interest of the Depositor in and to the Class
II-P Interest for the benefit of the Holders of the REMIC IX Certificates.
The
Trustee acknowledges receipt of the Class II-P Interest (which is
uncertificated) and declares that it holds and will hold the same in trust
for
the exclusive use and benefit of the Holders of the REMIC IX
Certificates.
(i) The
Depositor, concurrently with the execution and delivery hereof, does hereby
transfer, assign, set over and otherwise convey in trust to the Trustee without
recourse all the right, title and interest of the Depositor in and to the Class
II-IO Interest for the benefit of the holders of the REMIC X Interests. The
Trustee acknowledges receipt of the Class II-IO Interest (which is
uncertificated) and declares that it holds and will hold the same in trust
for
the exclusive use and benefit of the holders of the REMIC X
Interests.
Section
2.07 Purposes
and Powers of the Trust.
The
purpose of the common law trust, as created hereunder, is to engage in the
following activities:
(a) acquire
and hold, as set forth in this Agreement, the Mortgage Loans and the other
assets of the Trust Fund and the proceeds therefrom for the benefit of the
Certificateholders;
(b) to
issue
the Certificates sold to the Depositor in exchange for the Mortgage Loans and
any other assets of the Trust;
(c) to
make
distributions on the Certificates;
(d) to
engage
in those activities that are necessary, suitable or convenient to accomplish
the
foregoing or are incidental thereto or connected therewith; and
(e) subject
to compliance with this Agreement, to engage in such other activities as may
be
required in connection with conservation of the Trust Fund and the making of
distributions to the Certificateholders.
The
Trust
is hereby authorized to engage in the foregoing activities. Neither the Trustee
nor the Master Servicer shall cause the Trust to engage in any activity other
than in connection with the foregoing or other than as required or authorized
by
the terms of this Agreement while any Certificate is outstanding.
ARTICLE
III
ADMINISTRATION
AND SERVICING OF THE MORTGAGE LOANS
Section
3.01 The
Master Servicer to act as Master Servicer.
The
Master Servicer shall service and administer the Mortgage Loans in accordance
with customary and usual standards of practice of prudent mortgage loan
servicers in the respective states in which the related Mortgaged Properties
are
located. In connection with such servicing and administration, the Master
Servicer shall have full power and authority, acting alone and/or through
subservicers as provided in Section 3.03, to do or cause to be done any and
all
things that it may deem necessary or desirable in connection with such servicing
and administration, including but not limited to, the power and authority,
subject to the terms hereof (i) to execute and deliver, on behalf of the
Certificateholders and the Trustee, customary consents or waivers and other
instruments and documents, (ii) to consent to transfers of any related Mortgaged
Property and assumptions of the Mortgage Notes and related Mortgages (but only
in the manner provided herein), (iii) to collect any Insurance Proceeds and
other Liquidation Proceeds or Subsequent Recoveries, and (iv) subject to Section
3.09, to effectuate foreclosure or other conversion of the ownership of the
Mortgaged Property securing any Mortgage Loan; provided that the Master Servicer
shall take no action that is inconsistent with or prejudices the interests
of
the Trust Fund or the Certificateholders in any Mortgage Loan or the rights
and
interests of the Depositor or the Trustee under this Agreement.
Without
limiting the generality of the foregoing, the Master Servicer, in its own name
or in the name of the Trust, the Depositor or the Trustee, is hereby authorized
and empowered by the Trust, the Depositor and the Trustee, when the Master
Servicer believes it appropriate in its reasonable judgment, to execute and
deliver, on behalf of the Trustee, the Depositor, the Certificateholders or
any
of them, any and all instruments of satisfaction or cancellation, or of partial
or full release or discharge and all other comparable instruments, with respect
to the Mortgage Loans, and with respect to the Mortgaged Properties held for
the
benefit of the Certificateholders. The Master Servicer shall prepare and deliver
to the Depositor and/or the Trustee such documents requiring execution and
delivery by any or all of them as are necessary or appropriate to enable the
Master Servicer to service and administer the Mortgage Loans. Upon receipt
of
such documents, the Depositor and/or the Trustee shall execute such documents
and deliver them to the Master Servicer.
In
accordance with the standards of the first paragraph of this Section 3.01,
the
Master Servicer shall advance or cause to be advanced funds as necessary for
the
purpose of effecting the payment of taxes and assessments on the related
Mortgaged Properties, which advances shall be reimbursable in the first instance
from related collections from the Mortgagors pursuant to Section 4.03, and
further as provided in Section 4.02. All costs incurred by the Master Servicer,
if any, in effecting the timely payments of taxes and assessments on the related
Mortgaged Properties and related insurance premiums shall not, for the purpose
of calculating monthly distributions to the related Certificateholders, be
added
to the Stated Principal Balance under the Mortgage Loans, notwithstanding that
the terms of such Mortgage Loans so permit.
Section
3.02 Due-on-Sale
Clauses; Assumption Agreements.
(a) Except
as
otherwise provided in this Section 3.02, when any property subject to a Mortgage
has been or is about to be conveyed by the Mortgagor, the Master Servicer shall
to the extent that it has knowledge of such conveyance, enforce any due-on-sale
clause contained in any Mortgage Note or Mortgage, to the extent permitted
under
applicable law and governmental regulations, but only to the extent that such
enforcement will not adversely affect or jeopardize coverage under any Required
Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not
required to exercise such rights with respect to a Mortgage Loan if the Person
to whom the related Mortgaged Property has been conveyed or is proposed to
be
conveyed satisfies the terms and conditions contained in the Mortgage Note
and
Mortgage related thereto and the consent of the mortgagee under such Mortgage
Note or Mortgage is not otherwise so required under such Mortgage Note or
Mortgage as a condition to such transfer. In the event that the Master Servicer
is prohibited by law from enforcing any such due-on-sale clause, or if coverage
under any Required Insurance Policy would be adversely affected, or if
nonenforcement is otherwise permitted hereunder, the Master Servicer is
authorized, subject to Section 3.02(b), to take or enter into an assumption
and
modification agreement from or with the person to whom such property has been
or
is about to be conveyed, pursuant to which such person becomes liable under
the
Mortgage Note and, unless prohibited by applicable state law, the Mortgagor
remains liable thereon, provided that the Mortgage Loan shall continue to be
covered (if so covered before the Master Servicer enters such agreement) by
the
applicable Required Insurance Policies. The Master Servicer, subject to Section
3.02(b), is also authorized with the prior approval of the insurers under any
Required Insurance Policies to enter into a substitution of liability agreement
with such Person, pursuant to which the original Mortgagor is released from
liability and such Person is substituted as Mortgagor and becomes liable under
the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall
not
be deemed to be in default under this Section 3.02(a) by reason of any transfer
or assumption that the Master Servicer reasonably believes it is restricted
by
law from preventing.
(b) Subject
to the Master Servicer’s duty to enforce any due-on-sale clause to the extent
set forth in Section 3.02(a), in any case in which a Mortgaged Property has
been
conveyed to a Person by a Mortgagor, and such Person is to enter into an
assumption agreement or modification agreement or supplement to the Mortgage
Note or Mortgage that requires the signature of the Trustee, or if an instrument
of release signed by the Trustee is required releasing the Mortgagor from
liability on the related Mortgage Loan, the Master Servicer shall prepare and
deliver or cause to be prepared and delivered to the Trustee for signature
and
shall direct, in writing, the Trustee to execute the assumption agreement with
the Person to whom the Mortgaged Property is to be conveyed and such
modification agreement or supplement to the Mortgage Note or Mortgage or other
instruments as are reasonable or necessary to carry out the terms of the
Mortgage Note or Mortgage or otherwise to comply with any applicable laws
regarding assumptions or the transfer of the Mortgaged Property to such Person.
In connection with any such assumption, no material term of the Mortgage Note
(including, but not limited to, the Mortgage Rate, the amount of the Scheduled
Payment and any other term affecting the amount or timing of payment on the
Mortgage Loan) may be changed. In addition, the substitute Mortgagor and the
Mortgaged Property must be acceptable to the Master Servicer in accordance
with
its servicing standards as then in effect. The Master Servicer shall notify
the
Trustee that any such substitution or assumption agreement has been completed
by
forwarding to the Trustee the original of such substitution or assumption
agreement, which in the case of the original shall be added to the related
Mortgage File and shall, for all purposes, be considered a part of such Mortgage
File to the same extent as all other documents and instruments constituting
a
part thereof. Any fee collected by the Master Servicer for entering into an
assumption or substitution of liability agreement will be retained by the Master
Servicer as additional servicing compensation.
Section
3.03 Subservicers.
The
Master Servicer shall perform all of its servicing responsibilities hereunder
or
may cause a subservicer to perform any such servicing responsibilities on its
behalf, but the use by the Master Servicer of a subservicer shall not release
the Master Servicer from any of its obligations hereunder and the Master
Servicer shall remain responsible hereunder for all acts and omissions of each
subservicer as fully as if such acts and omissions were those of the Master
Servicer. The Master Servicer shall pay all fees of each subservicer from its
own funds, and a subservicer’s fee shall not exceed the Servicing Fee payable to
the Master Servicer hereunder.
At
the
cost and expense of the Master Servicer, without any right of reimbursement
from
its Protected Account, the Master Servicer shall be entitled to terminate the
rights and responsibilities of a subservicer and arrange for any servicing
responsibilities to be performed by a successor subservicer; provided, however,
that nothing contained herein shall be deemed to prevent or prohibit the Master
Servicer, at the Master Servicer’s option, from electing to service the related
Mortgage Loans itself. In the event that the Master Servicer’s responsibilities
and duties under this Agreement are terminated pursuant to Section 8.01, the
Master Servicer shall at its own cost and expense terminate the rights and
responsibilities of each subservicer effective as of the date of termination
of
the Master Servicer. The Master Servicer shall pay all fees, expenses or
penalties necessary in order to terminate the rights and responsibilities of
each subservicer from the Master Servicer’s own funds without reimbursement from
the Trust Fund.
Notwithstanding
the foregoing, the Master Servicer shall not be relieved of its obligations
hereunder and shall be obligated to the same extent and under the same terms
and
conditions as if it alone were servicing and administering the Mortgage Loans.
The Master Servicer shall be entitled to enter into an agreement with a
subservicer for indemnification of the Master Servicer by the subservicer and
nothing contained in this Agreement shall be deemed to limit or modify such
indemnification.
Any
subservicing agreement and any other transactions or services relating to the
Mortgage Loans involving a subservicer shall be deemed to be between such
subservicer and the Master Servicer alone, and the Trustee shall not have any
obligations, duties or liabilities with respect to such subservicer including
any obligation, duty or liability of the Trustee to pay such subservicer’s fees
and expenses. Each subservicing agreement shall provide that such agreement
may
be assumed or terminated without cause or penalty by the Trustee or other
Successor Master Servicer in the event the Master Servicer is terminated in
accordance with this Agreement. For purposes of remittances to the Trustee
pursuant to this Agreement, the Master Servicer shall be deemed to have received
a payment on a Mortgage Loan when a subservicer has received such
payment.
Section
3.04 Documents,
Records and Funds in Possession of the Master Servicer To Be Held for
Trustee.
Notwithstanding
any other provisions of this Agreement, the Master Servicer shall transmit
to
the Trustee or the Custodian on behalf of the Trustee as required by this
Agreement all documents and instruments in respect of a Mortgage Loan coming
into the possession of the Master Servicer from time to time and shall account
fully to the Trustee for any funds received by the Master Servicer or that
otherwise are collected by the Master Servicer as Liquidation Proceeds,
Insurance Proceeds or Subsequent Recoveries in respect of any such Mortgage
Loan. All Mortgage Files and funds collected or held by, or under the control
of, the Master Servicer in respect of any Mortgage Loans, whether from the
collection of principal and interest payments or from Liquidation Proceeds
or
Subsequent Recoveries, including but not limited to, any funds on deposit in
the
Protected Account, shall be held by the Master Servicer for and on behalf of
the
Trustee and shall be and remain the sole and exclusive property of the Trustee,
subject to the applicable provisions of this Agreement. The Master Servicer
also
agrees that it shall not create, incur or subject any Mortgage File or any
funds
that are deposited in the Protected Account or in any Escrow Account, or any
funds that otherwise are or may become due or payable to the Trustee for the
benefit of the Certificateholders, to any claim, lien, security interest,
judgment, levy, writ of attachment or other encumbrance, or assert by legal
action or otherwise any claim or right of set off against any Mortgage File
or
any funds collected on, or in connection with, a Mortgage Loan, except, however,
that the Master Servicer shall be entitled to set off against and deduct from
any such funds any amounts that are properly due and payable to the Master
Servicer under this Agreement.
Section
3.05 Maintenance
of Hazard Insurance.
The
Master Servicer shall cause to be maintained, for each Mortgage Loan, hazard
insurance on buildings upon, or comprising part of, the Mortgaged Property
against loss by fire, hazards of extended coverage and such other hazards as
are
customary in the area where the related Mortgaged Property is located with
an
insurer which is licensed to do business in the state where the related
Mortgaged Property is located. Each such policy of standard hazard insurance
shall contain, or have an accompanying endorsement that contains, a standard
mortgagee clause. The Master Servicer shall also cause flood insurance to be
maintained on property acquired upon foreclosure or deed in lieu of foreclosure
of any Mortgage Loan, to the extent described below. Pursuant to Section 4.01,
any amounts collected by the Master Servicer under any such policies (other
than
the amounts to be applied to the restoration or repair of the related Mortgaged
Property or property thus acquired or amounts released to the Mortgagor in
accordance with the Master Servicer’s normal servicing procedures) shall be
deposited in the Protected Account. Any cost incurred by the Master Servicer
in
maintaining any such insurance shall not, for the purpose of calculating monthly
distributions to the Certificateholders or remittances to the Trustee for their
benefit, be added to the principal balance of the Mortgage Loan, notwithstanding
that the terms of the Mortgage Loan so permit. Such costs shall be recoverable
by the Master Servicer out of late payments by the related Mortgagor or out
of
Liquidation Proceeds to the extent permitted by Section 4.02. It is understood
and agreed that no earthquake or other additional insurance is to be required
of
any Mortgagor or maintained on property acquired in respect of a Mortgage other
than pursuant to such applicable laws and regulations as shall at any time
be in
force and as shall require such additional insurance. If the Mortgaged Property
is located at the time of origination of the Mortgage Loan in a federally
designated special flood hazard area and such area is participating in the
national flood insurance program, the Master Servicer shall cause flood
insurance to be maintained with respect to such Mortgage Loan. Such flood
insurance shall be in an amount equal to the least of (i) the Stated Principal
Balance of the related Mortgage Loan, (ii) minimum amount required to compensate
for damage or loss on a replacement cost basis or (iii) the maximum amount
of
such insurance available for the related Mortgaged Property under the Flood
Disaster Protection Act of 1973, as amended.
In
the
event that the Master Servicer shall obtain and maintain a blanket policy
insuring against hazard losses on all of the Mortgage Loans, it shall
conclusively be deemed to have satisfied its obligations as set forth in the
first sentence of this Section 3.05, it being understood and agreed that such
policy may contain a deductible clause on terms substantially equivalent to
those commercially available and maintained by comparable servicers. If such
policy contains a deductible clause, the Master Servicer shall, in the event
that there shall not have been maintained on the related Mortgaged Property
a
policy complying with the first sentence of this Section 3.05, and there shall
have been a loss that would have been covered by such policy, deposit in the
Protected Account the amount not otherwise payable under the blanket policy
because of such deductible clause. Such deposit shall be from the Master
Servicer’s own funds without reimbursement therefor. In connection with its
activities as administrator and servicer of the Mortgage Loans, the Master
Servicer agrees to present, on behalf of itself, the Depositor and the Trustee
for the benefit of the Certificateholders claims under any such blanket
policy.
Section
3.06 Presentment
of Claims and Collection of Proceeds.
The
Master Servicer shall prepare and present on behalf of the Trustee and the
related Certificateholders all claims under the Insurance Policies and take
such
actions (including the negotiation, settlement, compromise or enforcement of
the
insured’s claim) as shall be necessary to realize recovery under such Insurance
Policies. Any proceeds with respect to a Loan Group disbursed to the Master
Servicer in respect of such Insurance Policies shall be promptly deposited
in
the Protected Account upon receipt, except that any amounts that are to be
applied upon receipt to the repair or restoration of the related Mortgaged
Property, which repair or restoration the owner of such Mortgaged Property
or
EMC, as applicable, has agreed to make as a condition precedent to the
presentation of its claims on the Mortgage Loan under the applicable Insurance
Policy, need not be so deposited (or remitted).
Section
3.07 Maintenance
of the Primary Mortgage Insurance Policies.
(a) The
Master Servicer shall not take any action that would result in noncoverage
under
any applicable Primary Mortgage Insurance Policy of any loss which, but for
the
actions of the Master Servicer would have been covered thereunder. The Master
Servicer shall use its best efforts to keep in force and effect (to the extent
that the Mortgage Loan requires the Mortgagor to maintain such insurance),
Primary Mortgage Insurance applicable to each Mortgage Loan. The Master Servicer
shall not cancel or refuse to renew any such Primary Mortgage Insurance Policy
that is in effect at the date of the initial issuance of the Mortgage Note
and
is required to be kept in force hereunder.
(b) The
Master Servicer agrees to present on behalf of the Trustee, the
Certificateholders claims to the insurer under any Primary Mortgage Insurance
Policies and, in this regard, to take such reasonable action as shall be
necessary to permit recovery under any Primary Mortgage Insurance Policies
respecting defaulted Mortgage Loans. Pursuant to Section 4.01, any amounts
collected by the Master Servicer under any Primary Mortgage Insurance Policies
with respect to a Loan Group shall be deposited in the Protected Account with
respect to such Loan Group, subject to withdrawal pursuant to Section 4.02
hereof.
Section
3.08 Fidelity
Bond, Errors and Omissions Insurance.
The
Master Servicer shall maintain, at its own expense, a blanket fidelity bond
and
an errors and omissions insurance policy, with broad coverage with responsible
companies on all officers, employees or other persons acting in any capacity
with regard to the Mortgage Loans and who handle funds, money, documents and
papers relating to the Mortgage Loans. The fidelity bond and errors and
omissions insurance shall be in the form of the Mortgage Banker’s Blanket Bond
and shall protect and insure the Master Servicer against losses, including
forgery, theft, embezzlement, fraud, errors and omissions and negligent acts
of
such persons. Such fidelity bond shall also protect and insure the Master
Servicer against losses in connection with the failure to maintain any insurance
policies required pursuant to this Agreement and the release or satisfaction
of
a Mortgage Loan which is not in accordance with Accepted Servicing Practices.
No
provision of this Section 3.08 requiring the fidelity bond and errors and
omissions insurance shall diminish or relieve the Master Servicer from its
duties and obligations as set forth in this Agreement. The minimum coverage
under any such bond and insurance policy shall be at least equal to the
corresponding amounts required by Accepted Servicing Practices. The Master
Servicer shall deliver to the Trustee a certificate from the surety and the
insurer as to the existence of the fidelity bond and errors and omissions
insurance policy and shall obtain a statement from the surety and the insurer
that such fidelity bond or insurance policy shall in no event be terminated
or
materially modified without thirty days prior written notice to the Trustee.
The
Master Servicer shall notify the Trustee within five business days of receipt
of
notice that such fidelity bond or insurance policy will be, or has been,
materially modified or terminated. The Trustee for the benefit of the
Certificateholders must be named as loss payees on the fidelity bond and as
additional insured on the errors and omissions policy.
Section
3.09 Realization
Upon Defaulted Mortgage Loans; Determination of Excess Liquidation Proceeds
and
Realized Losses; Repurchases of Certain Mortgage Loans.
(a) The
Master Servicer shall use reasonable efforts to foreclose upon or otherwise
comparably convert the ownership of properties securing such of the Mortgage
Loans as come into and continue in default and as to which no satisfactory
arrangements can be made for collection of delinquent payments. In connection
with such foreclosure or other conversion, the Master Servicer shall follow
such
practices and procedures as it shall deem necessary or advisable and as shall
be
normal and usual in its general mortgage servicing activities and the
requirements of the insurer under any Required Insurance Policy; provided that
the Master Servicer shall not be required to expend its own funds in connection
with any foreclosure or towards the restoration of any property unless it shall
determine (i) that such restoration and/or foreclosure will increase the
proceeds of liquidation of the Mortgage Loan after reimbursement to itself
of
such expenses and (ii) that such expenses will be recoverable to it through
Insurance Proceeds, Liquidation Proceeds (respecting which it shall have
priority for purposes of withdrawals from the Protected Account pursuant to
Section 4.02). If the Master Servicer reasonably believes that Liquidation
Proceeds with respect to any such Mortgage Loan would not be increased as a
result of such foreclosure or other action, such Mortgage Loan will be
charged-off and will become a Liquidated Loan. The Master Servicer will give
notice of any such charge-off to the Trustee. The Master Servicer shall be
responsible for all other costs and expenses incurred by it in any such
proceedings; provided that such costs and expenses shall be Servicing Advances
and that it shall be entitled to reimbursement thereof from the proceeds of
liquidation of the related Mortgaged Property from the related Loan Group,
as
contemplated in Section 4.02. If the Master Servicer has knowledge that a
Mortgaged Property that the Master Servicer is contemplating acquiring in
foreclosure or by deed- in-lieu of foreclosure is located within a one-mile
radius of any site with environmental or hazardous waste risks known to the
Master Servicer, the Master Servicer will, prior to acquiring the Mortgaged
Property, consider such risks and only take action in accordance with its
established environmental review procedures.
With
respect to any REO Property, the deed or certificate of sale shall be taken
in
the name of the Trustee for the benefit of the Certificateholders (or the
Trustee’s nominee on behalf of the Certificateholders). The Trustee’s name shall
be placed on the title to such REO Property solely as the Trustee hereunder
and
not in its individual capacity. The Master Servicer shall ensure that the title
to such REO Property references this Agreement and the Trustee’s capacity
hereunder. Pursuant to its efforts to sell such REO Property, the Master
Servicer shall either itself or through an agent selected by the Master Servicer
protect and conserve such REO Property in the same manner and to such extent
as
is customary in the locality where such REO Property is located and may,
incident to its conservation and protection of the interests of the related
Certificateholders, rent the same, or any part thereof, as the Master Servicer
deems to be in the best interest of the Master Servicer and the related
Certificateholders for the period prior to the sale of such REO Property. The
Master Servicer shall prepare for and deliver to the Trustee a statement with
respect to each REO Property that has been rented showing the aggregate rental
income received and all expenses incurred in connection with the management
and
maintenance of such REO Property at such times as is necessary to enable the
Trustee to comply with the reporting requirements of the REMIC Provisions.
The
net monthly rental income, if any, from such REO Property shall be deposited
in
the Protected Account with respect to the applicable Loan Group no later than
the close of business on each Determination Date. The Master Servicer shall
perform the tax reporting and withholding related to foreclosures, abandonments
and cancellation of indebtedness income as specified by Sections 1445, 6050J
and
6050P of the Code by preparing and filing such tax and information returns,
as
may be required.
In
the
event that the Trust Fund acquires any Mortgaged Property as aforesaid or
otherwise in connection with a default or reasonably foreseeable default on
a
Mortgage Loan, the Master Servicer shall dispose of such Mortgaged Property
prior to three years after its acquisition by the Trust Fund or, at the expense
of the Trust Fund, request more than 60 days prior to the day on which such
three-year period would otherwise expire, an extension of the three-year grace
period unless the Trustee shall have been supplied with an Opinion of Counsel
addressed to the Trustee (such opinion not to be an expense of the Trustee)
to
the effect that the holding by the Trust Fund of such Mortgaged Property
subsequent to such three-year period will not result in the imposition of taxes
on “prohibited transactions” of REMIC I, REMIC II, REMIC III, REMIC IV, REMIC V,
REMIC VI, REMIC VII, REMIC VIII, REMIC IX or REMIC X as defined in Section
860F
of the Code or cause any of REMIC I, REMIC II, REMIC III, REMIC IV, REMIC V,
REMIC VI, REMIC VII, REMIC VIII, REMIC IX or REMIC X to fail to qualify as
a
REMIC at any time that any Certificates are outstanding, in which case the
Trust
Fund may continue to hold such Mortgaged Property (subject to any conditions
contained in such Opinion of Counsel). Notwithstanding any other provision
of
this Agreement, no Mortgaged Property acquired by the Trust Fund shall be rented
(or allowed to continue to be rented) or otherwise used for the production
of
income by or on behalf of the Trust Fund in such a manner or pursuant to any
terms that would (i) cause such Mortgaged Property to fail to qualify as
“foreclosure property” within the meaning of Section 860G(a)(8) of the Code or
(ii) subject any of REMIC I, REMIC II, REMIC III, REMIC IV, REMIC V, REMIC
VI,
REMIC VII, REMIC VIII, REMIC IX or REMIC X to the imposition of any federal,
state or local income taxes on the income earned from such Mortgaged Property
under Section 860G(c) of the Code or otherwise, unless the Master Servicer
has
agreed to indemnify and hold harmless the Trust Fund with respect to the
imposition of any such taxes.
The
decision of the Master Servicer to foreclose on a defaulted Mortgage Loan shall
be subject to a determination by the Master Servicer that the proceeds of such
foreclosure would exceed the costs and expenses of bringing such a proceeding.
The income earned from the management of any Mortgaged Properties acquired
through foreclosure or other judicial proceeding, net of reimbursement to the
Master Servicer for expenses incurred (including any property or other taxes)
in
connection with such management and net of unreimbursed Servicing Fees,
Advances, Servicing Advances and any management fee paid or to be paid with
respect to the management of such Mortgaged Property, shall be applied to the
payment of principal of, and interest on, the related defaulted Mortgage Loans
(with interest accruing as though such Mortgage Loans were still current) and
all such income shall be deemed, for all purposes in the Agreement, to be
payments on account of principal and interest on the related Mortgage Notes
and
shall be deposited into the Protected Account with respect to the related Loan
Group. To the extent the income received during a Prepayment Period is in excess
of the amount attributable to amortizing principal and accrued interest at
the
related Mortgage Rate on the related Mortgage Loan, such excess shall be
considered to be a partial Principal Prepayment with respect to the related
Loan
Group for all purposes hereof.
The
Liquidation Proceeds with respect to each Loan Group from any liquidation of
a
related Mortgage Loan, net of any payment to the Master Servicer as provided
above, shall be deposited in the Protected Account upon
receipt and made available on
the
next succeeding Determination Date following receipt thereof for distribution
on
the related Distribution Date, except that any Excess Liquidation Proceeds
with
respect to each Loan Group shall be retained by the Master Servicer as
additional servicing compensation.
The
proceeds of any Liquidated Loan from each Loan Group, as well as any recovery
resulting from a partial collection of related Liquidation Proceeds or any
income from a related REO Property, will be applied in the following order
of
priority: first, to reimburse the Master Servicer for any related unreimbursed
Servicing Advances and Servicing Fees, pursuant to Section 4.02 or this Section
3.09; second, to reimburse the Master Servicer for any unreimbursed Advances
with respect to such Loan Group, pursuant to Section 4.02 or this Section 3.09;
third, to accrued and unpaid interest (to the extent no Advance has been made
for such amount) on the Mortgage Loan or related REO Property, at the Net
Mortgage Rate to the first day of the month in which such amounts are required
to be distributed; and fourth, as a recovery of principal of the Mortgage
Loan.
(b) On
each
Determination Date, the Master Servicer shall determine with respect to each
Loan Group the respective aggregate amounts of Excess Liquidation Proceeds
and
Realized Losses, if any, for the preceding calendar month.
(c) The
Master Servicer has no intent to foreclose on any Mortgage Loan based on the
delinquency characteristics as of the Closing Date; provided, that the foregoing
does not prevent the Master Servicer from initiating foreclosure proceedings
on
any date hereafter if the facts and circumstances of such Mortgage Loans
including delinquency characteristics in the Master Servicer’s discretion so
warrant such action.
Section
3.10 Servicing
Compensation.
As
compensation for its activities hereunder, the Master Servicer shall be entitled
to retain or withdraw from the Protected Account out of each payment of interest
on a Mortgage Loan included in the Trust Fund an amount equal to the Servicing
Fee.
Additional
servicing compensation in the form of any Excess Liquidation Proceeds,
assumption fees, late payment charges, all Prepayment Interest Excess on any
Mortgage Loan, other ancillary income, all income and gain net of any losses
realized from Permitted Investments with respect to funds in or credited to
the
Protected Account shall be retained by the Master Servicer to the extent not
required to be deposited in the Protected Account pursuant to Section 4.02.
The
Master Servicer shall be required to pay all expenses incurred by it in
connection with its servicing activities hereunder (including payment of any
premiums for hazard insurance, as required by Section 3.05 and maintenance
of
the other forms of insurance coverage required by Section 3.07) and shall not
be
entitled to reimbursement therefor except as specifically provided in Section
4.02.
Section
3.11 REO
Property.
(a) In
the
event the Trust Fund acquires ownership of any REO Property in respect of any
related Mortgage Loan, the deed or certificate of sale shall be issued to the
Trustee, or to its nominee, on behalf of the related Certificateholders. The
Master Servicer shall sell any REO Property as expeditiously as possible and
in
accordance with the provisions of this Agreement. Pursuant to its efforts to
sell such REO Property, the Master Servicer shall protect and conserve such
REO
Property in the manner and to the extent required herein, in accordance with
the
REMIC Provisions.
(b) The
Master Servicer shall deposit all funds with respect to each Loan Group
collected and received in connection with the operation of any REO Property
into
the Protected Account.
(c) The
Master Servicer, upon the final disposition of any REO Property, shall be
entitled to reimbursement from such Loan Group for any related unreimbursed
Advances, unreimbursed Servicing Advances or Servicing Fees from Liquidation
Proceeds received in connection with the final disposition of such REO Property;
provided, that any such unreimbursed Advances or Servicing Fees as well as
any
unpaid Servicing Fees may be reimbursed or paid, as the case may be, prior
to
final disposition, out of any net rental income or other net amounts derived
from such REO Property.
Section
3.12 Liquidation
Reports.
Upon
the
foreclosure of any Mortgaged Property or the acquisition thereof by the Trust
Fund pursuant to a deed-in-lieu of foreclosure, the Master Servicer shall submit
a liquidation report to the Trustee containing such information as shall be
mutually acceptable to the Master Servicer and the Trustee with respect to
such
Mortgaged Property.
Section
3.13 Annual
Statement as to Compliance.
The
Master Servicer and the Trustee shall deliver to the Master Servicer, the
Depositor and the Trustee, not later than March 15th
of each
calendar year beginning in 2007, an Officer’s Certificate (an “Annual Statement
of Compliance”) stating, as to each signatory thereof, that (i) a review of the
activities of each such party during the preceding calendar year and of its
performance under this Agreement has been made under such officer’s supervision
and (ii) to the best of such officer’s knowledge, based on such review, each
such party has fulfilled all of its obligations under this Agreement in all
material respects throughout such year or, if there has been a failure to
fulfill any such obligation in any material respect, specifying each such
failure known to such officer and the nature and status thereof. Such Annual
Statement of Compliance shall contain no restrictions or limitations on its
use.
In the event that the Master Servicer or the Trustee has delegated any servicing
responsibilities with respect to the Mortgage Loans to a subservicer or
subcontractor, such servicer or subcontractor shall be directed by such
delegating party to deliver a similar Annual Statement of Compliance by such
subservicer or subcontractor to the Master Servicer, the Depositor and the
Trustee as described above as and when required with respect to the Master
Servicer and the Trustee.
Failure
of the Master Servicer to comply with this Section 3.13 (including
with respect to the time frames required in this Section)
shall be
deemed an Event of Default with respect to such party, and the Trustee at the
direction of the Depositor shall, in addition to whatever rights the Trustee
may
have under this Agreement and at law or in equity or to damages, including
injunctive relief and specific performance, upon notice, immediately terminate
all the rights and obligations of the Master Servicer under this Agreement
and
in and to the Mortgage Loans and the proceeds thereof without compensating
the
Master Servicer for the same. Failure of the Trustee to comply with this Section
3.13 (including with respect to the time frames required in this Section) which
failure results in a failure to timely file the Form 10-K shall be deemed a
default which may result in the termination of the Trustee pursuant to Section
9.08 of this Agreement and the Depositor may, in addition to whatever rights
the
Depositor may have under this Agreement and at law or in equity or to damages,
including injunctive relief and specific performance, upon notice immediately
terminate all of the rights and obligations of the Trustee under this Agreement
and in and to the Mortgage Loans and the proceeds thereof without compensating
the Trustee for the same. This paragraph shall supersede any other provision
in
this Agreement or any other agreement to the contrary.
In
the
event the Master Servicer, the Trustee or any subservicer or subcontractor
engaged by either such party is terminated or resigns pursuant to the terms
of
the Agreement, or any other applicable agreement in the case of a subservicer
or
subcontractor, as the case may be, such party shall provide an Annual Statement
of Compliance pursuant to this Section 3.13 or to the related section of such
other applicable agreement, as the case may be, as to the performance of its
obligations with respect to the period of time it was subject to this Agreement
or any other applicable agreement, as the case may be notwithstanding any such
termination or resignation.
Section
3.14 Assessments
of Compliance and Attestation Reports.
The
Master Servicer shall service and administer the Mortgage Loans in accordance
with all applicable requirements of the Servicing Criteria. Pursuant to Rules
13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB, each
of
the Master Servicer, the Trustee and the Custodian (each, an “Attesting Party”)
at its own expense shall deliver to the Trustee, the Master Servicer and the
Depositor on or before March 15th
of
each
calendar year beginning in 2007, a report signed by an authorized officer of
such party regarding such Attesting Party’s assessment of compliance (an
“Assessment of Compliance”) with the Servicing Criteria during the preceding
calendar year. The Assessment of Compliance, as set forth in Regulation AB,
must
contain the following:
(a) A
statement by such officer of its responsibility for assessing compliance with
the Servicing Criteria applicable to the related Attesting Party;
(b) A
statement by such officer that such Attesting Party used the Servicing Criteria
attached as Exhibit P hereto, and which will also be attached to the Assessment
of Compliance, to assess compliance with the Servicing Criteria applicable
to
the related Attesting Party;
(c) An
assessment by such officer of the related Attesting Party’s compliance with the
applicable Servicing Criteria for the period consisting of the preceding
calendar year, including disclosure of any material instance of noncompliance
with respect thereto during such period, which assessment shall be based on
the
activities such Attesting Party performs with respect to asset-backed securities
transactions taken as a whole involving the related Attesting Party, that are
backed by the same asset type as the Mortgage Loans;
(d) A
statement that a registered public accounting firm has issued an attestation
report on the related Attesting Party’s Assessment of Compliance for the period
consisting of the preceding calendar year; and
(e) A
statement as to which of the Servicing Criteria, if any, are not applicable
to
such Attesting Party, which statement shall be based on the activities such
Attesting Party performs with respect to asset-backed securities transactions
taken as a whole involving such Attesting Party, that are backed by the same
asset type as the Mortgage Loans.
Such
report at a minimum shall address each of the Servicing Criteria specified
on
Exhibit P hereto which are indicated as applicable to the related Attesting
Party.
Notwithstanding
the foregoing, as to the Trustee and any Custodian, an Assessment of Compliance
is not required to be delivered unless it is required as part of a Form 10-K
with respect to the Trust Fund.
On
or
before March 15th of each calendar year beginning in 2007, each Attesting Party
shall furnish to the Master Servicer, the Depositor and the Trustee a report
(an
“Attestation Report”) by a registered public accounting firm that attests to,
and reports on, the Assessment of Compliance made by the related Attesting
Party, as required by Rules 13a-18 and 15d-18 of the Exchange Act and Item
1122(b) of Regulation AB, which Attestation Report must be made in accordance
with standards for attestation reports issued or adopted by the Public Company
Accounting Oversight Board.
The
Master Servicer shall cause any subservicer and each subcontractor determined
by
it to be “participating in the servicing function” within the meaning of Item
1122 of Regulation AB, to deliver to the Trustee, the Master Servicer and the
Depositor an Assessment of Compliance and Attestation Report as and when
provided above along with an indication of what Servicing Criteria are addressed
in such assessment.
The
Trustee shall confirm that the assessments, taken as a whole, address all of
the
Servicing Criteria and taken individually address the Servicing Criteria for
each party as set forth on Exhibit P and notify the Depositor of any exceptions.
Notwithstanding the foregoing, as to any subcontractor (as defined in the
related servicing agreement), an Assessment of Compliance is not required to
be
delivered unless it is required as part of a Form 10-K with respect to the
Trust
Fund.
In
addition, for the avoidance of doubt and without duplication, the Master
Servicer shall (and shall cause each subservicer engaged by it to) provide
to
the Depositor and the Trustee information concerning the following: (A) any
Event of Default hereunder and any subservicer event of default under the terms
of the related Subservicing Agreement, (B) any merger, consolidation or sale
of
substantially all of the assets of the Master Servicer or, to the best of the
Master Servicer’s knowledge, any such subservicer, and (C) the Master Servicer’s
entry into an agreement with a subservicer to perform or assist in the
performance of any of the Master Servicer’s obligations.
In
addition, the Master Servicer shall cause each subservicer engaged by it to
provide the following information to the Depositor and the Trustee, to the
extent applicable, within the timeframes that the Master Servicer would
otherwise have to provide such information:
(A) any
material modifications, extensions or waivers of pool asset terms, fees,
penalties or payments during the distribution period or that have cumulatively
become material over time (Item 1121(a)(11) of Regulation AB);
(B) information
regarding material breaches of pool asset representations or warranties or
transaction covenants (Item 1121(a)(12) of Regulation AB); and
(C) information
regarding new asset-backed securities issuances backed by the same pool assets,
any pool asset changes (such as, additions, substitutions or repurchases),
and
any material changes in origination, underwriting or other criteria for
acquisition or selection of pool assets (Item 1121(a)(14) of Regulation
AB).
Failure
of the Master Servicer to comply with this Section 3.14 (including with respect
to the time frames required in this Section) shall be deemed an Event of
Default, and the Trustee at the direction of the Depositor shall, in addition
to
whatever rights the Trustee may have under this Agreement and at law or in
equity or to damages, including injunctive relief and specific performance,
upon
notice immediately terminate all the rights and obligations of the Master
Servicer under this Agreement and in and to the Mortgage Loans and the proceeds
thereof without compensating the Master Servicer for the same. Failure of the
Trustee to comply with this Section 3.14 (including with respect to the time
frames required in this Section) which failure results in a failure to timely
file the Form 10-K shall be deemed a default which may result in the termination
of the Trustee pursuant to Section 9.08 of this Agreement and the Depositor
may,
in addition to whatever rights the Depositor may have under this Agreement
and
at law or in equity or to damages, including injunctive relief and specific
performance, upon notice immediately terminate all of the rights and obligations
of the Trustee under this Agreement and in and to the Mortgage Loans and the
proceeds thereof without compensating the Trustee for the same. This paragraph
shall supersede any other provision in this Agreement or any other agreement
to
the contrary.
In
the
event the Master Servicer, the Custodian, the Trustee or any subservicer or
subcontractor engaged by any such party is terminated, assigns its rights and
obligations under, or resigns pursuant to, the terms of the Agreement, the
related Custodial Agreement, or any other applicable agreement in the case
of a
subservicer or subcontractor, as the case may be, such party shall provide
an
Assessment of Compliance and cause to be provided an Attestation Report pursuant
to this Section 3.14 or to the related section of such other applicable
agreement, as the case may be, notwithstanding any such termination, assignment
or resignation.
Section
3.15 Books
and Records.
The
Master Servicer shall be responsible for maintaining, and shall maintain, a
complete set of books and records for the Mortgage Loans which shall be
appropriately identified in the Master Servicer’s computer system to clearly
reflect the ownership of the Mortgage Loans by the Trust. In particular, the
Master Servicer shall maintain in its possession, available for inspection
by
the Trustee and shall deliver to the Trustee upon demand, evidence of compliance
with all federal, state and local laws, rules and regulations. To the extent
that original documents are not required for purposes of realization of
Liquidation Proceeds or Insurance Proceeds, documents maintained by the Master
Servicer may be in the form of microfilm or microfiche or such other reliable
means of recreating original documents, including, but not limited to, optical
imagery techniques so long as the Master Servicer complies with the requirements
of Accepted Servicing Practices.
The
Master Servicer shall maintain with respect to each Mortgage Loan and shall
make
available for inspection by the Trustee the related servicing file during the
time such Mortgage Loan is subject to this Agreement and thereafter in
accordance with applicable law.
Payments
on the Mortgage Loans, including any payoffs, made in accordance with the
related Mortgage File will be entered in the Master Servicer’s set of books and
records no more than two Business Days after receipt and identification, and
allocated to principal or interest as specified in the related Mortgage
File.
Section
3.16 Reports
Filed with Securities and Exchange Commission.
(a) (i)Within
15
days after each Distribution Date (subject to permitted exceptions under the
Exchange Act), the Trustee shall, in accordance with industry standards, prepare
and file with the Commission via the Electronic Data Gathering and Retrieval
System (“▇▇▇▇▇”), a Form 10-D, signed by the Master Servicer, with a copy of the
Monthly Statement to be furnished by the Trustee to the Certificateholders
for
such Distribution Date attached thereto; provided that the Trustee shall have
received no later than seven (7) calendar days after the related Distribution
Date, all information required to be provided to the Trustee as described in
clause (a)(ii) below. Any disclosure in addition to the Monthly Statement that
is required to be included on Form 10-D (“Additional Form 10-D Disclosure”)
shall
be
reported by the parties set forth on Exhibit Q to the Trustee and the Depositor
and approved by the Depositor pursuant to the paragraph immediately below,
and
the Trustee will have no duty or liability for any failure hereunder to
determine or prepare any Additional Form 10-D Disclosure absent such reporting
(other than with respect to when it is the reporting party as set forth in
Exhibit Q) and approval.
(ii) (A)
Within seven (7) calendar days after the related Distribution Date, (i) the
parties set forth in Exhibit Q shall be required to provide, pursuant to section
3.16(a)(iv) below, to the Trustee and the Depositor, to the extent known, in
▇▇▇▇▇-compatible format, or in such other format as otherwise agreed upon by
the
Trustee and the Depositor and such party, the form and substance of any
Additional Form 10-D Disclosure, if applicable, and (ii) the Depositor will
approve, as to form and substance, or disapprove, as the case may be, the
inclusion of the Additional Form 10-D Disclosure on Form 10-D. The
Trustee has no duty under this Agreement to monitor or enforce the performance
by the parties listed on Exhibit Q of their duties under this paragraph or
proactively solicit or procure from such parties any Additional Form 10-D
Disclosure information. The Depositor will be responsible for any reasonable
out-of-pocket expenses incurred by the Trustee in
connection with including any Additional Form 10-D Disclosure on Form 10-D
pursuant to this Section.
(B) After
preparing the Form 10-D, the Trustee shall forward electronically a draft copy
of the Form 10-D to the Depositor and the Master Servicer for review. No later
than two (2) Business Days prior to the 15th calendar day after the related
Distribution Date, a duly authorized officer of the Master Servicer shall sign
the Form 10-D and return an electronic or fax copy of such signed Form 10-D
(with an original executed hard copy to follow by overnight mail) to the
Trustee. If a Form 10-D cannot be filed on time or if a previously filed Form
10-D needs to be amended, the Trustee will follow the procedures set forth
in
Section 3.16(a)(v). Promptly (but no later than one (1) Business Day) after
filing with the Commission, the Trustee will make available on its internet
website identified in Section 5.06 a final executed copy of each Form 10-D.
The
signing party at the Master Servicer can be contacted at ▇▇▇-▇▇▇-▇▇▇▇. Form
10-D
requires the registrant to indicate (by checking "yes" or "no") that it (1)
has
filed all reports required to be filed by Section 13 or 15(d) of the Exchange
Act during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such
filing requirements for the past 90 days. The Depositor shall notify the Trustee
in writing, no later than the fifth calendar day after the related Distribution
Date with respect to the filing of a report on Form 10-D, if the answer to
either question should be "no." The Trustee shall be entitled to rely on the
Depositor’s representations in Section 2.04(vi) in preparing and/or filing any
such Form 10-D. The parties to this Agreement acknowledge that the performance
by the Trustee of its duties under Sections 3.16(a)(i) and (v) related to the
timely preparation and filing of Form 10-D is contingent upon such parties
strictly observing all applicable deadlines in the performance of their duties
under such Sections. It is understood by the parties hereto that the performance
by the Trustee of its duties under this Section 3.16(a)(ii) related to the
timely preparation, execution and filing of Form 10-D is also contingent upon
the Custodian and any subservicers or subcontractors strictly observing
deadlines no later than those set forth in this paragraph that are applicable
to
the parties to this Agreement in the delivery to the Trustee of any necessary
Additional Form 10-D Disclosure pursuant to the Custodial Agreement or any
other
applicable agreement. The Trustee shall have no liability for any loss, expense,
damage or claim arising out of or with respect to any failure to properly
prepare and/or timely file such Form 10-D, where such failure results from
the
failure of any party hereto to deliver on a timely basis, any information needed
by the Trustee to prepare, arrange for execution or file such Form
10-D.
(iii) (A)
Within four (4) Business Days after the occurrence of an event requiring
disclosure on Form 8-K (each such event, a “Reportable Event”), the Trustee
shall prepare and file, on behalf of the Trust, at the direction of the
Depositor, any Form 8-K, as required by the Exchange Act; provided that, the
Depositor shall file the initial Form 8-K in connection with the issuance of
the
Certificates. Any disclosure or information related to a Reportable Event or
that is otherwise required to be included on Form 8-K (“Form 8-K Disclosure
Information”) shall be, pursuant to the paragraph immediately below, reported by
the parties set forth on Exhibit Q to the Trustee and the Depositor and directed
and approved by the Depositor pursuant to the following paragraph, and the
Trustee will have no duty or liability for any failure hereunder to determine
or
prepare any Additional Form 8-K Disclosure absent such reporting (other than
with respect to when it is the reporting party as set forth in Exhibit Q) and
approval.
(B) For
so
long as the Trust is subject to the Exchange Act reporting requirements, (i)
no
later than 12:00 p.m. New York City time on the 2nd Business Day after the
occurrence of a Reportable Event the parties set forth in Exhibit Q shall be
required pursuant to Section 3.16(a)(iv) below to provide to the Trustee and
the
Depositor, to the extent known, in ▇▇▇▇▇-compatible format, or in such other
form as otherwise agreed upon by the Trustee and the Depositor and such party,
the form and substance of any Form 8-K Disclosure Information, if applicable,
and (ii) the Depositor will approve, as to form and substance, or disapprove,
as
the case may be, the inclusion of the Form 8-K Disclosure Information on Form
8-K. The Trustee has no duty under this Agreement to monitor or enforce the
performance by the other parties listed on Exhibit Q of their duties under
this
paragraph or to proactively solicit or procure from such parties any Additional
Form 8-K Disclosure Information. The Depositor will be responsible for any
reasonable out-of-pocket expenses incurred by the Trustee in connection with
including any Form 8-K Disclosure Information on Form 8-K pursuant to this
Section.
(C) After
preparing the Form 8-K, the Trustee shall forward electronically a draft copy
of
the Form 8-K to the Depositor and the Master Servicer for review. No later
than
the end of business New York City time on the 3rd Business Day after the
Reportable Event, a duly authorized officer of the Master Servicer shall sign
the Form 8-K and return an electronic or fax copy of such signed Form 8-K (with
an original executed hard copy to follow by overnight mail) to the Trustee.
If a
Form 8-K cannot be filed on time or if a previously filed Form 8-K needs to
be
amended, the Trustee will follow the procedures set forth in Section 3.16(a)(v).
Promptly (but no later than one (1) Business Day) after filing with the
Commission, the Trustee will, make available on its internet website identified
in Section 5.06 a final executed copy of each Form 8-K. The signing party at
the
Master Servicer can be contacted at ▇▇▇-▇▇▇-▇▇▇▇. The parties to this Agreement
acknowledge that the performance by the Trustee of its duties under this Section
3.16(a)(iii) related to the timely preparation and filing of Form 8-K is
contingent upon such parties strictly observing all applicable deadlines in
the
performance of their duties under this Section 3.16(a)(iii). It is understood
by
the parties hereto that the performance by the Trustee of its duties under
this
Section 3.16(a)(iii) related to the timely preparation, execution and filing
of
Form 8-K is also contingent upon the Custodian and any subservicers or
subcontractors strictly observing deadlines no later than those set forth in
this paragraph that are applicable to the parties to this Agreement in the
delivery to the Trustee of any necessary Form 8-K Disclosure Information
pursuant to the Custodial Agreement or any other applicable agreement. The
Trustee shall have no liability for any loss, expense, damage or claim arising
out of or with respect to any failure to properly prepare and/or timely file
such Form 8-K, where such failure results from the failure of any party hereto
to deliver on a timely basis, any information needed by the Trustee to prepare,
arrange for execution or file such Form 8-K.
(D) On
or
prior to the 90th day after the end of each fiscal year of the Trust or such
earlier date as may be required by the Exchange Act (the “10-K Filing Deadline”)
(it being understood that the fiscal year for the Trust ends on December 31st
of
each year), commencing in March 2007, the Trustee shall prepare and file on
behalf of the Trust a Form 10-K, in form and substance as required by the
Exchange Act. Each such Form 10-K shall include the following items, in each
case to the extent they have been delivered to the Trustee within the applicable
time frames set forth in this Agreement, (I) an Annual Statement of Compliance
for the Trustee, Master Servicer and any subservicer, as described under Section
3.13, (II)(A) the Assessment of Compliance with Servicing Criteria for the
Master Servicer and each subservicer and subcontractor participating in the
servicing function, the Trustee and the Custodian, as described under Section
3.14, and (B) if the Assessment of Compliance of the Master Servicer, the
Trustee or the Custodian described under Section 3.14 identifies any material
instance of noncompliance, disclosure identifying such instance of
noncompliance, or if the Assessment of Compliance of the Master Servicer, the
Trustee or the Custodian described under Section 3.14 is not included as an
exhibit to such Form 10-K, disclosure that such report is not included and
an
explanation why such report is not included, (III)(A) the registered public
accounting firm Attestation Report for the Master Servicer, the Trustee and
the
Custodian, as described under Section 3.14, and (B) if any registered public
accounting firm Attestation Report described under Section 3.14 identifies
any
material instance of noncompliance, disclosure identifying such instance of
noncompliance, or if any such registered public accounting firm Attestation
Report is not included as an exhibit to such Form 10-K, disclosure that such
report is not included and an explanation why such report is not included,
and
(IV) a ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Certification (“▇▇▇▇▇▇▇▇-▇▇▇▇▇ Certification”) as
described in this Section 3.16 (a)(iii)(D) below. Any disclosure or information
in addition to (I) through (IV) above that is required to be included on Form
10-K (“Additional Form 10-K Disclosure”) shall be reported by the parties set
forth on Exhibit Q to the Trustee and the Depositor and, pursuant to the
paragraph immediately below, approved by the Depositor, and the Trustee will
have no duty or liability for any failure hereunder to determine or prepare
any
Additional Form 10-K Disclosure absent such reporting (other than with respect
to when it is the reporting party as set forth in Exhibit Q) and
approval.
(E) No
later
than March 15th of each year that the Trust is subject to the Exchange Act
reporting requirements, commencing in 2007, (i) the parties set forth in Exhibit
Q shall be required to provide pursuant to Section 3.16(a)(iv) below to the
Trustee and the Depositor, to the extent known, in ▇▇▇▇▇-compatible format,
or
in such other format as otherwise agreed upon by the Trustee and the Depositor
and such party, the form and substance of any Additional Form 10-K Disclosure,
if applicable, and (ii) the Depositor will approve, as to form and substance,
or
disapprove, as the case may be, the inclusion of the Additional Form 10-K
Disclosure on Form 10-K. The Trustee has no duty under this Agreement to monitor
or enforce the performance by the other parties listed on Exhibit Q of their
duties under this paragraph or to proactively solicit or procure from such
parties any Additional Form 10-K Disclosure information. The Depositor will
be
responsible for any reasonable out-of-pocket expenses incurred by the Trustee
in
connection with including any Form 10-K Disclosure Information on Form 10-K
pursuant to this Section.
(F) After
preparing the Form 10-K, the Trustee shall forward electronically a draft copy
of the Form 10-K to the Depositor and the Master Servicer for review. Form
10-K
requires the registrant to indicate (by checking "yes" or "no") that it (1)
has
filed all reports required to be filed by Section 13 or 15(d) of the Exchange
Act during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such
filing requirements for the past 90 days. The Depositor shall notify the Trustee
in writing, no later than the fifteenth calendar day of March in any year in
which the Trust is subject to the reporting requirements of the Exchange Act,
if
the answer to either question should be "no." The Trustee shall be entitled
to
rely on the Depositor’s representations in Section 2.04(vi) in preparing and/or
filing any such Form 10-K. No
later
than 12:00 p.m. New York City time on the 4th Business Day prior to the 10-K
Filing Deadline, a senior officer of the Master Servicer in charge of the
servicing function shall sign the Form 10-K and return an electronic or fax
copy
of such signed Form 10-K (with an original executed hard copy to follow by
overnight mail) to the Trustee. If a Form 10-K cannot be filed on time or if
a
previously filed Form 10-K needs to be amended, the Trustee will follow the
procedures set forth in Section 3.16(a)(v). Promptly (but no later than one
(1)
Business Day) after filing with the Commission, the Trustee will make available
on its internet website identified in Section 5.06 a final executed copy of
each
Form 10-K. The signing party at the Master Servicer can be contacted at
▇▇▇-▇▇▇-▇▇▇▇. The parties to this Agreement acknowledge that the performance
by
the Trustee of its duties under Section 3.16(a)(iv) related to the timely
preparation and filing of Form 10-K is contingent upon such parties strictly
observing all applicable deadlines in the performance of their duties under
Section 3.13 and Section 3.14. It is understood by the parties hereto that
the
performance by the Trustee of its duties under this Section 3.16(a)(iii) related
to the timely preparation, execution and filing of Form 10-K is also contingent
upon the Custodian and any subservicer or subcontractor strictly observing
deadlines no later than those set forth in this paragraph that are applicable
to
the parties to this Agreement in the delivery to the Trustee of any necessary
Additional Form 10-K Disclosure, any annual statement of compliance and any
assessment of compliance and attestation pursuant to the Custodial Agreement
or
any other applicable agreement. The Trustee shall have no liability for any
loss, expense, damage or claim arising out of or with respect to any failure
to
properly prepare and/or timely file such Form 10-K, where such failure results
from the failure of any party hereto to deliver on a timely basis, any
information needed by the Trustee to prepare, arrange for execution or file
such
Form 10-K.
(G) Each
Form
10-K shall include a certification (the “▇▇▇▇▇▇▇▇-▇▇▇▇▇ Certification”) required
to be included therewith pursuant to the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act. The Trustee shall,
and the Master Servicer shall cause any subservicer or subcontractor engaged
by
it to, provide to the Person who signs the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Certification (the
“Certifying Person”), by March 15 of each year in which the Trust is subject to
the reporting requirements of the Exchange Act and otherwise within a reasonable
period of time upon request, a certification (each, a “Back-Up Certification”),
in the form attached hereto as Exhibit K, upon which the Certifying Person,
the
entity for which the Certifying Person acts as an officer, and such entity’s
officers, directors and Affiliates (collectively with the Certifying Person,
“Certification Parties”) can reasonably rely; provided, however, that the
Trustee shall not be required to undertake an analysis of any accountant’s
report attached as an exhibit to the Form 10-K. The senior officer of the Master
Servicer shall serve as the Certifying Person on behalf of the Trust. Such
officer of the Certifying Person can be contacted at ▇▇▇-▇▇▇-▇▇▇▇.
In
the
event the Trustee is terminated or resigns pursuant to the terms of this
Agreement or any subcontractor or subservicer is terminated pursuant to the
related servicing agreement, the Trustee, subcontractor or subservicer, as
applicable, shall provide a Back-Up Certification to the Certifying Person
pursuant to this Section 3.16(a)(iii) with respect to the period of time it
was
subject to this Agreement or the related servicing agreement, as
applicable.
(iv) With
respect to any Additional Form 10-D Disclosure, Additional Form 10-K Disclosure
or any Form 8-K Disclosure Information (collectively, the “Additional
Disclosure”) relating to the Trust Fund in the form attached hereto as Exhibit
R, the Trustee’s obligation to include such Additional Information in the
applicable Exchange Act report is subject to receipt from the entity that is
indicated in Exhibit Q as the responsible party for providing that information,
if other than the Trustee, as and when required as described in Section
3.16(a)(i) through (iii) above. Each of the Master Servicer, Seller, and
Depositor hereby agree to notify and provide (to the extent known) to the
Trustee and the Depositor all Additional Disclosure relating to the Trust Fund,
with respect to which such party is indicated in Exhibit Q as the responsible
party for providing that information. Within
five Business Days prior to each Distribution Date occurring in any year that
the Trust is subject to the Exchange Act reporting requirements, the Depositor
shall make available to the Trustee the related Significance Estimate and the
Trustee shall use such information to calculate the related Significance
Percentage. The
Trustee shall provide the Significance Percentage to the Depositor by the later
of the Distribution Date or three (3) Business Days after the receipt of the
Significance Estimate from the Depositor. If the Significance Percentage meets
either of the threshold levels detailed in Item 1115(b)(1) or 1115(b)(2) of
Regulation AB, the Trustee shall deliver written notification to the Depositor
and the related Swap Provider to that effect. The
Trustee shall request from the Depositor and the Depositor shall deliver to
the
Trustee any information that the related Swap Provider delivered to the
Depositor as required under Regulation AB, to the extent required under the
related Swap Agreement. The Depositor shall be obligated to provide to the
Trustee (no later than, in the case of Form 10-D, the seventh calendar day
after
the Distribution Date and in the case of Form 10-K, March 15th
in any
year in which a Form 10-K is filed for the Trust) any information that may
be
required to be included in any Form 10-D, Form 8-K or Form 10-K or written
notification instructing the Trustee that such Additional Disclosure regarding
the related Swap Provider is not necessary for such Distribution Date.
The
Master Servicer shall be responsible for determining the pool concentration
applicable to any subservicer or originator at any time.
(v) (A)
On or
prior to January 30 of the first year in which the Trustee is able to do so
under applicable law, the Trustee shall file a Form 15 relating to the automatic
suspension of reporting in respect of the Trust under the Exchange Act.
(B) In
the
event that the Trustee is unable to timely file with the Commission all or
any
required portion of any Forms 8-K, 10-D or 10-K required to be filed by this
Agreement because required disclosure information was either not delivered
to it
or delivered to it after the delivery deadlines set forth in this Agreement
or
for any other reason, the Trustee will immediately notify the Depositor and
the
Master Servicer. In the case of Forms 10-D and 10-K, the Depositor, Master
Servicer and Trustee will cooperate to prepare and file a Form 12b-25 and a
10-D/A and 10-K/A as applicable, pursuant to Rule 12b-25 of the Exchange Act.
In
the case of Form 8-K, the Trustee will, upon receipt of all required Form 8-K
Disclosure Information and upon the approval and direction of the Depositor,
include such disclosure information on the next Form 10-D. In the event that
any
previously filed Forms 8-K, 10-D or 10-K needs to be amended, the Trustee will
notify the Depositor and the Master Servicer and such parties will cooperate
to
prepare any necessary 8-K/A, 10-D/A or 10-K/A. Any Form 15, Form 12b-25 or
any
amendment to Forms 8-K, 10-D or 10-K shall be signed by a senior officer of
the
Master Servicer. The Depositor and Master Servicer acknowledge that the
performance by the Trustee of its duties under this Section 3.16(a)(vi) related
to the timely preparation and filing of Form 15, a Form 12b-25 or any amendment
to Forms 8-K, 10-D or 10-K is contingent upon the Master Servicer and the
Depositor performing their duties under this Section. The Trustee shall have
no
liability for any loss, expense, damage, claim arising out of or with respect
to
any failure to properly prepare and/or timely file any such Form 15, Form 12b-25
or any amendments to Forms 8-K, 10-D or 10-K, where such failure results from
the failure of any party hereto to deliver on a timely basis, any information
needed by the Trustee to prepare, arrange for execution or file such Form 15,
Form 12b-25 or any amendments to Forms 8-K, 10-D or 10-K.
The
Depositor agrees to promptly furnish to the Trustee, from time to time upon
request, such further information, reports and financial statements within
its
control related to this Agreement and the Mortgage Loans as the Trustee
reasonably deems appropriate to prepare and file all necessary reports with
the
Commission. The Trustee shall have no responsibility to file any items other
than those specified in this Section 3.16; provided, however, the Trustee shall
cooperate with the Depositor in connection with any additional filings with
respect to the Trust Fund as the Depositor deems necessary under the Exchange
Act. Copies of all reports filed by the Trustee under the Exchange Act shall
be
sent to: the Depositor c/o Bear, ▇▇▇▇▇▇▇ & Co. Inc., Attn: Managing Director
Analysis and Control, ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇-▇▇▇▇.
Fees and expenses incurred by the Trustee in connection with this Section 3.16
shall not be reimbursable from the Trust Fund.
(b) In
connection with the filing of any 10-K hereunder, the Trustee shall sign a
Back-Up Certification substantially in the form attached hereto as Exhibit
K for
the Depositor regarding certain aspects of the Form 10-K certification signed
by
the Master Servicer; provided, however, the Trustee shall not be required to
undertake an analysis of any accountant’s report attached as an exhibit to the
Form 10-K.
(c) The
Trustee shall indemnify and hold harmless, the Depositor and the Master Servicer
and each of its officers, directors and affiliates from and against any losses,
damages, penalties, fines, forfeitures, reasonable and necessary legal fees
and
related costs, judgments and other costs and expenses arising out of or based
upon a breach of the Trustee’s obligations under Sections 3.13, 3.14 and 3.16 or
the Trustee’s negligence, bad faith or willful misconduct in connection
therewith. In addition, the Trustee shall indemnify and hold harmless the
Depositor and the Master Servicer and each of their officers, directors and
affiliates from and against any losses, damages, penalties, fines, forfeitures,
reasonable and necessary legal fees and related costs, judgments and other
costs
and expenses arising out of or based upon (i) any untrue statement or alleged
untrue statement of any material fact contained in any Back-Up Certification,
the Annual Statement of Compliance, the Assessment of Compliance, any Additional
Disclosure or other information provided by the Trustee pursuant to Section
3.13, 3.14 and 3.16 (the “Trustee Information”), or (ii) the omission or alleged
omission to state therein a material fact required to be stated therein or
necessary to make the statements therein, in light of the circumstances in
which
they were made, not misleading; provided, by way of clarification, that clause
(ii) of this paragraph shall be construed solely by reference to the Trustee
Information and not to any other information communicated in connection with
the
Certificates, without regard to whether the Trustee Information or any portion
thereof is presented together with or separately from such other
information.
(d) The
Depositor shall indemnify and hold harmless the Trustee and its officers,
directors and affiliates from and against any losses, damages, penalties, fines,
forfeitures, reasonable and necessary legal fees and related costs, judgments
and other costs and expenses arising out of or based upon a breach of the
obligations of the Depositor under Section 3.13, Section 3.14 and Section 3.16
or the Depositor’s negligence, bad faith or willful misconduct in connection
therewith. In addition, the Depositor shall indemnify and hold harmless the
Trustee and each of its officers, directors and affiliates from and against
any
losses, damages, penalties, fines, forfeitures, reasonable and necessary legal
fees and related costs, judgments and other costs and expenses arising out
of or
based upon (i) any untrue statement or alleged untrue statement of any material
fact contained in any Additional Disclosure or other information provided by
the
Depositor pursuant to Section 3.16 (the “Depositor Information”), or (ii) the
omission or alleged omission to state therein a material fact required to be
stated therein or necessary to make the statements therein, in light of the
circumstances in which they were made, not misleading; provided, by way of
clarification, that clause (ii) of this paragraph shall be construed solely
by
reference to the Depositor Information and not to any other information
communicated in connection with the Certificates, without regard to whether
the
Depositor Information or any portion thereof is presented together with or
separately from such other information.
(e) The
Master Servicer shall indemnify and hold harmless the Trustee and the Depositor
and their respective officers, directors and affiliates from and against any
losses, damages, penalties, fines, forfeitures, reasonable and necessary legal
fees and related costs, judgments and other costs and expenses arising out
of or
based upon a breach of the obligations of the Master Servicer under Section
3.13, Section 3.14 and Section 3.16 or the Master Servicer’s negligence, bad
faith or willful misconduct in connection therewith. In addition, the Master
Servicer shall indemnify and hold harmless the Trustee and the Depositor and
each of its officers, directors and affiliates from and against any losses,
damages, penalties, fines, forfeitures, reasonable and necessary legal fees
and
related costs, judgments and other costs and expenses arising out of or based
upon (i) any untrue statement or alleged untrue statement of any material fact
contained in any ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Certification, the Annual Statement of
Compliance, the Assessment of Compliance, any Additional Disclosure or other
information provided by the Master Servicer pursuant to Section 3.13, 3.14
and
3.16 (the “Master Servicer Information”), or (ii) the omission or alleged
omission to state therein a material fact required to be stated therein or
necessary to make the statements therein, in light of the circumstances in
which
they were made, not misleading; provided, by way of clarification, that clause
(ii) of this paragraph shall be construed solely by reference to the Master
Servicer Information and not to any other information communicated in connection
with the Certificates, without regard to whether the Master Servicer Information
or any portion thereof is presented together with or separately from such other
information.
If
the
indemnification provided for herein is unavailable or insufficient to hold
harmless the Master Servicer, the Depositor or the Trustee, as applicable,
then
the defaulting party, in connection with a breach of its respective obligations
under Section 3.13, Section 3.14 and Section 3.16 or its respective negligence,
bad faith or willful misconduct in connection therewith, agrees that it shall
contribute to the amount paid or payable by the other parties as a result of
the
losses, claims, damages or liabilities of the other party in such proportion
as
is appropriate to reflect the relative fault and the relative benefit of the
respective parties.
(f) Nothing
shall be construed from the foregoing subsections (a), (b) and (c) to require
the Trustee or any officer, director or Affiliate thereof to sign any Form
10-K
or any certification contained therein. Furthermore, the inability of the
Trustee to file a Form 10-K as a result of the lack of required information
as
set forth in Section 3.16(a) or required signatures on such Form 10-K or any
certification contained therein shall not be regarded as a breach by the Trustee
of any obligation under this Agreement.
(g) Notwithstanding
the provisions of Section 11.01, this Section 3.16 may be amended without the
consent of the Certificateholders.
Section
3.17 Intention
of the Parties and Interpretation.
Each
of
the parties acknowledges and agrees that the purpose of Sections 3.13, 3.14
and
3.16 of this Agreement is to facilitate compliance by the Seller and the
Depositor with the provisions of Regulation AB. Therefore, each of the parties
agrees that (a) the obligations of the parties hereunder shall be interpreted
in
such a manner as to accomplish that purpose, (b) the parties’ obligations
hereunder will be supplemented and modified as necessary to be consistent with
any such amendments, interpretive advice or guidance, convention or consensus
among active participants in the asset-backed securities markets, advice of
counsel, or otherwise in respect of the requirements of Regulation AB, (c)
the
parties shall comply with reasonable requests made by the Seller, the Trustee
or
the Depositor for delivery of additional or different information as the Seller,
the Trustee or the Depositor may determine in good faith is necessary to comply
with the provisions of Regulation AB, and (d) no amendment of this Agreement
shall be required to effect any such changes in the parties’ obligations as are
necessary to accommodate evolving interpretations of the provisions of
Regulation AB.
Section
3.18 UCC.
The
Seller shall file any financing statements, continuation statements or
amendments thereto required by any change in the Uniform Commercial
Code.
Section
3.19 Optional
Purchase of Certain Mortgage Loans.
With
respect to any Mortgage Loan which as of the first day of a Fiscal Quarter
is
delinquent in payment by 90 days or more or is an REO Property, the Seller
shall
have the right to purchase any such Mortgage Loan or REO Property from the
Trust
at a price equal to the Purchase Price; provided however (i) that such Mortgage
Loan is still 90 days or more delinquent or is an REO Property as of the date
of
such purchase and (ii) this purchase option, if not theretofore exercised,
shall
terminate on the date prior to the last day of the related Fiscal Quarter.
This
purchase option, if not exercised, shall not be thereafter reinstated unless
the
delinquency is cured and the Mortgage Loan thereafter again becomes 90 days
or
more delinquent or becomes an REO Property, in which case the option shall
again
become exercisable as of the first day of the related Fiscal Quarter. This
right
may be assigned by the Seller to a third party, including a holder of a Class
of
Certificates.
If
at any
time the Seller remits to the Master Servicer a payment for deposit in the
Protected Account covering the amount of the Purchase Price for such a Mortgage
Loan, and the Seller provides to the Trustee a certification signed by a
Servicing Officer stating that the amount of such payment has been deposited
in
the Protected Account, then the Trustee shall execute the assignment of such
Mortgage Loan prepared and delivered to the Trustee, at the request of the
Seller, without recourse, representation or warranty, to the Seller which shall
succeed to all the Trustee’s right, title and interest in and to such Mortgage
Loan, and all security and documents relative thereto. Such assignment shall
be
an assignment outright and not for security. The Seller will thereupon own
such
Mortgage, and all such security and documents, free of any further obligation
to
the Trustee or the Certificateholders with respect thereto.
Section
3.20 Obligations
of the Master Servicer in Respect of Mortgage Rates and Scheduled
Payments.
In
the
event that a shortfall in any collection on or liability with respect to any
Mortgage Loan results from or is attributable to adjustments to Mortgage Rates,
Scheduled Payments or Stated Principal Balances that were made by the Master
Servicer in a manner not consistent with the terms of the related Mortgage
Note
and this Agreement, the Master Servicer, upon discovery or receipt of notice
thereof, immediately shall deliver to the Trustee for deposit in the
Distribution Account with respect to the related Loan Group from its own funds
the amount of any such shortfall and shall indemnify and hold harmless the
Trust
Fund, the Trustee, the Depositor and any Successor Master Servicer in respect
of
any such liability. Such indemnities shall survive the termination or discharge
of this Agreement. Notwithstanding the foregoing, this Section 3.20 shall not
limit the ability of the Master Servicer to seek recovery of any such amounts
from the related Mortgagor under the terms of the related Mortgage Note and
Mortgage, to the extent permitted by applicable law.
Section
3.21 Group
I Reserve Fund; Payments to and from Swap Administrator; Group I Supplemental
Interest Trust.
(a) As
of the
Closing Date, the Trustee shall establish and maintain in the name of the Group
I Supplemental Interest Trust, a separate trust for the benefit of the Holders
of the Class I-A Certificates and Class I-M Certificates and the Group I Swap
Provider. The Group I Supplemental Interest Trust shall hold the Group I Swap
Agreement, the rights in respect of the Swap Administration Agreement that
relate to Loan Group I, the Group I Swap Account and REMIC VII Regular Interest
IO. The Group I Swap Account shall be an Eligible Account, and funds on deposit
therein shall be held separate and apart from, and shall not be commingled
with,
any other moneys, including, without limitation, other moneys of the Trustee
held pursuant to this Agreement. Amounts in the Group I Swap Account shall,
at
the direction of the Majority Class I-CE Certificateholder, be invested in
Permitted Investments that mature no later than the Business Day prior to the
next succeeding Distribution Date. All net income and gain from such investments
shall be distributed to the Majority Class I-CE Certificateholder, not as a
distribution in respect of any interest in any REMIC, on such Distribution
Date.
In the absence of written instructions to the Trustee, amounts on deposit in
the
Group I Swap Account shall remain uninvested. All amounts earned on amounts
on
deposit in the Group I Swap Account shall be taxable to the Majority Class
I-CE
Certificateholder. Any losses on such investments shall be deposited in the
Group I Swap Account by the Majority Class I-CE Certificateholder out of its
own
funds immediately as realized. In performing its duties hereunder and under
the
Group I Swap Agreement and the rights in respect of the Swap Administration
Agreement that relate to Loan Group I, the Group I Supplemental Interest Trust
Trustee shall be entitled to the same rights, protections and indemnities as
provided to the Trustee hereunder.
(b) On
or
before the Closing Date, the Trustee shall establish a Group I Reserve Fund
on
behalf of the Holders of the Group I Certificates. On the Closing Date, the
Depositor shall cause an amount equal to the Group I Reserve Fund Deposit to
be
deposited into the Group I Reserve Fund. The Group I Reserve Fund must be an
Eligible Account. The Group I Reserve Fund shall be entitled “Group I Reserve
Fund, LaSalle Bank National Association as Trustee for the benefit of holders
of
Bear ▇▇▇▇▇▇▇ Asset Backed Securities I LLC, Asset-Backed Certificates, Series
2006-HE8”. The Trustee shall deposit in the Group I Reserve Fund all payments
received from the Swap Administrator that are payable to the Trust Fund with
respect to Loan Group I pursuant to the Swap Administration Agreement. On each
Distribution Date the Trustee shall remit such amounts received from the Swap
Administrator to the Holders of the Class I-A Certificates and Class I-M
Certificates in the manner provided in clause (d) below. In addition, on each
Distribution Date as to which there is a Basis Risk Shortfall Carry Forward
Amount payable to any Class of Class I-A Certificates and/or Class I-M
Certificates, the Trustee shall deposit the amounts distributable pursuant
to
clauses (C) and (D) of Section 5.04(a)(3) into the Group I Reserve Fund, and
the
Trustee has been directed by the Class I-CE Certificateholder to distribute
any
amounts then on deposit in the Group I Reserve Fund to the Holders of the Class
I-A Certificates and/or Class I-M Certificates in respect of the Basis Risk
Shortfall Carry Forward Amounts for each such Class in the priorities set forth
in clauses (C) and (D) of Section 5.04(a)(3). Any amount paid to the Holders
of
Class I-A Certificates and/or Class I-M Certificates from amounts distributable
pursuant to clauses (C) and (D) of Section 5.04(a)(3) pursuant to the preceding
sentence in respect of Basis Risk Shortfall Carry Forward Amounts shall be
treated as distributed to the Class I-CE Certificateholder in respect of the
Class I-CE Certificates and paid by the Class I-CE Certificateholder to the
Holders of the Class I-A Certificates and/or Class I-M Certificates. Any
payments to the Holders of the Class I-A Certificates and/or Class I-M
Certificates in respect of Basis Risk Shortfall Carry Forward Amounts, whether
pursuant to the second preceding sentence or pursuant to clause (d) below,
shall
not be payments with respect to a Regular Interest in a REMIC within the meaning
of Section 860G(a)(1) of the Code.
(c) Group
I
Net Swap Payments and Group I Swap Termination Payments (other than Group I
Swap
Termination Payments resulting from a Group I Swap Provider Trigger Event
and
to
the extent not paid by the Swap Administrator on behalf of the Group I
Supplemental Interest Trust Trustee from any upfront payment received pursuant
to any related replacement interest rate swap agreement that may be entered
into
by the Group I Supplemental Interest Trust Trustee)
payable
by the Swap Administrator, on behalf of the Group I Supplemental Interest Trust
Trustee, to the Group I Swap Provider pursuant to the Group I Swap Agreement
shall be deducted from Interest Funds with respect to Loan Group I, and to
the
extent of any such remaining amounts due, from Principal Funds with respect
to
Loan Group I, prior to any distributions to the Group I Certificateholders.
On
or before each Distribution Date, such amounts shall be remitted to the Swap
Administrator, and deposited into the Group I Swap Account, first to make any
Group I Net Swap Payment owed to the Group I Swap Provider pursuant to the
Group
I Swap Agreement for such Distribution Date and for prior Distribution Dates,
if
any, and second to make any Group I Swap Termination Payment (not due to a
Group
I Swap Provider Trigger Event and to the extent not paid by the Swap
Administrator on behalf of the Group I Supplemental Interest Trust Trustee
from
any upfront payment received pursuant to any related replacement interest rate
swap agreement that may be entered into by the Group I Supplemental Interest
Trust Trustee) owed to the Group I Swap Provider pursuant to the Group I Swap
Agreement for such Distribution Date and for prior Distribution Dates, if any.
For federal income tax purposes, such amounts paid to the Group I Supplemental
Interest Trust on each Distribution Date shall first be deemed paid to the
Group
I Supplemental Interest Trust in respect of REMIC VII Regular Interest IO to
the
extent of the amount distributable on such REMIC VII Regular Interest IO on
such
Distribution Date, and any remaining amount shall be deemed paid to the Group
I
Supplemental Interest Trust in respect of a Group I Class IO Distribution
Amount. Any Group I Swap Termination Payment triggered by a Group I Swap
Provider Trigger Event owed to the Group I Swap Provider pursuant to the Group
I
Swap Agreement will be subordinated to distributions to the Holders of the
Class
I-A Certificates and Class I-M Certificates and shall be paid as set forth
under
Section 5.04(a)(3). In addition, the Swap Administrator shall remit to the
Group
I Swap Provider any Group I Swap Optional Termination Payment paid as part
of
the Group I Mortgage Loan Purchase Price and remitted to the Group I
Supplemental Interest Trust pursuant to Section 10.01.
(d) On
or
before each Distribution Date, Group I Net Swap Payments payable by the Group
I
Swap Provider pursuant to the Group I Swap Agreement to the Swap Administrator,
on behalf of the Group I Supplemental Interest Trust Trustee, will be deposited
by the Swap Administrator, acting on behalf of the Group I Supplemental Interest
Trust Trustee, into the Group I Swap Account pursuant to the Swap Administration
Agreement. The Swap Administrator shall, to the extent provided in the Swap
Administration Agreement, remit amounts on deposit in the Group I Swap Account
to the Trustee for deposit into the Group I Reserve Fund. On each Distribution
Date, to the extent required, the Trustee shall withdraw such amounts from
the
Group I Reserve Fund to distribute to the Class I-A Certificates and Class
I-M
Certificates in the following order of priority:
(i) first,
to each
Class of Class I-A Certificates, on a pro
rata
basis,
to pay Current Interest and any Interest Carry Forward Amount to the extent
due
to the interest portion of a Realized Loss, in each case to the extent not
fully
paid pursuant to Section 5.04(a)(1);
(ii) second,
sequentially to the Class
I-M-1, Class I-M-2, Class I-M-3, Class I-M-4, Class I-M-5, Class I-M-6, Class
I-M-7, Class I-M-8, Class I-M-9, Class I-M-10 and Class I-M-11
Certificates,
in that
order, to pay Current Interest to the extent not fully paid pursuant to Section
5.04(a)(1) and any Interest Carry Forward Amount, in each case to the extent
due
to the interest portion of a Realized Loss;
(iii) third,
to pay
first, to each Class of Class I-A Certificates, on a pro
rata
basis,
based on the amount of Basis Risk Shortfall Carry Forward Amount for each such
Class, and second, sequentially to the Class I-M-1, Class I-M-2, Class I-M-3,
Class I-M-4, Class I-M-5, Class I-M-6, Class I-M-7, Class I-M-8, Class I-M-9,
Class I-M-10 and Class I-M-11 Certificates, in that order, any Basis Risk
Shortfall Carry Forward Amounts for such Distribution Date; and
(iv) fourth,
to pay
as principal to the Class I-A Certificates and Class I-M Certificates to be
applied as part of the Group I Extra Principal Distribution Amount payable
under
Section 5.04(a)(2) to the extent that the Group I Overcollateralization Amount
is reduced below the Group I Overcollateralization Target Amount, as a result
of
Realized Losses and to the extent not paid by Excess Spread relating to Loan
Group I pursuant to Section 5.04(a)(3) for such Distribution Date. For the
avoidance of doubt, any amounts distributable pursuant to this clause (iv)
shall
be limited to rebuilding overcollateralization related to Loan Group I to the
extent overcollateralization has been reduced through Realized Losses related
to
Loan Group I.
(e) The
Group
I Reserve Fund is an “outside reserve fund” within the meaning of Treasury
Regulation Section 1.860G-2(h) and shall be an asset of the Trust Fund but
not
an asset of any REMIC. The Trustee on behalf of the Trust shall be the nominal
owner of the Group I Reserve Fund. The Majority Class I-CE Certificateholder
shall be the beneficial owner of the Group I Reserve Fund, subject to the power
of the Trustee to transfer amounts under Section 5.04. Amounts
in the Group I Reserve Fund shall, at the direction of the Majority Class I-CE
Certificateholder, be invested in Permitted Investments that mature no later
than the Business Day prior to the next succeeding Distribution Date. All net
income and gain from such investments shall be distributed to the Majority
Class
I-CE Certificateholder, not as a distribution in respect of any interest in
any
REMIC, on such Distribution Date. In
the
absence of written instructions to the Trustee, amounts on deposit in the Group
I Reserve Fund shall remain uninvested. All
amounts earned on amounts on deposit in the Group I Reserve Fund shall be
taxable to the Majority Class I-CE Certificateholder. Any losses on such
investments shall be deposited in the Group I Reserve Fund by the Majority
Class
I-CE Certificateholder out of its own funds immediately as realized.
The
Group
I Swap Account, which is created and maintained by the Swap Administrator
pursuant to the Swap Administration Agreement, is an “outside reserve fund”
within the meaning of Treasury Regulation Section 1.860G-2(h) and shall not
be
an asset of any REMIC created hereunder. The beneficial owner of the Group
I
Swap Account is identified, and other matters relating to the Group I Swap
Account are addressed, in the Swap Administration Agreement.
(f) The
Trustee shall treat the Holders of Group I Certificates (other than the Class
I-P, Class I-CE and Class I-R Certificates) as having entered into a notional
principal contract with respect to the Holders of the Class I-CE Certificates.
Pursuant to each such notional principal contract, all Holders of Group I
Certificates (other than the Class I-P, Class I-CE and Class I-R Certificates)
shall be treated as having agreed to pay, on each Distribution Date, to the
Holder of the Class I-CE Certificates an aggregate amount equal to the excess,
if any, of (i) the amount payable on such Distribution Date on the REMIC IV
Regular Interest corresponding to such Class of Certificates over (ii) the
amount payable on such Class of Certificates on such Distribution Date (such
excess, a “Group I Class IO Distribution Amount”). A Group I Class IO
Distribution Amount payable from interest collections shall be allocated
pro
rata
among
such Certificates based on the excess of, with respect to each such Certificate,
(i) the amount of interest otherwise payable to the REMIC IV Regular Interest
relating to such Certificate over (ii) the amount of interest payable to such
Certificate at a per annum rate equal to the related Net Rate Cap, and a Group
I
Class IO Distribution Amount payable from principal collections shall be
allocated to the most subordinate Class of Group I Certificates with an
outstanding principal balance to the extent of such balance. In addition,
pursuant to such notional principal contract, the Holder of the Class I-CE
Certificates shall be treated as having agreed to pay Basis Risk Shortfall
Carry
Forward Amounts with respect to Loan Group I to the Holders of the Group I
Certificates (other than the Class I-CE, Class I-P and Class I-R Certificates)
in accordance with the terms of this Agreement. Any payments to the Group I
Certificates from amounts deemed received in respect of this notional principal
contract shall not be payments with respect to a Regular Interest in a REMIC
within the meaning of Code Section 860G(a)(1). However, any payment from the
Group I Certificates (other than the Class I-CE, Class I-P and Class I-R
Certificates) of a Group I Class IO Distribution Amount shall be treated for
tax
purposes as having been received by the Holders of such Certificates in respect
of their interests in REMIC IV and as having been paid by such Holders to the
Swap Administrator pursuant to the notional principal contract. Thus, each
Group
I Certificate (other than the Class I-P Certificates and Class I-R Certificates)
shall be treated as representing not only ownership of a Regular Interest in
REMIC IV, but also ownership of an interest in, and obligations with respect
to,
a notional principal contract.
(g) In
the
event that the Group I Swap Agreement is terminated prior to the Distribution
Date in October 2011, the Group I Supplemental Interest Trust Trustee shall
cause the Swap Administrator to use reasonable efforts to appoint a successor
swap provider to enter into a related replacement interest rate swap agreement
using any Group I Swap Termination Payments paid by the Group I Swap Provider
to
the Swap Administrator, on behalf of the Group I Supplemental Interest Trust
Trustee, in connection with such termination, and in accordance with the terms
of the Swap Administration Agreement. If the Swap Administrator is unable to
obtain a replacement interest rate swap agreement within the period specified
in
the Swap Administration Agreement, any such Group I Swap Termination Payments
shall be used by the Swap Administrator, on behalf of the Group I Supplemental
Interest Trust Trustee, for payment to the Holders of the Class I-A Certificates
and Class I-M Certificates or for such other purpose specified in the Swap
Administration Agreement in accordance with the terms thereof.
(h) In
the
event that the Group I Swap Provider fails to perform any of its obligations
under the Group I Swap Agreement (including,
without
limitation, its obligation to make any payment or transfer collateral), or
breaches any of its representations and warranties thereunder, or in the event
that an Event of Default, Termination Event, or Additional Termination Event
(each as defined in the Group I Swap Agreement) occurs with respect to the
Group
I Swap Agreement, the Group I Supplemental Interest Trust Trustee shall
immediately, but no later than the next Business Day following such failure,
breach, or occurrence, notify the Depositor and send any notices and make any
demands, on behalf of the Group I Supplemental Interest Trust, in accordance
with the Group I Swap Agreement.
(i)
In the
event that the Group I Swap Provider’s obligations are at any time guaranteed by
a third party under a guaranty relating to the
Group I
Swap Agreement (such guaranty the “Group I Guaranty” and such third party the
“Group I Guarantor”), then to the extent that the Group I Swap Provider fails to
make any payment required under the terms of the Group I Swap Agreement, the
Group I Supplemental Interest Trust Trustee shall immediately demand that the
Group I Guarantor make any and all payments then required to be made by the
Group I Guarantor pursuant to such Group I Guaranty. The Group I Swap Provider
or the Depositor shall promptly provide the Group I Supplemental Interest Trust
Trustee with a copy of such Group I Guaranty.
(j) The
Group
I Supplemental Interest Trust Trustee shall cause any replacement swap provider
to provide a copy of the related replacement
interest
rate swap agreement to the Depositor.
Section
3.22 Group
II Reserve Fund; Payments to and from Swap Administrator; Group II Supplemental
Interest Trust.
(a) As
of the
Closing Date, the Trustee shall establish and maintain in the name of the Group
II Supplemental Interest Trust, a separate trust for the benefit of the Holders
of the Class II-A Certificates and Class II-M Certificates and the Group II
Swap
Provider. The Group II Supplemental Interest Trust shall hold the Group II
Swap
Agreement, the rights in respect of the Swap Administration Agreement that
relate to Loan Group II, the Group II Swap Account and REMIC X Regular Interest
IO. The Group II Swap Account shall be an Eligible Account, and funds on deposit
therein shall be held separate and apart from, and shall not be commingled
with,
any other moneys, including, without limitation, other moneys of the Trustee
held pursuant to this Agreement. Amounts in the Group II Swap Account shall,
at
the direction of the Majority Class II-CE Certificateholder, be invested in
Permitted Investments that mature no later than the Business Day prior to the
next succeeding Distribution Date. All net income and gain from such investments
shall be distributed to the Majority Class II-CE Certificateholder, not as
a
distribution in respect of any interest in any REMIC, on such Distribution
Date.
In the absence of written instructions to the Trustee, amounts on deposit in
the
Group II Swap Account shall remain uninvested. All amounts earned on amounts
on
deposit in the Group II Swap Account shall be taxable to the Majority Class
II-CE Certificateholder. Any losses on such investments shall be deposited
in
the Group II Swap Account by the Majority Class II-CE Certificateholder out
of
its own funds immediately as realized. In performing its duties hereunder and
under the Group II Swap Agreement and the rights in respect of the Swap
Administration Agreement that relate to Loan Group II, the Group II Supplemental
Interest Trust Trustee shall be entitled to the same rights, protections and
indemnities as provided to the Trustee hereunder.
(b) On
or
before the Closing Date, the Trustee shall establish a Group II Reserve Fund
on
behalf of the Holders of the Group II Certificates. On the Closing Date, the
Depositor shall cause an amount equal to the Group II Reserve Fund Deposit
to be
deposited into the Group II Reserve Fund. The Group II Reserve Fund must be
an
Eligible Account. The Group II Reserve Fund shall be entitled “Group II Reserve
Fund, LaSalle Bank National Association as Trustee for the benefit of holders
of
Bear ▇▇▇▇▇▇▇ Asset Backed Securities I LLC, Asset-Backed Certificates, Series
2006-HE8”. The Trustee shall deposit in the Group II Reserve Fund all payments
received from the Swap Administrator that are payable to the Trust Fund with
respect to Loan Group II pursuant to the Swap Administration Agreement. On
each
Distribution Date the Trustee shall remit such amounts received from the Swap
Administrator to the Holders of the Class II-A Certificates and Class II-M
Certificates in the manner provided in clause (d) below. In addition, on each
Distribution Date as to which there is a Basis Risk Shortfall Carry Forward
Amount payable to any Class of Class II-A Certificates and/or Class II-M
Certificates, the Trustee shall deposit the amounts distributable pursuant
to
clauses (C) and (D) of Section 5.04(b)(4) into the Group II Reserve Fund, and
the Trustee has been directed by the Class II-CE Certificateholder to distribute
any amounts then on deposit in the Group II Reserve Fund to the Holders of
the
Class II-A Certificates and/or Class II-M Certificates in respect of the Basis
Risk Shortfall Carry Forward Amount for each such Class in the priorities set
forth in clauses (C) and (D) of Section 5.04(b)(4). Any amount paid to the
Holders of Class II-A Certificates and/or Class II-M Certificates from amounts
distributable pursuant to clauses (C) and (D) of Section 5.04(b)(4) pursuant
to
the preceding sentence in respect of Basis Risk Shortfall Carry Forward Amounts
shall be treated as distributed to the Class II-CE Certificateholder in respect
of the Class II-CE Certificates and paid by the Class II-CE Certificateholder
to
the Holders of the Class II-A Certificates and/or Class II-M Certificates.
Any
payments to the Holders of the Class II-A Certificates and/or Class II-M
Certificates in respect of Basis Risk Shortfall Carry Forwards Amount, whether
pursuant to the second preceding sentence or pursuant to clause (d) below,
shall
not be payments with respect to a Regular Interest in a REMIC within the meaning
of Section 860G(a)(1) of the Code.
(c) Group
II
Net Swap Payments and Group II Swap Termination Payments (other than Group
II
Swap Termination Payments resulting from a Group II Swap Provider Trigger Event
and to the extent not paid by the Swap Administrator on behalf of the Group
II
Supplemental Interest Trust Trustee from any upfront payment received pursuant
to any related replacement interest rate swap agreement that may be entered
into
by the Group II Supplemental Interest Trust Trustee) payable by the Swap
Administrator, on behalf of the Group II Supplemental Interest Trust Trustee,
to
the Group II Swap Provider pursuant to the Group II Swap Agreement shall be
deducted from Interest Funds with respect to Loan Group II, and to the extent
of
any such remaining amounts due, from Principal Funds with respect to Loan Group
II, prior to any distributions to the Group II Certificateholders. On or before
each Distribution Date, such amounts shall be remitted to the Swap
Administrator, and deposited into the Group II Swap Account, first to make
any
Group II Net Swap Payment owed to the Group II Swap Provider pursuant to the
Group II Swap Agreement for such Distribution Date and for prior Distribution
Dates, if any, and second to make any Group II Swap Termination Payment (not
due
to a Group II Swap Provider Trigger Event and to the extent not paid by the
Swap
Administrator on behalf of the Group II Supplemental Interest Trust Trustee
from
any upfront payment received pursuant to any related replacement interest rate
swap agreement that may be entered into by the Group II Supplemental Interest
Trust Trustee) owed to the Group II Swap Provider pursuant to the Group II
Swap
Agreement for such Distribution Date and for prior Distribution Dates, if any.
For federal income tax purposes, such amounts paid to the Group II Supplemental
Interest Trust on each Distribution Date shall first be deemed paid to the
Group
II Supplemental Interest Trust in respect of REMIC X Regular Interest IO to
the
extent of the amount distributable on such REMIC X Regular Interest IO on such
Distribution Date, and any remaining amount shall be deemed paid to the Group
II
Supplemental Interest Trust in respect of a Group II Class IO Distribution
Amount. Any Group II Swap Termination Payment triggered by a Group II Swap
Provider Trigger Event owed to the Group II Swap Provider pursuant to the Group
II Swap Agreement will be subordinated to distributions to the Holders of the
Class II-A Certificates and Class II-M Certificates and shall be paid as set
forth under Section 5.04(b)(4). In addition, the Swap Administrator shall remit
to the Group II Swap Provider any Group II Swap Optional Termination Payment
paid as part of the Group II Mortgage Loan Purchase Price and remitted to the
Group II Supplemental Interest Trust pursuant to Section 10.01.
(d) On
or
before each Distribution Date, Group II Net Swap Payments payable by the Group
II Swap Provider pursuant to the Group II Swap Agreement to the Swap
Administrator, on behalf of the Group II Supplemental Interest Trust Trustee,
will be deposited by the Swap Administrator, acting on behalf of the Group
II
Supplemental Interest Trust Trustee, into the Group II Swap Account pursuant
to
the Swap Administration Agreement. The Swap Administrator shall, to the extent
provided in the Swap Administration Agreement, remit amounts on deposit in
the
Group II Swap Account to the Trustee for deposit into the Group II Reserve
Fund.
On each Distribution Date, to the extent required, the Trustee shall withdraw
such amounts from the Group II Reserve Fund to distribute to the Class II-A
Certificates and Class II-M Certificates in the following order of
priority:
(i) first,
to each
Class of Class II-A Certificates, on a pro
rata
basis,
to pay Current Interest and any Interest Carry Forward Amount to the extent
due
to the interest portion of a Realized Loss, in each case to the extent not
fully
paid pursuant to Section 5.04(b)(1);
(ii) second,
sequentially to the Class II-M-1, Class II-M-2, Class II-M-3, Class II-M-4,
Class II-M-5, Class II-M-6, Class II-M-7, Class II-M-8, Class II-M-9, Class
II-M-10 and Class II-M-11 Certificates, in that order, to pay Current Interest
to the extent not fully paid pursuant to Section 5.04(b)(1) and any Interest
Carry Forward Amount, in each case to the extent due to the interest portion
of
a Realized Loss;
(iii) third,
to pay
first, to each Class of Class II-A Certificates, on a pro
rata
basis,
based on the amount of Basis Risk Shortfall Carry Forward Amount for each such
Class, and second, sequentially to the Class II-M-1, Class II-M-2, Class II-M-3,
Class II-M-4, Class II-M-5, Class II-M-6, Class II-M-7, Class II-M-8, Class
II-M-9, Class II-M-10 and Class II-M-11 Certificates, in that order, any Basis
Risk Shortfall Carry Forward Amounts for such Distribution Date;
and
(iv) fourth,
to pay
as principal to the Class II-A Certificates and Class II-M Certificates to
be
applied as part of the Group II Extra Principal Distribution Amount payable
under Section 5.04(b)(2) to the extent that the Group II Overcollateralization
Amount is reduced below the Group II Overcollateralization Target Amount, as
a
result of Realized Losses and to the extent not paid by Excess Spread relating
to Loan Group II pursuant to Section 5.04(b)(4) for such Distribution Date.
For
the avoidance of doubt, any amounts distributable pursuant to this clause (iv)
shall be limited to rebuilding overcollateralization related to Loan Group
II to
the extent overcollateralization has been reduced through Realized Losses
related to Loan Group II.
(e) The
Group
II Reserve Fund is an “outside reserve fund” within the meaning of Treasury
Regulation Section 1.860G-2(h) and shall be an asset of the Trust Fund but
not
an asset of any REMIC. The Trustee on behalf of the Trust shall be the nominal
owner of the Group II Reserve Fund. The Majority Class II-CE Certificateholder
shall be the beneficial owner of the Group II Reserve Fund, subject to the
power
of the Trustee to transfer amounts under Section 5.04. Amounts in the Group
II
Reserve Fund shall, at the direction of the Majority Class II-CE
Certificateholder, be invested in Permitted Investments that mature no later
than the Business Day prior to the next succeeding Distribution Date. All net
income and gain from such investments shall be distributed to the Majority
Class
II-CE Certificateholder, not as a distribution in respect of any interest in
any
REMIC, on such Distribution Date. In
the
absence of written instructions to the Trustee, amounts on deposit in the Group
II Reserve Fund shall remain uninvested. All
amounts earned on amounts on deposit in the Group II Reserve Fund shall be
taxable to the Majority Class II-CE Certificateholder. Any losses on such
investments shall be deposited in the Group II Reserve Fund by the Majority
Class II-CE Certificateholder out of its own funds immediately as realized.
The
Group II Swap Account, which is created and maintained by the Swap Administrator
pursuant to the Swap Administration Agreement, is an “outside reserve fund”
within the meaning of Treasury Regulation Section 1.860G-2(h) and shall not
be
an asset of any REMIC created hereunder. The beneficial owner of the Group
II
Swap Account is identified, and other matters relating to the Group II Swap
Account are addressed, in the Swap Administration Agreement.
(f) The
Trustee shall treat the Holders of Group II Certificates (other than the Class
II-P, Class II-CE and Class II-R Certificates) as having entered into a notional
principal contract with respect to the Holders of the Class II-CE Certificates.
Pursuant to each such notional principal contract, all Holders of Group II
Certificates (other than the Class II-P, Class II-CE and Class II-R
Certificates) shall be treated as having agreed to pay, on each Distribution
Date, to the Holder of the Class II-CE Certificates an aggregate amount equal
to
the excess, if any, of (i) the amount payable on such Distribution Date on
the
REMIC IV Regular Interest corresponding to such Class of Certificates over
(ii)
the amount payable on such Class of Certificates on such Distribution Date
(such
excess, a “Group II Class IO Distribution Amount”). A Group II Class IO
Distribution Amount payable from interest collections shall be allocated
pro
rata
among
such Certificates based on the excess of, with respect to each such Certificate,
(i) the amount of interest otherwise payable to the REMIC IV Regular Interest
relating to such Certificate over (ii) the amount of interest payable to such
Certificate at a per annum rate equal to the related Net Rate Cap, and a Group
II Class IO Distribution Amount payable from principal collections shall be
allocated to the most subordinate Class of Group II Certificates with an
outstanding principal balance to the extent of such balance. In addition,
pursuant to such notional principal contract, the Holder of the Class II-CE
Certificates shall be treated as having agreed to pay Basis Risk Shortfall
Carry
Forward Amounts with respect to Loan Group II to the Holders of the Group II
Certificates (other than the Class II-CE, Class II-P and Class II-R
Certificates) in accordance with the terms of this Agreement. Any payments
to
the Group II Certificates from amounts deemed received in respect of this
notional principal contract shall not be payments with respect to a Regular
Interest in a REMIC within the meaning of Code Section 860G(a)(1). However,
any
payment from the Group II Certificates (other than the Class II-CE, Class II-P
and Class II-R Certificates) of a Group II Class IO Distribution Amount shall
be
treated for tax purposes as having been received by the Holders of such
Certificates in respect of their interests in REMIC IV and as having been paid
by such Holders to the Swap Administrator pursuant to the notional principal
contract. Thus, each Group II Certificate (other than the Class II-P
Certificates and Class II-R Certificates) shall be treated as representing
not
only ownership of a Regular Interest in REMIC IV, but also ownership of an
interest in, and obligations with respect to, a notional principal
contract.
(g) In
the
event that the Group II Swap Agreement is terminated prior to the Distribution
Date in October 2011, the Group II Supplemental Interest Trust Trustee shall
cause the Swap Administrator to use reasonable efforts to appoint a successor
swap provider to enter into a related replacement interest rate swap agreement
using any Group II Swap Termination Payments paid by the Group II Swap Provider
to the Swap Administrator, on behalf of the Group II Supplemental Interest
Trust
Trustee, in connection with such termination. If the Swap Administrator is
unable to obtain a replacement interest rate swap agreement within the period
specified in the Swap Administration Agreement, any such Group II Swap
Termination Payments shall be used by the Swap Administrator, on behalf of
the
Group II Supplemental Interest Trust Trustee, for payment to the Holders of
the
Class II-A Certificates and Class II-M Certificates or for such other purpose
specified in the Swap Administration Agreement in accordance with the terms
thereof.
(h) In
the
event that the Group II Swap Provider fails to perform any of its obligations
under the Group II Swap Agreement (including,
without
limitation, its obligation to make any payment or transfer collateral), or
breaches any of its representations and warranties thereunder, or in the event
that an Event of Default, Termination Event, or Additional Termination Event
(each as defined in the Group II Swap Agreement) occurs with respect to the
Group II Swap Agreement, the Group II Supplemental Interest Trust Trustee shall
immediately, but no later than the next Business Day following such failure,
breach, or occurrence, notify the Depositor and send any notices and make any
demands, on behalf of the Group II Supplemental Interest Trust, in accordance
with the Group II Swap Agreement.
(i)
In the
event that the Group II Swap Provider’s obligations are at any time guaranteed
by a third party under a guaranty relating to the
Group II
Swap Agreement (such guaranty the “Group II Guaranty” and such third party the
“Group II Guarantor”), then to the extent that the Group II Swap Provider fails
to make any payment required under the terms of the Group II Swap Agreement,
the
Group II Supplemental Interest Trust Trustee shall immediately demand that
the
Group II Guarantor make any and all payments then required to be made by the
Group II Guarantor pursuant to such Group II Guaranty. The Group II Swap
Provider or the Depositor shall promptly provide the Group II Supplemental
Interest Trust Trustee with a copy of such Group II Guaranty.
(j) The
Group
II Supplemental Interest Trust Trustee shall cause any replacement swap provider
to provide a copy of the related replacement interest rate swap agreement to
the
Depositor.
Section
3.23 Tax
Treatment of Class IO Distribution Amounts in the Event of Resecuritization
of
Class A Certificates or Class M Certificates.
In
the
event that any Class A Certificate or Class M Certificate is resecuritized
in a
REMIC (the “Resecuritization REMIC”), for federal income tax purposes, (i)
payments on the REMIC IV Regular Interest corresponding to such Class A
Certificate or Class M Certificate shall, for the avoidance of doubt, be deemed
to include the related Class IO Distribution Amount, and (ii) to the extent
provided in the operative documents for the Resecuritization REMIC, (a) payments
on the “regular interests” issued by the Resecuritization REMIC shall be deemed
to include in the aggregate such Class IO Distribution Amount, and (b) such
Class IO Distribution Amount shall be deemed paid to the holder of the related
Class CE Certificates pursuant to a notional principal contract entered into
by
the holders of one or more “regular interests” issued by the Resecuritization
REMIC (“Resecuritization Holders”) and the Holder of the related Class CE
Certificates. In such event, Class IO Distribution Amounts deemed paid by
Resecuritization Holders under clause (b) of the immediately preceding sentence
shall be paid on behalf of such holders pursuant to Section 3.21(c) hereof
with
respect to Loan Group I and Section 3.22(c) hereof with respect to Loan Group
II.
Section
3.24 Advancing
Facility.
(a) The
Master Servicer and/or the Trustee on behalf of the Trust Fund, in either case,
with the consent of the Master Servicer in the case of the Trustee and, in
each
case, with notice to the Rating Agencies, is hereby authorized to enter into
a
facility (the “Advancing Facility”) with any Person which provides that such
Person (an “Advancing Person”) may fund Advances and/or Servicing Advances to
the Trust Fund under this Agreement, although no such facility shall reduce
or
otherwise affect the Master Servicer’s obligation to fund such Advances and/or
Servicing Advances. If the Master Servicer enters into such an Advancing
Facility pursuant to this Section 3.24, upon reasonable request of the Advancing
Person, the Trustee shall execute a letter of acknowledgment, confirming its
receipt of notice of the existence of such Advancing Facility. To the extent
that an Advancing Person funds any Advance or any Servicing Advance and provides
the Trustee with notice acknowledged by the Servicer that such Advancing Person
is entitled to reimbursement, such Advancing Person shall be entitled to receive
reimbursement pursuant to this Agreement for such amount to the extent provided
in Section 3.24(b). Such notice from the Advancing Person must specify the
amount of the reimbursement, the Section of this Agreement that permits the
applicable Advance or Servicing Advance to be reimbursed and the section(s)
of
the Advancing Facility that entitle the Advancing Person to request
reimbursement from the Trustee, rather than the Master Servicer, and include
the
Master Servicer’s acknowledgment thereto or proof of an Event of Default under
the Advancing Facility. The Trustee shall have no duty or liability with respect
to any calculation of any reimbursement to be paid to an Advancing Person and
shall be entitled to rely without independent investigation on the Advancing
Person’s notice provided pursuant to this Section 3.24. An Advancing Person
whose obligations hereunder are limited to the funding of Advances and/or
Servicing Advances shall not be required to meet the qualifications of a Master
Servicer or a subservicer pursuant to Section 8.02 hereof and will not be deemed
to be a subservicer under this Agreement.
(b) If
an
Advancing Facility is entered into, then the Master Servicer shall not be
permitted to reimburse itself therefor under Section 4.02(a)(ii), Section
4.02(a)(iii) and Section 4.02(a)(v) prior to the remittance to the Trust Fund,
but instead the Master Servicer shall include such amounts in the applicable
remittance to the Trustee made pursuant to Section 4.02. The Trustee is hereby
authorized to pay to the Advancing Person, reimbursements for Advances and
Servicing Advances from the Distribution Account to the same extent the Master
Servicer would have been permitted to reimburse itself for such Advances and/or
Servicing Advances in accordance with Section 4.02(a)(ii), Section 4.02(a)(iii)
or Section 4.02(a)(v), as the case may be, had the Master Servicer itself funded
such Advance or Servicing Advance. The Trustee is hereby authorized to pay
directly to the Advancing Person such portion of the Servicing Fee as the
parties to any advancing facility agree.
(c) All
Advances and Servicing Advances made pursuant to the terms of this Agreement
shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO)
basis.
(d) Any
amendment to this Section 3.24 or to any other provision of this Agreement
that
may be necessary or appropriate to effect the terms of an Advancing Facility
as
described generally in this Section 3.24, including amendments to add provisions
relating to a Successor Master Servicer, may be entered into by the Trustee
and
the Master Servicer without the consent of any Certificateholder,
notwithstanding anything to the contrary in this Agreement.
ARTICLE
IV
ACCOUNTS
Section
4.01 Collection
of Mortgage Loan Payments; Protected Account.
(a) The
Master Servicer shall make reasonable efforts in accordance with customary
and
usual standards of practice of prudent mortgage lenders in the respective states
in which the Mortgaged Properties are located to collect all payments called
for
under the terms and provisions of the Mortgage Loans to the extent such
procedures shall be consistent with this Agreement and the terms and provisions
of any related Required Insurance Policy. Consistent with the foregoing, the
Master Servicer may in its discretion (i) waive any late payment charge and
(ii)
extend the due dates for payments due on a Mortgage Note for a period not
greater than 125 days. In the event of any such arrangement, the Master Servicer
shall make Advances on the related Mortgage Loan during the scheduled period
in
accordance with the amortization schedule of such Mortgage Loan without
modification thereof by reason of such arrangements, and shall be entitled
to
reimbursement therefor in accordance with Section 5.01. The Master Servicer
shall not be required to institute or join in litigation with respect to
collection of any payment (whether under a Mortgage, Mortgage Note or otherwise
or against any public or governmental authority with respect to a taking or
condemnation) if it reasonably believes that enforcing the provision of the
Mortgage or other instrument pursuant to which such payment is required is
prohibited by applicable law. In
addition, if (x) a Mortgage Loan is in default or default is reasonably
foreseeable, the Master Servicer may also waive, modify or vary any term of
any
Mortgage Loan or consent to the postponement of strict compliance with any
such
term or in any manner grant indulgence to any mortgagor, including without
limitation, to (1) capitalize any amounts owing on the Mortgage Loan by adding
such amount to the outstanding principal balance of the Mortgage Loan, (2)
defer
such amounts to a later date or the final payment date of such Mortgage Loan,
(3) extend the maturity of any such Mortgage Loan, but in no instance past
the
date on which the final payment is due on the latest maturing Mortgage Loan
as
of the Cut-off Date, and/or (4) reduce the related Mortgage Rate (subject to
clause (y) below), provided that, in the Master Servicer’s determination, such
waiver, modification, postponement or indulgence is not materially adverse
to
the interests of the Certificateholders (taking into account any estimated
Realized Loss that might result absent such action),
or (y)
the Master Servicer delivers to the Trustee a certification addressed to the
Trustee, based on the advice of counsel or certified public accountants, in
either case, that have a national reputation with respect to taxation of REMICs,
that a modification of such Mortgage Loan will not result in the imposition
of
taxes on or disqualify from REMIC status any of REMIC I, REMIC II, REMIC III,
REMIC IV, REMIC V, REMIC VI, REMIC VII, REMIC VIII, REMIC IX or REMIC X, the
Master Servicer may, (A) amend the related Mortgage Note to reduce the Mortgage
Rate applicable thereto, provided that such reduced Mortgage Rate shall in
no
event be lower than 5.00% with respect to any Mortgage Loan and (B) amend any
Mortgage Note to extend the maturity thereof.
(b) The
Master Servicer shall not waive (or permit a sub-servicer to waive) any
Prepayment Charge unless: (i) the enforceability thereof shall have been limited
by bankruptcy, insolvency, moratorium, receivership and other similar laws
relating to creditors’ rights generally, (ii) the enforcement thereof is
illegal, or any local, state or federal agency has threatened legal action
if
the prepayment penalty is enforced, (iii) the mortgage debt has been accelerated
in connection with a foreclosure or other involuntary payment or (iv) such
waiver is standard and customary in servicing similar Mortgage Loans and relates
to a default or a reasonably foreseeable default and would, in the reasonable
judgment of the Master Servicer, maximize recovery of total proceeds taking
into
account the value of such Prepayment Charge and the related Mortgage Loan.
If
a
Prepayment Charge is waived, but does not meet the standards described above,
then the Master Servicer is required to pay the amount of such waived Prepayment
Charge, for the benefit of the related Class P Certificates, by remitting such
amount to the Trustee by the Distribution Account Deposit Date with respect
to
such Loan Group.
(c) The
Master Servicer shall establish and maintain a Protected Account (which shall
at
all times be an Eligible Account) with a depository institution in the name
of
the Master Servicer for the benefit of the Trustee on behalf of the
Certificateholders and designated “EMC Mortgage Corporation, as Master Servicer,
for the benefit of LaSalle Bank National Association, in trust for registered
Holders of Bear ▇▇▇▇▇▇▇ Asset Backed Securities I LLC, Asset-Backed
Certificates, Series 2006-HE8”. The Master Servicer shall deposit or cause to be
deposited into the Protected Account on a daily basis within two Business Days
of receipt and identification, except as otherwise specifically provided herein,
the following payments and collections remitted by subservicers or received
by
it in respect of the Mortgage Loans subsequent to the Cut-off Date (other than
in respect of principal and interest due on the Mortgage Loans on or before
the
Cut-off Date) and the following amounts required to be deposited
hereunder:
(i) with
respect to each Loan Group, all payments on account of principal, including
Principal Prepayments, on the Mortgage Loans;
(ii) with
respect to each Loan Group, all payments on account of interest on the Mortgage
Loans net of the Servicing Fee permitted under Section 3.10 and LPMI Fees,
if
any;
(iii) with
respect to each Loan Group, all Liquidation Proceeds, Subsequent Recoveries
and
Insurance Proceeds, other than proceeds to be applied to the restoration or
repair of the Mortgaged Property or released to the Mortgagor in accordance
with
the Master Servicer’s normal servicing procedures;
(iv) with
respect to each Loan Group, any amount required to be deposited by the Master
Servicer pursuant to Section 4.01(c) in connection with any losses on Permitted
Investments;
(v) with
respect to each Loan Group, any amounts required to be deposited by the Master
Servicer pursuant to Section 3.05;
(vi) with
respect to each Loan Group, any Prepayment Charges collected on the Mortgage
Loans; and
(vii) with
respect to each Loan Group, any other amounts required to be deposited
hereunder.
The
foregoing requirements for remittance by the Master Servicer into the Protected
Account shall be exclusive, it being understood and agreed that, without
limiting the generality of the foregoing, payments in the nature of late payment
charges or assumption fees, if collected, need not be remitted by the Master
Servicer. In the event that the Master Servicer shall remit any amount with
respect to a Loan Group not required to be remitted and not otherwise subject
to
withdrawal pursuant to Section 4.02, it may at any time withdraw or direct
the
institution maintaining the Protected Account, to withdraw such amount from
the
Protected Account with respect to such Loan Group, any provision herein to
the
contrary notwithstanding. Such withdrawal or direction may be accomplished
by
delivering written notice thereof to the institution maintaining the Protected
Account, that describes the amounts deposited in error in the Protected Account.
The Master Servicer shall maintain adequate records with respect to all
withdrawals made pursuant to this Section. Reconciliations will be prepared
for
the Protected Account within 45 calendar days after the bank statement cut-off
date. All funds deposited in the Protected Account shall be held in trust for
the related Certificateholders until withdrawn in accordance with Section
4.02.
(d) The
institution that maintains the Protected Account shall invest the funds in
the
Protected Account, in the manner directed by the Master Servicer, in Permitted
Investments which shall mature not later than the Remittance Date and shall
not
be sold or disposed of prior to its maturity. All such Permitted Investments
shall be made in the name of the Trustee, for the benefit of the
Certificateholders. All income and gain net of any losses realized from any
such
investment shall be for the benefit of the Master Servicer as servicing
compensation and shall be remitted to it monthly as provided herein. The amount
of any losses incurred in the Protected Account in respect of any such
investments shall be deposited by the Master Servicer into the Protected
Account, out of the Master Servicer’s own funds.
(e) The
Master Servicer shall give at least 30 days advance notice to the Trustee,
the
Sellers, each Rating Agency and the Depositor of any proposed change of location
of the Protected Account prior to any change thereof.
Section
4.02 Permitted
Withdrawals From the Protected Account.
(a) The
Master Servicer may from time to time make withdrawals from the Protected
Account with respect to the related Loan Group for the following
purposes:
(i) to
pay
itself (to the extent not previously paid to or withheld by the Master
Servicer), as servicing compensation in accordance with Section 3.10, that
portion of any payment of interest that equals the Servicing Fee for the period
with respect to which such interest payment was made, and, as additional
servicing compensation, those other amounts set forth in Section
3.10;
(ii) to
reimburse the Master Servicer for Advances made by it with respect to the
related Mortgage Loans; provided, however, that the Master Servicer’s right of
reimbursement pursuant to this subclause (ii) shall be limited to amounts
received on particular Mortgage Loan(s) (including, for this purpose,
Liquidation Proceeds, Insurance Proceeds and Subsequent Recoveries) that
represent late recoveries of payments of principal and/or interest on such
particular Mortgage Loan(s) in respect of which any such Advance was
made;
(iii) to
reimburse the Master Servicer for any previously made portion of a Servicing
Advance or an Advance made by the Master Servicer that, in the good faith
judgment of the Master Servicer, will not be ultimately recoverable by it from
the related Mortgagor, any related Liquidation Proceeds, Insurance Proceeds
or
otherwise (a “Nonrecoverable Advance”), to the extent not reimbursed pursuant to
clause (ii) or clause (v);
(iv) to
reimburse the Master Servicer from Insurance Proceeds for Insured Expenses
covered by the related Insurance Policy;
(v) to
pay
the Master Servicer any unpaid Servicing Fees and to reimburse it for any
unreimbursed Servicing Advances, provided, however, that the Master Servicer’s
right to reimbursement for Servicing Advances pursuant to this subclause (v)
with respect to any Mortgage Loan shall be limited to amounts received on
particular Mortgage Loan(s) (including, for this purpose, Liquidation Proceeds,
Insurance Proceeds, Subsequent Recoveries and purchase and repurchase proceeds)
that represent late recoveries of the payments for which such Servicing Advances
were made;
(vi) to
pay to
the Seller, with respect to each Mortgage Loan or property acquired in respect
thereof that has been purchased pursuant to Section 2.02, 2.03 or 3.19 of this
Agreement, all amounts received thereon and not taken into account in
determining the related Stated Principal Balance of such repurchased Mortgage
Loan;
(vii) to
pay
any expenses recoverable by the Master Servicer pursuant to Section 7.04 of
this
Agreement;
(viii) to
withdraw pursuant to Section 4.01 any amount deposited in the Protected Account
and not required to be deposited therein; and
(ix) to
clear
and terminate the Protected Account upon termination of this Agreement pursuant
to Section 10.01 hereof.
In
addition, no later than 10:00 a.m. Eastern time on the Distribution Account
Deposit Date, the Master Servicer shall withdraw from the Protected Account
and
remit to the Trustee the amount of Interest Funds (without taking into account
any reduction in the amount of Interest Funds attributable to the application
of
clause (c) of the definition thereof contained in Article I of this Agreement)
and Principal Funds collected, to the extent on deposit, and the Trustee shall
deposit such amount in the Distribution Account. In addition, on or before
the
Distribution Account Deposit Date, the Master Servicer shall remit to the
Trustee for deposit in the Distribution Account any Advances or any payments
of
Compensating Interest required to be made by the Master Servicer with respect
to
the Mortgage Loans. Furthermore, on each Distribution Account Deposit Date,
the
Master Servicer shall remit to the Trustee all Prepayment Charges collected
by
the Master Servicer with respect to the Mortgage Loans during the related
Prepayment Period. If the Master Servicer fails to remit any funds due by the
time designated herein, the Master Servicer shall pay to the Trustee, out of
its
own funds, interest accrued at the prime rate as set forth in the Wall Street
Journal, from and including the applicable due date, to but excluding the day
such funds are paid to the Trustee.
The
Master Servicer shall keep and maintain separate accounting, on a Mortgage
Loan
by Mortgage Loan basis, for the purpose of justifying any withdrawal from the
Protected Account pursuant to subclauses (i), (ii), (iv), (v), (vi) and (vii)
above. Prior to making any withdrawal from the Protected Account pursuant to
subclause (iii), the Master Servicer shall deliver to the Trustee an Officer’s
Certificate of a Servicing Officer indicating the amount of any previous Advance
or Servicing Advance determined by the Master Servicer to be a Nonrecoverable
Advance and identifying the related Mortgage Loan(s), and their respective
portions of such Nonrecoverable Advance.
Section
4.03 Collection
of Taxes; Assessments and Similar Items; Escrow Accounts.
With
respect to each Mortgage Loan, to the extent required by the related Mortgage
Note, the Master Servicer shall establish and maintain one or more accounts
(each, an “Escrow Account”) and deposit and retain therein all collections from
the Mortgagors (or advances by the Master Servicer) for the payment of taxes,
assessments, hazard insurance premiums or comparable items for the account
of
the Mortgagors. Nothing herein shall require the Master Servicer to compel
a
Mortgagor to establish an Escrow Account in violation of applicable
law.
Withdrawals
of amounts so collected from the Escrow Accounts may be made only to effect
timely payment of taxes, assessments, hazard insurance premiums, condominium
or
PUD association dues, or comparable items, to reimburse the Master Servicer
out
of related collections for any payments made with respect to each Mortgage
Loan
pursuant to Section 3.01 (with respect to taxes and assessments and insurance
premiums) and Section 3.05 (with respect to hazard insurance), to refund to
any
Mortgagors for any Mortgage Loans any sums as may be determined to be overages,
to pay interest, if required by law or the terms of the related Mortgage or
Mortgage Note, to such Mortgagors on balances in the Escrow Account or to clear
and terminate the Escrow Account at the termination of this Agreement in
accordance with Section 10.01 thereof. The Escrow Account shall not be a part
of
the Trust Fund.
Section
4.04 Distribution
Account.
(a) The
Trustee shall establish and maintain in the name of the Trustee, for the benefit
of the Certificateholders, the Distribution Account as a segregated trust
account or accounts.
(b) All
amounts deposited to the Distribution Account shall be held by the Trustee
in
the name of the Trustee in trust for the benefit of the Certificateholders
in
accordance with the terms and provisions of this Agreement.
(c) The
Distribution Account shall constitute an Eligible Account of the Trust Fund
segregated on the books of the Trustee and held by the Trustee and the
Distribution Account and the funds deposited therein shall not be subject to,
and shall be protected from, all claims, liens, and encumbrances of any
creditors or depositors of the Trustee (whether made directly, or indirectly
through a liquidator or receiver of the Trustee). The amount at any time
credited to the Distribution Account may be invested in the name of the Trustee,
in such Permitted Investments, or deposited in demand deposits with such
depository institutions, as determined by the Trustee. All Permitted Investments
shall mature or be subject to redemption or withdrawal on or before, and shall
be held until, the next succeeding Distribution Date if the obligor for such
Permitted Investment is the Trustee or, if such obligor is any other Person,
the
Business Day preceding such Distribution Date. All investment earnings on
amounts on deposit in the Distribution Account or benefit from funds uninvested
therein from time to time shall be for the account of the Trustee. The Trustee
shall be permitted to withdraw or receive distribution of any and all investment
earnings from the Distribution Account on each Distribution Date. If there
is
any loss on a Permitted Investment or demand deposit, the Trustee shall deposit
the amount of the loss from its own funds in the Distribution Account not later
than the applicable Distribution Date on which the moneys so invested are
required to be distributed to the Certificateholders. With respect to the
Distribution Account and the funds deposited therein, the Trustee shall take
such action as may be necessary to ensure that the Certificateholders shall
be
entitled to the priorities afforded to such a trust account (in addition to
a
claim against the estate of the Trustee) as provided by 12 U.S.C. § 92a(e), and
applicable regulations pursuant thereto, if applicable, or any applicable
comparable state statute applicable to state chartered banking
corporations.
Section
4.05 Permitted
Withdrawals and Transfers from the Distribution Account.
(a) The
Trustee will make or cause to be made such withdrawals or transfers from the
Distribution Account for the following purposes:
(i) to
pay to
itself the Trustee Fee;
(ii) to
reimburse the Trustee, Supplemental Interest Trust Trustees or the Swap
Administrator for expenses, costs and liabilities incurred by or reimbursable
to
it pursuant to this Agreement;
(iii) to
pay
investment income to the Trustee;
(iv) to
remove
amounts deposited in error;
(v) with
respect to each Loan Group, to make distributions to the Swap Administrator
for
payment to the related Swap Provider as provided in this Agreement;
and
(vi) to
clear
and terminate the Distribution Account pursuant to Section 10.01.
(b) On
each
Distribution Date, the Trustee shall distribute Interest Funds with respect
to
each Loan Group and Principal Funds with respect to each Loan Group in the
Distribution Account to the Holders of the Certificates in accordance with
Section 5.04.
Section
4.06 Class
I-P Certificate Account.
(a) The
Trustee shall establish and maintain in the name of the Trustee, for the benefit
of the Class I-P Certificateholders, the Class I-P Certificate Account as a
segregated trust account or accounts.
(b) On
the
Closing Date, the Depositor will deposit, or cause to be deposited in the Class
I-P Certificate Account, an amount equal to $100. All amounts deposited to
the
Class I-P Certificate Account shall be held by the Trustee in the name of the
Trustee in trust for the benefit of the Class I-P Certificateholders in
accordance with the terms and provisions of this Agreement. The amount on
deposit in the Class I-P Certificate Account shall be held
uninvested.
Section
4.07 Class
II-P Certificate Account.
(a) The
Trustee shall establish and maintain in the name of the Trustee, for the benefit
of the Class II-P Certificateholders, the Class II-P Certificate Account as
a
segregated trust account or accounts.
(b) On
the
Closing Date, the Depositor will deposit, or cause to be deposited in the Class
II-P Certificate Account, an amount equal to $100. All amounts deposited to
the
Class II-P Certificate Account shall be held by the Trustee in the name of
the
Trustee in trust for the benefit of the Class II-P Certificateholders in
accordance with the terms and provisions of this Agreement. The amount on
deposit in the Class II-P Certificate Account shall be held
uninvested.
ARTICLE
V
DISTRIBUTIONS
AND ADVANCES
Section
5.01 Advances.
The
Master Servicer shall, or shall cause the related subservicer pursuant to the
Subservicing Agreement to, make an Advance (other than any balloon payments)
and
deposit such Advance in the Protected Account with respect to the related Loan
Group. Each such Advance shall be remitted to the Distribution Account with
respect to the related Loan Group no later than 10:00 a.m. Eastern time on
the
Distribution Account Deposit Date in immediately available funds. The Master
Servicer shall be obligated to make any such Advance only to the extent that
such advance would not be a Nonrecoverable Advance. If the Master Servicer
shall
have determined that it has made a Nonrecoverable Advance or that a proposed
Advance or a lesser portion of such Advance would constitute a Nonrecoverable
Advance, the Master Servicer shall deliver (i) to the Trustee for the benefit
of
the related Certificateholders funds constituting the remaining portion of
such
Advance, if applicable, and (ii) to the Depositor, each Rating Agency and the
Trustee an Officer’s Certificate setting forth the basis for such determination.
Subject to the Master Servicer’s recoverability determination, in the event that
a subservicer fails to make a required Advance, the Master Servicer shall be
required to remit the amount of such Advance to the Distribution Account with
respect to the related Loan Group.
In
lieu
of making all or a portion of such Advance from its own funds, the Master
Servicer may (i) cause to be made an appropriate entry in its records relating
to the Protected Account that any Amount Held for Future Distributions with
respect to the related Loan Group has been used by the Master Servicer in
discharge of its obligation to make any such Advance and (ii) transfer such
funds from the Protected Account with respect to the related Loan Group to
the
Distribution Account. Any funds so applied and transferred shall be replaced
by
the Master Servicer by deposit in the Distribution Account with respect to
the
related Loan Group, no later than the close of business on the Business Day
immediately preceding the Distribution Date on which such funds are required
to
be distributed pursuant to this Agreement.
Unless
otherwise described in this Pooling and Servicing Agreement, the Master Servicer
shall discontinue making advances with respect to any second lien Mortgage
Loan
that becomes 60 days delinquent. If the Master Servicer determines that a net
recovery is possible through foreclosure proceedings or other disposition of
the
second lien Mortgage Loan that becomes 60 days Delinquent, the Master Servicer
may continue making advances on such second lien Mortgage Loan.
The
Master Servicer shall be entitled to be reimbursed from the Protected Account
with respect to the related Loan Group for all Advances of its own funds made
pursuant to this Section as provided in Section 4.02. The obligation to make
Advances with respect to any Mortgage Loan shall continue until such Mortgage
Loan is paid in full or the related Mortgaged Property or related REO Property
has been liquidated or until the purchase or repurchase thereof (or substitution
therefor) from the Trust Fund pursuant to any applicable provision of this
Agreement, except as otherwise provided in this Section 5.01.
Subject
to and in accordance with the provisions of Article VIII hereof, in the event
the Master Servicer fails to make such Advance, then the Trustee, as Successor
Master Servicer, or any other Successor Master Servicer appointed hereunder,
shall be obligated to make such Advance, subject to the provisions of this
Section 5.01.
Section
5.02 Compensating
Interest Payments.
In
the
event that there is a Prepayment Interest Shortfall arising from a voluntary
Principal Prepayment in part or in full by the Mortgagor with respect to any
Mortgage Loan, the Master Servicer shall, to the extent of the Servicing Fee
for
such Distribution Date, deposit into the Distribution Account with respect
to
the related Loan Group, as a reduction of the Servicing Fee for such
Distribution Date, no later than the close of business on the Business Day
immediately preceding such Distribution Date, an amount equal to such Prepayment
Interest Shortfall; and in case of such deposit, the Master Servicer shall
not
be entitled to any recovery or reimbursement from the Depositor, the Trustee,
the Seller, the Trust Fund or the related Certificateholders.
Section
5.03 REMIC
Distributions.
On
each
Distribution Date the Trustee shall be deemed to have allocated distributions
to
the REMIC I Regular Interests, REMIC II Regular Interests, REMIC III Regular
Interests and REMIC IV Regular Interests in accordance with Section 5.07
hereof.
Section
5.04 Distributions.
(a) Subject
to Section 3.21(c), on
each
Distribution Date, an amount equal to the Interest Funds and Principal Funds
for
Loan Group I for such Distribution Date shall be withdrawn by the Trustee from
the Distribution Account and distributed in the following order of
priority:
(1) Interest
Funds in respect of Loan Group I shall be distributed in the following manner
and order of priority:
| (i) |
To
the Class I-A-1, Class I-A-2 and Class I-A-3 Certificates, the Current
Interest and any Interest Carry Forward Amount for each such Class,
on a
pro
rata
basis, based on the entitlement of each such Class;
and
|
| (ii) |
From
remaining Interest Funds in respect of Loan Group I, sequentially
to the
Class I-M-1, Class I-M-2, Class I-M-3, Class I-M-4, Class I-M-5,
Class
I-M-6, Class I-M-7, Class I-M-8, Class I-M-9, Class I-M-10 and Class
I-M-11 Certificates, in that order, the Current Interest for such
Class.
|
Any
Excess Spread with respect to Loan Group I to the extent necessary to meet
a
level of overcollateralization equal to the Group I Overcollateralization Target
Amount shall be the Group I Extra Principal Distribution Amount and will be
included as part of the related Principal Distribution Amount. Any related
Remaining Excess Spread together with any Group I Overcollateralization Release
Amount shall be applied as Excess Cashflow with respect to Loan Group I and
distributed pursuant to clauses (a)(3)(A) through (H) below.
On
any
Distribution Date, any Relief Act Interest Shortfalls and any Prepayment
Interest Shortfalls with respect to the Group I Mortgage Loans to the extent
not
covered by Compensating Interest will be allocated to the Group I Certificates
as set forth in the definition of “Current Interest” herein and Section
1.02.
(2) Principal
Funds with respect to Loan Group I shall be distributed in the following manner
and order of priority:
(A) For
each
Distribution Date (i) prior to the Group I Stepdown Date or (ii) on which a
Group I Trigger Event is in effect:
| (i) |
From
the Principal Distribution Amount with respect to Loan Group I for
such
Distribution Date, sequentially, to the Class I-A-1, Class I-A-2
and Class
I-A-3 Certificates, in that order, in each case until the Certificate
Principal Balance thereof is reduced to zero;
|
| (ii) |
To
the Class I-M-1 Certificates, from any remaining Principal Funds
in
respect of Loan Group I for such Distribution Date, the remaining
Principal Distribution Amount with respect to Loan Group I, until
the
Certificate Principal Balance thereof is reduced to zero;
|
| (iii) |
To
the Class I-M-2 Certificates, from any remaining Principal Funds
in
respect of Loan Group I for such Distribution Date, the remaining
Principal Distribution Amount with respect to Loan Group I, until
the
Certificate Principal Balance thereof is reduced to
zero;
|
| (iv) |
To
the Class I-M-3 Certificates, from any remaining Principal Funds
in
respect of Loan Group I for such Distribution Date, the remaining
Principal Distribution Amount with respect to Loan Group I, until
the
Certificate Principal Balance thereof is reduced to
zero;
|
| (v) |
To
the Class I-M-4 Certificates, from any remaining Principal Funds
in
respect of Loan Group I for such Distribution Date, the remaining
Principal Distribution Amount with respect to Loan Group I, until
the
Certificate Principal Balance thereof is reduced to
zero;
|
| (vi) |
To
the Class I-M-5 Certificates, from any remaining Principal Funds
in
respect of Loan Group I for such Distribution Date, the remaining
Principal Distribution Amount with respect to Loan Group I, until
the
Certificate Principal Balance thereof is reduced to
zero;
|
| (vii) |
To
the Class I-M-6 Certificates, from any remaining Principal Funds
in
respect of Loan Group I for such Distribution Date, the remaining
Principal Distribution Amount with respect to Loan Group I, until
the
Certificate Principal Balance thereof is reduced to zero;
|
| (viii) |
To
the Class I-M-7 Certificates, from any remaining Principal Funds
in
respect of Loan Group I for such Distribution Date, the remaining
Principal Distribution Amount with respect to Loan Group I, until
the
Certificate Principal Balance thereof is reduced to zero;
|
| (ix) |
To
the Class I-M-8 Certificates, from any remaining Principal Funds
in
respect of Loan Group I for such Distribution Date, the remaining
Principal Distribution Amount with respect to Loan Group I, until
the
Certificate Principal Balance thereof is reduced to
zero;
|
| (x) |
To
the Class I-M-9 Certificates, from any remaining Principal Funds
in
respect of Loan Group I for such Distribution Date, the remaining
Principal Distribution Amount with respect to Loan Group I, until
the
Certificate Principal Balance thereof is reduced to
zero;
|
| (xi) |
To
the Class I-M-10 Certificates, from any remaining Principal Funds
in
respect of Loan Group I for such Distribution Date, the remaining
Principal Distribution Amount with respect to Loan Group I, until
the
Certificate Principal Balance thereof is reduced to zero;
and
|
| (xii) |
To
the Class I-M-11 Certificates, from any remaining Principal Funds
in
respect of Loan Group I for such Distribution Date, the remaining
Principal Distribution Amount with respect to Loan Group I, until
the
Certificate Principal Balance thereof is reduced to
zero.
|
(B) For
each
Distribution Date on or after the Group I Stepdown Date, so long as a Group
I
Trigger Event is not in effect:
| (i) |
To
the Class I-A Certificates, the Class I-A Principal Distribution
Amount
for such Distribution Date, sequentially to the Class I-A-1, Class
I-A-2
and Class I-A-3 Certificates, in that order, in each case until the
Certificate Principal Balance thereof is reduced to
zero;
|
| (ii) |
To
the Class I-M-1 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group I for such Distribution Date, the
Class
I-M-1 Principal Distribution Amount, until the Certificate Principal
Balance thereof is reduced to zero;
|
| (iii) |
To
the Class I-M-2 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group I for such Distribution Date, the
Class
I-M-2 Principal Distribution Amount, until the Certificate Principal
Balance thereof is reduced to zero;
|
| (iv) |
To
the Class I-M-3 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group I for such Distribution Date, the
Class
I-M-3 Principal Distribution Amount, until the Certificate Principal
Balance thereof is reduced to zero;
|
| (v) |
To
the Class I-M-4 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group I for such Distribution Date, the
Class
I-M-4 Principal Distribution Amount, until the Certificate Principal
Balance thereof is reduced to zero;
|
| (vi) |
To
the Class I-M-5 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group I for such Distribution Date, the
Class
I-M-5 Principal Distribution Amount, until the Certificate Principal
Balance thereof is reduced to zero;
|
| (vii) |
To
the Class I-M-6 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group I for such Distribution Date, the
Class
I-M-6 Principal Distribution Amount, until the Certificate Principal
Balance thereof is reduced to zero;
|
| (viii) |
To
the Class I-M-7 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group I for such Distribution Date, the
Class
I-M-7 Principal Distribution Amount, until the Certificate Principal
Balance thereof is reduced to zero;
|
| (ix) |
To
the Class I-M-8 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group I for such Distribution Date, the
Class
I-M-8 Principal Distribution Amount, until the Certificate Principal
Balance thereof is reduced to zero;
|
| (x) |
To
the Class I-M-9 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group I for such Distribution Date, the
Class
I-M-9 Principal Distribution Amount, until the Certificate Principal
Balance thereof is reduced to zero;
|
| (xi) |
To
the Class I-M-10 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group I for such Distribution Date, the
Class
I-M-10 Principal Distribution Amount, until the Certificate Principal
Balance thereof is reduced to zero;
and
|
| (xii) |
To
the Class I-M-11 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group I for such Distribution Date, the
Class
I-M-11 Principal Distribution Amount, until the Certificate Principal
Balance thereof is reduced to zero.
|
(3) Any
Excess Cashflow with respect to Loan Group I shall be distributed in the
following manner and order of priority:
(A) Excess
Cashflow with respect to Loan Group I, to the Class I-A Certificates, (a) first,
any remaining Interest Carry Forward Amount for such Classes, pro
rata,
in
accordance with the Interest Carry Forward Amount due with respect to each
such
Class,
to the
extent not fully paid pursuant to clause (a)(1) above
and
Section 3.21(d) and (b) second, any Unpaid Realized Loss Amount for such Classes
for such Distribution Date, pro
rata,
in
accordance with the Applied Realized Loss Amount allocated to each such
Class;
(B) from
any
remaining Excess Cashflow with respect to Loan Group I, sequentially, to the
Class I-M-1, Class I-M-2, Class I-M-3, Class I-M-4, Class I-M-5, Class I-M-6,
Class I-M-7, Class I-M-8, Class I-M-9, Class I-M-10 and Class I-M-11
Certificates, in that order, an amount equal to the Interest Carry Forward
Amount for each such Class for such Distribution Date to the extent not fully
paid pursuant to Section 3.21(d);
(C) from
any
remaining Excess Cashflow with respect to Loan Group I otherwise distributable
to the Class I-CE Interest and the Class I-CE Certificates, to the Group I
Reserve Fund, (i) first, to pay to the Classes of Class I-A Certificates, any
Basis Risk Shortfall Carry Forward Amount for such Classes for such Distribution
Date, on a pro
rata
basis,
based on the amount of the Basis Risk Shortfall Carry Forward Amount for each
such Class to the extent not paid pursuant to Section 3.21(d) and to the extent
such amount exceeds the amounts then on deposit in the Group I Reserve Fund,
and
(ii) second, to maintain a balance in the Group I Reserve Fund equal to the
Group I Reserve Fund Deposit;
(D) from
any
remaining Excess Cashflow with respect to Loan Group I otherwise distributable
to the Class I-CE Interest and the Class I-CE Certificates, to the Group I
Reserve Fund, (i) first, to pay to the Class I-M-1, Class I-M-2, Class I-M-3,
Class I-M-4, Class I-M-5, Class I-M-6, Class I-M-7, Class I-M-8, Class I-M-9,
Class I-M-10 and Class I-M-11 Certificates, sequentially in that order, any
Basis Risk Shortfall Carry Forward Amount for each such Class for such
Distribution Date, if any, in each case to the extent not paid pursuant to
Section 3.21(d) and to the extent such amount exceeds the amounts then on
deposit in the Group I Reserve Fund, and (ii) second, to maintain a balance
in
the Group I Reserve Fund equal to the Group I Reserve Fund Deposit;
(E) from
any
remaining Excess Cashflow with respect to Loan Group I, to the Class I-A
Certificates, on a pro
rata
basis,
based on the entitlement of each such Class, and then sequentially to the Class
I-M-1, Class I-M-2, Class I-M-3, Class I-M-4, Class I-M-5, Class I-M-6, Class
I-M-7, Class I-M-8, Class I-M-9, Class I-M-10 and Class I-M-11 Certificates,
in
that order, the amount of Relief Act Shortfalls and any Prepayment Interest
Shortfalls allocated to such Classes of Certificates, to the extent not
previously reimbursed;
(F) from
any
remaining Excess Cashflow with respect to Loan Group I, to the Swap
Administrator for payment to the Group I Swap Provider, any Group I Swap
Termination Payments due to a Group I Swap Provider Trigger Event owed by the
Trust Fund with respect to Loan Group I (to the extent not paid by the Swap
Administrator from any upfront payment received pursuant to any related
replacement interest rate swap agreement that may be entered into by the Group
I
Supplemental Interest Trust Trustee);
(G) from
any
remaining Excess Cashflow with respect to Loan Group I, to the Class I-CE
Interest and Class I-CE Certificates, an amount equal to the Class I-CE
Distribution Amount reduced by amounts distributed in clauses (C) and (D) above;
and
(H) from
any
remaining Excess Cashflow with respect to Loan Group I, to each of the Class
I-R-1, Class I-R-2, Class I-R-3 and Class I-RX Certificates, based on the
related REMIC in which such amounts remain.
On
each
Distribution Date, all amounts with respect to Prepayment Charges with respect
to Loan Group I shall be distributed to the Holders of the Class I-P Interest
and the Class I-P Certificates, provided that such distributions shall not
be in
reduction of the principal balance thereof. On the Distribution Date immediately
following the expiration of the latest Prepayment Charge term with respect
to
Loan Group I as identified on the Mortgage Loan Schedule, any amount on deposit
in the Class I-P Certificate Account will be distributed to the Holders of
the
Class I-P Interest and the Class I-P Certificates in reduction of the
Certificate Principal Balance thereof.
In
addition, notwithstanding the foregoing, on any Distribution Date after the
Distribution Date on which the Certificate Principal Balance of a Class of
Class
I-A Certificates or Class I-M Certificates has been reduced to zero, that Class
of Certificates will be retired and will no longer be entitled to distributions,
including distributions in respect of Prepayment Interest Shortfalls or Basis
Risk Shortfall Carry Forward Amounts.
In
addition, notwithstanding the foregoing clause (a)(2), to the extent a Group
I
Class IO Distribution Amount is payable from principal collections, Principal
Distribution Amounts related to Loan Group I will be deemed paid to the most
subordinate Class of Group I Regular Certificates (other than the Class I-P
Certificates), until the Certificate Principal Balance thereof has been reduced
to zero, and such amount will be paid pursuant to Section 3.21(f).
(b) Subject
to Section 3.22(c), on each Distribution Date, an amount equal to the Interest
Funds and Principal Funds for Loan Group II for such Distribution Date shall
be
withdrawn by the Trustee from the Distribution Account and distributed in the
following order of priority:
(1) Interest
Funds in respect of Loan Group II shall be distributed in the following manner
and order of priority:
(A) From
Interest Funds in respect of:
| (i) |
Subgroup
II-1, to the Class II-1A-1, Class II-1A-2 and Class II-1A-3 Certificates,
the Current Interest and then any Interest Carry Forward Amount for
each
such Class, on a pro
rata
basis, based on the entitlement of each such Class;
and
|
| (ii) |
Subgroup
II-2, to the Class II-2A Certificates, the Current Interest and then
any
Interest Carry Forward Amount for such Class;
|
(B) From
remaining Interest Funds in respect of:
| (i) |
Subgroup
II-1, to the Class II-2A Certificates, the remaining Current Interest,
if
any, and the remaining Interest Carry Forward Amount, if any for
such
Class; and
|
| (ii) |
Subgroup
II-2, to the Class II-1A Certificates, the remaining Current Interest,
if
any, and the remaining Interest Carry Forward Amount, if any for
such
Classes, pro
rata,
based on the entitlement of each such Class;
and
|
(C) From
remaining Interest Funds in respect of Loan Group II, sequentially, to the
Class
II-M-1, Class II-M-2, Class II-M-3, Class II-M-4, Class II-M-5, Class II-M-6,
Class II-M-7, Class II-M-8, Class II-M-9, Class II-M-10 and Class II-M-11
Certificates, in that order, the Current Interest for each such
Class.
Any
Excess Spread with respect to Loan Group II to the extent necessary to meet
a
level of overcollateralization equal to the Group II Overcollateralization
Target Amount shall be the Group II Extra Principal Distribution Amount and
shall be included as part of the related Principal Distribution Amount. Any
related Remaining Excess Spread together with any Group II Overcollateralization
Release Amount will be applied as Excess Cashflow with respect to Loan Group
II
and distributed pursuant to clauses (b)(4)(A) through (H) below.
On
any
Distribution Date, any Relief Act Interest Shortfalls and any Prepayment
Interest Shortfalls with respect to the Group II Mortgage Loans to the extent
not covered by Compensating Interest will be allocated to the Group II
Certificates as set forth in the definition of “Current Interest” herein and
Section 1.02.
(2) Principal
Funds with respect to Loan Group II shall be distributed in the following manner
and order of priority:
(A) For
each
Distribution Date (i) prior to the Group II Stepdown Date or (ii) on which
a
Group II Trigger Event is in effect:
| (i) |
To
the Class II-A Certificates, the related Principal Distribution Amount
for
such Distribution Date to be distributed as
follows:
|
(1)from
the
Subgroup II-1 Principal Distribution Amount for such Distribution Date,
sequentially to the Class II-1A-1, Class II-1A-2 and Class II-1A-3 Certificates,
in that order, in each case until the Certificate Principal Balance thereof
is
reduced to zero; and
(2)from
the
Subgroup II-2 Principal Distribution Amount for such Distribution Date, to
the
Class II-2A Certificates, until the Certificate Principal Balance thereof
is
reduced to zero;
| (ii) |
To
the Class II-M-1 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group II for such Distribution Date, until
the
Certificate Principal Balance thereof is reduced to
zero;
|
| (iii) |
To
the Class II-M-2 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group II for such Distribution Date, until
the
Certificate Principal Balance thereof is reduced to
zero;
|
| (iv) |
To
the Class II-M-3 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group II for such Distribution Date, until
the
Certificate Principal Balance thereof is reduced to
zero;
|
| (v) |
To
the Class II-M-4 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group II for such Distribution Date, until
the
Certificate Principal Balance thereof is reduced to
zero;
|
| (vi) |
To
the Class II-M-5 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group II for such Distribution Date, until
the
Certificate Principal Balance thereof is reduced to
zero;
|
| (vii) |
To
the Class II-M-6 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group II for such Distribution Date, until
the
Certificate Principal Balance thereof is reduced to zero;
|
| (viii) |
To
the Class II-M-7 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group II for such Distribution Date, until
the
Certificate Principal Balance thereof is reduced to zero;
|
| (ix) |
To
the Class II-M-8 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group II for such Distribution Date, until
the
Certificate Principal Balance thereof is reduced to
zero;
|
| (x) |
To
the Class II-M-9 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group II for such Distribution Date, until
the
Certificate Principal Balance thereof is reduced to
zero;
|
| (xi) |
To
the Class II-M-10 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group II for such Distribution Date, until
the
Certificate Principal Balance thereof is reduced to zero;
and
|
|
(xii)
|
To
the Class II-M-11 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group II for such Distribution Date, until
the
Certificate Principal Balance thereof is reduced to
zero.
|
(B) For
each
Distribution Date on or after the Group II Stepdown Date, so long as a Group
II
Trigger Event is not in effect:
| (i) |
To
the Class II-A Certificates, the related Principal Distribution Amount
for
such Distribution Date to be distributed as
follows:
|
(1) From
the
Subgroup II-1 Principal Distribution Amount for such Distribution Date,
sequentially to the Class II-1A-1, Class II-1A-2 and Class II-1A-3 Certificates,
in that order, the Class II-1A Principal Distribution Amount for such
Distribution Date, in each case until the Certificate Principal Balance thereof
is reduced to zero; and
(2) From
the
Subgroup II-2 Principal Distribution Amount for such Distribution Date, to
the
Class II-2A Certificates, the Class II-2A Principal Distribution Amount for
such
Distribution Date, until the Certificate Principal Balance thereof is reduced
to
zero;
| (ii) |
To
the Class II-M-1 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group II for such Distribution Date, the
Class
II-M-1 Principal Distribution Amount for such Distribution Date,
until the
Certificate Principal Balance thereof is reduced to zero;
|
| (iii) |
To
the Class II-M-2 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group II for such Distribution Date, the
Class
II-M-2 Principal Distribution Amount for such Distribution Date,
until the
Certificate Principal Balance thereof is reduced to
zero;
|
| (iv) |
To
the Class II-M-3 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group II for such Distribution Date, the
Class
II-M-3 Principal Distribution Amount for such Distribution Date,
until the
Certificate Principal Balance thereof is reduced to
zero;
|
| (v) |
To
the Class II-M-4 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group II for such Distribution Date, the
Class
II-M-4 Principal Distribution Amount for such Distribution Date,
until the
Certificate Principal Balance thereof is reduced to
zero;
|
| (vi) |
To
the Class II-M-5 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group II for such Distribution Date, the
Class
II-M-5 Principal Distribution Amount for such Distribution Date,
until the
Certificate Principal Balance thereof is reduced to
zero;
|
| (vii) |
To
the Class II-M-6 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group II for such Distribution Date, the
Class
II-M-6 Principal Distribution Amount for such Distribution Date,
until the
Certificate Principal Balance thereof is reduced to zero;
|
| (viii) |
To
the Class II-M-7 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group II for such Distribution Date, the
Class
II-M-7 Principal Distribution Amount for such Distribution Date,
until the
Certificate Principal Balance thereof is reduced to zero;
|
| (ix) |
To
the Class II-M-8 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group II for such Distribution Date, the
Class
II-M-8 Principal Distribution Amount for such Distribution Date,
until the
Certificate Principal Balance thereof is reduced to
zero;
|
| (x) |
To
the Class II-M-9 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group II for such Distribution Date, the
Class
II-M-9 Principal Distribution Amount for such Distribution Date,
until the
Certificate Principal Balance thereof is reduced to zero;
|
| (xi) |
To
the Class II-M-10 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group II for such Distribution Date, the
Class
II-M-10 Principal Distribution Amount for such Distribution Date,
until
the Certificate Principal Balance thereof is reduced to zero;
and
|
| (xii) |
To
the Class II-M-11 Certificates, from any remaining Principal Distribution
Amount in respect of Loan Group II for such Distribution Date, the
Class
II-M-11 Principal Distribution Amount for such Distribution Date,
until
the Certificate Principal Balance thereof is reduced to
zero.
|
(3) Notwithstanding
the provisions of clauses (2)(A) and (B) above, if on any Distribution Date
the
Class II-A Certificates related to a Subgroup are no longer outstanding, the
pro
rata portion of the related Principal Distribution Amount or the applicable
Class II-A Principal Distribution Amount, as applicable, otherwise allocable
to
such Class II-A Certificates will be allocated to the Class II-A Certificates
related to the other Subgroup in the same manner and order of priority described
above.
(4) Any
Excess Cashflow with respect to Loan Group II shall be distributed in the
following manner and order of priority:
(A) Excess
Cashflow with respect to Loan Group II, to the Class II-A Certificates, (a)
first, any remaining Interest Carry Forward Amount for such Classes,
pro
rata,
in
accordance with the Interest Carry Forward Amount due with respect to each
such
Class, to the extent not fully paid pursuant to clause (b)(1) above and Section
3.22(d) and (b) second, any Unpaid Realized Loss Amount for such Classes for
such Distribution Date, pro
rata,
in
accordance with the Applied Realized Loss Amount allocated to each such
Class;
(B) from
any
remaining Excess Cashflow with respect to Loan Group II, sequentially, to the
Class II-M-1, Class II-M-2, Class II-M-3, Class II-M-4, Class II-M-5, Class
II-M-6, Class II-M-7, Class II-M-8, Class II-M-9, Class II-M-10 and Class
II-M-11 Certificates, in that order, an amount equal to the Interest Carry
Forward Amount for each such Class for such Distribution Date to the extent
not
fully paid pursuant to Section 3.22(d);
(C) from
any
remaining Excess Cashflow with respect to Loan Group II otherwise distributable
to the Class II-CE Interest and the Class II-CE Certificates, to the Group
II
Reserve Fund, (i) first, to pay to the Classes of Class II-A Certificates,
any
Basis Risk Shortfall Carry Forward Amount for such Classes for such Distribution
Date, on a pro
rata
basis,
based on the amount of the Basis Risk Shortfall Carry Forward Amount for each
such Class and to the extent not paid pursuant to Section 3.22(d) and to the
extent such amount exceeds the amounts then on deposit in the Group II Reserve
Fund, and (ii) second, to maintain a balance in the Group II Reserve Fund equal
to the Group II Reserve Fund Deposit;
(D) from
any
remaining Excess Cashflow with respect to Loan Group II otherwise distributable
to the Class II-CE Interest and the Class II-CE Certificates, to the Group
II
Reserve Fund, (i) first, to pay to the Class II-M-1, Class II-M-2, Class II-M-3,
Class II-M-4, Class II-M-5, Class II-M-6, Class II-M-7, Class II-M-8, Class
II-M-9, Class II-M-10 and Class II-M-11 Certificates, sequentially in that
order, any Basis Risk Shortfall Carry Forward Amount for each such Class for
such Distribution Date, if any, in each case to the extent not paid pursuant
to
Section 3.22(d) and to the extent such amount exceeds the amounts then on
deposit in the Group II Reserve Fund, and (ii) second, to maintain a balance
in
the Group II Reserve Fund equal to the Group II Reserve Fund
Deposit;
(E) from
any
remaining Excess Cashflow with respect to Loan Group II, to the Class II-A
Certificates, on a pro
rata
basis,
based on the entitlement of each such Class, and then sequentially to the Class
II-M-1, Class II-M-2, Class II-M-3, Class II-M-4, Class II-M-5, Class II-M-6,
Class II-M-7, Class II-M-8, Class II-M-9, Class II-M-10 and Class II-M-11
Certificates, in that order, the amount of Relief Act Shortfalls and any
Prepayment Interest Shortfalls allocated to such Classes of Certificates, to
the
extent not previously reimbursed;
(F) from
any
remaining Excess Cashflow with respect to Loan Group II, to the Swap
Administrator for payment to the Group II Swap Provider, any Group II Swap
Termination Payments due to a Group II Swap Provider Trigger Event owed by
the
Trust Fund with respect to Loan Group II (to the extent not paid by the Swap
Administrator from any upfront payment received pursuant to any related
replacement interest rate swap agreement that may be entered into by the Group
II Supplemental Interest Trust Trustee);
(G) from
any
remaining Excess Cashflow with respect to Loan Group II, to the Class II-CE
Interest and Class II-CE Certificates, an amount equal to the Class II-CE
Distribution Amount reduced by amounts distributed in clauses (C) and (D) above;
and
(H) from
any
remaining Excess Cashflow with respect to Loan Group II, to each of the Class
II-R-1, Class I-R-2, Class I-R-3 and Class II-RX Certificates, based on the
related REMIC in which such amounts remain.
On
each
Distribution Date, all amounts with respect to Prepayment Charges with respect
to Loan Group II shall be distributed to the Holders of the Class II-P Interest
and the Class II-P Certificates, provided that such distributions shall not
be
in reduction of the principal balance thereof. On the Distribution Date
immediately following the expiration of the latest Prepayment Charge term with
respect to Loan Group II as identified on the Mortgage Loan Schedule, any amount
on deposit in the Class II-P Certificate Account will be distributed to the
Holders of the Class II-P Interest and the Class II-P Certificates in reduction
of the Certificate Principal Balance thereof.
In
addition, notwithstanding the foregoing, on any Distribution Date after the
Distribution Date on which the Certificate Principal Balance of a Class of
Class
II-A Certificates or Class II-M Certificates has been reduced to zero, that
Class of Certificates will be retired and will no longer be entitled to
distributions, including distributions in respect of Prepayment Interest
Shortfalls or Basis Risk Shortfall Carry Forward Amounts.
In
addition, notwithstanding the foregoing clause (b)(2), to the extent a Group
II
Class IO Distribution Amount is payable from principal collections, Principal
Distribution Amounts related to Loan Group II will be deemed paid to the most
subordinate Class of Group II Regular Certificates (other than the Class II-P
Certificates), until the Certificate Principal Balance thereof has been reduced
to zero, and such amount will be paid pursuant to Section 3.22(f).
(c) In
addition to the foregoing distributions, with respect to any Subsequent
Recoveries, the Master Servicer shall deposit such funds into the Protected
Account pursuant to Section 4.01(b)(iii). If, after taking into account such
Subsequent Recoveries, the amount of a Realized Loss is reduced, the amount
of
such Subsequent Recoveries will be applied to increase the Certificate Principal
Balance of the Class of Certificates with the highest payment priority to which
Realized Losses have been allocated, but not by more than the amount of Realized
Losses previously allocated to that Class of Certificates pursuant to Section
5.05; provided, however, to the extent that no reductions to a Certificate
Principal Balance of any Class of Certificates currently exists as the result
of
a prior allocation of a Realized Loss, such Subsequent Recoveries will be
applied as Excess Spread. The amount of any remaining Subsequent Recoveries
will
be applied to increase the Certificate Principal Balance of the Class of
Certificates with the next highest payment priority, up to the amount of such
Realized Losses previously allocated to that Class of Certificates pursuant
to
Section 5.05, and so on. Holders of such Certificates will not be entitled
to
any payment in respect of Current Interest on the amount of such increases
for
any Accrual Period preceding the Distribution Date on which such increase
occurs. Any such increases shall be applied to the Certificate Principal Balance
of each Certificate of such Class in accordance with its respective Percentage
Interest.
(d) Subject
to Section 10.02 hereof respecting the final distribution, on each Distribution
Date the Trustee shall make distributions to each Certificateholder of record
on
the preceding Record Date either by wire transfer in immediately available
funds
to the account of such Holder at a bank or other entity having appropriate
facilities therefor, if such Holder has so notified the Trustee at least 5
Business Days prior to the related Record Date, or, if not, by check mailed
by
first class mail to such Certificateholder at the address of such Holder
appearing in the Certificate Register. Notwithstanding the foregoing, but
subject to Section 10.02 hereof respecting the final distribution, distributions
with respect to Certificates registered in the name of a Depository shall be
made to such Depository in immediately available funds.
(e) On
or
before 5:00 p.m. Eastern time on the fifth Business Day immediately preceding
each Distribution Date, the Master Servicer shall deliver a report to the
Trustee in electronic form (or by such other means as the Master Servicer and
the Trustee may agree from time to time) containing such data and information,
as agreed to by the Master Servicer and the Trustee such as to permit the
Trustee to prepare the Monthly Statement to Certificateholders and to make
the
required distributions for the related Distribution Date.
Section
5.05 Allocation
of Realized Losses.
(a) All
Realized Losses on the Group I Mortgage Loans allocated to any REMIC III Group
I
Regular Interest pursuant to Section 5.05(c) shall be allocated by the Trustee
on each Distribution Date as follows: first, to Excess Spread with respect
to
Loan Group I as part of the payment in respect of the Group I Extra Principal
Distribution Amount for such Distribution Date; second, to the Class I-CE
Interest and Class I-CE Certificates, until the Certificate Principal Balance
or
Uncertificated Principal Balance thereof, as applicable, has been reduced to
zero; third, to the Class I-M-11 Certificates, until the Certificate Principal
Balance thereof has been reduced to zero; fourth, to the Class I-M-10
Certificates, until the Certificate Principal Balance thereof has been reduced
to zero; fifth, to the Class I-M-9 Certificates, until the Certificate Principal
Balance thereof has been reduced to zero; sixth, to the Class I-M-8
Certificates, until the Certificate Principal Balance thereof has been reduced
to zero; seventh, to the Class I-M-7 Certificates, until the Certificate
Principal Balance thereof has been reduced to zero; eighth, to the Class I-M-6
Certificates, until the Certificate Principal Balance thereof has been reduced
to zero; ninth, to the Class I-M-5 Certificates, until the Certificate Principal
Balance thereof has been reduced to zero; tenth, to the Class I-M-4
Certificates, until the Certificate Principal Balance thereof has been reduced
to zero; eleventh, to the Class I-M-3 Certificates, until the Certificate
Principal Balance thereof has been reduced to zero; twelfth, to the Class I-M-2
Certificates, until the Certificate Principal Balance thereof has been reduced
to zero; thirteenth, to the Class I-M-1 Certificates, until the Certificate
Principal Balance thereof has been reduced to zero; and fourteenth, to the
Class
or Classes of Class I-A Certificates, on a pro
rata
basis,
until the Certificate Principal Balances thereof have been reduced to zero.
All
Realized Losses on the Group II Mortgage Loans allocated to any REMIC III Group
II Regular Interest pursuant to Section 5.05(d) shall be allocated by the
Trustee on each Distribution Date as follows: first, to Excess Spread with
respect to Loan Group II as part of the payment in respect of the Group II
Extra
Principal Distribution Amount for such Distribution Date; second, to the Class
II-CE Interest and Class II-CE Certificates, until the Certificate Principal
Balance or Uncertificated Principal Balance thereof, as applicable, has been
reduced to zero; third, to the Class II-M-11 Certificates, until the Certificate
Principal Balance thereof has been reduced to zero; fourth, to the Class II-M-10
Certificates, until the Certificate Principal Balance thereof has been reduced
to zero; fifth, to the Class II-M-9 Certificates, until the Certificate
Principal Balance thereof has been reduced to zero; sixth, to the Class II-M-8
Certificates, until the Certificate Principal Balance thereof has been reduced
to zero; seventh, to the Class II-M-7 Certificates, until the Certificate
Principal Balance thereof has been reduced to zero; eighth, to the Class II-M-6
Certificates, until the Certificate Principal Balance thereof has been reduced
to zero; ninth, to the Class II-M-5 Certificates, until the Certificate
Principal Balance thereof has been reduced to zero; tenth, to the Class II-M-4
Certificates, until the Certificate Principal Balance thereof has been reduced
to zero; eleventh, to the Class II-M-3 Certificates, until the Certificate
Principal Balance thereof has been reduced to zero; twelfth, to the Class II-M-2
Certificates, until the Certificate Principal Balance thereof has been reduced
to zero; thirteenth, to the Class II-M-1 Certificates, until the Certificate
Principal Balance thereof has been reduced to zero; fourteenth, to the related
Class or Classes of Class II-A Certificates, on a pro
rata
basis,
until the Certificate Principal Balances thereof have been reduced to zero;
and
fifteenth, to the unrelated Class or Classes of Class II-A Certificates, on
a
pro
rata
basis,
until the Certificate Principal Balances thereof have been reduced to zero.
All
Realized Losses to be allocated to the Certificate Principal Balances of all
Classes on any Distribution Date shall be so allocated after the actual
distributions to be made on such date as provided above. All references above
to
the Certificate Principal Balance of any Class of Certificates shall be to
the
Certificate Principal Balance of such Class immediately prior to the relevant
Distribution Date, before reduction thereof by any Realized Losses, in each
case
to be allocated to such Class of Certificates, on such Distribution
Date.
(b) Any
allocation of Realized Losses to a Class of Certificates or to a Class CE
Interest on any Distribution Date shall be made by reducing the Certificate
Principal Balance or Uncertificated Principal Balance thereof by the amount
so
allocated; any allocation of Realized Losses to Excess Spread shall be made
by
reducing the amount otherwise payable in respect of the related Class CE
Interest and the related Class CE Certificates pursuant to clause (G) of Section
5.04(a)(3) or clause (G) of 5.04(b)(4),
as
applicable. No allocations of any Realized Losses shall be made to the
Certificate Principal Balance or Uncertificated Principal Balance, as
applicable, of the Class P Interests and the Class P Certificates.
Notwithstanding
the foregoing, no such allocation of any Realized Loss shall be made on a
Distribution Date to any Class of Certificates to the extent that such
allocation would result in the reduction of the aggregate Certificate Principal
Balance of all the related Certificates as of such Distribution Date (other
than
the related Class CE Certificates and related Class P Certificates), after
giving effect to all distributions and prior allocations of Realized Losses
on
the Mortgage Loans on such date, to an amount less than the aggregate Stated
Principal Balance of all of the related Mortgage Loans as of the first day
of
the month of such Distribution Date (such limitation, the “Loss Allocation
Limitation”). In addition in no event will the Certificate Principal Balance of
any Certificate be reduced more than once in respect of any particular amount
both (i) allocable to such Certificate in respect of Realized Losses and (ii)
payable as principal to the Holder of such Certificate from Remaining Excess
Spread.
As
used
herein, an allocation of a Realized Loss on a “pro
rata
basis”
among two or more specified Classes of Certificates means an allocation on
a
pro
rata
basis,
among the various Classes so specified, to each such Class of Certificates
on
the basis of their then outstanding Certificate Principal Balances prior to
giving effect to distributions to be made on such Distribution Date. All
Realized Losses and all other losses allocated to a Class of Certificates
hereunder will be allocated among the Certificates of such Class in proportion
to the Percentage Interests evidenced thereby.
(c) (i)All
Realized Losses on the Group I Mortgage Loans shall be allocated on each
Distribution Date to REMIC I Regular Interest I-1-A through REMIC I Regular
Interest I-60-B, starting with the lowest numerical denomination, until the
Uncertificated Principal Balance of each such REMIC I Regular Interest has
been
reduced to zero; provided that, for REMIC I Regular Interests with the same
numerical denomination, such Realized Losses shall be allocated pro
rata
between
such REMIC I Regular Interests.
(ii) All
Realized Losses on the Group I Mortgage Loans shall be allocated by the Trustee
on each Distribution Date to the following REMIC III Group I Regular Interests
in the following specified percentages: first, to Uncertificated Accrued
Interest payable to REMIC III Regular Interest I-AA and REMIC III Regular
Interest I-ZZ up to an aggregate amount equal to the REMIC III Group I Interest
Loss Allocation Amount (without duplication of shortfalls allocated pursuant
to
Section 1.02), 98.00% and 2.00%, respectively; second, to the Uncertificated
Principal Balances of REMIC III Regular Interest I-AA and REMIC III Regular
Interest I-ZZ up to an aggregate amount equal to the REMIC III Group I Principal
Loss Allocation Amount, 98.00% and 2.00%, respectively; third, to the
Uncertificated Principal Balances of REMIC III Regular Interest I-AA, REMIC
III
Regular Interest I-M-11 and REMIC III Regular Interest I-ZZ, 98.00%, 1.00%
and
1.00%, respectively, until the Uncertificated Principal Balance of REMIC III
Regular Interest I-M-11 has been reduced to zero; fourth, to the Uncertificated
Principal Balances of REMIC III Regular Interest I-AA, REMIC III Regular
Interest I-M-10 and REMIC III Regular Interest I-ZZ, 98.00%, 1.00% and 1.00%,
respectively, until the Uncertificated Principal Balance of REMIC III Regular
Interest I-M-10 has been reduced to zero; fifth, to the Uncertificated Principal
Balances of REMIC III Regular Interest I-AA, REMIC III Regular Interest I-M-9
and REMIC III Regular Interest I-ZZ, 98.00%, 1.00% and 1.00%, respectively,
until the Uncertificated Principal Balance of REMIC III Regular Interest I-M-9
has been reduced to zero; sixth, to the Uncertificated Principal Balances of
REMIC III Regular Interest I-AA, REMIC III Regular Interest I-M-8 and REMIC
III
Regular Interest I-ZZ, 98.00%, 1.00% and 1.00%, respectively, until the
Uncertificated Principal Balance of REMIC III Regular Interest I-M-8 has been
reduced to zero; seventh, to the Uncertificated Principal Balances of REMIC
III
Regular Interest I-AA, REMIC III Regular Interest I-M-7 and REMIC III Regular
Interest I-ZZ, 98.00%, 1.00% and 1.00%, respectively, until the Uncertificated
Principal Balance of REMIC III Regular Interest I-M-7 has been reduced to zero;
eighth, to the Uncertificated Principal Balances of REMIC III Regular Interest
I-AA, REMIC III Regular Interest I-M-6 and REMIC III Regular Interest I-ZZ,
98.00%, 1.00% and 1.00%, respectively, until the Uncertificated Principal
Balance of REMIC III Regular Interest I-M-6 has been reduced to zero; ninth,
to
the Uncertificated Principal Balances of REMIC III Regular Interest I-AA, REMIC
III Regular Interest I-M-5 and REMIC III Regular Interest I-ZZ, 98.00%, 1.00%
and 1.00%, respectively, until the Uncertificated Principal Balance of REMIC
III
Regular Interest I-M-5 has been reduced to zero; tenth, to the Uncertificated
Principal Balances of REMIC III Regular Interest I-AA, REMIC III Regular
Interest I-M-4 and REMIC III Regular Interest I-ZZ, 98.00%, 1.00% and 1.00%,
respectively, until the Uncertificated Principal Balance of REMIC III Regular
Interest I-M-4 has been reduced to zero; eleventh, to the Uncertificated
Principal Balances of REMIC III Regular Interest I-AA, REMIC III Regular
Interest I-M-3 and REMIC III Regular Interest I-ZZ, 98.00%, 1.00% and 1.00%,
respectively, until the Uncertificated Principal Balance of REMIC III Regular
Interest I-M-3 has been reduced to zero; twelfth, to the Uncertificated
Principal Balances of REMIC III Regular Interest I-AA, REMIC III Regular
Interest I-M-2 and REMIC III Regular Interest I-ZZ, 98.00%, 1.00% and 1.00%,
respectively, until the Uncertificated Principal Balance of REMIC III Regular
Interest I-M-2 has been reduced to zero; thirteenth, to the Uncertificated
Principal Balances of REMIC III Regular Interest I-AA, REMIC III Regular
Interest I-M-1 and REMIC III Regular Interest I-ZZ, 98.00%, 1.00% and 1.00%,
respectively, until the Uncertificated Principal Balance of REMIC III Regular
Interest I-M-1 has been reduced to zero; and fourteenth, to the Uncertificated
Principal Balance of REMIC III Regular Interest I-AA, 98.00%, to the
Uncertificated Principal Balances of REMIC III Regular Interests I-A-1, I-A-2
and I-A-3, 1.00% pro
rata,
and to
the Uncertificated Principal Balance of REMIC III Regular Interest I-ZZ, 1.00%,
until the Uncertificated Principal Balances of such REMIC III Regular Interests
I-A-1, I-A-2 and I-A-3 have been reduced to zero.
(d) (i)All
Realized Losses on the Group II Mortgage Loans in Subgroup II-2 shall be
allocated on each Distribution Date to REMIC II Regular Interest I-1-A through
REMIC II Regular Interest I-60-B, starting with the lowest numerical
denomination, until the Uncertificated Principal Balance of each such REMIC
II
Group I Regular Interest has been reduced to zero; provided that, for REMIC
II
Group I Regular Interests with the same numerical denomination, such Realized
Losses shall be allocated pro
rata
between
such REMIC II Group I Regular Interests. All Realized Losses on the Group II
Mortgage Loans in Subgroup II-2 shall be allocated on each Distribution Date
to
REMIC II Regular Interest II-1-A through REMIC II Regular Interest II-60-B,
starting with the lowest numerical denomination, until the Uncertificated
Principal Balance of each such REMIC II Group II Regular Interest has been
reduced to zero; provided that, for REMIC II Group II Regular Interests with
the
same numerical denomination, such Realized Losses shall be allocated
pro
rata
between
such REMIC II Group II Regular Interests
(ii) (A) The
REMIC
III Group II Marker Allocation Percentage of all Realized Losses on the Group
II
Mortgage Loans shall be allocated by the Trustee on each Distribution Date
to
the following REMIC III Group II Regular Interests in the following specified
percentages: first, to Uncertificated Accrued Interest payable to REMIC III
Regular Interest II-AA and REMIC III Regular Interest II-ZZ up to an aggregate
amount equal to the REMIC III Group II Interest Loss Allocation Amount (without
duplication of shortfalls allocated pursuant to Section 1.02), 98.00% and 2.00%,
respectively; second, to the Uncertificated Principal Balances of REMIC III
Regular Interest II-AA and REMIC III Regular Interest II-ZZ up to an aggregate
amount equal to the REMIC III Group II Principal Loss Allocation Amount, 98.00%
and 2.00%, respectively; third, to the Uncertificated Principal Balances of
REMIC III Regular Interest II-AA, REMIC III Regular Interest II-M-11 and REMIC
III Regular Interest II-ZZ,
98.00%, 1.00% and 1.00%, respectively, until the Uncertificated Principal
Balance of REMIC III Regular Interest II-M-11 has been reduced to zero; fourth,
to the Uncertificated Principal Balances of REMIC III Regular Interest II-AA,
REMIC III Regular Interest II-M-10 and REMIC III Regular Interest II-ZZ, 98.00%,
1.00% and 1.00%, respectively, until the Uncertificated Principal Balance of
REMIC III Regular Interest II-M-10 has been reduced to zero; fifth, to the
Uncertificated Principal Balances of REMIC III Regular Interest II-AA, REMIC
III
Regular Interest II-M-9 and REMIC III Regular Interest II-ZZ, 98.00%, 1.00%
and
1.00%, respectively, until the Uncertificated Principal Balance of REMIC III
Regular Interest II-M-9 has been reduced to zero; sixth, to the Uncertificated
Principal Balances of REMIC III Regular Interest II-AA, REMIC III Regular
Interest II-M-8 and REMIC III Regular Interest II-ZZ, 98.00%, 1.00% and 1.00%,
respectively, until the Uncertificated Principal Balance of REMIC III Regular
Interest II-M-8 has been reduced to zero; seventh, to the Uncertificated
Principal Balances of REMIC III Regular Interest II-AA, REMIC III Regular
Interest II-M-7 and REMIC III Regular Interest II-ZZ, 98.00%, 1.00% and 1.00%,
respectively, until the Uncertificated Principal Balance of REMIC III Regular
Interest II-M-7 has been reduced to zero; eighth, to the Uncertificated
Principal Balances of REMIC III Regular Interest II-AA, REMIC III Regular
Interest II-M-6 and REMIC III Regular Interest II-ZZ, 98.00%, 1.00% and 1.00%,
respectively, until the Uncertificated Principal Balance of REMIC III Regular
Interest II-M-6 has been reduced to zero; ninth, to the Uncertificated Principal
Balances of REMIC III Regular Interest II-AA, REMIC III Regular Interest II-M-5
and REMIC III Regular Interest II-ZZ, 98.00%, 1.00% and 1.00%, respectively,
until the Uncertificated Principal Balance of REMIC III Regular Interest II-M-5
has been reduced to zero; tenth, to the Uncertificated Principal Balances of
REMIC III Regular Interest II-AA, REMIC III Regular Interest II-M-4 and REMIC
III Regular Interest II-ZZ, 98.00%, 1.00% and 1.00%, respectively, until the
Uncertificated Principal Balance of REMIC III Regular Interest II-M-4 has been
reduced to zero; eleventh, to the Uncertificated Principal Balances of REMIC
III
Regular Interest II-AA, REMIC III Regular Interest II-M-3 and REMIC III Regular
Interest II-ZZ, 98.00%, 1.00% and 1.00%, respectively, until the Uncertificated
Principal Balance of REMIC III Regular Interest II-M-3 has been reduced to
zero;
twelfth, to the Uncertificated Principal Balances of REMIC III Regular Interest
II-AA, REMIC III Regular Interest II-M-2 and REMIC III Regular Interest II-ZZ,
98.00%, 1.00% and 1.00%, respectively, until the Uncertificated Principal
Balance of REMIC III Regular Interest II-M-2 has been reduced to zero;
thirteenth, to the Uncertificated Principal Balances of REMIC III Regular
Interest II-AA, REMIC III Regular Interest II-M-1 and REMIC III Regular Interest
II-ZZ, 98.00%, 1.00% and 1.00%, respectively, until the Uncertificated Principal
Balance of REMIC III Regular Interest II-M-1 has been reduced to zero;
fourteenth, to the Uncertificated Principal Balance of REMIC III Regular
Interest II-AA, 98.00%, to the Uncertificated Principal Balances of the related
REMIC III Regular Interests II-1A-1, II-1A-2, II-1A-3 and II-2A, 1.00%
pro
rata,
and to
the Uncertificated Principal Balance of REMIC III Regular Interest II-ZZ, 1.00%,
until the Uncertificated Principal Balances of such REMIC III Regular Interests
II-1A-1, II-1A-2, II-1A-3 and II-2A have been reduced to zero; and fifteenth,
to
the Uncertificated Principal Balance of REMIC III Regular Interest II-AA,
98.00%, to the Uncertificated Principal Balances of the unrelated REMIC III
Regular Interests II-1A-1, II-1A-2, II-1A-3 and II-2A, 1.00% pro
rata,
and to
the Uncertificated Principal Balance of REMIC III Regular Interest II-ZZ, 1.00%,
until the Uncertificated Principal Balances of such REMIC III Regular Interests
II-1A-1, II-1A-2, II-1A-3 and II-2A have been reduced to zero.
(B) The
REMIC
III Group II Sub WAC Allocation Percentage of all Realized Losses on the Group
II Mortgage Loans shall be allocated by the Trustee on each Distribution Date
after all distributions have been made on each Distribution Date first, so
as to
keep the Uncertificated Principal Balance of each REMIC III Group II Regular
Interest ending with the designation “Grp” equal to 0.01% of the aggregate
Stated Principal Balance of the Group II Mortgage Loans in the related Subgroup;
second, to each REMIC III Group II Regular Interest ending with the designation
“Sub”, so that the Uncertificated Principal Balance of each such REMIC III Group
II Regular Interest is equal to 0.01% of the excess of (x) the aggregate Stated
Principal Balance of the Group II Mortgage Loans in the related Subgroup over
(y) the current aggregate Certificate Principal Balance of the Class II-A
Certificates related to such Subgroup (except that if any such excess is a
larger number than in the preceding distribution period, the least amount of
Realized Losses shall be applied to such REMIC III Group II Regular Interests
such that the REMIC III Group II Subordinated Balance Ratio is maintained);
and
third, to REMIC III Regular Interest II-XX.
Section
5.06 Monthly
Statements to Certificateholders.
(a) Not
later
than each Distribution Date, the Trustee shall prepare and make available to
each Holder of Certificates, the Master Servicer, the Swap Providers and the
Depositor a statement setting forth for the Certificates:
(i) the
applicable record dates, accrual periods, determination dates for calculating
distributions and general Distribution Dates;
(ii) with
respect to each Loan Group, the total cash flows received and the general
sources thereof;
(iii) the
amount, if any, of fees or expenses accrued and paid, with an identification
of
the payee and the general purpose of such fees including the related amount
of
the Servicing Fees paid to or retained by the Master Servicer for the related
Due Period;
(iv) with
respect to each Loan Group, the amount of any related Net Swap Payment payable
to the related Sub-Trust with respect to the related Loan Group, any related
Net
Swap Payment payable to the related Swap Provider, any related Swap Termination
Payment payable to the related Sub-Trust with respect to the related Loan Group
and any related Swap Termination Payment payable to the related Swap
Provider;
(v) with
respect to each Loan Group, the amount of the related distribution to Holders
of
the Class A Certificates and Class M Certificates (by Class) allocable to
principal, separately identifying (A) the aggregate amount of any Principal
Prepayments included therein, (B) the aggregate of all scheduled payments of
principal included therein and (C) the Extra Principal Distribution Amount
(if
any);
(vi) with
respect to each Loan Group, the amount of such distribution to Holders of each
Class of Class A Certificates and Class M Certificates allocable to interest
and
the portion thereof, if any, provided by the related Swap Agreement and the
amount of coverage remaining under either credit enhancement;
(vii) with
respect to each Loan Group, the Interest Carry Forward Amounts and any Basis
Risk Shortfall Carry Forward Amounts for each Class of Certificates (if
any);
(viii) the
Pass-Through Rate for each Class of Class A Certificates and Class M
Certificates with respect to the current Accrual Period, and, if applicable,
whether such Pass-Through Rate was limited by the related Net Rate
Cap;
(ix) with
respect to each Loan Group, the number and aggregate Stated Principal Balance
of
all of the Mortgage Loans for the following Distribution Date, together with
updated pool composition information including the following: weighted average
mortgage rate and weighted average remaining term;
(x) the
Certificate Principal Balance of the Class A Certificates and Class M
Certificates before and after giving effect (i) to all distributions allocable
to principal on such Distribution Date with respect to each Loan Group and
(ii)
the allocation of any Applied Realized Loss Amounts with respect to each Loan
Group for such Distribution Date;
(xi) the
number and aggregate Stated Principal Balance of the Mortgage Loans in each
Loan
Group (A) Delinquent (exclusive of Mortgage Loans in foreclosure and bankruptcy)
(1) 30 days Delinquent, (2) 60 days Delinquent and (3) 90 days or more
Delinquent, (B) in foreclosure and delinquent (1) 30 days Delinquent, (2) 60
days Delinquent and (3) 90 days or more Delinquent and (C) in bankruptcy and
delinquent (1) 30 days Delinquent, (2) 60 days Delinquent and (3) 90 days or
more Delinquent, in each case as of the close of business on the last day of
the
calendar month preceding such Distribution Date and separately identifying
such
information for the (1) first lien Mortgage Loans, (2) second lien Mortgage
Loans, and (3) Adjustable Rate Mortgage Loans, in each such Loan
Group;
(xii) with
respect to each Loan Group, the amount of aggregate Advances included in the
distribution on such Distribution Date (including the general purpose of such
Advances), the aggregate amount of unreimbursed Advances as of the end of the
Due Period, and the general source of funds for reimbursements;
(xiii) with
respect to each Loan Group, the amount, if any, of excess cashflow or excess
spread and the application of such excess cashflow;
(xiv) with
respect to each Loan Group, the cumulative Realized Losses through the end
of
the preceding month;
(xv) with
respect to each Loan Group, if applicable, material modifications, extensions
or
waivers to Mortgage Loan terms, fees, penalties or payments during the preceding
calendar month or that have become material over time;
(xvi) with
respect to any Mortgage Loan that was liquidated during the preceding calendar
month, the aggregate Stated Principal Balance of, and Realized Loss on, such
Mortgage Loans as of the close of business on the prior calendar
month;
(xvii) with
respect to each Loan Group, the total number and principal balance of any real
estate owned or REO Properties as of the end of the related calendar
month;
(xviii) with
respect to each loan group, material breaches of pool asset representation
or
warranties or transaction covenants;
(xix) with
respect to each Loan Group, the three month rolling average of the percent
equivalent of a fraction, the numerator of which is the aggregate Stated
Principal Balance of the Mortgage Loans in such Loan Group that are 60 days
or
more delinquent or are in bankruptcy or foreclosure or are REO Properties,
and
the denominator of which is the aggregate Stated Principal Balance of all of
the
Mortgage Loans and separately identifying such information for the (1) first
lien Mortgage Loans, and (2) Adjustable Rate Mortgage Loans, in each case as
of
the end of the Prepayment Period;
(xx) whether
a
Group I Trigger Event or a Group II Trigger Event exists;
(xxi) the
amount of the distribution made on such Distribution Date to the Holders of
the
Class I-P Certificates and Class II-P Certificates allocable to Prepayment
Charges;
(xxii) with
respect to each Loan Group, information on loss, delinquency or other tests
used
for determining early amortization, liquidation, stepdowns or other performance
triggers and whether the trigger was met;
(xxiii) the
amount of the Prepayment Charges remitted by the Master Servicer and the amount
on deposit in the Group I Reserve Fund and Group II Reserve Fund;
(xxiv) with
respect to each Loan Group, updated pool composition data including the
following: weighted average mortgage rate and weighted average remaining term;
(xxv) with
respect to each Loan Group, information regarding any new issuance of securities
backed by the same asset pool, any pool asset changes, such as additions or
removals of Mortgage Loans from the Trust Fund, if applicable; and
(xxvi) with
respect to each Loan Group, any material changes in the solicitation,
credit-granting, underwriting, origination, acquisition or Mortgage Loan
selection criteria or procedures, as applicable, used to originate, acquire
or
select Mortgage Loans for the Trust Fund.
The
Depositor covenants that if there is a material change in the solicitation,
credit-granting, underwriting, origination, acquisition or Mortgage Loan
selection criteria or procedures, as applicable, used to originate, acquire
or
select Mortgage Loans for the Trust Fund that it will notify the Trustee five
calendar days before each Distribution Date, and if no such notification occurs,
the Trustee has no obligation to report with respect to (xxvi). The Depositor
covenants to the Trustee that there will be no new issuance of securities backed
by the same asset pool, so the Trustee will only be responsible in (xxv) above
for reporting any pool asset changes, such as additions or removals of Mortgage
Loans from the Trust Fund.
The
Trustee may make the foregoing Monthly Statement (and, at its option, any
additional files containing the same information in an alternative format)
available each month to Certificateholders via the Trustee’s internet website.
The Trustee’s internet website shall initially be located at “▇▇▇.▇▇▇▇▇▇▇▇.▇▇▇”.
Assistance in using the website can be obtained by calling the Trustee at (▇▇▇)
▇▇▇-▇▇▇▇. Parties that are unable to use the above distribution options are
entitled to have a paper copy mailed to them via first class mail by calling
the
Trustee and indicating such. The Trustee may change the way Monthly Statements
are distributed in order to make such distributions more convenient or more
accessible to the above parties.
(b) The
Trustee’s responsibility for making the above information available to the
Certificateholders is limited to the availability, timeliness and accuracy
of
the information derived from the parties providing the information to the
Trustee. The Trustee will make available a copy of each statement provided
pursuant to this Section 5.06 to each Rating Agency.
(c) Within
a
reasonable period of time after the end of each calendar year, the Trustee
shall
cause to be furnished upon request to each Person who at any time during the
calendar year was a Certificateholder, a statement containing the information
(only with respect to principal and interest) set forth in clauses (a)(v) and
(a)(vi) of this Section 5.06 aggregated for such calendar year or applicable
portion thereof during which such Person was a Certificateholder. Such
obligation of the Trustee shall be deemed to have been satisfied to the extent
that substantially comparable information shall be provided by the Trustee
pursuant to any requirements of the Code as from time to time in
effect.
(d) Upon
filing with the Internal Revenue Service, the Trustee shall furnish to the
Holders of the Residual Certificates the applicable Form 1066 and each
applicable Form 1066Q and shall respond promptly to written requests made not
more frequently than quarterly by any Holder of a Residual Certificate with
respect to the following matters:
(i) The
original projected principal and interest cash flows on the Closing Date on
each
class of Regular Interests and Residual Interests created hereunder and on
the
Mortgage Loans, based on the Prepayment Assumption;
(ii) The
projected remaining principal and interest cash flows as of the end of any
calendar quarter with respect to each class of Regular Interests and Residual
Interests created hereunder and the Mortgage Loans, based on the Prepayment
Assumption;
(iii) The
applicable Prepayment Assumption and any interest rate assumptions used in
determining the projected principal and interest cash flows described
above;
(iv) The
original issue discount (or, in the case of the Mortgage Loans, market discount)
or premium accrued or amortized through the end of such calendar quarter with
respect to each class of Regular Interests or Residual Interests created
hereunder and to the Mortgage Loans, together with each constant yield to
maturity used in computing the same;
(v) The
treatment of Realized Losses with respect to the Mortgage Loans or the Regular
Interests created hereunder, including the timing and amount of any cancellation
of indebtedness income of a REMIC with respect to such Regular Interests or
bad
debt deductions claimed with respect to the Mortgage Loans;
(vi) The
amount and timing of any non-interest expenses of a REMIC; and
(vii) Any
taxes
(including penalties and interest) imposed on the REMIC, including, without
limitation, taxes on “prohibited transactions,” “contributions” or “net income
from foreclosure property” or state or local income or franchise
taxes.
The
information pursuant to clauses (i), (ii), (iii) and (iv) above shall be
provided by the Depositor pursuant to Section 9.12.
Section
5.07 REMIC
Designations and REMIC Distributions.
(a) The
Trustee shall elect that each of REMIC I, REMIC II, REMIC III, REMIC IV, REMIC
V, REMIC VI, REMIC VII, REMIC VIII, REMIC IX and REMIC X shall be treated as
a
REMIC under Section 860D of the Code. Any inconsistencies or ambiguities in
this
Agreement or in the administration of this Agreement shall be resolved in a
manner that preserves the validity of such REMIC elections. The assets of REMIC
I shall include the Group I Mortgage Loans and all interest owing in respect
of
and principal due thereon, the portion of the Distribution Account related
to
Loan Group I, the portion of the Protected Account related to Loan Group I,
any
REO Property related to Loan Group I, any proceeds of the foregoing and any
other assets related to Loan Group I subject to this Agreement (other than
the
Group I Reserve Fund, any related Prepayment Charge Waiver Amounts and, for
the
avoidance of doubt, the Group I Supplemental Interest Trust, the Group I Swap
Agreement, the Group I Swap Account and any rights or obligations in respect
of
the Swap Administration Agreement). The assets of REMIC II shall include the
Group II Mortgage Loans and all interest owing in respect of and principal
due
thereon, the portion of the Distribution Account related to Loan Group II,
the
portion of the Protected Account related to Loan Group II, any REO Property
related to Loan Group II, any proceeds of the foregoing and any other assets
related to Loan Group II subject to this Agreement (other than the Group II
Reserve Fund, any related Prepayment Charge Waiver Amounts and, for the
avoidance of doubt, the Group II Supplemental Interest Trust, the Group II
Swap
Agreement, the Group II Swap Account and any rights or obligations in respect
of
the Swap Administration Agreement). The REMIC I Regular Interests and REMIC
II
Regular Interests shall constitute the assets of REMIC III. The REMIC III
Regular Interests shall constitute the assets of REMIC IV. The Class I-CE
Interest shall constitute the assets of REMIC V. The Class I-P Interest shall
constitute the assets of REMIC VI. The Class I-IO Interest shall constitute
the
assets of REMIC VII. The Class II-CE Interest shall constitute the assets of
REMIC VIII. The Class II-P Interest shall constitute the assets of REMIC IX.
The
Class II-IO Interest shall constitute the assets of REMIC X.
(b) (1)On
each
Distribution Date, the following amounts with respect to Loan Group I, in the
following order of priority, shall be distributed by REMIC I to REMIC III on
account of REMIC I Regular Interests I-1-A through I-60-B or withdrawn from
the
Distribution Account and distributed to the Holders of the Class I-R-1
Certificates, as the case may be:
(i) from
Interest Funds and Principal Funds for Loan Group I, in each case, determined
without regard to the related clause (2)(ii) of the definitions thereof, to
holders of each of the REMIC I Regular Interests I-1-A through I-60-B,
pro
rata,
in an
amount equal to (A) the Uncertificated Accrued Interest for such REMIC I Regular
Interests for such Distribution Date, plus (B) any amounts payable in respect
thereof remaining unpaid from previous Distribution Dates.
(ii) to
the
extent of amounts remaining after the distribution made pursuant to clause
(i)
above, to REMIC I Regular Interests I-1-A through I-60-B, starting with the
lowest numerical denomination, until the Uncertificated Principal Balance of
each such REMIC I Regular Interest is reduced to zero; provided that, for REMIC
I Regular Interests with the same numerical denomination, such payments of
principal shall be allocated pro
rata
between
such REMIC I Regular Interests; and
(iii) any
remaining amount to the Holders of the Class I-R-1 Certificates.
(2) On
each
Distribution Date, amounts representing Prepayment Charges on the Group I
Mortgage loans shall be deemed distributed to REMIC I Regular Interest P,
provided that such amounts shall not reduce the Uncertificated Principal Balance
of REMIC I Regular Interest P. On the Distribution Date immediately following
the expiration of the latest Prepayment Charge term relating to the Group I
Mortgage Loans as identified on the Mortgage Loan Schedule, $100 shall be deemed
distributed in respect of REMIC I Regular Interest P in reduction of the
Uncertificated Principal Balance thereof.
(3) On
each
Distribution Date, the following amounts with respect to Loan Group II, in
the
following order of priority, shall be distributed by REMIC II to REMIC III
on
account of the REMIC II Group I Regular Interests and the REMIC II Group II
Regular Interests or withdrawn from the Distribution Account and distributed
to
the Holders of the Class II-R-1 Certificates, as the case may be:
(i) (A) from
Interest Funds and Principal Funds for Subgroup II-1, in each case, determined
without regard to the related clause (2)(ii) of the definitions thereof, to
the
holders of each of the REMIC II Regular Interests I-1-A through I-60-B,
pro
rata,
in an
amount equal to (A) the Uncertificated Accrued Interest for such REMIC II Group
I Regular Interests for such Distribution Date, plus (B) any amounts payable
in
respect thereof remaining unpaid from previous Distribution Dates;
and
(B) to
the
extent of the Interest Funds and Principal Funds for Subgroup II-1, in each
case, determined without regard to the related clause (2)(ii) of the definitions
thereof, remaining after the distribution made pursuant to clause (i)(A) above,
to REMIC II Regular Interests I-1-A through I-60-B, starting with the lowest
numerical denomination, until the Uncertificated Principal Balance of each
such
REMIC II Group I Regular Interest is reduced to zero; provided that, for REMIC
II Group I Regular Interests with the same numerical denomination, such payments
of principal shall be allocated pro
rata
between
such REMIC II Group I Regular Interests;
(ii) (A) from
Interest Funds and Principal Funds for Subgroup II-2, in each case, determined
without regard to the related clause (2)(ii) of the definitions thereof, to
the
holders of each of the REMIC II Regular Interests II-1-A through II-60-B,
pro
rata,
in an
amount equal to (A) the Uncertificated Accrued Interest for such REMIC II Group
II Regular Interests for such Distribution Date, plus (B) any amounts payable
in
respect thereof remaining unpaid from previous Distribution Dates;
and
(B) to
the
extent of the Interest Funds and Principal Funds for Subgroup II-2, in each
case, determined without regard to the related clause (2)(ii) of the definitions
thereof, remaining after the distribution made pursuant to clause (ii)(A) above,
to REMIC II Regular Interests II-1-A through II-60-B, starting with the lowest
numerical denomination, until the Uncertificated Principal Balance of each
such
REMIC II Group II Regular Interest is reduced to zero; provided that, for REMIC
II Group II Regular Interests with the same numerical denomination, such
payments of principal shall be allocated pro
rata
between
such REMIC II Group II Regular Interests; and
(iii) any
remaining amount to the Holders of the Class II-R-1 Certificates.
(4) On
each
Distribution Date, amounts representing Prepayment Charges on the Group II
Mortgage loans shall be deemed distributed to REMIC II Regular Interest P,
provided that such amounts shall not reduce the Uncertificated Principal Balance
of REMIC II Regular Interest P. On the Distribution Date immediately following
the expiration of the latest Prepayment Charge term relating to the Group II
Mortgage Loans as identified on the Mortgage Loan Schedule, $100 shall be deemed
distributed in respect of REMIC II Regular Interest P in reduction of the
Uncertificated Principal Balance thereof.
(c) (1)On
each
Distribution Date, the following amounts with respect to Loan Group I, in the
following order of priority, shall be distributed by REMIC III to REMIC IV
on
account of the REMIC III Group I Regular Interests (other than REMIC III Regular
Interest I-P) or withdrawn from the Distribution Account and distributed to
the
Holders of the Class I-R-2 Certificates, as the case may be:
(i) from
Interest Funds and Principal Funds for Loan Group I, in each case, determined
without regard to the related clause (2)(ii) of the definitions thereof, to
the
holders of REMIC III Regular Interest I-IO, in an amount equal to (A) the
Uncertificated Accrued Interest for such REMIC III Regular Interest for such
Distribution Date, plus (B) any amounts in respect thereof remaining unpaid
from
previous Distribution Dates;
(ii) to
the
extent of the Interest Funds and Principal Funds for Loan Group I, in each
case,
determined without regard to the related clause (2)(ii) of the definitions
thereof, remaining after the distribution pursuant to clause (i), to the holders
of each REMIC III Group I Regular Interest (other than REMIC III Regular
Interests I-IO and I-P), pro
rata,
in an
amount equal to (A) the Uncertificated Accrued Interest for such REMIC III
Regular Interest for such Distribution Date, plus (B) any amounts in respect
thereof remaining unpaid from previous Distribution Dates. Amounts payable
as
Uncertificated Accrued Interest in respect of REMIC III Regular Interest I-ZZ
shall be reduced when the REMIC III Group I Overcollateralization Amount is
less
than the REMIC III Group I Required Overcollateralization Amount, by the lesser
of (x) the amount of such difference and (y) the Group I Maximum Uncertificated
Accrued Interest Deferral Amount, and such amount will be payable to the holders
of each REMIC III Group I Regular Interest for which a Class I-A Certificate
or
Class I-M Certificate is the Corresponding Certificate in the same proportion
as
the Group I Extra Principal Distribution Amount is allocated to the
Corresponding Certificates for each such REMIC III Regular Interest, and the
Uncertificated Principal Balance of REMIC III Regular Interest I-ZZ shall be
increased by such amount;
(iii) to
the
holders of REMIC III Group I Regular Interests (other than REMIC III Regular
Interests I-IO and I-P) in an amount equal to the remainder of the Interest
Funds and Principal Funds for Loan Group I, in each case, determined without
regard to the related clause (2)(ii) of the definitions thereof, remaining
after
the distributions made pursuant to clauses (i) and (ii) above, allocated as
follows:
(A) 98%
of
such remainder to the holders of REMIC III Regular Interest I-AA, until the
Uncertificated Principal Balance of such REMIC III Regular Interest is reduced
to zero;
(B) 2%
of
such remainder, first, to the holders of each REMIC III Group I Regular Interest
for which a Class I-A Certificate or Class I-M Certificate is the Corresponding
Certificate, in an aggregate amount equal to 1% of and in the same proportion
as
principal payments are allocated to the Corresponding Certificates for each
such
REMIC III Group I Regular Interest, until the Uncertificated Principal Balances
of such REMIC III Group I Regular Interests are reduced to zero; and second,
to
the holders of REMIC III Regular Interest I-ZZ, until the Uncertificated
Principal Balance of such REMIC III Regular Interest is reduced to zero;
and
(C) any
remaining amount to the Holders of the Class I-R-2 Certificates.
(2) On
each
Distribution Date, amounts representing Prepayment Charges on the Mortgage
loans
deemed distributed in respect of REMIC I Regular Interest P shall be deemed
to
be distributed to REMIC III Regular Interest I-P, provided that such amounts
shall not reduce the Uncertificated Principal Balance of REMIC III Regular
Interest I-P. On the Distribution Date immediately following the expiration
of
the latest Prepayment Charge term relating to the Group I Mortgage Loans as
identified on the Mortgage Loan Schedule, an amount equal to $100 deemed
distributed in respect of REMIC I Regular Interest P in reduction of the
Uncertificated Principal Balance thereof shall be deemed to be distributed
to
REMIC III Regular Interest I-P in reduction of the Uncertificated Principal
Balance thereof.
(3) On
each
Distribution Date, the following amounts with respect to Loan Group II, in
the
following order of priority, shall be distributed by REMIC III to REMIC IV
on
account of the REMIC III Group II Regular Interests (other then REMIC III
Regular Interest II-P) or withdrawn from the Distribution Account and
distributed to the Holders of the Class I-R-2 Certificates, as the case may
be:
(i) from
Interest Funds and Principal Funds for Loan Group II, in each case, determined
without regard to the related clause (2)(ii) of the definitions thereof, to
the
holders of REMIC III Regular Interest II-IO, in an amount equal to (A) the
Uncertificated Accrued Interest for such REMIC III Regular Interest for such
Distribution Date, plus (B) any amounts in respect thereof remaining unpaid
from
previous Distribution Dates;
(ii) to
the
extent of the REMIC III Group II Marker Allocation Percentage of the Interest
Funds and Principal Funds for Loan Group II, in each case, determined without
regard to the related clause (2)(ii) of the definitions thereof, remaining
after
the distribution pursuant to clause (i), to the holders of each REMIC III Group
II Regular Interest (other than REMIC III Group II Regular Interests II-IO,
II-1-Sub, II-1-Grp, II-2-Sub, II-2-Grp, II-XX and II-P), pro
rata,
in an
amount equal to (A) the Uncertificated Accrued Interest for such REMIC III
Group
II Regular Interest for such Distribution Date, plus (B) any amounts in respect
thereof remaining unpaid from previous Distribution Dates. Amounts payable
as
Uncertificated Accrued Interest in respect of REMIC III Regular Interest II-ZZ
shall be reduced when the REMIC III Group II Overcollateralization Amount is
less than the REMIC III Group II Required Overcollateralization Amount, by
the
lesser of (x) the amount of such difference and (y) the Group II Maximum
Uncertificated Accrued Interest Deferral Amount, and such amount will be payable
to the holders of each REMIC III Group II Regular Interest for which a Class
II-A Certificate or Class II-M Certificate is the Corresponding Certificate
in
the same proportion as the Group II Extra Principal Distribution Amount is
allocated to the Corresponding Certificates for each such REMIC III Group II
Regular Interest, and the Uncertificated Principal Balance of REMIC III Regular
Interest II-ZZ shall be increased by such amount;
(iii) to
the
extent of the REMIC III Group II Sub WAC Allocation Percentage of the Interest
Funds and Principal Funds for Loan Group II, in each case, determined without
regard to the related clause (2)(ii) of the definitions thereof, remaining
after
the distribution pursuant to clause (i), to the holders of REMIC III Regular
Interest II-1-Sub, REMIC III Regular Interest II-1-Grp, REMIC III Regular
Interest II-2-Sub, REMIC III Regular Interest II-2-Grp and REMIC III Regular
Interest II-XX, pro
rata,
an
amount equal to (A) the Uncertificated Accrued Interest for such Distribution
Date, plus (B) any amounts in respect thereof remaining unpaid from previous
Distribution Dates;
(iv) to
the
holders of REMIC III Group II Regular Interests (other than REMIC III Regular
Interests II-IO, II-P, II-1-Sub, II-1-Grp, II-2-Sub, II-2-Grp and II-XX) in
an
amount equal to the REMIC III Group II Marker Allocation Percentage of the
remainder of the Interest Funds and Principal Funds for Loan Group II, in each
case, determined without regard to the related clause (2)(ii) of the definitions
thereof, after the distributions made pursuant to clauses (i), (ii) and (iii)
above, allocated as follows:
(A) 98%
of
such remainder to the holders of REMIC III Regular Interest II-AA, until the
Uncertificated Principal Balance of such REMIC III Regular Interest is reduced
to zero;
(B) 2%
of
such remainder, first, to the holders of each REMIC III Group II Regular
Interest for which a Class II-A Certificate or Class II-M Certificate is the
Corresponding Certificate, in an aggregate amount equal to 1% of and in the
same
proportion as principal payments are allocated to the Corresponding Certificates
for each such REMIC III Group II Regular Interest, until the Uncertificated
Principal Balances of such REMIC III Group II Regular Interests are reduced
to
zero; and second, to the holders of REMIC III Regular Interest II-ZZ, until
the
Uncertificated Principal Balance of such REMIC III Regular Interest is reduced
to zero; and
(C) any
remaining amount to the Holders of the Class I-R-2 Certificates;
and
(v) to
the
holders of REMIC III Regular Interest II-1-Sub, REMIC III Regular Interest
II-1-Grp, REMIC III Regular Interest II-2-Sub, REMIC III Regular Interest
II-2-Grp and REMIC III Regular Interest II-XX, in an amount equal to the REMIC
III Group II Sub WAC Allocation Percentage of the remainder of the Interest
Funds and Principal Funds for Loan Group II, in each case, determined without
regard to the related clause (2)(ii) of the definitions thereof, after the
distributions made pursuant to clauses (i), (ii) and (iii) above, first, so
as
to keep the Uncertificated Principal Balance of each REMIC III Group II Regular
Interest ending with the designation “Grp” equal to 0.01% of the aggregate
Stated Principal Balance of the Group II Mortgage Loans in the related Subgroup;
second, to each REMIC III Group II Regular Interest ending with the designation
“Sub”, so that the Uncertificated Principal Balance of each such REMIC III Group
II Regular Interest is equal to 0.01% of the excess of (x) the aggregate Stated
Principal Balance of the Group II Mortgage Loans in the related Subgroup over
(y) the current aggregate Certificate Principal Balance of the Class II-A
Certificates related to such Subgroup (except that if any such excess is a
larger number than in the preceding distribution period, the least amount of
principal shall be distributed to such REMIC III Group II Regular Interests
such
that the REMIC III Group II Subordinated Balance Ratio is maintained); third,
to
REMIC III Regular Interest II-XX, until the Uncertificated Principal Balance
of
such REMIC III Regular Interest is reduced to zero; and fourth, any remaining
amount to the Holders of the Class I-R-2 Certificates.
(4) On
each
Distribution Date, amounts representing Prepayment Charges on the Mortgage
loans
deemed distributed in respect of REMIC II Regular Interest P shall be deemed
to
be distributed to REMIC III Regular Interest II-P, provided that such amounts
shall not reduce the Uncertificated Principal Balance of REMIC III Regular
Interest II-P. On the Distribution Date immediately following the expiration
of
the latest Prepayment Charge term relating to the Group II Mortgage Loans as
identified on the Mortgage Loan Schedule, an amount equal to $100 deemed
distributed in respect of REMIC II Regular Interest P in reduction of the
Uncertificated Principal Balance thereof shall be deemed to be distributed
to
REMIC III Regular Interest II-P in reduction of the Uncertificated Principal
Balance thereof.
(d) On
each
Distribution Date, interest shall be deemed payable from REMIC IV to the holders
of each REMIC IV Regular Interest the ownership of which is represented by
the
Class A Certificates and Class M Certificates at a pass-through rate equal
to
the lesser of (i) the One-Month LIBOR Pass-Through Rate for the Corresponding
Certificate and (ii) the Net Rate Cap for the REMIC IV Regular Interest the
ownership of which is represented by the Corresponding Certificate for such
Distribution Date, in each case on a principal balance equal to the Certificate
Principal Balance of the Corresponding Certificate for such Distribution Date.
For the avoidance of doubt, principal shall be payable to, and shortfalls,
losses and prepayments shall be allocable to, the REMIC IV Regular Interests
the
ownership of which is represented by the Class A Certificates and Class M
Certificates as such amounts are payable and allocable to the Corresponding
Certificates.
(e) On
each
Distribution Date, an amount equal to the amounts distributed pursuant to
Sections 5.04(a)(3)(C), (D) and (G) on such date shall be deemed distributed
from REMIC IV to REMIC V in respect of the Class I-CE Distribution Amount
distributable to the Class I-CE Interest.
(f) On
each
Distribution Date, an amount equal to the amounts distributed pursuant to
Sections 5.04(b)(4)(C), (D) and (G) on such date shall be deemed distributed
from REMIC IV to REMIC VIII in respect of the Class II-CE Distribution Amount
distributable to the Class II-CE Interest.
(g) On
each
Distribution Date, 100% of the amounts deemed distributed on REMIC III Regular
Interest I-P shall be deemed distributed by REMIC IV to REMIC VI in respect
of
the Class I-P Interest.
(h) On
each
Distribution Date, 100% of the amounts deemed distributed on REMIC III Regular
Interest II-P shall be deemed distributed by REMIC IV to REMIC IX in respect
of
the Class II-P Interest.
(i) On
each
Distribution Date, 100% of the amounts deemed distributed on REMIC III Regular
Interest I-IO shall be deemed distributed by REMIC IV to REMIC VII in respect
of
the Class I-IO Interest. Such amounts shall be deemed distributed by REMIC
VII
in respect of REMIC VII Regular Interest IO for deposit into the Group I
Supplemental Interest Trust.
(j) On
each
Distribution Date, 100% of the amounts deemed distributed on REMIC III Regular
Interest II-IO shall be deemed distributed by REMIC IV to REMIC X in respect
of
the Class II-IO Interest. Such amounts shall be deemed distributed by REMIC
X in
respect of REMIC X Regular Interest IO for deposit into the Group II
Supplemental Interest Trust.
ARTICLE
VI
THE
CERTIFICATES
Section
6.01 The
Certificates.
The
Certificates shall be substantially in the forms attached hereto as Exhibits
A-1
through A-5. The Certificates shall be issuable in registered form, in the
minimum dollar denominations, integral dollar multiples in excess thereof
(except that one Certificate of each Class may be issued in a different amount
which must be in excess of the applicable minimum dollar denomination) and
aggregate dollar denominations as set forth in the following table:
|
Class
|
Minimum
Denomination
|
Integral
Multiple in Excess
of Minimum
|
Original
Certificate Principal
Balance or Notional
Amount
|
|||||||
|
I-A-1
|
$
|
100,000
|
$
|
1.00
|
$
|
73,991,000.00
|
||||
|
I-A-2
|
$
|
100,000
|
$
|
1.00
|
$
|
40,149,000.00
|
||||
|
I-A-3
|
$
|
100,000
|
$
|
1.00
|
$
|
4,814,000.00
|
||||
|
I-M-1
|
$
|
100,000
|
$
|
1.00
|
$
|
8,170,000.00
|
||||
|
I-M-2
|
$
|
100,000
|
$
|
1.00
|
$
|
7,850,000.00
|
||||
|
I-M-3
|
$
|
100,000
|
$
|
1.00
|
$
|
2,723,000.00
|
||||
|
I-M-4
|
$
|
100,000
|
$
|
1.00
|
$
|
3,444,000.00
|
||||
|
I-M-5
|
$
|
100,000
|
$
|
1.00
|
$
|
2,723,000.00
|
||||
|
I-M-6
|
$
|
100,000
|
$
|
1.00
|
$
|
2,242,000.00
|
||||
|
I-M-7
|
$
|
100,000
|
$
|
1.00
|
$
|
1,763,000.00
|
||||
|
I-M-8
|
$
|
100,000
|
$
|
1.00
|
$
|
1,843,000.00
|
||||
|
I-M-9
|
$
|
100,000
|
$
|
1.00
|
$
|
1,923,000.00
|
||||
|
I-M-10
|
$
|
100,000
|
$
|
1.00
|
$
|
2,644,000.00
|
||||
|
I-M-11
|
$
|
100,000
|
$
|
1.00
|
$
|
2,483,000.00
|
||||
|
I-CE
|
10%
|
|
1% |
|
$
|
160,208,025.07(1)
|
|
|||
|
I-P
|
100% | N/A |
|
$ 100.00
|
||||||
|
I-R-1
|
100% |
|
N/A | N/A | ||||||
|
I-R-2
|
100% |
|
N/A | N/A | ||||||
|
I-R-3
|
100% |
|
N/A | N/A | ||||||
|
I-RX
|
100% |
|
N/A | N/A | ||||||
|
II-1A-1
|
$
|
100,000
|
$
|
1.00
|
$
|
99,772,000.00
|
||||
|
II-1A-2
|
$
|
100,000
|
$
|
1.00
|
$
|
37,041,000.00
|
||||
|
II-1A-3
|
$
|
100,000
|
$
|
1.00
|
$
|
6,269,000.00
|
||||
|
II-M-1
|
$
|
100,000
|
$
|
1.00
|
$
|
51,306,000.00
|
||||
|
II-1A-3
|
$
|
100,000
|
$
|
1.00
|
$
|
19,151,000.00
|
||||
|
II-M-2
|
$
|
100,000
|
$
|
1.00
|
$
|
14,363,000.00
|
||||
|
II-M-3
|
$
|
100,000
|
$
|
1.00
|
$
|
5,061,000.00
|
||||
|
II-M-4
|
$
|
100,000
|
$
|
1.00
|
$
|
7,250,000.00
|
||||
|
II-M-5
|
$
|
100,000
|
$
|
1.00
|
$
|
5,746,000.00
|
||||
|
II-M-6
|
$
|
100,000
|
$
|
1.00
|
$
|
3,830,000.00
|
||||
|
II-M-7
|
$
|
100,000
|
$
|
1.00
|
$
|
3,557,000.00
|
||||
|
II-M-8
|
$
|
100,000
|
$
|
1.00
|
$
|
3,146,000.00
|
||||
|
II-M-9
|
$
|
100,000
|
$
|
1.00
|
$
|
3,557,000.00
|
||||
|
II-M-10
|
$
|
100,000
|
$
|
1.00
|
$
|
4,378,000.00
|
||||
|
II-M-11
|
$
|
100,000
|
$
|
1.00
|
$
|
3,968,000.00
|
||||
|
II-CE
|
10% |
|
1% |
|
$
|
273,593,683.08(1)
|
|
|||
|
II-P
|
100% | N/A |
|
$ 100.00
|
||||||
|
II-R-1
|
100% |
|
N/A | N/A | ||||||
|
II-RX
|
100% |
|
N/A | N/A | ||||||
| (1) This is a Notional Amount. | ||||||||||
The
Certificates shall be executed by manual or facsimile signature on behalf of
the
Trustee by an authorized officer. Certificates bearing the manual or facsimile
signatures of individuals who were, at the time when such signatures were
affixed, authorized to sign on behalf of the Trustee shall bind the Trustee,
notwithstanding that such individuals or any of them have ceased to be so
authorized prior to the authentication and delivery of such Certificates or
did
not hold such offices at the date of such authentication and delivery. No
Certificate shall be entitled to any benefit under this Agreement, or be valid
for any purpose, unless there appears on such Certificate the countersignature
of the Trustee by manual signature, and such countersignature upon any
Certificate shall be conclusive evidence, and the only evidence, that such
Certificate has been duly countersigned and delivered hereunder. All
Certificates shall be dated the date of their countersignature. On the Closing
Date, the Trustee shall authenticate the Certificates to be issued at the
written direction of the Depositor, or any affiliate thereof.
The
Depositor shall provide, or cause to be provided, to the Trustee on a continuous
basis, an adequate inventory of Certificates to facilitate
transfers.
Section
6.02 Certificate
Register; Registration of Transfer and Exchange of Certificates.
(a) The
Trustee shall maintain, or cause to be maintained in accordance with the
provisions of Section 6.09 hereof, a Certificate Register for the Trust Fund
in
which, subject to the provisions of subsections (b) and (c) below and to such
reasonable regulations as it may prescribe, the Trustee shall provide for the
registration of Certificates and of Transfers and exchanges of Certificates
as
herein provided. Upon surrender for registration of Transfer of any Certificate,
the Trustee shall authenticate and deliver, in the name of the designated
transferee or transferees, one or more new Certificates of the same Class and
of
like aggregate Percentage Interest.
At
the
option of a Certificateholder, Certificates may be exchanged for other
Certificates of the same Class in authorized denominations and evidencing the
same aggregate Percentage Interest upon surrender of the Certificates to be
exchanged at the office or agency of the Trustee. Whenever any Certificates
are
so surrendered for exchange, the Trustee shall execute, authenticate, and
deliver the Certificates that the Certificateholder making the exchange is
entitled to receive. Every Certificate presented or surrendered for registration
of Transfer or exchange shall be accompanied by a written instrument of Transfer
in form satisfactory to the Trustee duly executed by the Holder thereof or
his
attorney duly authorized in writing.
No
service charge to the Certificateholders shall be made for any registration
of
Transfer or exchange of Certificates, but payment of a sum sufficient to cover
any tax or governmental charge that may be imposed in connection with any
Transfer or exchange of Certificates may be required.
All
Certificates surrendered for registration of Transfer or exchange shall be
canceled and subsequently destroyed by the Trustee in accordance with the
Trustee’s customary procedures.
(b) Subject
to Section 6.07 and, in the case of any Global Certificate or Private
Certificate upon the satisfaction of the conditions set forth below, upon
surrender for registration of transfer of any Certificate at any office or
agency of the Trustee maintained for such purpose, the Trustee shall sign,
countersign and shall deliver, in the name of the designated transferee or
transferees, a new Certificate of a like Class and aggregate Percentage
Interest, but bearing a different number.
(c) Subject
to subsection 6.02(g), so long as a Global Certificate of such Class is
outstanding and is held by or on behalf of the Depository, transfers of
beneficial interests in such Global Certificate, or transfers by Holders of
Individual Certificates of such Class to transferees that take delivery in
the
form of beneficial interests in the Global Certificate, may be made only in
accordance with this subsection 6.02(c) and in accordance with the rules of
the
Depository:
(i) In
the
case of a beneficial interest in the Global Certificate being transferred to
an
Institutional Accredited Investor, such transferee shall be required to take
delivery in the form of an Individual Certificate or Certificates and the
Trustee shall register such transfer only upon compliance with the provisions
of
subsection 6.02(h).
(ii) In
the
case of a beneficial interest in a Class of Global Certificates being
transferred to a transferee that takes delivery in the form of an Individual
Certificate or Certificates of such Class, except as set forth in clause (i)
above, the Trustee shall register such transfer only upon compliance with the
provisions of subsection 6.02(h).
(iii) In
the
case of an Individual Certificate of a Class being transferred to a transferee
that takes delivery in the form of a beneficial interest in a Global Certificate
of such Class, the Trustee shall register such transfer if the transferee has
provided the Trustee with a Rule 144A and Related Matters Certificate or
comparable evidence as to its QIB status.
(iv) No
restrictions shall apply with respect to the transfer or registration of
transfer of a beneficial interest in the Global Certificate of a Class to a
transferee that takes delivery in the form of a beneficial interest in the
Global Certificate of such Class; provided that each such transferee shall
be
deemed to have made such representations and warranties contained in the Rule
144A and Related Matters Certificate as are sufficient to establish that it
is a
QIB.
(d) Subject
to subsection 6.02(g), an exchange of a beneficial interest in a Global
Certificate of a Class for an Individual Certificate or Certificates of such
Class, an exchange of an Individual Certificate or Certificates of a Class
for a
beneficial interest in the Global Certificate of such Class and an exchange
of
an Individual Certificate or Certificates of a Class for another Individual
Certificate or Certificates of such Class (in each case, whether or not such
exchange is made in anticipation of subsequent transfer, and, in the case of
the
Global Certificate of such Class, so long as such Certificate is outstanding
and
is held by or on behalf of the Depository) may be made only in accordance with
this subsection 6.02(d) and in accordance with the rules of the
Depository:
(i) A
Holder
of a beneficial interest in a Global Certificate of a Class may at any time
exchange such beneficial interest for an Individual Certificate or Certificates
of such Class.
(ii) A
Holder
of an Individual Certificate or Certificates of a Class may exchange such
Certificate or Certificates for a beneficial interest in the Global Certificate
of such Class if such holder furnishes to the Trustee a Rule 144A and Related
Matters Certificate or comparable evidence as to its QIB status.
(iii) A
Holder
of an Individual Certificate of a Class may exchange such Certificate for an
equal aggregate principal amount of Individual Certificates of such Class in
different authorized denominations without any certification.
(e) (i)Upon
acceptance for exchange or transfer of an Individual Certificate of a Class
for
a beneficial interest in a Global Certificate of such Class as provided herein,
the Trustee shall cancel such Individual Certificate and shall (or shall request
the Depository to) endorse on the schedule affixed to the applicable Global
Certificate (or on a continuation of such schedule affixed to the Global
Certificate and made a part thereof) or otherwise make in its books and records
an appropriate notation evidencing the date of such exchange or transfer and
an
increase in the certificate balance of the Global Certificate equal to the
certificate balance of such Individual Certificate exchanged or transferred
therefor.
(ii) Upon
acceptance for exchange or transfer of a beneficial interest in a Global
Certificate of a Class for an Individual Certificate of such Class as provided
herein, the Trustee shall (or shall request the Depository to) endorse on the
schedule affixed to such Global Certificate (or on a continuation of such
schedule affixed to such Global Certificate and made a part thereof) or
otherwise make in its books and records an appropriate notation evidencing
the
date of such exchange or transfer and a decrease in the certificate balance
of
such Global Certificate equal to the certificate balance of such Individual
Certificate issued in exchange therefor or upon transfer thereof.
(f) Any
Individual Certificate issued in exchange for or upon transfer of another
Individual Certificate or of a beneficial interest in a Global Certificate
shall
bear the applicable legends set forth in Exhibit A-2.
(g) Subject
to the restrictions on transfer and exchange set forth in this Section 6.02,
the
Holder of any Individual Certificate may transfer or exchange the same in whole
or in part (in an initial certificate balance equal to the minimum authorized
denomination set forth in Section 6.01 above or any integral multiple of $1.00
in excess thereof) by surrendering such Certificate at the Corporate Trust
Office, or at the office of any transfer agent, together with an executed
instrument of assignment and transfer satisfactory in form and substance to
the
Trustee in the case of transfer and a written request for exchange in the case
of exchange. The Holder of a beneficial interest in a Global Certificate may,
subject to the rules and procedures of the Depository, cause the Depository
(or
its nominee) to notify the Trustee in writing of a request for transfer or
exchange of such beneficial interest for an Individual Certificate or
Certificates. Following a proper request for transfer or exchange, the Trustee
shall, within five Business Days of such request made at the Corporate Trust
Office, sign, countersign and deliver at the Corporate Trust Office, to the
transferee (in the case of transfer) or Holder (in the case of exchange) or
send
by first class mail at the risk of the transferee (in the case of transfer)
or
Holder (in the case of exchange) to such address as the transferee or Holder,
as
applicable, may request, an Individual Certificate or Certificates, as the
case
may require, for a like aggregate Percentage Interest and in such authorized
denomination or denominations as may be requested. The presentation for transfer
or exchange of any Individual Certificate shall not be valid unless made at
the
Corporate Trust Office by the registered Holder in person, or by a duly
authorized attorney-in-fact.
(h) No
Transfer of a Private Certificate shall be made unless such Transfer is made
pursuant to an effective registration statement under the Securities Act and
any
applicable state securities laws or is exempt from the registration requirements
under the Securities Act and such state securities laws. In the event that
a
Transfer is to be made in reliance upon an exemption from the Securities Act
and
such laws, in order to assure compliance with the Securities Act and such laws,
the Certificateholder desiring to effect such Transfer and such
Certificateholder’s prospective transferee shall each certify to the Trustee in
writing the facts surrounding the Transfer by (x)(i) the delivery to the Trustee
by the Certificateholder desiring to effect such transfer of a certificate
substantially in the form set forth in Exhibit D (the “Transferor Certificate”)
and (ii) the delivery by the Certificateholder’s prospective transferee of (A) a
letter in substantially the form of Exhibit E (the “Investment Letter”) if the
prospective transferee is an Institutional Accredited Investor or (B) a letter
in substantially the form of Exhibit F (the “Rule 144A and Related Matters
Certificate”) if the prospective transferee is a QIB or (y) there shall be
delivered to the Trustee an Opinion of Counsel addressed to the Trustee that
such Transfer may be made pursuant to an exemption from the Securities Act,
which Opinion of Counsel shall not be an expense of the Depositor, the Sellers,
the Master Servicer or the Trustee; provided,
however,
that
such representation letters will not be required in connection with any transfer
of any such Certificate by the Depositor to an affiliate of the Depositor and
the Trustee and the Trustee shall be entitled to conclusively rely upon a
representation (which, upon the request of the Trustee, shall be a written
representation) from the Depositor of the status of such transferee as an
affiliate of the Depositor. Notwithstanding
the provisions of the immediately preceding sentence, no restrictions shall
apply with respect to the transfer or registration of transfer of a beneficial
interest in any Certificate that is a Global Certificate of a Class to a
transferee that takes delivery in the form of a beneficial interest in the
Global Certificate of such Class provided that each such transferee shall be
deemed to have made such representations and warranties contained in the Rule
144A and Related Matters Certificate as are sufficient to establish that it
is a
QIB. The Depositor shall provide to any Holder of a Private Certificate and
any
prospective transferee designated by any such Holder, information regarding
the
related Certificates and the Mortgage Loans and such other information as shall
be necessary to satisfy the condition to eligibility set forth in Rule
144A(d)(4) for Transfer of any such Certificate without registration thereof
under the Securities Act pursuant to the registration exemption provided by
Rule
144A. The Trustee and the Master Servicer shall cooperate with the Depositor
in
providing the Rule 144A information referenced in the preceding sentence,
including providing to the Depositor such information regarding the
Certificates, the Mortgage Loans and other matters regarding the Trust Fund
as
the Depositor shall reasonably request to meet its obligation under the
preceding sentence. Each Holder of a Private Certificate desiring to effect
such
Transfer shall, and does hereby agree to, indemnify the Trustee, the Depositor,
the Sellers and the Master Servicer against any liability that may result if
the
Transfer is not so exempt or is not made in accordance with such federal and
state laws.
No
transfer of any Class CE Certificate shall be made unless the transferee of
such
Class CE Certificate provides to the Trustee the appropriate tax certification
form (i.e., IRS Form W-9 or IRS Form W-8BEN, W-8IMY, or W-8ECI, as applicable
(or any successor form thereto)), as a condition to such transfer and agrees
to
update such forms (i) upon expiration of any such form, (ii) as required under
then applicable U.S. Treasury regulations and (iii) promptly upon learning
that
any IRS Form W-9 or IRS Form W-8BEN, W-8IMY, or W-8ECI, as applicable (or any
successor form thereto), has become obsolete or incorrect. Upon receipt of
any
such tax certification form from a transferee of any Class CE Certificate,
the
Trustee shall provide a copy of such tax certification form to the related
Supplemental Interest Trust Trustee. The related Supplemental Interest Trust
Trustee shall provide a copy of any such tax certification form to the related
Swap Provider.
Prior
to
the termination of the related Supplemental Interest Trust, no Transfer of
a
related Class A Certificate or Class M Certificate (other than a Class I-M-10,
Class II-M-10, Class I-M-11 Certificate or II-M-11 Certificate) shall be made
unless either (i) the Trustee shall have received a representation from the
transferee of such Certificate acceptable to and in form and substance
satisfactory to the Trustee, to the effect that such transferee is not an
employee benefit plan subject to Section 406 of ERISA or a plan subject to
Section 4975 of the Code (either a “Plan”), or a Person acting on behalf of a
Plan or using the assets a Plan, or (ii) the transferee provides a
representation, or is deemed to represent in the case of the Global Certificate
that (A) such plan is an accredited investor within the meaning of the Exemption
and (B) the proposed transfer or holding of such Certificate are eligible for
exemptive relief under Prohibited Transaction Class Exemption (“PTCE”) 84-14,
▇▇▇▇ ▇▇-▇▇, ▇▇▇▇ ▇▇-▇, ▇▇▇▇ 95-60 or PTCE 96-23.
Subsequent
to the termination of the Supplemental Interest Trust, each beneficial owner
of
a related Class M Certificate (other than a Class I-M-10, Class II-M-10, Class
I-M-11 Certificate or II-M-11 Certificate) or any interest therein shall be
deemed to have represented, by virtue of its acquisition or holding of that
certificate or interest therein, that either (a)(i) it is not a Plan or
investing with “Plan Assets”, (ii) it has acquired and is holding such
certificate in reliance on the Exemption, and that it understands that there
are
certain conditions to the availability of the Exemption, including that the
certificate must be rated, at the time of purchase, not lower than “BBB-” (or
its equivalent) by S&P, Fitch or ▇▇▇▇▇’▇, and the certificate is so rated or
(iii) (1) it is an insurance company, (2) the source of funds used to acquire
or
hold the certificate or interest therein is an “insurance company general
account,” as such term is defined in PTCE 95-60, and (3) the conditions in
Sections I and III of PTCE 95-60 have been satisfied.
Neither
the Trustee nor the Master Servicer will be required to monitor, determine
or
inquire as to compliance with the transfer restrictions with respect to the
Global Certificates. Any attempted or purported transfer of any Certificate
in
violation of the provisions of this Section 6.02 shall be void ab initio and
such Certificate shall be considered to have been held continuously by the
prior
permitted Certificateholder. Any transferor of any Certificate in violation
of
such provisions, shall indemnify and hold harmless the Trustee and the Master
Servicer from and against any and all liabilities, claims, costs or expenses
incurred by the Trustee or the Master Servicer as a result of such attempted
or
purported transfer. Neither the Trustee nor the Master Servicer shall have
any
liability for transfer of any such Global Certificates in or through book-entry
facilities of any Depository or between or among Depository Participants or
Certificate Owners made in violation of the transfer restrictions set forth
herein. Neither
the Trustee nor the Master Servicer shall be required to monitor, determine
or
inquire as to compliance with the transfer restrictions with respect to any
ERISA Restricted Certificate that is a Book-Entry Certificate, and neither
the Trustee nor the Master Servicer shall have any liability for transfers
of
any such Book-Entry Certificates made through the book-entry facilities of
any
Depository or between or among participants of the Depository or Certificate
Owners made in violation of the transfer restrictions set forth herein. Neither
the Trustee nor the Master Servicer shall be under any liability to any Person
for any registration of transfer of any ERISA Restricted Certificate that is
in
fact not permitted by this Section 6.02(h) or for making any payments due on
such Certificate to the Holder thereof or taking any other action with respect
to such Holder under the provisions of this Agreement. The Trustee shall be
entitled, but not obligated, to recover from any Holder of any ERISA Restricted
Certificate that was in fact a Plan or a Person acting on behalf of a Plan
at
the time it became a Holder or, at such subsequent time as it became a Plan
or
Person acting on behalf of a Plan, all payments made on such ERISA Restricted
Certificate at and after either such time. Any such payments so recovered by
the
Trustee shall be paid and delivered by the Trustee to the last preceding Holder
of such Certificate that is not a Plan or Person acting on behalf of a
Plan.
No
Transfer of a Class I-M-10, Class I-M-11, Class II-M-10, Class II-M-11, Class
I-CE, Class II-CE, Class I-P, Class II-P or Residual Certificate shall be made
unless either (i) the transferee of such Certificate provides a representation,
or is deemed to represent in the case of a Global Certificate, to the Trustee
and the Master Servicer acceptable to and in form and substance satisfactory
to
the Trustee and the Master Servicer, to the effect that such transferee is
not a
Plan, or a Person acting on behalf of a Plan or using the assets of a Plan,
or
(ii) in the case of any such Certificate presented for registration in the
name
of a Plan, or a trustee of a Plan or any other person acting on behalf of a
Plan, the Trustee shall have received an Opinion of Counsel for the benefit
of
the Trustee and the Master Servicer and on which they may rely, satisfactory
to
the Trustee, to the effect that the purchase and holding of such Certificate
are
permissible under applicable law, will not result in any prohibited transactions
under ERISA or Section 4975 of the Code and will not subject the Trustee, the
Master Servicer or the Depositor to any obligation in addition to those
expressly undertaken in this Agreement, which Opinion of Counsel shall not
be an
expense of the Trustee, the Master Servicer or the Depositor, or (iii) in the
case of a Class I-M-10, Class I-M-11, Class II-M-10 or Class II-M-11
Certificate, the transferee provides a representation, or is deemed to represent
in the case of the Global Certificate, or an Opinion of Counsel to the effect
that the proposed transfer or holding of such Class I-M-10, Class I-M-11, Class
II-M-10 or Class II-M-11 Certificate and the servicing, management and operation
of the Trust and its assets: (I) will not result in any prohibited transaction
which is not covered under individual or Class prohibited transaction exemption
including but not limited to ▇▇▇▇ ▇▇-▇▇, ▇▇▇▇ ▇▇-▇▇, ▇▇▇▇ ▇▇-▇, ▇▇▇▇ 95-60
or
PTCE 96-23 and (II) will not give rise to any obligation on the part of the
Depositor, the Master Servicer or the Trustee in addition to those expressly
undertaken in this Agreement. Neither the Trustee nor the Master Servicer shall
be required to monitor, determine or inquire as to compliance with the transfer
restrictions with respect to any Private Certificate that is a Book-Entry
Certificate, and neither the Trustee nor the Master Servicer shall have any
liability for transfers of any such Book-Entry Certificates made through the
book-entry facilities of any Depository or between or among participants of
the
Depository or Certificate Owners made in violation of the transfer restrictions
set forth herein. Neither the Trustee nor the Master Servicer shall be under
any
liability to any Person for any registration of transfer of any Private
Certificate that is in fact not permitted by this Section 6.02(h) or for making
any payments due on such Certificate to the Holder thereof or taking any other
action with respect to such Holder under the provisions of this Agreement.
The
Trustee shall be entitled, but not obligated, to recover from any Holder of
any
Private Certificate that was in fact a Plan or a Person acting on behalf of
a
Plan at the time it became a Holder or, at such subsequent time as it became
a
Plan or Person acting on behalf of a Plan, all payments made on such Private
Certificate at and after either such time. Any such payments so recovered by
the
Trustee shall be paid and delivered by the Trustee to the last preceding Holder
of such Certificate that is not a Plan or Person acting on behalf of a
Plan.
(i) Each
Person who has or who acquires any Ownership Interest in a Residual Certificate
shall be deemed by the acceptance or acquisition of such Ownership Interest
to
have agreed to be bound by the following provisions, and the rights of each
Person acquiring any Ownership Interest in a Residual Certificate are expressly
subject to the following provisions:
(i) Each
Person holding or acquiring any Ownership Interest in a Residual Certificate
shall be a Permitted Transferee and shall promptly notify the Trustee of any
change or impending change in its status as a Permitted Transferee.
(ii) No
Ownership Interest in a Residual Certificate may be registered on the Closing
Date or thereafter transferred, and the Trustee shall not register the Transfer
of any Residual Certificate unless, in addition to the certificates required
to
be delivered to the Trustee under subsection (b) above, the Trustee shall have
been furnished with an affidavit (a “Transfer Affidavit”) of the initial owner
or the proposed transferee in the form attached hereto as Exhibit
C.
(iii) Each
Person holding or acquiring any Ownership Interest in a Residual Certificate
shall agree (A) to obtain a Transfer Affidavit from any other Person to whom
such Person attempts to Transfer its Ownership Interest in a Residual
Certificate, (B) to obtain a Transfer Affidavit from any Person for whom such
Person is acting as nominee, trustee or agent in connection with any Transfer
of
a Residual Certificate and (C) not to Transfer its Ownership Interest in a
Residual Certificate or to cause the Transfer of an Ownership Interest in a
Residual Certificate to any other Person if it has actual knowledge that such
Person is not a Permitted Transferee.
(iv) Any
attempted or purported Transfer of any Ownership Interest in a Residual
Certificate in violation of the provisions of this Section 6.02(i) shall be
absolutely null and void and shall vest no rights in the purported transferee.
If any purported transferee shall become a Holder of a Residual Certificate
in
violation of the provisions of this Section 6.02(i), then the last preceding
Permitted Transferee shall be restored to all rights as Holder thereof
retroactive to the date of registration of Transfer of such Residual
Certificate. The Trustee shall be under no liability to any Person for any
registration of Transfer of a Residual Certificate that is in fact not permitted
by Section 6.02(h) and this Section 6.02(i) or for making any payments due
on
such Certificate to the Holder thereof or taking any other action with respect
to such Holder under the provisions of this Agreement so long as the Transfer
was registered after receipt of the related Transfer Affidavit. The Trustee
shall be entitled but not obligated to recover from any Holder of a Residual
Certificate that was in fact not a Permitted Transferee at the time it became
a
Holder or, at such subsequent time as it became other than a Permitted
Transferee, all payments made on such Residual Certificate at and after either
such time. Any such payments so recovered by the Trustee shall be paid and
delivered by the Trustee to the last preceding Permitted Transferee of such
Certificate.
(v) The
Master Servicer shall make available within 60 days of written request from
the
Trustee, all information necessary to compute any tax imposed under Section
860E(e) of the Code as a result of a Transfer of an Ownership Interest in a
Residual Certificate to any Holder who is not a Permitted
Transferee.
The
restrictions on Transfers of a Residual Certificate set forth in this Section
6.02(i) shall cease to apply (and the applicable portions of the legend on
a
Residual Certificate may be deleted) with respect to Transfers occurring after
delivery to the Trustee of an Opinion of Counsel addressed to the Trustee,
which
Opinion of Counsel shall not be an expense of the Trustee, the Sellers or the
Master Servicer to the effect that the elimination of such restrictions, or
any
Transfer allowed by the elimination of such restrictions, will not cause REMIC
I, REMIC II, REMIC III, REMIC IV, REMIC V, REMIC VI, REMIC VII, REMIC VIII,
REMIC IX or REMIC X, as applicable, to fail to qualify as a REMIC at any time
that the Certificates are outstanding or result in the imposition of any tax
on
the Trust Fund, a Certificateholder or another Person. Each Person holding
or
acquiring any Ownership Interest in a Residual Certificate hereby consents
to
any amendment of this Agreement that, based on an Opinion of Counsel addressed
to the Trustee and furnished to the Trustee, is reasonably necessary (a) to
ensure that the record ownership of, or any beneficial interest in, a Residual
Certificate is not transferred, directly or indirectly, to a Person that is
not
a Permitted Transferee and (b) to provide for a means to compel the Transfer
of
a Residual Certificate that is held by a Person that is not a Permitted
Transferee to a Holder that is a Permitted Transferee.
(j) The
preparation and delivery of all certificates and opinions referred to above
in
this Section 6.02 shall not be an expense of the Trust Fund, the Trustee, the
Depositor, the Sellers or the Master Servicer.
Section
6.03 Mutilated,
Destroyed, Lost or Stolen Certificates.
If
(a)
any mutilated Certificate is surrendered to the Trustee, or the Trustee receives
evidence to its satisfaction of the destruction, loss or theft of any
Certificate and of the ownership thereof and (b) there is delivered to the
Trustee such security or indemnity as may be required by them to save each
of
them harmless, then, in the absence of notice to the Trustee that such
Certificate has been acquired by a bona fide purchaser, the Trustee shall
execute, authenticate and deliver, in exchange for or in lieu of any such
mutilated, destroyed, lost or stolen Certificate, a new Certificate of like
Class, tenor and Percentage Interest. In connection with the issuance of any
new
Certificate under this Section 6.03, the Trustee may require the payment of
a
sum sufficient to cover any tax or other governmental charge that may be imposed
in relation thereto and any other expenses (including the fees and expenses
of
the Trustee) connected therewith. Any replacement Certificate issued pursuant
to
this Section 6.03 shall constitute complete and indefeasible evidence of
ownership in the Trust Fund, as if originally issued, whether or not the lost,
stolen or destroyed Certificate shall be found at any time. All Certificates
surrendered to the Trustee under the terms of this Section 6.03 shall be
canceled and destroyed by the Trustee in accordance with its standard procedures
without liability on its part.
Section
6.04 Persons
Deemed Owners.
The
Trustee and any agent of the Trustee may treat the person in whose name any
Certificate is registered as the owner of such Certificate for the purpose
of
receiving distributions as provided in this Agreement and for all other purposes
whatsoever, and neither the Trustee nor any agent of the Trustee shall be
affected by any notice to the contrary.
Section
6.05 Access
to List of Certificateholders’ Names and Addresses.
If
three
or more Certificateholders (a) request such information in writing from the
Trustee, (b) state that such Certificateholders desire to communicate with
other
Certificateholders with respect to their rights under this Agreement or under
the Certificates, and (c) provide a copy of the communication that such
Certificateholders propose to transmit or if the Depositor or the Master
Servicer shall request such information in writing from the Trustee, then the
Trustee shall, within ten Business Days after the receipt of such request,
provide the Depositor, the Master Servicer or such Certificateholders at such
recipients’ expense the most recent list of the Certificateholders of the Trust
Fund held by the Trustee, if any. The Depositor and every Certificateholder,
by
receiving and holding a Certificate, agree that the Trustee shall not be held
accountable by reason of the disclosure of any such information as to the list
of the Certificateholders hereunder, regardless of the source from which such
information was derived.
Section
6.06 Book-Entry
Certificates.
The
Regular Certificates (other than the Class CE Certificates and Class P
Certificates), upon original issuance, shall be issued in the form of one or
more typewritten Certificates representing the Book-Entry Certificates, to
be
delivered to the Depository by or on behalf of the Depositor. Such Certificates
shall initially be registered on the Certificate Register in the name of the
Depository or its nominee, and no Certificate Owner of such Certificates will
receive a definitive certificate representing such Certificate Owner’s interest
in such Certificates, except as provided in Section 6.08. Unless and until
definitive, fully registered Certificates (“Definitive Certificates”) have been
issued to the Certificate Owners of such Certificates pursuant to Section
6.08:
(a) the
provisions of this Section shall be in full force and effect;
(b) the
Depositor and the Trustee may deal with the Depository and the Depository
Participants for all purposes (including the making of distributions) as the
authorized representative of the respective Certificate Owners of such
Certificates;
(c) registration
of the Book-Entry Certificates may not be transferred by the Trustee except
to
another Depository;
(d) the
rights of the respective Certificate Owners of such Certificates shall be
exercised only through the Depository and the Depository Participants and shall
be limited to those established by law and agreements between the Owners of
such
Certificates and the Depository and/or the Depository Participants. Pursuant
to
the Depository Agreement, unless and until Definitive Certificates are issued
pursuant to Section 6.08, the Depository will make book-entry transfers among
the Depository Participants and receive and transmit distributions of principal
and interest on the related Certificates to such Depository
Participants;
(e) the
Depository may collect its usual and customary fees, charges and expenses from
its Depository Participants;
(f) the
Trustee may rely and shall be fully protected in relying upon information
furnished by the Depository with respect to its Depository Participants;
and
(g) to
the
extent that the provisions of this Section conflict with any other provisions
of
this Agreement, the provisions of this Section shall control.
For
purposes of any provision of this Agreement requiring or permitting actions
with
the consent of, or at the direction of, Certificateholders evidencing a
specified percentage of the aggregate unpaid principal amount of any Class
of
Certificates, such direction or consent may be given by Certificate Owners
(acting through the Depository and the Depository Participants) owning
Book-Entry Certificates evidencing the requisite percentage of principal amount
of such Class of Certificates.
The
Private Certificates (other than Class I-M-10, Class I-M-11, Class II-M-10
and
Class II-M-11 Certificates) shall initially be held in fully registered
certificated form. If at any time the Holders of all of the Certificates of
one
or more such Classes request that the Trustee cause such Class to become Global
Certificates, the Depositor (with the assistance of the Trustee) will take
such
action as may be reasonably required to cause the Depository to accept such
Class or Classes for trading if it may legally be so traded. If at anytime
there
are to be Global Certificates, the Global Certificates shall be delivered to
the
Depository by the Depositor or deposited with the Trustee as custodian for
the
Depository.
All
transfers by Certificate Owners of such respective Classes of Book-Entry
Certificates and any Global Certificates shall be made in accordance with the
procedures established by the Depository Participant or brokerage firm
representing such Certificate Owners. Each Depository Participant shall only
transfer Book-Entry Certificates of Certificate Owners it represents or of
brokerage firms for which it acts as agent in accordance with the Depository’s
normal procedures.
Section
6.07 Notices
to Depository.
Whenever
any notice or other communication is required to be given to Certificateholders
of a Class with respect to which Book-Entry Certificates have been issued,
unless and until Definitive Certificates shall have been issued to the related
Certificate Owners, the Trustee shall give all such notices and communications
to the Depository.
Section
6.08 Definitive
Certificates.
If,
after
Book-Entry Certificates have been issued with respect to any Certificates,
(a)
the Depositor or the Depository advises the Trustee that the Depository is
no
longer willing or able to discharge properly its responsibilities under the
Depository Agreement with respect to such Certificates and the Depositor is
unable to locate a qualified successor or (b) the Depositor, with the consent
of
Depository Participants, advises the Trustee that it elects to terminate the
book-entry system with respect to such Certificates through the Depository,
then
the Trustee shall notify all Certificate Owners of such Certificates, through
the Depository, of the occurrence of any such event and of the availability
of
Definitive Certificates to applicable Certificate Owners requesting the same.
The Depositor shall provide the Trustee with an adequate inventory of
certificates to facilitate the issuance and transfer of Definitive Certificates.
Upon surrender to the Trustee of any such Certificates by the Depository,
accompanied by registration instructions from the Depository for registration,
the Trustee shall countersign and deliver such Definitive Certificates. Neither
the Depositor nor the Trustee shall be liable for any delay in delivery of
such
instructions and each may conclusively rely on, and shall be protected in
relying on, such instructions.
In
addition, if an Event of Default has occurred and is continuing, each
Certificate Owner materially adversely affected thereby may at its option
request a Definitive Certificate evidencing such Certificate Owner’s Voting
Rights in the related Class of Certificates. In order to make such request,
such
Certificate Owner shall, subject to the rules and procedures of the Depository,
provide the Depository or the related Depository Participant with directions
for
the Trustee to exchange or cause the exchange of the Certificate Owner’s
interest in such Class of Certificates for an equivalent Voting Right in fully
registered definitive form. Upon receipt by the Trustee of instructions from
the
Depository directing the Trustee to effect such exchange (such instructions
to
contain information regarding the Class of Certificates and the Certificate
Principal Balance being exchanged, the Depository Participant account to be
debited with the decrease, the registered Holder of and delivery instructions
for the definitive Certificate, and any other information reasonably required
by
the Trustee), (i) the Trustee shall instruct the Depository to reduce the
related Depository Participant’s account by the aggregate Certificate Principal
Balance of the definitive Certificate, (ii) the Trustee shall execute,
authenticate and deliver, in accordance with the registration and delivery
instructions provided by the Depository, a definitive Certificate evidencing
such Certificate Owner’s Voting Rights in such Class of Certificates and (iii)
the Trustee shall execute and authenticate a new Book-Entry Certificate
reflecting the reduction in the Certificate Principal Balance of such Class
of
Certificates by the amount of the definitive Certificates.
Section
6.09 Maintenance
of Office or Agency.
The
Trustee will maintain or cause to be maintained at its expense an office or
offices or agency or agencies at the Corporate Trust Office where Certificates
may be surrendered for registration of transfer or exchange. The Trustee
initially designates its Corporate Trust Office, as the office for such
purposes. The Trustee will give prompt written notice to the Certificateholders
of any change in such location of any such office or agency.
ARTICLE
VII
THE
DEPOSITOR AND THE MASTER SERVICER
Section
7.01 Liabilities
of the Depositor and the Master Servicer.
Each
of
the Depositor, and the Master Servicer shall be liable in accordance herewith
only to the extent of the obligations specifically imposed upon and undertaken
by it herein.
Section
7.02 Merger
or Consolidation of the Depositor or the Master Servicer.
(a) Each
of
the Depositor and the Master Servicer will keep in full force and effect its
existence, rights and franchises as a corporation under the laws of the state
of
its incorporation, and will obtain and preserve its qualification to do business
as a foreign corporation in each jurisdiction in which such qualification is
or
shall be necessary to protect the validity and enforceability of this Agreement,
the Certificates or any of the Mortgage Loans and to perform its duties under
this Agreement.
(b) Any
Person into which the Depositor or the Master Servicer may be merged or
consolidated, or any corporation resulting from any merger or consolidation
to
which the Depositor or the Master Servicer shall be a party, or any Person
succeeding to the business of the Depositor or the Master Servicer, shall be
the
successor of the Depositor or the Master Servicer hereunder, without the
execution or filing of any paper or further act on the part of any of the
parties hereto, anything herein to the contrary notwithstanding.
Section
7.03 Indemnification
of the Trustee and the Master Servicer.
(a) The
Master Servicer agrees to indemnify the Indemnified Persons including LaSalle
Bank National Association as Trustee and in its individual capacity only to
the
extent of its performance of its duties hereunder, and to hold them harmless
against, any loss, liability or expense (including reasonable legal fees and
disbursements of counsel) incurred on their part that may be sustained in
connection with, arising out of, or relating to, any claim or legal action
(including any pending or threatened claim or legal action) relating to this
Agreement, including any powers of attorney delivered pursuant to this
Agreement, the Custodial Agreement or the Certificates (i) related to the Master
Servicer’s failure to perform its duties in compliance with this Agreement
(except as any such loss, liability or expense shall be otherwise reimbursable
pursuant to this Agreement) or (ii) incurred by reason of the Master Servicer’s
willful misfeasance, bad faith or gross negligence in the performance of duties
hereunder or by reason of reckless disregard of obligations and duties
hereunder, provided, in each case, that with respect to any such claim or legal
action (or pending or threatened claim or legal action), the Trustee shall
have
given the Master Servicer and the Seller written notice thereof promptly after
the Trustee shall have with respect to such claim or legal action knowledge
thereof; provided, however that the failure to give such notice shall not
relieve the Master Servicer of its indemnification obligations hereunder. This
indemnity shall survive the resignation or removal of the Trustee or Master
Servicer and the termination of this Agreement.
(b) The
Seller will indemnify any Indemnified Person including LaSalle Bank National
Association as Trustee and in its individual capacity only to the extent of
its
performance of its duties hereunder for any loss, liability or expense of any
Indemnified Person not otherwise paid or covered pursuant to subsection (a)
above.
Section
7.04 Limitations
on Liability of the Depositor, the Master Servicer and Others.
Subject
to the obligation of the Master Servicer to indemnify the Indemnified Persons
pursuant to Section 7.03:
(a) Neither
the Depositor, the Master Servicer nor any of the directors, officers, employees
or agents of the Depositor and the Master Servicer shall be under any liability
to the Indemnified Persons, the Trust Fund or the Certificateholders for taking
any action or for refraining from taking any action in good faith pursuant
to
this Agreement, or for errors in judgment; provided, however, that this
provision shall not protect the Depositor, the Master Servicer or any such
Person against any breach of warranties or representations made herein or any
liability which would otherwise be imposed by reason of such Person’s willful
misfeasance, bad faith or gross negligence in the performance of duties or
by
reason of reckless disregard of obligations and duties hereunder.
(b) The
Depositor, the Master Servicer and any director, officer, employee or agent
of
the Depositor and the Master Servicer may rely in good faith on any document
of
any kind prima facie properly executed and submitted by any Person respecting
any matters arising hereunder.
(c) The
Depositor, the Master Servicer, LaSalle Bank National Association as Trustee
and
in its individual capacity only to the extent of its performance of its duties
hereunder, the Custodian and any director, officer, employee or agent of the
Depositor, the Master Servicer, the Trustee, the Custodian shall be indemnified
by the Trust and held harmless thereby against any loss, liability or expense
(including reasonable legal fees and disbursements of counsel) incurred on
their
part that may be sustained in connection with, arising out of, or related to,
any claim or legal action (including any pending or threatened claim or legal
action) relating to this Agreement, the Custodial Agreement or the Certificates,
other than (i) in the case of the Master Servicer, (x) any such loss, liability
or expense related to the Master Servicer’s failure to perform its duties in
compliance with this Agreement (except as any such loss, liability or expense
shall be otherwise reimbursable pursuant to this Agreement) or (y) any such
loss, liability or expense incurred by reason of the Master Servicer’s willful
misfeasance, bad faith or gross negligence in the performance of duties
hereunder, or by reason of reckless disregard of obligations and duties
hereunder, (ii) in the case of the Trustee, any such loss, liability or expense
incurred by reason of the Trustee’s willful misfeasance, bad faith or negligence
in the performance of its duties hereunder, or by reason of its reckless
disregard of obligations and duties hereunder and (iii) in the case of the
Custodian, any such loss, liability or expense incurred by reason of the
Custodian’s willful misfeasance, bad faith or negligence in the performance of
its duties under the Custodial Agreement, or by reason of its reckless disregard
of obligations and duties thereunder.
(d) Neither
the Depositor nor the Master Servicer shall be under any obligation to appear
in, prosecute or defend any legal action that is not incidental to its duties
under this Agreement and that in its opinion may involve it in any expense
or
liability; provided, however, the Master Servicer may in its discretion, with
the consent of the Trustee (which consent shall not be unreasonably withheld),
undertake any such action which it may deem necessary or desirable with respect
to this Agreement and the rights and duties of the parties hereto and the
interests of the Certificateholders hereunder. In such event, the legal expenses
and costs of such action and any liability resulting therefrom (expect any
loss,
liability or expense incurred by reason of reckless disregard of obligations
and
duties hereunder) shall be expenses, costs and liabilities of the Trust Fund,
and the Master Servicer shall be entitled to be reimbursed therefor out of
the
Protected Account as provided by Section 4.02. Nothing in this subsection
7.04(d) shall affect the Master Servicer’s obligation to service and administer
the Mortgage Loans pursuant to Article III.
(e) In
taking
or recommending any course of action pursuant to this Agreement, unless
specifically required to do so pursuant to this Agreement, the Master Servicer
shall not be required to investigate or make recommendations concerning
potential liabilities which the Trust might incur as a result of such course
of
action by reason of the condition of the Mortgaged Properties but shall give
notice to the Trustee if it has notice of such potential
liabilities.
Section
7.05 Master
Servicer Not to Resign.
Except
as
provided in Section 7.07, the Master Servicer shall not resign from the
obligations and duties hereby imposed on it except (i) with the prior consent
of
the Trustee (which consents shall not be unreasonably withheld) or (ii) upon
a
determination that any such duties hereunder are no longer permissible under
applicable law and such impermissibility cannot be cured. Any such determination
permitting the resignation of the Master Servicer shall be evidenced by an
Opinion of Counsel, addressed to and delivered to, the Trustee. No such
resignation by the Master Servicer shall become effective until the Trustee
or a
successor to the Master Servicer reasonably satisfactory to the Trustee shall
have assumed the responsibilities and obligations of the Master Servicer in
accordance with Section 8.02 hereof. The Trustee shall notify the Rating
Agencies of the resignation of the Master Servicer.
Section
7.06 Successor
Master Servicer.
In
connection with the appointment of any Successor Master Servicer or the
assumption of the duties of the Master Servicer, the Trustee may make such
arrangements for the compensation of such Successor Master Servicer out of
payments on the Mortgage Loans as the Trustee and such Successor Master Servicer
shall agree. If the Successor Master Servicer does not agree that such market
value is a fair price, such Successor Master Servicer shall obtain two
quotations of market value from third parties actively engaged in the servicing
of single family mortgage loans. In no event shall the compensation of any
Successor Master Servicer exceed that permitted the Master Servicer hereunder
without the consent of all of the Certificateholders.
Section
7.07 Sale
and Assignment of Master Servicing.
The
Master Servicer may sell and assign its rights and delegate its duties and
obligations in its entirety as Master Servicer under this Agreement; provided,
however, that: (i) the purchaser or transferee accepting such assignment and
delegation (a) shall be a Person which shall be qualified to service mortgage
loans for ▇▇▇▇▇▇ ▇▇▇ or ▇▇▇▇▇▇▇ Mac; (b) shall have a net worth of not less
than
$15,000,000 (unless otherwise approved by each Rating Agency pursuant to clause
(ii) below); (c) shall be reasonably satisfactory to the Trustee (as evidenced
in a writing signed by the Trustee); and (d) shall execute and deliver to the
Trustee an agreement, in form and substance reasonably satisfactory to the
Trustee, which contains an assumption by such Person of the due and punctual
performance and observance of each covenant and condition to be performed or
observed by it as master servicer under this Agreement, any custodial agreement
from and after the effective date of such agreement; (ii) each Rating Agency
shall be given prior written notice of the identity of the proposed successor
to
the Master Servicer and each Rating Agency’s rating of the Certificates in
effect immediately prior to such assignment, sale and delegation will not be
downgraded, qualified or withdrawn as a result of such assignment, sale and
delegation, as evidenced by a letter to such effect delivered to the Master
Servicer and the Trustee (at the expense of the Master Servicer); and (iii)
the
Master Servicer assigning and selling the master servicing shall deliver to
the
Trustee an Officer’s Certificate and an Opinion of Counsel addressed to the
Trustee, each stating that all conditions precedent to such action under this
Agreement have been completed and such action is permitted by and complies
with
the terms of this Agreement. No such assignment or delegation shall affect
any
liability of the Master Servicer arising prior to the effective date
thereof.
ARTICLE
VIII
DEFAULT;
TERMINATION OF MASTER SERVICER
Section
8.01 Events
of Default.
“Event
of
Default,” wherever used herein, means any one of the following
events:
(i) any
failure by the Master Servicer to remit to the Trustee any amounts received
or
collected by the Master Servicer in respect of the Mortgage Loans and required
to be remitted by it hereunder (other than any Advance), which failure shall
continue unremedied for one Business Day after the date on which written notice
of such failure shall have been given to the Master Servicer by the Trustee
or
the Depositor, or to the Trustee and the Master Servicer by the Holders of
Certificates evidencing not less than 25% of the Voting Rights evidenced by
the
Certificates;
(ii) other
than with respect to clause (vii) below, any failure by the Master Servicer
to
observe or perform in any material respect any other of the covenants or
agreements on the part of the Master Servicer contained in this Agreement or
any
breach of a representation or warranty by the Master Servicer, which failure
or
breach shall continue unremedied for a period of 60 days after the date on
which
written notice of such failure shall have been given to Master Servicer by
the
Trustee or the Depositor, or to the Trustee and the Master Servicer by the
Holders of Certificates evidencing not less than 25% of the Voting Rights
evidenced by the Certificates;
(iii) a
decree
or order of a court or agency or supervisory authority having jurisdiction
in
the premises for the appointment of a receiver or liquidator in any insolvency,
readjustment of debt, marshalling of assets and liabilities or similar
proceedings, or for the winding-up or liquidation of its affairs, shall have
been entered against the Master Servicer and such decree or order shall have
remained in force undischarged or unstayed for a period of 60 consecutive
days;
(iv) the
Master Servicer shall consent to the appointment of a receiver or liquidator
in
any insolvency, readjustment of debt, marshalling of assets and liabilities
or
similar proceedings of or relating to the Master Servicer or all or
substantially all of the property of the Master Servicer;
(v) the
Master Servicer shall admit in writing its inability to pay its debts generally
as they become due, file a petition to take advantage of, or commence a
voluntary case under, any applicable insolvency or reorganization statute,
make
an assignment for the benefit of its creditors, or voluntarily suspend payment
of its obligations;
(vi) the
Master Servicer assigns or delegates its duties or rights under this Agreement
in contravention of the provisions permitting such assignment or delegation
under Sections 7.05 or 7.07;
(vii) failure
by the Master Servicer to duly perform, within the required time period, its
obligations under Sections 3.13, 3.14 or 3.16; or
(viii) The
Master Servicer fails to deposit, or cause to be deposited, in the Distribution
Account any Advance (other than a Nonrecoverable Advance) by 5:00 p.m. New
York
City time on the Distribution Account Deposit Date.
If
an
Event of Default shall occur, then, and in each and every such case, so long
as
such Event of Default shall not have been remedied, the Trustee may, and at
the
direction of the Holders of Certificates evidencing not less than 25% of the
Voting Rights evidenced by the Certificates, the Trustee shall in the case
of
any Event of Default described in clauses (i) through (vii) above, by notice
in
writing to the Master Servicer and each Swap Provider (with a copy to each
Rating Agency), terminate all of the rights and obligations of the Master
Servicer under this Agreement and in and to the Mortgage Loans and the proceeds
thereof, other than its rights as a Certificateholder hereunder. Notwithstanding
anything to the contrary contained in this Agreement, the Trustee shall only
terminate the Master Servicer for an Event of Default as described in clause
(viii) above upon direction from the Depositor. On
or
after the receipt by the Master Servicer of such written notice, all authority
and power of the Master Servicer hereunder, whether with respect to the Mortgage
Loans or otherwise, shall pass to and be vested in the Trustee, or any successor
appointed pursuant to Section 8.02 (a “Successor Master Servicer”). Such
Successor Master Servicer shall thereupon if such Successor Master Servicer
is a
successor to the Master Servicer, make any Advance required by Article V,
subject, in the case of the Trustee, to Section 8.02. The Trustee is hereby
authorized and empowered to execute and deliver, on behalf of the terminated
Master Servicer, as attorney- in-fact or otherwise, any and all documents and
other instruments, and to do or accomplish all other acts or things necessary
or
appropriate to effect the purposes of such notice of termination, whether to
complete the transfer and endorsement or assignment of any Mortgage Loans and
related documents, or otherwise. Unless expressly provided in such written
notice, no such termination shall affect any obligation of the Master Servicer
to pay amounts owed pursuant to Article VII or Article IX. The Master Servicer
agrees to cooperate with the Trustee in effecting the termination of the Master
Servicer’s responsibilities and rights hereunder, including, without limitation,
the transfer to the applicable Successor Master Servicer of all cash amounts
which shall at the time be credited to the Protected Account maintained pursuant
to Section 4.02, or thereafter be received with respect to the applicable
Mortgage Loans. The Trustee shall promptly notify the Rating Agencies of the
occurrence of an Event of Default known to the Trustee.
Notwithstanding
any termination of the activities of the Master Servicer hereunder, the Master
Servicer shall be entitled to receive, out of any late collection of a Scheduled
Payment on a Mortgage Loan that was due prior to the notice terminating the
Master Servicer’s rights and obligations as Master Servicer hereunder and
received after such notice, that portion thereof to which the Master Servicer
would have been entitled pursuant to Sections 4.02 and to receive any other
amounts payable to the Master Servicer hereunder the entitlement to which arose
prior to the termination of its activities hereunder.
Notwithstanding
the foregoing, if an Event of Default described in clause (viii) of this Section
8.01 shall occur, the Trustee shall, by notice in writing to the Master
Servicer, which may be delivered by telecopy, immediately terminate all of
the
rights and obligations of the Master Servicer thereafter arising under this
Agreement, but without prejudice to any rights it may have as a
Certificateholder or to reimbursement of Advances and other advances of its
own
funds, and the Trustee shall act as provided in Section 8.02 to carry out the
duties of the Master Servicer, including the obligation to make any Advance
the
nonpayment of which was an Event of Default described in clause (viii) of this
Section 8.01. Any such action taken by the Trustee must be prior to the
distribution on the relevant Distribution Date.
Section
8.02 Trustee
to Act; Appointment of Successor.
On
and
after the time the Master Servicer receives a notice of termination pursuant
to
Section 8.01 hereof the Trustee shall automatically become the successor to
the
Master Servicer with respect to the transactions set forth or provided for
herein and after a transition period (not to exceed 90 days), shall be subject
to all the responsibilities, duties and liabilities relating thereto placed
on
the Master Servicer by the terms and provisions hereof; provided, however that,
pursuant to Article V hereof, the Trustee in its capacity as Successor Master
Servicer shall be responsible for making any Advances required to be made by
the
Master Servicer immediately upon the termination of the Master Servicer and
any
such Advance shall be made on the Distribution Date on which such Advance was
required to be made by the predecessor Master Servicer. Effective on the date
of
such notice of termination, as compensation therefor, the Trustee shall be
entitled to all compensation, reimbursement of expenses and indemnification
that
the Master Servicer would have been entitled to if it had continued to act
hereunder, provided, however, that the Trustee shall not be (i) liable for
any
acts or omissions of the Master Servicer, (ii) obligated to make Advances if
it
is prohibited from doing so under applicable law, (iii) responsible for expenses
of the Master Servicer pursuant to Section 2.03 or (iv) obligated to deposit
losses on any Permitted Investment directed by the Master Servicer.
Notwithstanding the foregoing, the Trustee may, if it shall be unwilling to
so
act, or shall, if it is prohibited by applicable law from making Advances
pursuant to Article V or if it is otherwise unable to so act, appoint, or
petition a court of competent jurisdiction to appoint, any established mortgage
loan servicing institution the appointment of which does not adversely affect
the then current rating of the Certificates by each Rating Agency as the
successor to the Master Servicer hereunder in the assumption of all or any
part
of the responsibilities, duties or liabilities of the Master Servicer hereunder.
Any Successor Master Servicer shall (i) be an institution that is a ▇▇▇▇▇▇
Mae
and ▇▇▇▇▇▇▇ Mac approved seller/servicer in good standing, that has a net worth
of at least $15,000,000, (ii) be acceptable to the Trustee (which consent shall
not be unreasonably withheld) and (iii) be willing to act as successor servicer
of any Mortgage Loans under this Agreement, and shall have executed and
delivered to the Depositor and the Trustee an agreement accepting such
delegation and assignment, that contains an assumption by such Person of the
rights, powers, duties, responsibilities, obligations and liabilities of the
Master Servicer (other than any liabilities of the Master Servicer hereof
incurred prior to termination of the Master Servicer under Section 8.01 or
as
otherwise set forth herein), with like effect as if originally named as a party
to this Agreement, provided that each Rating Agency shall have acknowledged
in
writing that its rating of the Certificates in effect immediately prior to
such
assignment and delegation will not be qualified or reduced as a result of such
assignment and delegation. If the Trustee assumes the duties and
responsibilities of the Master Servicer in accordance with this Section 8.02,
the Trustee shall not resign as Master Servicer until a Successor Master
Servicer has been appointed and has accepted such appointment. Pending
appointment of a successor to the Master Servicer hereunder, the Trustee, unless
the Trustee is prohibited by law from so acting, shall act in such capacity
as
hereinabove provided. In connection with such appointment and assumption, the
Trustee may make such arrangements for the compensation of such successor out
of
payments on Mortgage Loans or otherwise as it and such successor shall agree;
provided that no such compensation unless agreed to by the Certificateholders
shall be in excess of that permitted the Master Servicer hereunder. The Trustee
and such successor shall take such action, consistent with this Agreement,
as
shall be necessary to effectuate any such succession. Neither the Trustee nor
any other Successor Master Servicer shall be deemed to be in default hereunder
by reason of any failure to make, or any delay in making, any distribution
hereunder or any portion thereof or any failure to perform, or any delay in
performing, any duties or responsibilities hereunder, in either case caused
by
the failure of the Master Servicer to deliver or provide, or any delay in
delivering or providing, any cash, information, documents or records to
it.
The
costs
and expenses of the Trustee in connection with the termination of the Master
Servicer, appointment of a Successor Master Servicer and, if applicable, any
transfer of servicing, including, without limitation, all costs and expenses
associated with the complete transfer of all servicing data and the completion,
correction or manipulation of such servicing data as may be required by the
Trustee to correct any errors or insufficiencies in the servicing data or
otherwise to enable the Trustee or the Successor Master Servicer to service
the
Mortgage Loans properly and effectively, to the extent not paid by the
terminated Master Servicer, shall be payable to the Trustee pursuant to Section
9.05. Any successor to the Master Servicer as successor servicer under any
Subservicing Agreement shall give notice to the applicable Mortgagors of such
change of servicer and shall, during the term of its service as successor
servicer maintain in force the policy or policies that the Master Servicer
is
required to maintain pursuant to Section 3.08.
Section
8.03 Notification
to Certificateholders.
(a) Upon
any
termination of or appointment of a successor to the Master Servicer, the Trustee
shall give prompt written notice thereof to Certificateholders, each Swap
Provider and to each Rating Agency.
(b) Within
60
days after the occurrence of any Event of Default, the Trustee shall transmit
by
mail to all Certificateholders and each Swap Provider notice of each such Event
of Default hereunder actually known to a Responsible Officer of the Trustee,
unless such Event of Default shall have been cured or waived.
Section
8.04 Waiver
of Defaults.
The
Trustee shall transmit by mail to all Certificateholders and each Swap Provider,
within 60 days after the occurrence of any Event of Default actually known
to a
Responsible Officer of the Trustee, unless such Event of Default shall have
been
cured, notice of each such Event of Default hereunder known to the Trustee.
The
Holders of Certificates evidencing not less than 51% of the Voting Rights may,
on behalf of all Certificateholders, waive any default by the Master Servicer
in
the performance of its obligations hereunder and the consequences thereof,
except a default in the making of or the causing to be made of any required
distribution on the Certificates. Upon any such waiver of a past default, such
default shall be deemed to cease to exist, and any Event of Default arising
therefrom shall be deemed to have been timely remedied for every purpose of
this
Agreement. No such waiver shall extend to any subsequent or other default or
impair any right consequent thereon except to the extent expressly so waived.
The Trustee shall give notice of any such waiver to the Rating
Agencies.
ARTICLE
IX
CONCERNING
THE TRUSTEE
Section
9.01 Duties
of Trustee.
(a) The
Trustee, prior to the occurrence of an Event of Default and after the curing
or
waiver of all Events of Default which may have occurred, undertakes to perform
such duties and only such duties as are specifically set forth in this Agreement
as duties of the Trustee. If an Event of Default has occurred and has not been
cured or waived, the Trustee shall exercise such of the rights and powers vested
in it by this Agreement, and the same degree of care and skill in their
exercise, as a prudent person would exercise under the circumstances in the
conduct of such Person’s own affairs.
(b) Upon
receipt of all resolutions, certificates, statements, opinions, reports,
documents, orders or other instruments which are specifically required to be
furnished to the Trustee pursuant to any provision of this Agreement, the
Trustee shall examine them to determine whether they are in the form required
by
this Agreement; provided, however, that the Trustee shall not be responsible
for
the accuracy or content of any resolution, certificate, statement, opinion,
report, document, order or other instrument furnished by the Master Servicer;
provided, further, that the Trustee shall not be responsible for the accuracy
or
verification of any calculation provided to it pursuant to this
Agreement.
(c) On
each
Distribution Date, the Trustee shall make monthly distributions and the final
distribution to the Certificateholders from funds in the Distribution Account
as
provided in Sections 5.04 and 10.01 herein.
(d) No
provision of this Agreement shall be construed to relieve the Trustee from
liability for its own negligent action, its own negligent failure to act or
its
own willful misconduct; provided, however, that:
(i) Prior
to
the occurrence of an Event of Default, and after the curing or waiver of all
such Events of Default which may have occurred, the duties and obligations
of
the Trustee shall be determined solely by the express provisions of this
Agreement, the Trustee shall not be liable except for the performance of their
respective duties and obligations as are specifically set forth in this
Agreement, no implied covenants or obligations shall be read into this Agreement
against the Trustee and, in the absence of bad faith on the part of the Trustee,
the Trustee may conclusively rely, as to the truth of the statements and the
correctness of the opinions expressed therein, upon any certificates or opinions
furnished to the Trustee and conforming to the requirements of this
Agreement;
(ii) The
Trustee shall not be liable in its individual capacity for an error of judgment
made in good faith by a Responsible Officer or Responsible Officers of the
Trustee unless it shall be proved that the Trustee was negligent in ascertaining
the pertinent facts;
(iii) The
Trustee shall not be liable with respect to any action taken, suffered or
omitted to be taken by it in good faith in accordance with the directions of
the
Holders of Certificates evidencing not less than 25% of the aggregate Voting
Rights of the Certificates (or such other percentage as specifically set forth
herein), if such action or non-action relates to the time, method and place
of
conducting any proceeding for any remedy available to the Trustee or exercising
any trust or other power conferred upon the Trustee under this
Agreement;
(iv) The
Trustee shall not be required to take notice or be deemed to have notice or
knowledge of any default or Event of Default unless a Responsible Officer of
the
Trustee shall have actual knowledge thereof. In the absence of such knowledge,
the Trustee may conclusively assume there is no such default or Event of
Default;
(v) The
Trustee shall not in any way be liable by reason of any insufficiency in any
Account held by or in the name of Trustee unless it is determined by a court
of
competent jurisdiction in a non-appealable judgment that the Trustee’s
negligence or willful misconduct was the primary cause of such insufficiency
(except to the extent that the Trustee is obligor and has defaulted
thereon);
(vi) Anything
in this Agreement to the contrary notwithstanding, in no event shall the Trustee
be liable for special, indirect or consequential loss or damage of any kind
whatsoever (including but not limited to lost profits), even if the Trustee
has
been advised of the likelihood of such loss or damage and regardless of the
form
of action; and
(vii) None
of
the Master Servicer, the Seller, the Depositor or the Trustee shall be
responsible for the acts or omissions of the other, it being understood that
this Agreement shall not be construed to render them partners, joint venturers
or agents of one another.
The
Trustee shall not be required to expend or risk its own funds or otherwise
incur
financial liability in the performance of any of its duties hereunder, or in
the
exercise of any of its rights or powers, if there is reasonable ground for
believing that the repayment of such funds or adequate indemnity against such
risk or liability is not reasonably assured to it, and none of the provisions
contained in this Agreement shall in any event require the Trustee to perform,
or be responsible for the manner of performance of, any of the obligations
of
the Master Servicer.
(e) All
funds
received by the Trustee and required to be deposited in the Distribution Account
pursuant to this Agreement will be promptly so deposited by the
Trustee.
Section
9.02 Certain
Matters Affecting the Trustee.
(a) Except
as
otherwise provided in Section 9.01:
(i) The
Trustee may rely and shall be protected in acting or refraining from acting
in
reliance on any resolution or certificate of the Seller or the Master Servicer,
any certificates of auditors or any other certificate, statement, instrument,
opinion, report, notice, request, consent, order, appraisal, bond or other
paper
or document believed by it to be genuine and to have been signed or presented
by
the proper party or parties;
(ii) The
Trustee may consult with counsel and any advice of such counsel or any Opinion
of Counsel shall be full and complete authorization and protection with respect
to any action taken or suffered or omitted by it hereunder in good faith and
in
accordance with such advice or Opinion of Counsel;
(iii) The
Trustee shall not be under any obligation to exercise any of the trusts or
powers vested in it by this Agreement, other than its obligation to give notices
pursuant to this Agreement, or to institute, conduct or defend any litigation
hereunder or in relation hereto at the request, order or direction of any of
the
Certificateholders pursuant to the provisions of this Agreement, unless such
Certificateholders shall have offered to the Trustee reasonable security or
indemnity against the costs, expenses and liabilities which may be incurred
therein or thereby. Nothing contained herein shall, however, relieve the Trustee
of the obligation, upon the occurrence of an Event of Default of which a
Responsible Officer of the Trustee has actual knowledge (which has not been
cured or waived), to exercise such of the rights and powers vested in it by
this
Agreement, and to use the same degree of care and skill in their exercise,
as a
prudent person would exercise under the circumstances in the conduct of his
own
affairs;
(iv) The
Trustee shall not be liable in its individual capacity for any action taken,
suffered or omitted by it in good faith and believed by it to be authorized
or
within the discretion or rights or powers conferred upon it by this
Agreement;
(v) The
Trustee shall not be bound to make any investigation into the facts or matters
stated in any resolution, certificate, statement, instrument, opinion, report,
notice, request, consent, order, approval, bond or other paper or document,
unless requested in writing to do so by Holders of Certificates evidencing
not
less than 25% of the aggregate Voting Rights of the Certificates and provided
that the payment within a reasonable time to the Trustee of the costs, expenses
or liabilities likely to be incurred by it in the making of such investigation
is, in the opinion of the Trustee reasonably assured to the Trustee by the
security afforded to it by the terms of this Agreement. The Trustee may require
reasonable indemnity against such expense or liability as a condition to taking
any such action. The reasonable expense of every such examination shall be
paid
by the Certificateholders requesting the investigation;
(vi) The
Trustee may execute any of the trusts or powers hereunder or perform any duties
hereunder either directly or through Affiliates, agents or attorneys; provided,
however, that the Trustee may not appoint any paying agent to perform any paying
agent functions under this Agreement without the express written consent of
the
Master Servicer, which consents will not be unreasonably withheld. The Trustee
shall not be liable or responsible for the misconduct or negligence of any
of
the Trustee’s agents or attorneys or paying agent appointed hereunder by the
Trustee with due care and, when required, with the consent of the Master
Servicer;
(vii) Should
the Trustee deem the nature of any action required on its part to be unclear,
the Trustee may require prior to such action that it be provided by the
Depositor with reasonable further instructions; the right of the Trustee to
perform any discretionary act enumerated in this Agreement shall not be
construed as a duty, and the Trustee shall not be accountable for other than
its
negligence or willful misconduct in the performance of any such
act;
(viii) The
Trustee shall not be required to give any bond or surety with respect to the
execution of the trust created hereby or the powers granted hereunder, except
as
provided in subsection 9.07; and
(ix) The
Trustee shall not have any duty to conduct any affirmative investigation as
to
the occurrence of any condition requiring the repurchase of any Mortgage Loan
by
any Person pursuant to this Agreement, or the eligibility of any Mortgage Loan
for purposes of this Agreement.
(b) The
Trustee is hereby directed by the Depositor to execute and deliver the Swap
Administration Agreement (and any amendments or supplements to the Swap
Administration Agreement as may be requested by the Majority Class I-CE
Certificateholder or Majority Class II-CE Certificateholder regarding the
distributions to be made to it or its designees thereunder). Amounts payable
by
the Trustee on any Distribution Date to the Swap Administrator shall be paid
by
the Trustee as provided herein. The Trustee in its individual capacity shall
have no responsibility for any of the undertakings, agreements or
representations with respect to the related Swap Agreement or the Swap
Administration Agreement, including, without limitation, for making any payments
thereunder.
It
is
acknowledged and agreed that the Person serving as Trustee hereunder shall
also
serve as Swap Administrator under the Swap Administration Agreement and act
as a
Supplemental Interest Trust Trustee under the related Swap Agreement. The
Trustee, the Swap Administrator and the Supplemental Interest Trust Trustees
are
hereby directed by the Depositor to execute and deliver the Swap Administration
Agreement (and any amendments or supplements to the Swap Administration
Agreement as may be requested by the Majority Class I-CE Certificateholder
or
Majority Class II-CE Certificateholder regarding the distributions to be made
to
it or its designees thereunder) and the Supplemental Interest Trust Trustee
is
hereby directed to execute and deliver the Swap Agreements, and to make the
representations required therein. The Swap Administrator shall not have any
liability for any failure or delay in payments to the Trust which are required
under the Swap Administration Agreement where such failure or delay is due
to
the failure or delay of the Swap Providers in making such payment to the Swap
Administrator. LaSalle Bank National Association in its individual capacity
and
as Swap Administrator, the Trustee and the Supplemental Interest Trust Trustees
shall be entitled to be indemnified and held harmless by the Trust from and
against any and all losses, claims, expenses or other liabilities that arise
by
reason of or in connection with the performance or observance by each of the
Swap Administrator, the Trustee and the Supplemental Interest Trust Trustees
of
its duties or obligations under the related Swap Agreement or the Swap
Administration Agreement, except to the extent that the same is due to the
Swap
Administrator’s, the Trustee’s or the Supplemental Interest Trust Trustees’
gross negligence, willful misconduct or fraud. Any Person appointed as successor
trustee pursuant to Section 9.09 shall also be required to serve as successor
Swap Administrator and successor supplemental interest trust trustee under
the
related Swap Agreement and the Swap Administration Agreement.
Section
9.03 Trustee
Not Liable for Certificates or Mortgage Loans.
The
recitals contained herein and in the Certificates (other than the signature
and
countersignature of the Trustee on the Certificates) shall be taken as the
statements of the Depositor, and the Trustee shall not have any responsibility
for their correctness. The Trustee makes no representation as to the validity
or
sufficiency of the Certificates (other than the signature and countersignature
of the Trustee on the Certificates) or of any Mortgage Loan except as expressly
provided in Sections 2.02 and 2.06 hereof; provided, however, that the foregoing
shall not relieve the Trustee, or the Custodian on its behalf, of the obligation
to review the Mortgage Files pursuant to Section 2.02 of this Agreement. The
Trustee’s signature and countersignature (or countersignature of its agent) on
the Certificates shall be solely in its capacity as Trustee and shall not
constitute the Certificates an obligation of the Trustee in any other capacity.
The Trustee shall not be accountable for the use or application by the Depositor
of any of the Certificates or of the proceeds of such Certificates, or for
the
use or application of any funds paid to the Depositor with respect to the
Mortgage Loans. Subject to Section 2.06, the Trustee shall not be responsible
for the legality or validity of this Agreement or any document or instrument
relating to this Agreement, the validity of the execution of this Agreement
or
of any supplement hereto or instrument of further assurance, or the validity,
priority, perfection or sufficiency of the security for the Certificates issued
hereunder or intended to be issued hereunder. The Trustee shall not at any
time
have any responsibility or liability for or with respect to the legality,
validity and enforceability of any Mortgage or any Mortgage Loan, or the
perfection and priority of any Mortgage or the maintenance of any such
perfection and priority, or for or with respect to the sufficiency of the Trust
Fund or its ability to generate the payments to be distributed to
Certificateholders, under this Agreement. The Trustee shall not be responsible
for filing any financing or continuation statement in any public office at
any
time or to otherwise perfect or maintain the perfection of any security interest
or lien granted to it hereunder or to record this Agreement.
Section
9.04 Trustee
May Own Certificates.
The
Trustee in its individual capacity or in any capacity other than as Trustee
hereunder may become the owner or pledgee of any Certificates with the same
rights it would have if it were not the Trustee and may otherwise deal with
the
parties hereto.
Section
9.05 Trustee’s
Fees and Expenses.
The
Trustee will be entitled to recover from the Distribution Account pursuant
to
Section 4.05, the Trustee Fee, all reasonable out of pocket expenses,
disbursements and advances and the expenses of the Trustee in connection with
any Event of Default (or anything related thereto, including any determination
that an Event of Default does or does not exist), any breach of this Agreement
or any claim or legal action (including any pending or threatened claim or
legal
action) incurred or made by the Trustee in the administration of the trusts
hereunder (including the reasonable compensation, expenses and disbursements
of
its counsel) except any such expense, disbursement or advance as may arise
from
its negligence or intentional misconduct or which is the responsibility of
the
Certificateholders hereunder. If funds in the Distribution Account are
insufficient therefor, the Trustee shall recover such expenses, disbursements
or
advances from the Depositor and the Depositor hereby agrees to pay such
expenses, disbursements or advances. Such compensation and reimbursement
obligation shall not be limited by any provision of law in regard to the
compensation of a trustee of an express trust.
Section
9.06 Eligibility
Requirements for Trustee.
The
Trustee and any successor Trustee shall during the entire duration of this
Agreement be a state bank or trust company or a national banking association
organized and doing business under the laws of a state or the United States
of
America, authorized under such laws to exercise corporate trust powers, having
a
combined capital and surplus and undivided profits of at least $50,000,000,
subject to supervision or examination by federal or state authority and rated
“BBB” or higher by Fitch with respect to their long-term rating and rated “BBB”
or higher by S&P and “Baa2” or higher by ▇▇▇▇▇’▇ with respect to any
outstanding long-term unsecured unsubordinated debt, and, in the case of a
successor Trustee other than pursuant to Section 9.10, rated in one of the
two
highest long-term debt categories by each Rating Agency (at least “AA-” in the
case of S&P) or otherwise acceptable to, each of the Rating Agencies and
have a short-term debt rating of at least “A-1” from S&P, or otherwise
acceptable to, S&P. The Trustee shall not be an Affiliate of the Master
Servicer. If the Trustee publishes reports of condition at least annually,
pursuant to law or to the requirements of the aforesaid supervising or examining
authority, then for the purposes of this Section 9.06 the combined capital
and
surplus of such corporation shall be deemed to be its total equity capital
(combined capital and surplus) as set forth in its most recent report of
condition so published. In case at any time the Trustee shall cease to be
eligible in accordance with the provisions of this Section 9.06, the Trustee
shall resign immediately in the manner and with the effect specified in Section
9.08.
Section
9.07 Insurance.
The
Trustee, at its own expense, shall at all times maintain and keep in full force
and effect: (i) fidelity insurance, (ii) theft of documents insurance and (iii)
forgery insurance (which may be collectively satisfied by a “Financial
Institution Bond” and/or a “Bankers’ Blanket Bond”); provided, that such
insurance may be provided through self-insurance so long as the Trustee is
rated
“A” or better by S&P and “A1” or better by ▇▇▇▇▇’▇. All such insurance shall
be in amounts, with standard coverage and subject to deductibles, as are
customary for insurance typically maintained by banks or their affiliates which
act as custodians for investor-owned mortgage pools. A certificate of an officer
of the Trustee as to the Trustee’s compliance with this Section 9.07 shall be
furnished to any Certificateholder upon reasonable written request.
Section
9.08 Resignation
and Removal of Trustee.
The
Trustee may at any time resign and be discharged from the Trust hereby created
by giving written notice thereof to the Depositor, the Seller and the Master
Servicer, with a copy to the Rating Agencies and each Swap Provider. Upon
receiving such notice of resignation, the Depositor shall promptly appoint
a
successor trustee by written instrument, in triplicate, one copy of which
instrument shall be delivered to each of the resigning Trustee and the successor
trustee. If no successor trustee shall have been so appointed and have accepted
appointment within 30 days after the giving of such notice of resignation,
the
resigning Trustee may petition any court of competent jurisdiction for the
appointment of a successor trustee.
If
at any
time (i) the Trustee shall cease to be eligible in accordance with the
provisions of Section 9.06 hereof and shall fail to resign after written request
thereto by the Depositor, (ii) the Trustee shall become incapable of acting,
or
shall be adjudged as bankrupt or insolvent, or a receiver of the Trustee or
of
its property shall be appointed, or any public officer shall take charge or
control of the Trustee or of its property or affairs for the purpose of
rehabilitation, conservation or liquidation, or (iii)(A) a tax is imposed with
respect to the Trust Fund by any state in which the Trustee or the Trust Fund
is
located, (B) the imposition of such tax would be avoided by the appointment
of a
different trustee and (C) the Trustee fails to indemnify the Trust Fund against
such tax, then the Depositor or the Master Servicer may remove the Trustee
and
appoint a successor trustee by written instrument, in multiple copies, a copy
of
which instrument shall be delivered to the Trustee, the Master Servicer and
the
successor trustee.
The
Holders evidencing at least 51% of the Voting Rights of each Class of
Certificates may at any time remove the Trustee and appoint a successor trustee
by written instrument or instruments, in multiple copies, signed by such Holders
or their attorneys-in-fact duly authorized, one complete set of which
instruments shall be delivered by the successor trustee to the Master Servicer,
the Trustee so removed and the successor trustee so appointed. Notice of any
removal of the Trustee shall be given to each Rating Agency by the Trustee
or
successor trustee.
Any
resignation or removal of LaSalle Bank National Association as Trustee shall
also result in the resignation or removal, as applicable, of LaSalle Bank
National Association as Swap Administrator. Any resignation or removal of the
Trustee and appointment of a successor trustee pursuant to any of the provisions
of this Section 9.08 shall become effective upon acceptance of appointment
by
the successor trustee as provided in Section 9.09 hereof and upon acceptance
of
appointment by a successor Swap administrator under the Swap Administration
Agreement.
Section
9.09 Successor
Trustee.
Any
successor trustee appointed as provided in Section 9.08 hereof shall execute,
acknowledge and deliver to the Depositor, to its predecessor trustee, the Master
Servicer an instrument accepting such appointment hereunder and thereupon the
resignation or removal of the predecessor trustee shall become effective and
such successor trustee without any further act, deed or conveyance, shall become
fully vested with all the rights, powers, duties and obligations of its
predecessor hereunder, with the like effect as if originally named as trustee
herein.
No
successor trustee shall accept appointment as provided in this Section 9.09
unless at the time of such acceptance such successor trustee shall be eligible
under the provisions of Section 9.07 hereof and its appointment shall not
adversely affect the then current rating of the Certificates.
Upon
acceptance of appointment by a successor trustee as provided in this Section
9.09, the successor trustee shall mail notice of the succession of such trustee
hereunder to all Holders of Certificates. If the successor trustee fails to
mail
such notice within ten days after acceptance of appointment, the Depositor
shall
cause such notice to be mailed at the expense of the Trust Fund.
Section
9.10 Merger
or Consolidation of Trustee.
Any
corporation, state bank or national banking association into which the Trustee
may be merged or converted or with which it may be consolidated or any
corporation, state bank or national banking association resulting from any
merger, conversion or consolidation to which the Trustee shall be a party,
or
any corporation, state bank or national banking association succeeding to
substantially all of the corporate trust business of the Trustee, shall be
the
successor of the Trustee hereunder, provided that such corporation shall be
eligible under the provisions of Section 9.06 hereof without the execution
or
filing of any paper or further act on the part of any of the parties hereto,
anything herein to the contrary notwithstanding.
Section
9.11 Appointment
of Co-Trustee or Separate Trustee.
Notwithstanding
any other provisions of this Agreement, at any time, for the purpose of meeting
any legal requirements of any jurisdiction in which any part of the Trust Fund
or property securing any Mortgage Note may at the time be located, the Master
Servicer and the Trustee acting jointly shall have the power and shall execute
and deliver all instruments to appoint one or more Persons approved by the
Trustee to act as co-trustee or co-trustees jointly with the Trustee, or
separate trustee or separate trustees, of all or any part of the Trust Fund,
and
to vest in such Person or Persons, in such capacity and for the benefit of
the
Certificateholders, such title to the Trust Fund or any part thereof, whichever
is applicable, and, subject to the other provisions of this Section 9.11, such
powers, duties, obligations, rights and trusts as the Master Servicer and the
Trustee may consider necessary or desirable. If the Master Servicer shall not
have joined in such appointment within 15 days after the receipt by it of a
request to do so, or in the case an Event of Default shall have occurred and
be
continuing, the Trustee alone shall have the power to make such appointment.
No
co-trustee or separate trustee hereunder shall be required to meet the terms
of
eligibility as a successor trustee under Section 9.06 and no notice to
Certificateholders of the appointment of any co-trustee or separate trustee
shall be required under Section 9.09.
Every
separate trustee and co-trustee shall, to the extent permitted by law, be
appointed and act subject to the following provisions and
conditions:
(i) All
rights, powers, duties and obligations conferred or imposed upon the Trustee,
except for the obligation of the Trustee under this Agreement to advance funds
on behalf of the Master Servicer, shall be conferred or imposed upon and
exercised or performed by the Trustee and such separate trustee or co-trustee
jointly (it being understood that such separate trustee or co-trustee is not
authorized to act separately without the Trustee joining in such act), except
to
the extent that under any law of any jurisdiction in which any particular act
or
acts are to be performed (whether a Trustee hereunder or as a Successor Master
Servicer hereunder), the Trustee shall be incompetent or unqualified to perform
such act or acts, in which event such rights, powers, duties and obligations
(including the holding of title to the Trust Fund or any portion thereof in
any
such jurisdiction) shall be exercised and performed singly by such separate
trustee or co-trustee, but solely at the direction of the Trustee;
(ii) No
trustee hereunder shall be held personally liable by reason of any act or
omission of any other trustee hereunder; and
(iii) The
Trustee may at any time accept the resignation of or remove any separate trustee
or co-trustee.
Any
notice, request or other writing given to the Trustee shall be deemed to have
been given to each of the then separate trustees and co-trustees, as effectively
as if given to each of them. Every instrument appointing any separate trustee
or
co-trustee shall refer to this Agreement and the conditions of this Article
IX.
Each separate trustee and co-trustee, upon its acceptance of the trusts
conferred, shall be vested with the estates or property specified in its
instrument of appointment, either jointly with the Trustee or separately, as
may
be provided therein, subject to all the provisions of this Agreement,
specifically including every provision of this Agreement relating to the conduct
of, affecting the liability of, or affording protection to, the Trustee. Every
such instrument shall be filed with the Trustee and a copy thereof given to
the
Master Servicer and the Depositor.
Any
separate trustee or co-trustee may, at any time, constitute the Trustee its
agent or attorney-in-fact, with full power and authority, to the extent not
prohibited by law, to do any lawful act under or in respect of this Agreement
on
its behalf and in its name. If any separate trustee or co- trustee shall die,
become incapable of acting, resign or be removed, all of its estates,
properties, rights, remedies and trusts shall vest in and be exercised by the
Trustee, to the extent permitted by law, without the appointment of a new or
successor trustee.
Section
9.12 Tax
Matters.
It
is
intended that the Trust Fund shall constitute, and that the affairs of the
Trust
Fund shall be conducted so that each REMIC formed hereunder qualifies as, a
“real estate mortgage investment conduit” as defined in and in accordance with
the REMIC Provisions. In furtherance of such intention, the Trustee covenants
and agrees that it shall act as agent (and the Trustee is hereby appointed
to
act as agent) on behalf of the Trust Fund. The Trustee, as agent on behalf
of
the Trust Fund, shall do or refrain from doing, as applicable, the following:
(a) the Trustee shall prepare and file, or cause to be prepared and filed,
in a
timely manner, U.S. Real Estate Mortgage Investment Conduit Income Tax Returns
(Form 1066 or any successor form adopted by the Internal Revenue Service) and
prepare and file or cause to be prepared and filed with the Internal Revenue
Service and applicable state or local tax authorities income tax or information
returns for each taxable year with respect to each such REMIC containing such
information and at the times and in the manner as may be required by the Code
or
state or local tax laws, regulations, or rules, and furnish or cause to be
furnished to Certificateholders the schedules, statements or information at
such
times and in such manner as may be required thereby; (b) the Trustee shall
apply
for an employer identification number with the Internal Revenue Service via
a
Form SS-4 or other comparable method for each REMIC that is or becomes a taxable
entity, and within thirty days of the Closing Date, furnish or cause to be
furnished to the Internal Revenue Service, on Forms 8811 or as otherwise may
be
required by the Code, the name, title, address, and telephone number of the
Person that the Holders of the Certificates may contact for tax information
relating thereto, together with such additional information as may be required
by such Form, and update such information at the time or times in the manner
required by the Code for the Trust Fund; (c) the Trustee shall make or cause
to
be made elections, on behalf of each REMIC formed hereunder to be treated as
a
REMIC on the federal tax return of such REMIC for its first taxable year (and,
if necessary, under applicable state law); (d) the Trustee shall prepare and
forward, or cause to be prepared and forwarded, to the Certificateholders and
to
the Internal Revenue Service and, if necessary, state tax authorities, all
information returns and reports as and when required to be provided to them
in
accordance with the REMIC Provisions, including without limitation, the
calculation of any original issue discount using the Prepayment Assumption;
(e)
the Trustee shall provide information necessary for the computation of tax
imposed on the Transfer of a Residual Certificate to a Person that is not a
Permitted Transferee, or an agent (including a broker, nominee or other
middleman) of a Person that is not a Permitted Transferee, or a pass-through
entity in which a Person that is not a Permitted Transferee is the record Holder
of an interest (the reasonable cost of computing and furnishing such information
may be charged to the Person liable for such tax); (f) the Trustee shall, to
the
extent under its control, conduct the affairs of the Trust Fund at all times
that any Certificates are outstanding so as to maintain the status of each
REMIC
formed hereunder as a REMIC under the REMIC Provisions; (g) the Trustee shall
not knowingly or intentionally take any action or omit to take any action that
could (i) cause the termination of the REMIC status of any REMIC formed
hereunder or (ii) result in the imposition of a tax upon the Trust Fund
(including but not limited to the tax on prohibited transactions as defined
in
Section 860F(a)(2) of the Code and the tax on contributions to a REMIC set
forth
in Section 860G(d) of the Code); (h) the Trustee shall pay, from the sources
specified in this Section 9.12, the amount of any federal, state and local
taxes, including prohibited transaction taxes as described below, imposed on
any
REMIC formed hereunder prior to the termination of the Trust Fund when and
as
the same shall be due and payable (but such obligation shall not prevent the
Trustee or any other appropriate Person from contesting any such tax in
appropriate proceedings and shall not prevent the Trustee from withholding
payment of such tax, if permitted by law, pending the outcome of such
proceedings); (i) the Trustee shall sign or cause to be signed federal, state
or
local income tax or information returns or any other document prepared pursuant
to this Section 9.12 requiring a signature thereon by the relevant tax
authorities or other governmental entity; (j) the Trustee shall maintain records
relating to each REMIC formed hereunder including but not limited to the income,
expenses, assets and liabilities of each such REMIC and adjusted basis of the
Trust Fund property determined at such intervals as may be required by the
Code,
as may be necessary to prepare the foregoing returns, schedules, statements
or
information; (k) the Trustee shall, for federal income tax purposes, maintain
books and records with respect to the REMICs on a calendar year and on an
accrual basis; (l) the Trustee shall not enter into any arrangement not
otherwise provided for in this Agreement by which the REMICs will receive a
fee
or other compensation for services nor permit the REMICs to receive any income
from assets other than “qualified mortgages” as defined in Section 860G(a)(3) of
the Code or “permitted investments” as defined in Section 860G(a)(5) of the
Code; and (m) as and when necessary and appropriate, the Trustee, at the expense
of the Trust Fund, shall represent the Trust Fund in any administrative or
judicial proceedings relating to an examination or audit by any governmental
taxing authority, request an administrative adjustment as to any taxable year
of
any REMIC formed hereunder, enter into settlement agreements with any
governmental taxing agency, extend any statute of limitations relating to any
tax item of the Trust Fund, and otherwise act on behalf of each REMIC formed
hereunder in relation to any tax matter involving any such REMIC.
In
order
to enable the Trustee to perform its duties as set forth herein, the Depositor
shall provide, or cause to be provided, to the Trustee within 10 days after
the
Closing Date all information or data that the Trustee requests in writing and
determines to be relevant for tax purposes to the valuations and offering prices
of the Certificates, including, without limitation, the price, yield, prepayment
assumption and projected cash flows of the Certificates and the Mortgage Loans.
Thereafter, the Depositor shall provide to the Trustee promptly upon written
request therefor, any such additional information or data that the Trustee
may,
from time to time, request in order to enable the Trustee to perform its duties
as set forth herein. The Depositor hereby indemnifies the Trustee for any
losses, liabilities, damages, claims or expenses of the Trustee arising from
any
errors or miscalculations of the Trustee that result from any failure of the
Depositor to provide, or to cause to be provided, accurate information or data
to the Trustee on a timely basis.
In
the
event that any tax is imposed on “prohibited transactions” of any of REMIC I,
REMIC II, REMIC III, REMIC IV, REMIC V, REMIC VI, REMIC VII, REMIC VIII, REMIC
IX or REMIC X as defined in Section 860F(a)(2) of the Code, on the “net income
from foreclosure property” of the Trust Fund as defined in Section 860G(c) of
the Code, on any contribution to any of REMIC I, REMIC II, REMIC III, REMIC
IV,
REMIC V, REMIC VI, REMIC VII, REMIC VIII, REMIC IX or REMIC X after the Startup
Day pursuant to Section 860G(d) of the Code, or any other tax is imposed,
including, without limitation, any federal, state or local tax or minimum tax
imposed upon any of REMIC I, REMIC II, REMIC III, REMIC IV, REMIC V, REMIC
VI,
REMIC VII, REMIC VIII, REMIC IX or REMIC X and
is,
in each case, attributable to the activities of REMIC I or related to Loan
Group
I,
and is
not paid as otherwise provided for herein, such tax shall be paid (i) by the
Master Servicer or Trustee, if any such tax arises out of or results from a
breach by the Master Servicer or Trustee of any of its obligations under this
Agreement, provided, however, in no event shall the Master Servicer have any
liability (1) for any action or omission that is taken in accordance with and
compliance with the express terms of, or which is expressly permitted by the
terms of, this Agreement, (2) for any losses other than those arising out of
a
negligent performance by the Master Servicer of its duties and obligations
set
forth herein, or (3) for any special or consequential damages to
Certificateholders (in addition to payment of principal and interest on the
Certificates), (ii) by any party hereto (other than the Master Servicer or
Trustee) to the extent any such tax arises out of or results from a breach
by
such other party of any of its obligations under this Agreement or (iii) in
all
other cases, or in the event that any liable party hereto fails to honor its
obligations under the preceding clauses (i) or (ii), first with amounts
otherwise to be distributed to the Class I-R Certificateholders, and second
with
amounts otherwise to be distributed to the Holders of the following other Group
I Certificates in the following order of priority: first,
to
the
Class I-M-11 Certificates, second, to the Class I-M-10 Certificates, third,
to
the Class I-M-9 Certificates, fourth, to the Class I-M-8 Certificates, fifth,
to
the Class I-M-7 Certificates, sixth, to the Class I-M-6 Certificates, seventh,
to the Class I-M-5 Certificates, eighth, to the Class I-M-4 Certificates, ninth,
to the Class I-M-3 Certificates, tenth, to the Class I-M-2 Certificates,
eleventh, to the Class I-M-1 Certificates, and twelfth, to the Class I-A
Certificates (pro
rata
based on
the amounts to be distributed). Notwithstanding anything to the contrary
contained herein, to the extent that such tax is payable by the Holder of any
such Certificates, the Trustee is hereby authorized to retain on any
Distribution Date, from the Holders of the Class I-R Certificates (and, if
necessary, second, from the Holders of the other relevant Group I Certificates
in the priority specified in the preceding sentence), funds otherwise
distributable to such Holders in an amount sufficient to pay such
tax.
The
Trustee
shall
include in its Monthly Statement amounts allocated to the relevant Group I
Certificates, taking into account the priorities described in the second
preceding sentence. The
Trustee shall promptly notify in writing the party liable for any such tax
of
the amount thereof and the due date for the payment thereof.
In
the
event that any tax is imposed on “prohibited transactions” of any of REMIC I,
REMIC II, REMIC III, REMIC IV, REMIC V, REMIC VI, REMIC VII, REMIC VIII, REMIC
IX or REMIC X as defined in Section 860F(a)(2) of the Code, on the “net income
from foreclosure property” of the Trust Fund as defined in Section 860G(c) of
the Code, on any contribution to any of REMIC I, REMIC II, REMIC III, REMIC
IV,
REMIC V, REMIC VI, REMIC VII, REMIC VIII, REMIC IX or REMIC X after the Startup
Day pursuant to Section 860G(d) of the Code, or any other tax is imposed,
including, without limitation, any federal, state or local tax or minimum tax
imposed upon any of REMIC I, REMIC II, REMIC III, REMIC IV, REMIC V, REMIC
VI,
REMIC VII, REMIC VIII, REMIC IX or REMIC X and
is,
in each case, attributable to the activities of REMIC II or related to Loan
Group II,
and is
not paid as otherwise provided for herein, such tax shall be paid (i) by the
Master Servicer or Trustee, if any such tax arises out of or results from a
breach by the Master Servicer or Trustee of any of its obligations under this
Agreement, provided, however, in no event shall the Master Servicer have any
liability (1) for any action or omission that is taken in accordance with and
compliance with the express terms of, or which is expressly permitted by the
terms of, this Agreement, (2) for any losses other than those arising out of
a
negligent performance by the Master Servicer of its duties and obligations
set
forth herein, or (3) for any special or consequential damages to
Certificateholders (in addition to payment of principal and interest on the
Certificates), (ii) by any party hereto (other than the Master Servicer or
Trustee) to the extent any such tax arises out of or results from a breach
by
such other party of any of its obligations under this Agreement or (iii) in
all
other cases, or in the event that any liable party hereto fails to honor its
obligations under the preceding clauses (i) or (ii), first with amounts
otherwise to be distributed to the Class II-R Certificateholders and Holders
of
the Class I-R-2 Certificates and I-R-3 Certificates, and second with amounts
otherwise to be distributed to the Holders of the following other Group II
Certificates in the following order of priority: first,
to
the
Class II-M-11 Certificates, second, to the Class II-M-10 Certificates, third,
to
the Class II-M-9 Certificates, fourth, to the Class II-M-8 Certificates, fifth,
to the Class II-M-7 Certificates, sixth, to the Class II-M-6 Certificates,
seventh, to the Class II-M-5 Certificates, eighth, to the Class II-M-4
Certificates, ninth, to the Class II-M-3 Certificates, tenth, to the Class
II-M-2 Certificates, eleventh, to the Class II-M-1 Certificates, and twelfth,
to
the Class II-A Certificates (pro
rata
based on
the amounts to be distributed). Notwithstanding anything to the contrary
contained herein, to the extent that such tax is payable by the Holder of any
such Certificates, the Trustee is hereby authorized to retain on any
Distribution Date, from the Holders of the Class II-R, Class I-R-2 and Class
I-R-3 Certificates (and, if necessary, second, from the Holders of the other
relevant Group II Certificates in the priority specified in the preceding
sentence), funds otherwise distributable to such Holders in an amount sufficient
to pay such tax. The
Trustee
shall
include in its Monthly Statement amounts allocated to the relevant Group II
Certificates and Class I-R-2 Certificates and Class I-R-3 Certificates, taking
into account the priorities described in the second preceding sentence.
The
Trustee shall promptly notify in writing the party liable for any such tax
of
the amount thereof and the due date for the payment thereof.
The
Trustee and the Master Servicer agree that, in the event it should obtain any
information necessary for the other party to perform its obligations pursuant
to
this Section 9.12, it will promptly notify and provide such information to
such
other party.
Notwithstanding
any other provision of this Agreement, the Trustee shall comply with all federal
withholding requirements respecting payments to Certificateholders of interest
or original issue discount that the Trustee reasonably believes are applicable
under the Code. The consent of Certificateholders shall not be required for
such
withholding. In the event the Trustee does withhold any amount from interest
or
original issue discount payments or advances thereof to any Certificateholder
pursuant to federal withholding requirements, the Trustee shall indicate the
amount withheld to such Certificateholders.
For
as
long as each REMIC shall exist, the Trustee and the Master Servicer shall act
in
accordance herewith to assure continuing treatment of such REMIC as a REMIC,
and
the Trustee shall comply with any directions of the Seller or the Master
Servicer to assure such continuing treatment. In furtherance, but not in
limitation, of the foregoing, the Trustee and Master Servicer shall not (unless
expressly permitted under the terms of this Agreement) (a) sell or permit the
sale of all or any portion of the Mortgage Loans or of any investment of
deposits in an Account unless such sale is as a result of a repurchase of the
Mortgage Loans pursuant to this Agreement or the Trustee has received a REMIC
Opinion addressed to the Trustee prepared at the expense of the Trust Fund;
(b)
other than with respect to a substitution pursuant to the Mortgage Loan Purchase
Agreement or Section 2.03 of this Agreement, as applicable, accept any
contribution to any REMIC after the Startup Day without receipt of a REMIC
Opinion; or (c) acquire any assets for any REMIC other than any REO Property
after the Startup Day without receipt of a REMIC Opinion.
ARTICLE
X
TERMINATION
Section
10.01 Termination
upon Liquidation or Repurchase of all Mortgage Loans.
Subject
to Section 10.03, the obligations and responsibilities of the Depositor, the
Master Servicer, the Seller and the Trustee created hereby with respect to
the
Group I Sub-Trust shall terminate, with respect to Loan Group I, upon the
earlier of (a) the exercise of the Majority Class I-CE Certificateholder (or
its
designee) or the Master Servicer, as applicable, of its right to repurchase
all
of the Group I Mortgage Loans (and related REO Properties) remaining in the
Trust Fund at a price (the “Group I Mortgage Loan Purchase Price”) equal to the
sum of (i) 100% of the Stated Principal Balance of each related Mortgage Loan
(other than in respect of related REO Property), (ii) accrued interest thereon
at the applicable Mortgage Rate to, but not including, the first day of the
month of such purchase, (iii) the appraised value of any REO Property in the
Group I Sub-Trust (up to the Stated Principal Balance of the related Mortgage
Loan), such appraisal to be conducted by an appraiser mutually agreed upon
by
the Master Servicer and the Trustee, (iv) unreimbursed out-of pocket costs
of
the Master Servicer, including unreimbursed Servicing Advances and the principal
portion of any unreimbursed Advances, made on the Group I Mortgage Loans prior
to the exercise of such repurchase right, (v) any unreimbursed costs and
expenses of the Trustee payable pursuant to Section 9.05 or
of the
Custodian pursuant to the Custodial Agreement with
respect to Loan Group I, (vi) any Group I Swap Termination Payment (which
shall include any Group I Net Swap Payment payable to the Group I Sub-Trust
for
the final Distribution Date)
payable
to the Group I Swap Provider which remains unpaid or which is due to the
exercise of such option (the “Group I Swap Optional Termination Payment”) and
(b) the later of (i) the maturity or other liquidation (or any Advance with
respect thereto) of the last Mortgage Loan remaining in the Group I Sub-Trust
and the disposition of all related REO Property and (ii) the distribution to
Group I Certificateholders of all amounts required to be distributed to them
pursuant to this Agreement, as applicable. In no event shall the Group I
Sub-Trust created hereby continue beyond the earlier of (i) the expiration
of 21
years from the death of the last survivor of the descendants of ▇▇▇▇▇▇ ▇.
▇▇▇▇▇▇▇, the late Ambassador of the United States to the Court of St. ▇▇▇▇▇,
living on the date hereof and (ii) the related Latest Possible Maturity
Date.
The
right
to repurchase all Group I Mortgage Loans and related REO Properties by the
Majority Class I-CE Certificateholder pursuant to clause (a) in the preceding
paragraph shall be conditioned upon the Stated Principal Balance of all of
the
Group I Mortgage Loans, at the time of any such repurchase,
aggregating 10% or less of the aggregate Cut-off Date Principal Balance
of all of the Group I Mortgage Loans. If the Majority Class I-CE
Certificateholder does not exercise this option, the Master Servicer has the
right to repurchase all Group I Mortgage Loans and related REO Properties
pursuant to clause (a) in the preceding paragraph, conditioned upon the Stated
Principal Balance of all of the Group I Mortgage Loans in the Trust Fund, at
the
time of any such repurchase, aggregating 5% or less of the aggregate Cut-off
Date Principal Balance of all of the Group I Mortgage Loans.
Only
an
amount equal to the Group I Mortgage Loan Purchase Price less any Group I Swap
Optional Termination Payment shall be made available for distribution to the
Group I Regular Certificates. Any Group I Swap Optional Termination Payment
paid
as part of the Mortgage Loan Purchase Price and deposited to the Distribution
Account shall be withdrawn by the Trustee from the Distribution Account with
respect to Loan Group I and remitted to the Group I Supplemental Interest Trust
to be paid in accordance with Section 3.21(c). The Group I Swap Optional
Termination Payment shall not be part of any REMIC and shall not be paid into
any account which is part of any REMIC.
Subject
to Section 10.03, the obligations and responsibilities of the Depositor, the
Master Servicer, the Seller and the Trustee created hereby with respect to
the
Group II Sub-Trust shall terminate, with respect to Loan Group II, upon the
earlier of (a) the exercise of the Majority Class II-CE Certificateholder (or
its designee) or the Master Servicer, as applicable, of its right to repurchase
all of the Group II Mortgage Loans (and related REO Properties) remaining in
the
Trust Fund at a price (the “Group II Mortgage Loan Purchase Price”) equal to the
sum of (i) 100% of the Stated Principal Balance of each related Mortgage Loan
(other than in respect of related REO Property), (ii) accrued interest thereon
at the applicable Mortgage Rate to, but not including, the first day of the
month of such purchase, (iii) the appraised value of any REO Property in the
Group II Sub-Trust (up to the Stated Principal Balance of the related Mortgage
Loan), such appraisal to be conducted by an appraiser mutually agreed upon
by
the Master Servicer and the Trustee, (iv) unreimbursed out-of pocket costs
of
the Master Servicer, including unreimbursed servicing advances and the principal
portion of any unreimbursed Advances, made on the Group II Mortgage Loans prior
to the exercise of such repurchase right, (v) any unreimbursed costs and
expenses of the Trustee payable pursuant to Section 9.05 or of the Custodian
pursuant to the Custodial Agreement with respect to Loan Group II, (vi) any
Group II Swap Termination Payment (which shall include any Group II Net Swap
Payment payable to by the Group II Sub-Trust for the final Distribution Date)
payable to the Group II Swap Provider which remains unpaid or which is due
to
the exercise of such option (the “Group II Swap Optional Termination Payment”)
and (b) the later of (i) the maturity or other liquidation (or any Advance
with
respect thereto) of the last Mortgage Loan remaining in the Group II Sub-Trust
and the disposition of all related REO Property and (ii) the distribution to
Group II Certificateholders of all amounts required to be distributed to them
pursuant to this Agreement, as applicable. In no event shall the Group II
Sub-Trust created hereby continue beyond the earlier of (i) the expiration
of 21
years from the death of the last survivor of the descendants of ▇▇▇▇▇▇ ▇.
▇▇▇▇▇▇▇, the late Ambassador of the United States to the Court of St. ▇▇▇▇▇,
living on the date hereof and (ii) the related Latest Possible Maturity
Date.
The
right
to repurchase all Group II Mortgage Loans and related REO Properties by the
Majority Class II-CE Certificateholder pursuant to clause (a) in the preceding
paragraph shall be conditioned upon the Stated Principal Balance of all of
the
Group II Mortgage Loans, at the time of any such repurchase, aggregating 10%
or
less of the aggregate Cut-off Date Principal Balance of all of the Group II
Mortgage Loans. If the Majority Class II-CE Certificateholder does not exercise
this option, the Master Servicer has the right to repurchase all Group II
Mortgage Loans and related REO Properties pursuant to clause (a) in the
preceding paragraph, conditioned upon the Stated Principal Balance of all of
the
Group II Mortgage Loans in the Trust Fund, at the time of any such repurchase,
aggregating 5% or less of the aggregate Cut-off Date Principal Balance of all
of
the Group II Mortgage Loans.
Only
an
amount equal to the Group II Mortgage Loan Purchase Price less any Group II
Swap
Optional Termination Payment shall be made available for distribution to the
Group II Regular Certificates. Any Group II Swap Optional Termination Payment
paid as part of the Mortgage Loan Purchase Price and deposited to the
Distribution Account shall be withdrawn by the Trustee from the Distribution
Account with respect to Loan Group II and remitted to the Group II Supplemental
Interest Trust to be paid in accordance with Section 3.22(c). The Group II
Swap
Optional Termination Payment shall not be part of any REMIC and shall not be
paid into any account which is part of any REMIC.
Notwithstanding
anything to the contrary herein, the Class I-R-2 Certificates and
Class
I-R-3 Certificates
will not
be retired until the later of (i) the retirement of all the Group II
Certificates and (ii) the retirement of all the Group I Certificates (other
than
the Class I-R-2 Certificates and Class I-R-3 Certificates).
Section
10.02 Final
Distribution on the Certificates.
(i) If
on any
Determination Date, (i) the Master Servicer determines that there are no
Outstanding related Mortgage Loans and no other funds or assets in the related
Sub-Trust other than the related funds in the Protected Account, the Master
Servicer shall direct the Trustee to send a final distribution notice promptly
to each related Certificateholder or (ii) the Trustee determines that a Class
of
Certificates shall be retired after a final distribution on such Class, the
Trustee shall notify the related Certificateholders within five (5) Business
Days after such Determination Date that the final distribution in retirement
of
such Class of Certificates is scheduled to be made on the immediately following
Distribution Date. Any final distribution made pursuant to the immediately
preceding sentence will be made only upon presentation and surrender of the
related Certificates at the Corporate Trust Office of the Trustee. If the
related Majority Class CE Certificateholder or the Master Servicer, as
applicable, elects to terminate the related Sub-Trust pursuant to Section 10.01,
at least 20 days prior to the date notice is to be mailed to the related
Certificateholders, the related Majority Class CE Certificateholder or the
Master Servicer, as applicable, shall notify the Depositor, each Swap Provider
and the Trustee of the date the related Majority Class CE Certificateholder
or
the Master Servicer, as applicable, intends to terminate the related Sub-Trust.
The related Majority Class CE Certificateholder or the Master Servicer, as
applicable, shall remit the Mortgage Loan Purchase Price to the Trustee two
Business Days prior to the Distribution Date for such related Optional
Termination by the related Majority Class CE Certificateholder or the Master
Servicer, as applicable.
(ii) Notice
of
any termination of the related Sub-Trust, specifying the Distribution Date
on
which related Certificateholders may surrender their Certificates for payment
of
the final distribution and cancellation, shall be given promptly by the Trustee
by letter to related Certificateholders mailed not later than two Business
Days
after the Determination Date in the month of such final distribution. Any such
notice shall specify (a) the Distribution Date upon which final distribution
on
the related Certificates will be made upon presentation and surrender of related
Certificates at the office therein designated, (b) the amount of such final
distribution, (c) the location of the office or agency at which such
presentation and surrender must be made and (d) that the Record Date otherwise
applicable to such Distribution Date is not applicable, distributions being
made
only upon presentation and surrender of the Certificates at the office therein
specified. The Trustee will give such notice to each Rating Agency at the time
such notice is given to related Certificateholders.
(iii) In
the
event such notice is given, the Master Servicer shall cause all related funds
in
the Protected Account to be remitted to the Trustee for deposit in the
Distribution Account on two Business Days prior to the applicable Distribution
Date in an amount equal to the final distribution in respect of the related
Certificates. Upon such final deposit with respect to the Trust Fund and the
receipt by the Trustee of a Request for Release therefor, the Trustee or the
Custodian shall promptly release to the Seller as applicable the Mortgage Files
for the related Mortgage Loans and the Trustee shall execute and deliver any
documents prepared and delivered to it which are necessary to transfer any
related REO Property.
(iv) Upon
presentation and surrender of the related Certificates, the Trustee shall cause
to be distributed to related Certificateholders of each Class the amounts
allocable to such Certificates held in the Distribution Account in the order
and
priority set forth in Section 5.04 hereof on the final Distribution Date and
in
proportion to their respective Percentage Interests.
(v) In
the
event that any affected Certificateholders shall not surrender Certificates
for
cancellation within six months after the date specified in the above mentioned
written notice, the Trustee shall give a second written notice to the remaining
Certificateholders to surrender their Certificates for cancellation and receive
the final distribution with respect thereto. If within six months after the
second notice all the applicable Certificates shall not have been surrendered
for cancellation, the Trustee may take appropriate steps, or may appoint an
agent to take appropriate steps, to contact the remaining Certificateholders
concerning surrender of their Certificates, and the cost thereof shall be paid
out of the funds and other assets that remain a part of the Trust Fund. If
within one year after the second notice all Certificates shall not have been
surrendered for cancellation, the related Class R Certificateholders shall
be
entitled to all related unclaimed funds and other assets of the Trust Fund
that
remain subject hereto.
Section
10.03 Additional
Termination Requirements.
(a) Upon
exercise by the related Majority Class CE Certificateholder or the Master
Servicer, as applicable, of its purchase option as provided in Section 10.01,
the related Sub-Trust shall be terminated in accordance with the following
additional requirements, unless the Trustee has been supplied with an Opinion
of
Counsel addressed to the Trustee, at the expense of the related Majority Class
CE Certificateholder or the Master Servicer, as applicable, to the effect that
the failure of the related Sub-Trust to comply with the requirements of this
Section 10.03 will not (i) result in the imposition of taxes on “prohibited
transactions” of a REMIC, or (ii) cause a REMIC to fail to qualify as a REMIC at
any time that any Certificates are outstanding:
(1) The
related Majority Class CE Certificateholder or the Master Servicer, as
applicable, shall establish a 90-day liquidation period and notify the Trustee
thereof, and the Trustee shall in turn specify the first day of such period
in a
statement attached to the tax return for each of REMIC I, REMIC II, REMIC III,
REMIC IV, REMIC V, REMIC VI, REMIC VII, REMIC VIII, REMIC IX or REMIC X, as
applicable, pursuant to Treasury Regulation Section 1.860F-1. The related
Majority Class CE Certificateholder or the Master Servicer, as applicable,
shall
satisfy all the requirements of a qualified liquidation under Section 860F
of
the Code and any regulations thereunder, as evidenced by an Opinion of Counsel
obtained at the expense of the related Majority Class CE Certificateholder
or
the Master Servicer, as applicable;
(2) During
such 90-day liquidation period, and at or prior to the time of making the final
payment on the Certificates, the Trustee shall sell all of the assets of REMIC
I
or REMIC II, as applicable, for cash; and
(3) At
the
time of the making of the final payment on the Certificates, the Trustee shall
distribute or credit, or cause to be distributed or credited, to the Holders
of
the related Residual Certificates all cash on hand (other than cash retained
to
meet claims), and REMIC I, REMIC II, REMIC III, REMIC IV, REMIC V, REMIC VI,
REMIC VII, REMIC VIII, REMIC IX or REMIC X, as applicable, shall terminate
at
that time.
(b) By
their
acceptance of the Certificates, the Holders thereof hereby authorize the
adoption of a 90-day liquidation period and the adoption of a plan of complete
liquidation for the related REMICs, which authorization shall be binding upon
all successor Certificateholders.
(c) The
Trustee as agent for each REMIC hereby agrees to adopt and sign such a plan
of
complete liquidation meeting the requirements for a qualified liquidation under
Section 860F of the Code and any regulations thereunder upon the written request
of the related Majority Class CE Certificateholder or the Master Servicer,
as
applicable, and the receipt of the Opinion of Counsel referred to in Section
10.03(a)(1) and to take such other action in connection therewith as may be
reasonably requested by the related Majority Class CE Certificateholder or
the
Master Servicer, as applicable.
ARTICLE
XI
MISCELLANEOUS
PROVISIONS
Section
11.01 Amendment.
This
Agreement may be amended from time to time by parties hereto without the consent
of any of the Certificateholders to cure any ambiguity, to correct or supplement
any provisions herein (including to give effect to the expectations of
investors), to comply with any changes in the Code, to revise any provisions
to
reflect the obligations of the parties to this Agreement as they relate to
Regulation AB, to change the manner in which the Protected Account is maintained
or to make such other provisions with respect to matters or questions arising
under this Agreement as shall not be inconsistent with any other provisions
herein if such action shall not, as evidenced by an Opinion of Counsel addressed
to the Trustee, adversely affect in any material respect the interests of any
Certificateholder; provided that any such amendment shall be deemed not to
adversely affect in any material respect the interests of the Certificateholders
and no such Opinion of Counsel shall be required if the Person requesting such
amendment obtains a letter from each Rating Agency stating that such amendment
would not result in the downgrading or withdrawal of the respective ratings
then
assigned to the Certificates.
Notwithstanding
the foregoing, without the consent of the Certificateholders, the parties hereto
may at any time and from time to time amend this Agreement to modify, eliminate
or add to any of its provisions to such extent as shall be necessary or
appropriate to maintain the qualification of any of REMIC I, REMIC II, REMIC
III, REMIC IV, REMIC V, REMIC VI, REMIC VII, REMIC VIII, REMIC IX or REMIC
X as
a REMIC under the Code or to avoid or minimize the risk of the imposition of
any
tax on any of REMIC I, REMIC II, REMIC III, REMIC IV, REMIC V, REMIC VI, REMIC
VII, REMIC VIII, REMIC IX or REMIC X pursuant to the Code that would be a claim
against any of REMIC I, REMIC II, REMIC III, REMIC IV, REMIC V, REMIC VI, REMIC
VII, REMIC VIII, REMIC IX or REMIC X at any time prior to the final redemption
of the Certificates, provided that the Trustee has been provided an Opinion
of
Counsel addressed to the Trustee, which opinion shall be an expense of the
party
requesting such opinion but in any case shall not be an expense of the Trustee
or the Trust Fund, to the effect that such action is necessary or appropriate
to
maintain such qualification or to avoid or minimize the risk of the imposition
of such a tax.
This
Agreement may also be amended from time to time by the parties hereto with
the
consent of Holders of the Certificates evidencing over 50% of the Voting Rights,
with the consent of Holders of the Certificates evidencing over 50% of the
Voting Rights in the related certificate group, or with the consent of Holders
of each Class of Certificates affected thereby, evidencing over 50% of the
Voting Rights of that Class, as applicable, for the purpose of adding any
provisions to or changing in any manner or eliminating any of the provisions
of
this Agreement or of modifying in any manner the rights of the Holders of
Certificates; provided that no such amendment shall (i) reduce in any manner
the
amount of, or delay the timing of, payments required to be distributed on any
Certificate without the consent of the Holder of such Certificate, (ii) cause
any of REMIC I, REMIC II, REMIC III, REMIC IV, REMIC V, REMIC VI, REMIC VII,
REMIC VIII, REMIC IX or REMIC X to cease to qualify as a REMIC or (iii) reduce
the aforesaid percentages of Certificates of each Class the Holders of which
are
required to consent to any such amendment without the consent of the Holders
of
all Certificates of such Class then outstanding.
Notwithstanding
any contrary provision of this Agreement, the Trustee shall not consent to
any
amendment to this Agreement unless it shall have first received an Opinion
of
Counsel addressed to the Trustee, which opinion shall be an expense of the
party
requesting such amendment but in any case shall not be an expense of the
Trustee, to the effect that such amendment will not (other than an amendment
pursuant to clause (ii) of, and in accordance with, the preceding paragraph)
cause the imposition of any tax on any of REMIC I, REMIC II, REMIC III, REMIC
IV, REMIC V, REMIC VI, REMIC VII, REMIC VIII, REMIC IX or REMIC X or the
Certificateholders or cause any of REMIC I, REMIC II, REMIC III, REMIC IV,
REMIC
V, REMIC VI, REMIC VII, REMIC VIII, REMIC IX or REMIC X to cease to qualify
as a
REMIC at any time that any Certificates are outstanding. Further, nothing in
this Agreement shall require the Trustee to enter into an amendment without
receiving an Opinion of Counsel, satisfactory to the Trustee that (i) such
amendment is permitted and is not prohibited by this Agreement and that all
requirements for amending this Agreement (including any consent of the
applicable Certificateholders) have been complied with.
Notwithstanding
any of the other provisions of this Section 11.01, none of the Depositor, the
Master Servicer or the Trustee shall enter into any amendment to (i) Section
3.21 or Section 5.04(a)(3)(F) of this Agreement without the prior written
consent of the Group I Swap Provider, which consent shall not be unreasonably
withheld or (ii) Section 3.22 or Section 5.04(b)(4)(F) of this Agreement without
prior written consent of the Group II Swap Provider, which consent shall not
be
unreasonably withheld, or enter into an amendment that has a materially adverse
effect on any Swap Provider without such Swap Provider’s consent, which consent
shall not be unreasonably withheld.
Promptly
after the execution of any amendment to this Agreement requiring the consent
of
Certificateholders, the Trustee shall furnish written notification of the
substance of such amendment to each Certificateholder, each Swap Provider and
each Rating Agency.
It
shall
not be necessary for the consent of Certificateholders under this Section to
approve the particular form of any proposed amendment, but it shall be
sufficient if such consent shall approve the substance thereof. The manner
of
obtaining such consents and of evidencing the authorization of the execution
thereof by Certificateholders shall be subject to such reasonable regulations
as
the Trustee may prescribe.
Section
11.02 Recordation
of Agreement; Counterparts.
To
the
extent permitted by applicable law, this Agreement is subject to recordation
in
all appropriate public offices for real property records in all of the counties
or other comparable jurisdictions in which any or all of the Mortgaged
Properties are situated, and in any other appropriate public recording office
or
elsewhere. The Master Servicer shall effect such recordation at the Trust’s
expense upon the request in writing of a Certificateholder, but only if such
direction is accompanied by an Opinion of Counsel (provided at the expense
of
the Certificateholder requesting recordation) to the effect that such
recordation would materially and beneficially affect the interests of the
Certificateholders or is required by law.
For
the
purpose of facilitating the recordation of this Agreement as herein provided
and
for other purposes, this Agreement may be executed simultaneously in any number
of counterparts, each of which counterparts shall be deemed to be an original,
and such counterparts shall constitute but one and the same
instrument.
Section
11.03 Governing
Law.
THIS
AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE SUBSTANTIVE
LAWS OF THE STATE OF NEW YORK APPLICABLE TO AGREEMENTS MADE AND TO BE PERFORMED
IN THE STATE OF NEW YORK AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES
HERETO AND THE CERTIFICATEHOLDERS SHALL BE DETERMINED IN ACCORDANCE WITH SUCH
LAWS WITHOUT REGARD TO THE CONFLICTS OF LAWS PRINCIPLES THEREOF (OTHER THAN
SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAWS).
Section
11.04 Intention
of Parties.
It
is the
express intent of the parties hereto that the conveyance of the Mortgage Notes,
Mortgages, assignments of Mortgages, title insurance policies and any
modifications, extensions and/or assumption agreements and private mortgage
insurance policies relating to the Mortgage Loans by the Sellers to the
Depositor, and by the Depositor to the Trustee be, and be construed as, an
absolute sale thereof to the Depositor or the Trustee, as applicable. It is,
further, not the intention of the parties that such conveyance be deemed a
pledge thereof by the Seller to the Depositor, or by the Depositor to the
Trustee. However, in the event that, notwithstanding the intent of the parties,
such assets are held to be the property of the Sellers or the Depositor, as
applicable, or if for any other reason the Mortgage Loan Purchase Agreement
or
this Agreement is held or deemed to create a security interest in such assets,
then (i) the Mortgage Loan Purchase Agreement and this Agreement shall each
be
deemed to be a security agreement within the meaning of the Uniform Commercial
Code of the State of New York and (ii) the conveyance provided for in the
Mortgage Loan Purchase Agreement from the Sellers to the Depositor, and the
conveyance provided for in this Agreement from the Depositor to the Trustee,
shall be deemed to be an assignment and a grant by the Sellers or the Depositor,
as applicable, for the benefit of the Certificateholders of a security interest
in all of the assets that constitute the Trust Fund, whether now owned or
hereafter acquired.
The
Depositor for the benefit of the Certificateholders shall, to the extent
consistent with this Agreement, take such actions as may be necessary to ensure
that, if this Agreement were deemed to create a security interest in the assets
of the Trust Fund, such security interest would be deemed to be a perfected
security interest of first priority under applicable law and will be maintained
as such throughout the term of the Agreement.
Section
11.05 Notices.
(a) The
Trustee shall use its best efforts to promptly provide notice to each Rating
Agency with respect to each of the following of which a Responsible Officer
of
the Trustee has actual knowledge:
(i) Any
material change or amendment to this Agreement;
(ii) The
occurrence of any Event of Default that has not been cured;
(iii) The
resignation or termination of the Master Servicer or the Trustee and the
appointment of any successor;
(iv) The
repurchase or substitution of Mortgage Loans pursuant to Sections 2.02, 2.03,
3.19 and 10.01; and
(v) The
final
payment to Certificateholders.
(b) All
directions, demands and notices hereunder shall be in writing and shall be
deemed to have been duly given when delivered at or mailed by registered mail,
return receipt requested, postage prepaid, or by recognized overnight courier,
or by facsimile transmission to a number provided by the appropriate party
if
receipt of such transmission is confirmed to (i) in the case of the Depositor,
Bear ▇▇▇▇▇▇▇ Asset Backed Securities I LLC, ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇
▇▇▇▇ ▇▇▇▇▇, Attention: Chief Counsel, and with respect to Regulation AB
notifications to the Depositor at ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇; (ii) in the
case
of the Seller or the Master Servicer, EMC Mortgage Corporation, ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇ (Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇), attention: President
or General Counsel, or such other address as may be hereafter furnished to
the
other parties hereto by the Master Servicer in writing; (iii) in the case of
the
Trustee, at each Corporate Trust Office or such other address as the Trustee
may
hereafter furnish to the other parties hereto, (iv) in the case of Wachovia
Bank, N.A., ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇-▇, ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇, Attention:
▇▇▇▇▇ ▇. ▇▇▇▇▇
and (v)
in the case of the Rating Agencies, (x) ▇▇▇▇▇’▇ Investors Service, Inc., ▇▇
▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: Home Equity Monitoring
and
(y) Standard & Poor’s, ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇
▇▇▇▇▇, the Master Servicer or the Trustee under this Agreement shall be
effective only upon receipt. Any notice required or permitted to be mailed
to a
Certificateholder, unless otherwise provided herein, shall be given by
first-class mail, postage prepaid, at the address of such Certificateholder
as
shown in the Certificate Register; any notice so mailed within the time
prescribed in this Agreement shall be conclusively presumed to have been duly
given, whether or not the Certificateholder receives such notice.
Section
11.06 Severability
of Provisions.
If
any
one or more of the covenants, agreements, provisions or terms of this Agreement
shall be for any reason whatsoever held invalid, then such covenants,
agreements, provisions or terms shall be deemed severable from the remaining
covenants, agreements, provisions or terms of this Agreement and shall in no
way
affect the validity or enforceability of the other provisions of this Agreement
or of the Certificates or the rights of the Holders thereof.
Section
11.07 Assignment.
Notwithstanding
anything to the contrary contained herein, except as provided pursuant to
Section 7.02, this Agreement may not be assigned by the Master Servicer, EMC
(on
its own behalf as Seller and on behalf of Master Funding) or the
Depositor.
Section
11.08 Limitation
on Rights of Certificateholders.
The
death
or incapacity of any Certificateholder shall not operate to terminate this
Agreement or the Trust Fund, nor entitle such Certificateholder’s legal
representative or heirs to claim an accounting or to take any action or commence
any proceeding in any court for a petition or winding up of the Trust Fund,
or
otherwise affect the rights, obligations and liabilities of the parties hereto
or any of them.
No
Certificateholder shall have any right to vote (except as provided herein)
or in
any manner otherwise control the operation and management of the Trust Fund,
or
the obligations of the parties hereto, nor shall anything herein set forth
or
contained in the terms of the Certificates be construed so as to constitute
the
Certificateholders from time to time as partners or members of an association;
nor shall any Certificateholder be under any liability to any third party by
reason of any action taken by the parties to this Agreement pursuant to any
provision hereof.
No
Certificateholder shall have any right by virtue or by availing itself of any
provisions of this Agreement to institute any suit, action or proceeding in
equity or at law upon or under or with respect to this Agreement, unless such
Holder previously shall have given to the Trustee a written notice of an Event
of Default and of the continuance thereof, as hereinbefore provided, the Holders
of Certificates evidencing not less than 25% of the Voting Rights evidenced
by
the Certificates shall also have made written request to the Trustee to
institute such action, suit or proceeding in its own name as Trustee hereunder
and shall have offered to the Trustee such reasonable indemnity as it may
require against the costs, expenses, and liabilities to be incurred therein
or
thereby, and the Trustee for 60 days after its receipt of such notice, request
and offer of indemnity shall have neglected or refused to institute any such
action, suit or proceeding; it being understood and intended, and being
expressly covenanted by each Certificateholder with every other
Certificateholder and the Trustee, that no one or more Holders of Certificates
shall have any right in any manner whatever by virtue or by availing itself
or
themselves of any provisions of this Agreement to affect, disturb or prejudice
the rights of the Holders of any other of the Certificates, or to obtain or
seek
to obtain priority over or preference to any other such Holder or to enforce
any
right under this Agreement, except in the manner herein provided and for the
common benefit of all Certificateholders. For the protection and enforcement
of
the provisions of this Section 11.08, each and every Certificateholder or the
Trustee shall be entitled to such relief as can be given either at law or in
equity.
Section
11.09 Inspection
and Audit Rights.
The
Master Servicer agrees that, on reasonable prior notice, it will permit any
representative of the Depositor or the Trustee during the Master Servicer’s
normal business hours, to examine all the books of account, records, reports
and
other papers of the Master Servicer relating to the Mortgage Loans, to make
copies and extracts therefrom, to cause such books to be audited by independent
certified public accountants selected by the Depositor and the Trustee and
to
discuss its affairs, finances and accounts relating to such Mortgage Loans
with
its officers, employees and independent public accountants (and by this
provision the Master Servicer hereby authorizes such accountants to discuss
with
such representative such affairs, finances and accounts), all at such reasonable
times and as often as may be reasonably requested. Any out-of-pocket expense
incident to the exercise by the Depositor or the Trustee of any right under
this
Section 11.09 shall be borne by the party requesting such inspection, subject
to
such party’s right to reimbursement hereunder (in the case of the Trustee,
pursuant to Section 9.05 hereof.
Section
11.10 Certificates
Nonassessable and Fully Paid.
It
is the
intention of the Depositor that Certificateholders shall not be personally
liable for obligations of the Trust Fund, that the interests in the Trust Fund
represented by the Certificates shall be nonassessable for any reason
whatsoever, and that the Certificates, upon due authentication thereof by the
Trustee pursuant to this Agreement, are and shall be deemed fully
paid.
Section
11.11 Third
Party Rights.
Each
Swap
Provider shall be an express third-party beneficiary of this Agreement to the
extent of its express rights to receive any payments under this Agreement
or
any
other express
rights of
each
Swap Provider explicitly
stated in this Agreement,
and
shall have the right to enforce such rights under this Agreement as if it were
a
party hereto. The Swap Administrator shall be an express third-party beneficiary
of this Agreement to the extent of its express rights to receive any payments
under this Agreement or
any
other express
rights of
the
Swap Administrator explicitly
stated in this Agreement,
and
shall have the right to enforce such rights under this Agreement as if it were
a
party hereto.
* * *
IN
WITNESS WHEREOF, the Depositor, the Master Servicer, the Seller and the Trustee
have caused their names to be signed hereto by their respective officers
thereunto duly authorized as of the day and year first above
written.
|
BEAR
▇▇▇▇▇▇▇ ASSET BACKED
SECURITIES
I LLC,
as
Depositor
|
||
| |
|
|
| By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇, ▇▇. | ||
|
|
||
|
Name: ▇▇▇▇▇▇
▇. ▇▇▇▇▇▇▇▇▇, ▇▇.
Title:
Vice
President
|
||
|
EMC
MORTGAGE CORPORATION,
as
Seller and as Master Servicer
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||
| |
|
|
| By: /s/ ▇▇▇ ▇▇▇▇▇▇▇▇ | ||
|
|
||
|
Name:
▇▇▇ ▇▇▇▇▇▇▇▇
Title:
Executive Vice President
|
||
|
LASALLE
BANK NATIONAL ASSOCIATION,
as
Trustee
|
||
| |
|
|
| By: /s/ ▇▇▇▇ ▇▇▇▇▇ | ||
|
|
||
|
Name:
▇▇▇▇ ▇▇▇▇▇
Title:
Vice President
|
||
| STATE OF NEW YORK | ) | |
| ) ss.: | ||
| COUNTY OF NEW YORK | ) |
On
this
30th
day of
October, 2006, before me, a notary public in and for said State, appeared ▇▇▇▇▇▇
▇. ▇▇▇▇▇▇▇▇▇, ▇▇., personally known to me on the basis of satisfactory evidence
to be an authorized representative of Bear ▇▇▇▇▇▇▇ Asset Backed Securities
I
LLC, one of the companies that executed the within instrument, and also known
to
me to be the person who executed it on behalf of such limited liability company
and acknowledged to me that such limited liability company executed the within
instrument.
IN
WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day and year in this certificate first above written.
| |
|
|
|
|
||
| Notary Public | ||
[Notarial
Seal]
| STATE OF TEXAS | ) | |
| ) ss.: | ||
| COUNTY OF DALLAS | ) |
On
this
30th
day of
October 2006, before me, a notary public in and for said State, appeared
__________________, personally known to me on the basis of satisfactory evidence
to be an authorized representative of EMC Mortgage Corporation, one of the
corporations that executed the within instrument, and also known to me to be
the
person who executed it on behalf of such corporation and acknowledged to me
that
such corporation executed the within instrument.
IN
WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day and year in this certificate first above written.
| |
|
|
|
|
||
| Notary Public | ||
[Notarial
Seal]
| STATE OF TEXAS | ) | |
| ) ss.: | ||
| COUNTY OF ▇▇▇▇ | ) |
On
this
30th
day of
October, 2006, before me, a notary public in and for said State, appeared
______________, personally known to me on the basis of satisfactory evidence
to
be an authorized representative of LaSalle Bank National Association that
executed the within instrument, and also known to me to be the person who
executed it on behalf of such corporation, and acknowledged to me that such
corporation executed the within instrument.
IN
WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day and year in this certificate first above written.
| |
|
|
|
|
||
| Notary Public | ||
[Notarial
Seal]
EXHIBIT
A-1
Form
of
Class A Certificates
SOLELY
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS A “REGULAR
INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE
CODE OF
1986 (THE “CODE”).
THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE WILL BE DECREASED BY THE
PRINCIPAL PAYMENTS HEREON AND REALIZED LOSSES ALLOCABLE HERETO. ACCORDINGLY,
FOLLOWING THE INITIAL ISSUANCE OF THE CERTIFICATES, THE CERTIFICATE PRINCIPAL
BALANCE OF THIS CERTIFICATE WILL BE DIFFERENT FROM THE DENOMINATION SHOWN
BELOW.
ANYONE ACQUIRING THIS CERTIFICATE MAY ASCERTAIN ITS CERTIFICATE PRINCIPAL
BALANCE BY INQUIRY OF THE TRUSTEE NAMED HEREIN.
UNLESS
THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY
TRUST COMPANY TO THE DEPOSITOR OR ITS AGENT FOR REGISTRATION OF TRANSFER,
EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME
OF
CEDE & CO. OR SUCH OTHER NAME AS REQUESTED BY AN AUTHORIZED REPRESENTATIVE
OF THE DEPOSITORY TRUST COMPANY AND ANY PAYMENT IS MADE TO CEDE & CO., ANY
TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY
PERSON
IS WRONGFUL SINCE THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST
HEREIN.
PRIOR
TO THE TERMINATION OF THE GROUP [I][II] SUPPLEMENTAL INTEREST TRUST, ANY
PERSON
ACQUIRING A CERTIFICATE SHALL BE DEEMED TO HAVE MADE THE REPRESENTATIONS
IN
SECTION 6.02(h)
OF THE POOLING AND SERVICING AGREEMENT.
|
Certificate
No. 1
|
Adjustable
Rate
|
|
Class
[I-A-1][I-A-2][I-A-3][II-1A-1][II-1A-2][II-1A-3][II-2A]
Senior
|
|
|
Date
of Pooling and Servicing Agreement
and
Cut-off Date: October 1, 2006
|
Aggregate
Initial Certificate Principal Balance of this Certificate as of
the
Cut-off Date:
$[__________]
|
|
First
Distribution Date:
November
27, 2006
|
Initial
Certificate Principal Balance of this Certificate as of the Cut-off
Date:
$[__________]
|
|
Master
Servicer:
EMC
Mortgage Corporation
|
CUSIP:
[_____]
|
|
Last
Scheduled Distribution Date:
[__________,
__]
|
ASSET-BACKED
CERTIFICATE
SERIES
2006-HE8
evidencing
a fractional undivided interest in the distributions allocable to the Class
[I-A-1][I-A-2][I-A-3][II-1A-1][II-1A-2][II-1A-3][II-2A] Certificates with
respect to a Trust Fund consisting primarily of a pool of conventional,
closed-end, first and second lien, subprime, one- to four-family fixed and
adjustable interest rate mortgage loans sold by BEAR ▇▇▇▇▇▇▇ ASSET BACKED
SECURITIES I LLC.
This
Certificate is payable solely from the assets of the Trust Fund relating
to Loan
Group [I][II], and does not represent an obligation of or interest in Bear
▇▇▇▇▇▇▇ Asset Backed Securities I LLC, the Master Servicer or the Trustee
referred to below or any of their affiliates or any other person. Neither
this
Certificate nor the underlying Mortgage Loans are guaranteed or insured by
any
governmental entity or by Bear ▇▇▇▇▇▇▇ Asset Backed Securities I LLC, the
Master
Servicer or the Trustee or any of their affiliates or any other person. None
of
Bear ▇▇▇▇▇▇▇ Asset Backed Securities I LLC, the Master Servicer or any of
their
affiliates will have any obligation with respect to any certificate or other
obligation secured by or payable from payments on the Certificates.
This
certifies that Cede & Co. is the registered owner of the Percentage Interest
evidenced hereby in the beneficial ownership interest of Certificates of
the
same Class as this Certificate in a trust (the “Trust Fund”) generally
consisting of conventional, closed-end, first and second lien, subprime,
fixed
and adjustable rate mortgage loans secured by one- to four- family residences
(collectively, the “Mortgage Loans”) sold by Bear ▇▇▇▇▇▇▇ Asset Backed
Securities I LLC (“BSABS I”). The Mortgage Loans were sold by EMC Mortgage
Corporation (“EMC”) and Master Funding LLC to BSABS I. EMC will act as master
servicer of the Mortgage Loans (in that capacity, the “Master Servicer,” which
term includes any successors thereto under the Agreement referred to below).
The
Trust Fund was created pursuant to the Pooling and Servicing Agreement, dated
as
of the Cut-off Date specified above (the “Agreement”), among BSABS I, as
depositor (the “Depositor”), EMC Mortgage Corporation, as seller and as Master
Servicer, and LaSalle Bank National Association, as trustee (the “Trustee”), a
summary of certain of the pertinent provisions of which is set forth hereafter.
To the extent not defined herein, capitalized terms used herein shall have
the
meaning ascribed to them in the Agreement. This Certificate is issued under
and
is subject to the terms, provisions and conditions of the Agreement, to which
Agreement the Holder of this Certificate by virtue of its acceptance hereof
assents and by which such Holder is bound.
Interest
on this Certificate will accrue from and including the immediately preceding
Distribution Date (or with respect to the First Distribution Date, the Closing
Date) to and including the day prior to the current Distribution Date on
the
Certificate Principal Balance hereof at a per annum rate equal to the
Pass-Through Rate set forth above. The Trustee will distribute on the 25th
day
of each month, or, if such 25th day is not a Business Day, the immediately
following Business Day (each, a “Distribution Date”), commencing on the First
Distribution Date specified above, to the Person in whose name this Certificate
is registered at the close of business on the Business Day immediately preceding
such Distribution Date so long as such Certificate remains in book-entry
form
(and otherwise, the close of business on the last Business Day of the month
immediately preceding the month of such Distribution Date), an amount equal
to
the product of the Percentage Interest evidenced by this Certificate and
the
amount (of interest and principal, if any) required to be distributed to
the
Holders of Certificates of the same Class as this Certificate. The Assumed
Final
Distribution Date is the Distribution Date in the month following the latest
scheduled maturity date of any Mortgage Loan.
Distributions
on this Certificate will be made by the Trustee by check mailed to the address
of the Person entitled thereto as such name and address shall appear on the
Certificate Register or, if such Person so requests by notifying the Trustee
in
writing as specified in the Agreement. Notwithstanding the above, the final
distribution on this Certificate will be made after due notice by the Trustee
of
the pendency of such distribution and only upon presentation and surrender
of
this Certificate at the office or agency appointed by the Trustee for that
purpose and designated in such notice. The initial Certificate Principal
Balance
of this Certificate is set forth above. The Certificate Principal Balance
hereof
will be reduced to the extent of distributions allocable to principal hereon
and
any Realized Losses allocable hereto.
This
Certificate is one of a duly authorized issue of Certificates designated
as set
forth on the face hereof (the “Certificates”). The Certificates, in the
aggregate, evidence the entire beneficial ownership interest in the Trust
Fund
formed pursuant to the Agreement.
The
Certificateholder, by its acceptance of this Certificate, agrees that it
will
look solely to the Trust Fund for payment hereunder and that the Trustee
is not
liable to the Certificateholders for any amount payable under this Certificate
or the Agreement or, except as expressly provided in the Agreement, subject
to
any liability under the Agreement.
This
Certificate does not purport to summarize the Agreement and reference is
made to
the Agreement for the interests, rights and limitations of rights, benefits,
obligations and duties evidenced hereby, and the rights, duties and immunities
of the Trustee.
The
Agreement permits, with certain exceptions therein provided, the amendment
thereof and the modification of the rights and obligations of the Depositor
and
the rights of the Certificateholders under the Agreement from time to time
by
the parties thereto with the consent of the Holders of Certificates, evidencing
over 50% of the Voting Rights of the Certificates, or with the consent the
Holders of the Certificates evidencing over 50% of the Voting Rights of the
related Certificates, or with the consent of the Holders of each Class of
Certificates affected thereby evidencing over 50% of the Voting Rights of
such
class or classes, as applicable. Any
such
consent by the Holder of this Certificate shall be conclusive and binding
on
such Holder and upon all future Holders of this Certificate and of any
Certificate issued upon the transfer hereof or in lieu hereof whether or
not
notation of such consent is made upon this Certificate. The Agreement also
permits the amendment thereof, in certain limited circumstances, without
the
consent of the Holders of any of the Certificates.
As
provided in the Agreement and subject to certain limitations therein set
forth,
the transfer of this Certificate is registrable with the Trustee upon surrender
of this Certificate for registration of transfer at the offices or agencies
maintained by the Trustee for such purposes, duly endorsed by, or accompanied
by
a written instrument of transfer in form satisfactory to the Trustee duly
executed by the Holder hereof or such Holder’s attorney duly authorized in
writing, and thereupon one or more new Certificates in authorized denominations
representing a like aggregate Percentage Interest will be issued to the
designated transferee.
Prior
to
the termination of the Group [I][II] Supplemental Interest Trust, any transferee
of this Certificate shall be deemed to make the representations in Section
6.02(h) of the Agreement.
The
Certificates are issuable only as registered Certificates without coupons
in the
Classes and denominations specified in the Agreement. As provided in the
Agreement and subject to certain limitations therein set forth, this Certificate
is exchangeable for one or more new Certificates evidencing the same Class
and
in the same aggregate Percentage Interest, as requested by the Holder
surrendering the same.
No
service charge will be made to the Certificateholders for any such registration
of transfer, but the Trustee may require payment of a sum sufficient to cover
any tax or other governmental charge payable in connection therewith. The
Depositor, the Master Servicer, the Trustee and any agent of any of them
may
treat the Person in whose name this Certificate is registered as the owner
hereof for all purposes, and none of Depositor, the Master Servicer, the
Trustee
or any such agent shall be affected by notice to the contrary.
The
obligations created by the Agreement and the Trust Fund relating to Loan
Group
[I][II] created thereby (other than the obligations to make payments to related
Certificateholders with respect to the termination of the Agreement) shall
terminate upon the earlier of (i) the later of (A) the maturity or other
liquidation (or Advance with respect thereto) of the last Mortgage Loan
remaining in the Trust Fund relating to Loan Group [I][II] and disposition
of
all property acquired upon foreclosure or deed in lieu of foreclosure of
any
Group [I][II] Mortgage Loan and (B) the remittance of all funds relating
to Loan
Group [I][II] due under the Agreement, or (ii) the optional repurchase by
the
party named in the Agreement of all the Mortgage Loans and other assets of
the
Trust Fund relating to Loan Group [I][II] in accordance with the terms of
the
Agreement. Such optional repurchase may be made only on or after the first
Distribution Date on which the aggregate Stated Principal Balance of the
Group
[I][II] Mortgage Loans is less than or equal to a certain percentage of the
aggregate Stated Principal Balance of the Group [I][II] Mortgage Loans as
of the
Cut-off Date as set forth in the Agreement. The exercise of such right will
effect the early retirement of the Group [I][II] Certificates. In no event,
however, will the Group [I][II] Sub-Trust created by the Agreement continue
beyond the earlier of
(i)
the expiration of 21 years after the death of certain persons identified
in the
Agreement and (ii) the Latest Possible Maturity Date (as defined in the
Agreement) related to Loan Group [I][II].
Unless
this Certificate has been countersigned by an authorized signatory of the
Trustee by manual signature, this Certificate shall not be entitled to any
benefit under the Agreement, or be valid for any purpose.
IN
WITNESS WHEREOF, the Trustee has caused this Certificate to be duly
executed.
|
Dated: _________,
____
|
LASALLE
BANK NATIONAL ASSOCIATION,
not
in its individual capacity but solely as Trustee
|
||||||||||||
|
By:
|
|||||||||||||
|
Authorized
Signatory
|
|||||||||||||
CERTIFICATE
OF AUTHENTICATION
This
is
one of the Class [I-A-1][I-A-2][I-A-3][II-1A-1][II-1A-2][II-1A-3][II-2A]
Certificates referred to in the within-mentioned Agreement.
|
LASALLE
BANK NATIONAL ASSOCIATION
Authorized
signatory of LaSalle Bank National Association, not in its individual
capacity but solely as Trustee
|
|||||||||||||
|
By:
|
|||||||||||||
|
Authorized
Signatory
|
|||||||||||||
ASSIGNMENT
FOR
VALUE
RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto
__________________________________ (Please print or typewrite name and address
including postal zip code of assignee) a Percentage Interest evidenced by
the
within Asset-Backed Certificate and hereby authorizes the transfer of
registration of such interest to assignee on the Certificate Register of
the
Trust Fund.
I
(We)
further direct the Certificate Registrar to issue a new Certificate of a
like
denomination and Class, to the above named assignee and deliver such Certificate
to the following address:
|
.
|
||
|
Dated:
|
|
|
Signature
by or on behalf of assignor
|
|
|
Signature
Guaranteed
|
DISTRIBUTION
INSTRUCTIONS
The
assignee should include the following for purposes of distribution:
|
Distributions
shall be made, by wire transfer or otherwise, in immediately available
|
|||||||
|
funds
to
|
|||||||
|
for
the account of
|
|||||||
|
account
number
|
or,
if mailed by check, to
|
||||||
|
Applicable
statements should be mailed to
|
|||||||
|
This
information is provided by
|
|||||||
|
assignee
named above, or
|
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|
its
agent.
|
|||||||
EXHIBIT
A-2
Form
of
Class M Certificates
[For
the Class I-M-1, Class I-M-2, Class I-M-3, Class I-M-4, Class I-M-5, Class
I-M-6, Class I-M-7, Class I-M-8, Class I-M-9, Class I-M-10 and Class I-M-11
Certificates] THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE
GROUP
I SENIOR CERTIFICATES [,] [AND] [CLASS I-M-1 CERTIFICATES] [,] [AND] [CLASS
I-M-2 CERTIFICATES] [,] [AND] [CLASS I-M-3 CERTIFICATES] [,] [AND] [CLASS
I-M-4
CERTIFICATES] [,] [AND] [CLASS I-M-5 CERTIFICATES] [,] [AND] [CLASS I-M-6
CERTIFICATES] [,] [AND] [CLASS I-M-7 CERTIFICATES] [,] [AND] [CLASS I-M-8
CERTIFICATES] [,] [AND] [CLASS I-M-9 CERTIFICATES] [AND] [CLASS I-M-10
CERTIFICATES] AS DESCRIBED IN THE AGREEMENT (AS DEFINED
BELOW).
[For
the Class II-M-1, Class II-M-2, Class II-M-3, Class II-M-4, Class II-M-5,
Class
II-M-6, Class II-M-7, Class II-M-8, Class II-M-9, Class II-M-10 and Class
II-M-11 Certificates] THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT
TO
THE GROUP II SENIOR CERTIFICATES [,] [AND] [CLASS II-M-1 CERTIFICATES] [,]
[AND]
[CLASS II-M-2 CERTIFICATES] [,] [AND] [CLASS II-M-3 CERTIFICATES] [,] [AND]
[CLASS II-M-4 CERTIFICATES] [,] [AND] [CLASS II-M-5 CERTIFICATES] [,] [AND]
[CLASS II-M-6 CERTIFICATES] [,] [AND] [CLASS II-M-7 CERTIFICATES] [,] [AND]
[CLASS II-M-8 CERTIFICATES] [,] [AND] [CLASS II-M-9 CERTIFICATES] [AND] [CLASS
II-M-10 CERTIFICATES] AS DESCRIBED IN THE AGREEMENT (AS DEFINED
BELOW).
SOLELY
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS A “REGULAR
INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE
CODE OF
1986 (THE “CODE”).
THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE WILL BE DECREASED BY THE
PRINCIPAL PAYMENTS HEREON AND REALIZED LOSSES ALLOCABLE HERETO. ACCORDINGLY,
FOLLOWING THE INITIAL ISSUANCE OF THE CERTIFICATES, THE CERTIFICATE PRINCIPAL
BALANCE OF THIS CERTIFICATE WILL BE DIFFERENT FROM THE DENOMINATION SHOWN
BELOW.
ANYONE ACQUIRING THIS CERTIFICATE MAY ASCERTAIN ITS CERTIFICATE PRINCIPAL
BALANCE BY INQUIRY OF THE TRUSTEE NAMED HEREIN.
[For
the Class I-M-1, Class I-M-2, Class I-M-3, Class I-M-4, Class I-M-5, Class
I-M-6, Class I-M-7, Class I-M-8, Class I-M-9, Class II-M-1, Class II-M-2,
Class
II-M-3, Class II-M-4, Class II-M-5, Class II-M-6, Class II-M-7, Class II-M-8
and
Class II-M-9 Certificates] EACH
HOLDER OF A CERTIFICATE OR BENEFICIAL OWNERSHIP SHALL BE DEEMED TO HAVE MADE
THE
REPRESENTATIONS SET FORTH IN SECTION 6.02(h)
OF THE POOLING AND SERVICING AGREEMENT.
UNLESS
THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY
TRUST COMPANY TO THE DEPOSITOR OR ITS AGENT FOR REGISTRATION OF TRANSFER,
EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME
OF
CEDE & CO. OR SUCH OTHER NAME AS REQUESTED BY AN AUTHORIZED REPRESENTATIVE
OF THE DEPOSITORY TRUST COMPANY AND ANY PAYMENT IS MADE TO CEDE & CO., ANY
TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY
PERSON
IS WRONGFUL SINCE THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST
HEREIN.
[For
the Class I-M-10, Class I-M-11, Class II-M-10 and Class II-M-11
Certificates]
[THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES
ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER ANY STATE SECURITIES
LAWS. THE HOLDER HEREOF, BY PURCHASING THIS CERTIFICATE, AGREES THAT THIS
CERTIFICATE MAY BE REOFFERED, RESOLD, PLEDGED OR OTHERWISE TRANSFERRED ONLY
IN
COMPLIANCE WITH THE SECURITIES ACT AND OTHER APPLICABLE LAWS AND ONLY (1)
PURSUANT TO RULE 144A UNDER THE SECURITIES ACT (“RULE 144A”) TO A PERSON THAT
THE HOLDER REASONABLY BELIEVES IS A QUALIFIED INSTITUTIONAL BUYER WITHIN
THE
MEANING OF RULE 144A (A “QIB”), PURCHASING FOR ITS OWN ACCOUNT OR A QIB
PURCHASING FOR THE ACCOUNT OF A QIB, WHOM THE HOLDER HAS INFORMED, IN EACH
CASE,
THAT THE REOFFER, RESALE, PLEDGE OR OTHER TRANSFER IS BEING MADE IN RELIANCE
ON
RULE 144A, (2) PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED BY RULE
144
UNDER THE SECURITIES ACT (IF AVAILABLE) OR (3) IN CERTIFICATED FORM TO AN
“INSTITUTIONAL ACCREDITED INVESTOR” WITHIN THE MEANING THEREOF IN RULE
501(a)(1), (2), (3) or (7) OF REGULATION D UNDER THE ACT OR ANY ENTITY IN
WHICH
ALL OF THE EQUITY OWNERS COME WITHIN SUCH PARAGRAPHS PURCHASING NOT FOR
DISTRIBUTION IN VIOLATION OF THE SECURITIES ACT, SUBJECT TO (A) THE RECEIPT
BY
THE TRUSTEE OF A LETTER SUBSTANTIALLY IN THE FORM PROVIDED IN THE AGREEMENT
AND
(B) THE RECEIPT BY THE TRUSTEE OF SUCH OTHER EVIDENCE ACCEPTABLE TO THE TRUSTEE
THAT SUCH REOFFER, RESALE, PLEDGE OR TRANSFER IS IN COMPLIANCE WITH THE
SECURITIES ACT AND OTHER APPLICABLE LAWS OR IN EACH CASE IN ACCORDANCE WITH
ALL
APPLICABLE SECURITIES LAWS OF THE UNITED STATES AND ANY OTHER APPLICABLE
JURISDICTION.]
[For
the Class I-M-10, Class I-M-11, Class II-M-10 and Class II-M-11
Certificates]
[NOTWITHSTANDING THE PREVIOUS PARAGRAPH, A CERTIFICATION WILL NOT BE REQUIRED
WITH RESPECT TO THE TRANSFER OF THIS CERTIFICATE TO A DEPOSITORY, OR FOR
ANY
SUBSEQUENT TRANSFER OF THIS CERTIFICATE FOR SO LONG AS THIS CERTIFICATE IS
A
BOOK-ENTRY CERTIFICATE. ANY TRANSFEREE OF THIS CERTIFICATE WILL BE DEEMED
TO
HAVE REPRESENTED BY VIRTUE OF ITS PURCHASE OR HOLDING OF THIS CERTIFICATE
(OR
INTEREST HEREIN) THAT SUCH TRANSFEREE IS A “QUALIFIED INSTITUTIONAL BUYER”
WITHIN THE MEANING OF RULE 144A UNDER THE 1933 ACT.]
[For
the Class I-M-10, Class I-M-11, Class II-M-10 and Class II-M-11
Certificates]
[THIS CERTIFICATE MAY NOT BE ACQUIRED DIRECTLY OR INDIRECTLY BY, OR ON BEHALF
OF, AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT WHICH IS SUBJECT
TO
TITLE I OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED,
OR
SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED, UNLESS THE
TRANSFEREE CERTIFIES OR REPRESENTS THAT THE PROPOSED TRANSFER AND HOLDING
OF A
CERTIFICATE AND THE SERVICING, MANAGEMENT AND OPERATION OF THE TRUST AND
ITS
ASSETS: (I) WILL NOT RESULT IN ANY PROHIBITED TRANSACTION WHICH IS NOT COVERED
UNDER AN INDIVIDUAL OR CLASS PROHIBITED TRANSACTION EXEMPTION, INCLUDING,
BUT
NOT LIMITED TO PROHIBITED TRANSACTION CLASS EXEMPTION (“PTCE”) 84-14, ▇▇▇▇
▇▇-▇▇, ▇▇▇▇ ▇▇-▇, ▇▇▇▇ 95-60 OR PTCE 96-23 AND (II) WILL NOT GIVE RISE TO
ANY
ADDITIONAL OBLIGATIONS ON THE PART OF THE DEPOSITOR, THE MASTER SERVICER
OR THE
TRUSTEE, WHICH WILL BE DEEMED REPRESENTED BY AN OWNER OF A BOOK-ENTRY
CERTIFICATE OR A GLOBAL CERTIFICATE OR UNLESS AN OPINION SPECIFIED IN SECTION
6.02 OF THE AGREEMENT IS PROVIDED.]
|
Certificate
No.1
|
Adjustable
Rate
|
|
|
Class
[I-M-1][I-M-2][I-M-3][I-M-4][I-M-5][I-M-6][I-M-7][I-M-8][I-M-9][I-M-10][I-M-11]
[II-M-1][II-M-2][II-M-3][II-M-4][II-M-5][II-M-6][II-M-7][II-M-8][II-M-9][II-M-10][II-M-11]
Subordinate
|
||
|
Date
of Pooling and Servicing Agreement
and
Cut-off Date: October 1, 2006
|
Aggregate
Initial Certificate Principal Balance of this Certificate as of
the
Cut-off Date:
$[__________]
|
|
|
First
Distribution Date:
November
27, 2006
|
Initial
Certificate Principal Balance of this Certificate as of the Cut-off
Date:
$[__________]
|
|
|
Master
Servicer:
EMC
Mortgage Corporation
|
CUSIP:
[_____]
|
|
|
Last
Scheduled Distribution Date:
October
25, 2036
|
||
ASSET-BACKED
CERTIFICATE
SERIES
2006-HE8
evidencing
a fractional undivided interest in the distributions allocable to the Class
[I-M-1][I-M-2][I-M-3][I-M-4][I-M-5][I-M-6][I-M-7][I-M-8][I-M-9][I-M-10][I-M-11][II-M-1][II-M-2][II-M-3][II-M-4][II-M-5][II-M-6][II-M-7][II-M-8][II-M-9][II-M-10][II-M-11]
Certificates with respect to a Trust Fund consisting primarily of a pool
of
conventional, closed-end, first and second lien, subprime, one- to four-family
fixed and adjustable interest rate mortgage loans sold by BEAR ▇▇▇▇▇▇▇ ASSET
BACKED SECURITIES I LLC.
This
Certificate is payable solely from the assets of the Trust Fund relating
to Loan
Group [I][II], and does not represent an obligation of or interest in Bear
▇▇▇▇▇▇▇ Asset Backed Securities I LLC, the Master Servicer or the Trustee
referred to below or any of their affiliates or any other person. Neither
this
Certificate nor the underlying Mortgage Loans are guaranteed or insured by
any
governmental entity or by Bear ▇▇▇▇▇▇▇ Asset Backed Securities I LLC, the
Master
Servicer or the Trustee or any of their affiliates or any other person. None
of
Bear ▇▇▇▇▇▇▇ Asset Backed Securities I LLC, the Master Servicer or any of
their
affiliates will have any obligation with respect to any certificate or other
obligation secured by or payable from payments on the Certificates.
This
certifies that Cede & Co. is the registered owner of the Percentage Interest
evidenced hereby in the beneficial ownership interest of Certificates of
the
same Class as this Certificate in a trust (the “Trust Fund”) generally
consisting of conventional, closed-end, first and second lien, subprime,
fixed
and adjustable rate mortgage loans secured by one- to four- family residences
(collectively, the “Mortgage Loans”) sold by Bear ▇▇▇▇▇▇▇ Asset Backed
Securities I LLC (“BSABS I”). The Mortgage Loans were sold by EMC Mortgage
Corporation (“EMC”) and Master Funding LLC to BSABS I. EMC will act as master
servicer of the Mortgage Loans (in that capacity, the “Master Servicer,” which
term includes any successors thereto under the Agreement referred to below).
The
Trust Fund was created pursuant to the Pooling and Servicing Agreement, dated
as
of the Cut-off Date specified above (the “Agreement”), among BSABS I, as
depositor (the “Depositor”), EMC Mortgage Corporation, as seller and as Master
Servicer, and LaSalle Bank National Association, as trustee (the “Trustee”), a
summary of certain of the pertinent provisions of which is set forth hereafter.
To the extent not defined herein, capitalized terms used herein shall have
the
meaning ascribed to them in the Agreement. This Certificate is issued under
and
is subject to the terms, provisions and conditions of the Agreement, to which
Agreement the Holder of this Certificate by virtue of its acceptance hereof
assents and by which such Holder is bound.
Interest
on this Certificate will accrue from and including the immediately preceding
Distribution Date (or with respect to the First Distribution Date, the Closing
Date) to and including the day prior to the current Distribution Date on
the
Certificate Principal Balance hereof at a per annum rate equal to the
Pass-Through Rate set forth above. The Trustee will distribute on the 25th
day
of each month, or, if such 25th day is not a Business Day, the immediately
following Business Day (each, a “Distribution Date”), commencing on the First
Distribution Date specified above, to the Person in whose name this Certificate
is registered at the close of business on the Business Day immediately preceding
such Distribution Date so long as such Certificate remains in book-entry
form
(and otherwise, the close of business on the last Business Day of the month
immediately preceding the month of such Distribution Date), an amount equal
to
the product of the Percentage Interest evidenced by this Certificate and
the
amount (of interest and principal, if any) required to be distributed to
the
Holders of Certificates of the same Class as this Certificate. The Assumed
Final
Distribution Date is the Distribution Date in the month following the latest
scheduled maturity date of any Mortgage Loan.
Distributions
on this Certificate will be made by the Trustee by check mailed to the address
of the Person entitled thereto as such name and address shall appear on the
Certificate Register or, if such Person so requests by notifying the Trustee
in
writing as specified in the Agreement. Notwithstanding the above, the final
distribution on this Certificate will be made after due notice by the Trustee
of
the pendency of such distribution and only upon presentation and surrender
of
this Certificate at the office or agency appointed by the Trustee for that
purpose and designated in such notice. The initial Certificate Principal
Balance
of this Certificate is set forth above. The Certificate Principal Balance
hereof
will be reduced to the extent of distributions allocable to principal hereon
and
any Realized Losses allocable hereto
[For
the
Class I-M-10, Class I-M-11, Class II-M-10 and Class II-M-11 Certificates]
[No
transfer of this Class [I][II]-M-[10][11] Certificate will be made unless
such
transfer is (i) exempt from the registration requirements of the Securities
Act
of 1933, as amended, and any applicable state securities laws or is made
in
accordance with said Act and laws and (ii) made in accordance with Section
6.02
of the Agreement. In the event that such transfer is to be made the Trustee
shall register such transfer if, (i) made to a transferee who has provided
the
Trustee with evidence as to its QIB status; or (ii) (A) the transferor has
advised the Trustee in writing that the Certificate is being transferred
to an
Institutional Accredited Investor and (B) prior to such transfer the transferee
furnishes to the Trustee an Investment Letter; provided that if based upon
an
Opinion of Counsel to the effect that (A) and (B) above are not sufficient
to
confirm that such transfer is being made pursuant to an exemption from, or
in a
transaction not subject to, the registration requirements of the Securities
Act
and other applicable laws, the Trustee shall as a condition of the registration
of any such transfer require the transferor to furnish such other
certifications, legal opinions or other information prior to registering
the
transfer of this Certificate as shall be set forth in such Opinion of
Counsel.]
[For
the
Class I-M-10, Class I-M-11, Class II-M-10 and Class II-M-11 Certificates]
[Notwithstanding the foregoing, the certifications will not be required with
respect to the transfer of this Certificate to a Depository, or for any
subsequent transfer of this Certificate for so long as this Certificate is
a
Book-Entry Certificate.]
This
Certificate is one of a duly authorized issue of Certificates designated
as set
forth on the face hereof (the “Certificates”). The Certificates, in the
aggregate, evidence the entire beneficial ownership interest in the Trust
Fund
formed pursuant to the Agreement.
The
Certificateholder, by its acceptance of this Certificate, agrees that it
will
look solely to the Trust Fund for payment hereunder and that the Trustee
is not
liable to the Certificateholders for any amount payable under this Certificate
or the Agreement or, except as expressly provided in the Agreement, subject
to
any liability under the Agreement.
This
Certificate does not purport to summarize the Agreement and reference is
made to
the Agreement for the interests, rights and limitations of rights, benefits,
obligations and duties evidenced hereby, and the rights, duties and immunities
of the Trustee.
The
Agreement permits, with certain exceptions therein provided, the amendment
thereof and the modification of the rights and obligations of the Depositor
and
the rights of the Certificateholders under the Agreement from time to time
by
the parties thereto with the consent of the Holders of Certificates, evidencing
over 50% of the Voting Rights of the Certificates, or with the consent the
Holders of the Certificates evidencing over 50% of the Voting Rights of the
related Certificates, or with the consent of the Holders of each Class of
Certificates affected thereby evidencing over 50% of the Voting Rights of
such
class or classes, as applicable. Any such consent by the Holder of this
Certificate shall be conclusive and binding on such Holder and upon all future
Holders of this Certificate and of any Certificate issued upon the transfer
hereof or in lieu hereof whether or not notation of such consent is made
upon
this Certificate. The Agreement also permits the amendment thereof, in certain
limited circumstances, without the consent of the Holders of any of the
Certificates.
As
provided in the Agreement and subject to certain limitations therein set
forth,
the transfer of this Certificate is registrable with the Trustee upon surrender
of this Certificate for registration of transfer at the offices or agencies
maintained by the Trustee for such purposes, duly endorsed by, or accompanied
by
a written instrument of transfer in form satisfactory to the Trustee duly
executed by the Holder hereof or such Holder’s attorney duly authorized in
writing, and thereupon one or more new Certificates in authorized denominations
representing a like aggregate Percentage Interest will be issued to the
designated transferee.
[For
the
Class I-M-1, Class I-M-2, Class I-M-3, Class I-M-4, Class I-M-5, Class I-M-6,
Class I-M-7, Class I-M-8, Class I-M-9, Class II-M-1, Class II-M-2, Class
II-M-3,
Class II-M-4, Class II-M-5, Class II-M-6, Class II-M-7, Class II-M-8 and
Class
II-M-9 Certificates] Each holder of a Certificate or beneficial ownership
shall
be deemed to have made the representations set forth in Section 6.02(h) of
the
Pooling and Servicing Agreement.
[For
the
Class I-M-10, Class I-M-11, Class II-M-10 and Class II-M-11 Certificates]
[This
Certificate may not be acquired directly or indirectly by, or on behalf of,
an
employee benefit plan or other retirement arrangement which is subject to
Title
I of the Employee Retirement Income Security Act of 1974, as amended, or
Section
4975 of the Internal Revenue Code of 1986, as amended, unless the transferee
certifies or represents that the proposed transfer and holding of a Certificate
and the servicing, management and operation of the trust and its assets:
(i)
will not result in any prohibited transaction which is not covered under
an
individual or class prohibited transaction exemption, including, but not
limited
to, Prohibited Transaction Class Exemption (“PTCE”) 84-14, ▇▇▇▇ ▇▇-▇▇, ▇▇▇▇
▇▇-▇, ▇▇▇▇ 95-60 or PTCE 96-23 and (ii) will not give rise to any additional
obligations on the part of the Depositor, the Master Servicer or the Trustee,
which will be deemed represented by an owner of a Book-Entry Certificate
or a
Global Certificate or unless an Opinion of Counsel specified in section 6.02
of
the Agreement is provided. This Certificate is one of a duly authorized issue
of
Certificates designated as set forth on the face hereof (the “Certificates”).
The Certificates, in the aggregate, evidence the entire beneficial ownership
interest in the Trust Fund formed pursuant to the Agreement.]
The
Certificates are issuable only as registered Certificates without coupons
in the
Classes and denominations specified in the Agreement. As provided in the
Agreement and subject to certain limitations therein set forth, this Certificate
is exchangeable for one or more new Certificates evidencing the same Class
and
in the same aggregate Percentage Interest, as requested by the Holder
surrendering the same.
No
service charge will be made to the Certificateholders for any such registration
of transfer, but the Trustee may require payment of a sum sufficient to cover
any tax or other governmental charge payable in connection therewith. The
Depositor, the Master Servicer, the Trustee and any agent of any of them
may
treat the Person in whose name this Certificate is registered as the owner
hereof for all purposes, and none of the Depositor, the Master Servicer,
the
Trustee or any such agent shall be affected by notice to the
contrary.
The
obligations created by the Agreement and the Trust Fund relating to Loan
Group
[I][II] created thereby (other than the obligations to make payments to related
Certificateholders with respect to the termination of the Agreement) shall
terminate upon the earlier of (i) the later of (A) the maturity or other
liquidation (or Advance with respect thereto) of the last Mortgage Loan
remaining in the Trust Fund relating to Loan Group [I][II] and disposition
of
all property acquired upon foreclosure or deed in lieu of foreclosure of
any
Group [I][II] Mortgage Loan and (B) the remittance of all funds relating
to Loan
Group [I][II] due under the Agreement, or (ii) the optional repurchase by
the
party named in the Agreement of all the Mortgage Loans and other assets of
the
Trust Fund relating to Loan Group [I][II] in accordance with the terms of
the
Agreement. Such optional repurchase may be made only on or after the first
Distribution Date on which the aggregate Stated Principal Balance of the
Group
[I][II] Mortgage Loans is less than or equal to a certain percentage of the
aggregate Stated Principal Balance of the Group [I][II] Mortgage Loans as
of the
Cut-off Date as set forth in the Agreement. The exercise of such right will
effect the early retirement of the Group [I][II] Certificates. In no event,
however, will the Group [I][II] Sub-Trust created by the Agreement continue
beyond the earlier of (i) the expiration of 21 years after the death of certain
persons identified in the Agreement and (ii) the Latest Possible Maturity
Date
(as defined in the Agreement) related to Loan Group [I][II].
Unless
this Certificate has been countersigned by an authorized signatory of the
Trustee by manual signature, this Certificate shall not be entitled to any
benefit under the Agreement, or be valid for any purpose.
IN
WITNESS WHEREOF, the Trustee has caused this Certificate to be duly
executed.
|
Dated: _________,
____
|
LASALLE
BANK NATIONAL ASSOCIATION,
not
in its individual capacity but solely as Trustee
|
||||||||||||
|
By:
|
|||||||||||||
|
Authorized
Signatory
|
|||||||||||||
CERTIFICATE
OF AUTHENTICATION
This
is
one of the Class
[I-M-1][I-M-2][I-M-3][I-M-4][I-M-5][I-M-6][I-M-7][I-M-8][I-M-9][I-M-10][I-M-11][II-M-1][II-M-2][II-M-3][II-M-4][II-M-5][II-M-6][II-M-7][II-M-8][II-M-9][II-M-10][II-M-11]
Certificates referred to in the within-mentioned Agreement.
|
LASALLE
BANK NATIONAL ASSOCIATION
Authorized
signatory of LaSalle Bank National Association, not in its individual
capacity but solely as Trustee
|
|||||||||||||
|
By:
|
|||||||||||||
|
Authorized
Signatory
|
|||||||||||||
ASSIGNMENT
FOR
VALUE
RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto
__________________________________ (Please print or typewrite name and address
including postal zip code of assignee) a Percentage Interest evidenced by
the
within Asset-Backed Certificate and hereby authorizes the transfer of
registration of such interest to assignee on the Certificate Register of
the
Trust Fund.
I
(We)
further direct the Certificate Registrar to issue a new Certificate of a
like
denomination and Class, to the above named assignee and deliver such Certificate
to the following address:
|
Dated:
|
|
|
Signature
by or on behalf of assignor
|
|
|
Signature
Guaranteed
|
DISTRIBUTION
INSTRUCTIONS
The
assignee should include the following for purposes of distribution:
|
Distributions
shall be made, by wire transfer or otherwise, in immediately available
|
|||||||
|
funds
to
|
|||||||
|
for
the account of
|
|||||||
|
account
number
|
or,
if mailed by check, to
|
||||||
|
Applicable
statements should be mailed to
|
|||||||
|
This
information is provided by
|
|||||||
|
assignee
named above, or
|
|||||||
|
its
agent.
|
|||||||
EXHIBIT
A-3
Form
of
Class P Certificate
SOLELY
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS A “REGULAR
INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE
CODE OF
1986 (THE “CODE”).
THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE WILL BE DECREASED BY THE
PRINCIPAL PAYMENTS HEREON. ACCORDINGLY, FOLLOWING THE INITIAL ISSUANCE OF
THE
CERTIFICATES, THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE WILL
BE
DIFFERENT FROM THE DENOMINATION SHOWN BELOW. ANYONE ACQUIRING THIS CERTIFICATE
MAY ASCERTAIN ITS CERTIFICATE PRINCIPAL BALANCE BY INQUIRY OF THE TRUSTEE
NAMED
HEREIN.
THIS
CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES
ACT OF
1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER ANY STATE SECURITIES LAWS. THE
HOLDER HEREOF, BY PURCHASING THIS CERTIFICATE, AGREES THAT THIS CERTIFICATE
MAY
BE REOFFERED, RESOLD, PLEDGED OR OTHERWISE TRANSFERRED ONLY IN COMPLIANCE
WITH
THE SECURITIES ACT AND OTHER APPLICABLE LAWS AND ONLY (1) PURSUANT TO RULE
144A
UNDER THE SECURITIES ACT (“RULE 144A”) TO A PERSON THAT THE HOLDER REASONABLY
BELIEVES IS A QUALIFIED INSTITUTIONAL BUYER WITHIN THE MEANING OF RULE 144A
(A
“QIB”), PURCHASING FOR ITS OWN ACCOUNT OR A QIB PURCHASING FOR THE ACCOUNT OF
A
QIB, WHOM THE HOLDER HAS INFORMED, IN EACH CASE, THAT THE REOFFER, RESALE,
PLEDGE OR OTHER TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A, (2) PURSUANT
TO
AN EXEMPTION FROM REGISTRATION PROVIDED BY RULE 144 UNDER THE SECURITIES
ACT (IF
AVAILABLE) OR (3) IN CERTIFICATED FORM TO AN “INSTITUTIONAL ACCREDITED INVESTOR”
WITHIN THE MEANING THEREOF IN RULE 501(a)(1), (2), (3) or (7) OF REGULATION
D
UNDER THE ACT OR ANY ENTITY IN WHICH ALL OF THE EQUITY OWNERS COME WITHIN
SUCH
PARAGRAPHS PURCHASING NOT FOR DISTRIBUTION IN VIOLATION OF THE SECURITIES
ACT,
SUBJECT TO (A) THE RECEIPT BY THE TRUSTEE OF A LETTER SUBSTANTIALLY IN THE
FORM
PROVIDED IN THE AGREEMENT AND (B) THE RECEIPT BY THE TRUSTEE OF SUCH OTHER
EVIDENCE ACCEPTABLE TO THE TRUSTEE THAT SUCH REOFFER, RESALE, PLEDGE OR TRANSFER
IS IN COMPLIANCE WITH THE SECURITIES ACT AND OTHER APPLICABLE LAWS OR IN
EACH
CASE IN ACCORDANCE WITH ALL APPLICABLE SECURITIES LAWS OF THE UNITED STATES
AND
ANY OTHER APPLICABLE JURISDICTION.
NO
TRANSFER OF THIS CERTIFICATE MAY BE MADE TO ANY PERSON, UNLESS THE TRANSFEREE
PROVIDES EITHER A CERTIFICATION PURSUANT TO SECTION 6.02(h) OF THE AGREEMENT
OR
AN OPINION OF COUNSEL SATISFACTORY TO THE TRUSTEE THAT THE PURCHASE AND HOLDING
OF THIS CERTIFICATE ARE PERMISSIBLE UNDER APPLICABLE LAW, WILL NOT CONSTITUTE
OR
RESULT IN ANY NON-EXEMPT PROHIBITED TRANSACTIONS UNDER SECTION 406 OF THE
EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”) OR SECTION
4975 OF THE CODE AND WILL NOT SUBJECT THE TRUSTEE, MASTER SERVICER OR THE
DEPOSITOR TO ANY OBLIGATION OR LIABILITY IN ADDITION TO THOSE UNDERTAKEN
IN THE
AGREEMENT.
|
Certificate
No.1
|
Percentage
Interest: 100%
|
|
Class
[I-P][II-P]
|
|
|
Date
of Pooling and Servicing Agreement and Cut-off Date: October 1,
2006
|
Aggregate
Initial Certificate Principal Balance of this Certificate as of
the
Cut-off Date:
$100.00
|
|
First
Distribution Date:
November
27, 2006
|
Initial
Certificate Principal Balance of this Certificate as of the Cut-off
Date:
$100.00
|
|
Master
Servicer:
EMC
Mortgage Corporation
|
CUSIP:
[_____]
|
|
Last
Scheduled Distribution Date:
October
25, 2036
|
|
ASSET-BACKED
CERTIFICATE
SERIES
2006-HE8
evidencing
a fractional undivided interest in the distributions allocable to the Class
[I-P][II-P] Certificates with respect to a Trust Fund consisting primarily
of a
pool of conventional, closed-end, first and second lien, subprime, one- to
four-family fixed and adjustable interest rate mortgage loans sold by BEAR
▇▇▇▇▇▇▇ ASSET BACKED SECURITIES I LLC.
This
Certificate is payable solely from the assets of the Trust Fund relating
to Loan
Group [I][II], and does not represent an obligation of or interest in Bear
▇▇▇▇▇▇▇ Asset Backed Securities I LLC, the Master Servicer or the Trustee
referred to below or any of their affiliates or any other person. Neither
this
Certificate nor the underlying Mortgage Loans are guaranteed or insured by
any
governmental entity or by Bear ▇▇▇▇▇▇▇ Asset Backed Securities I LLC, the
Master
Servicer or the Trustee or any of their affiliates or any other person. None
of
Bear ▇▇▇▇▇▇▇ Asset Backed Securities I LLC, the Master Servicer or any of
their
affiliates will have any obligation with respect to any certificate or other
obligation secured by or payable from payments on the Certificates.
This
certifies that Bear, ▇▇▇▇▇▇▇ Securities Corp. is the registered owner of
the
Percentage Interest evidenced hereby in the beneficial ownership interest
of
Certificates of the same Class as this Certificate in a trust (the “Trust Fund”)
generally consisting of conventional, closed-end, first and second lien,
subprime, fixed and adjustable rate mortgage loans secured by one- to
four-family residences (collectively, the “Mortgage Loans”) sold by Bear ▇▇▇▇▇▇▇
Asset Backed Securities I LLC (“BSABS I”). The Mortgage Loans were sold by EMC
Mortgage Corporation (“EMC”) and Master Funding LLC (“Master Funding LLC”, and
together with EMC, the “Sellers”) to BSABS I. EMC will act as master servicer of
the Mortgage Loans (in that capacity, the “Master Servicer,” which term includes
any successors thereto under the Agreement referred to below). The Trust
Fund
was created pursuant to the Pooling and Servicing Agreement, dated as of
the
Cut-off Date specified above (the “Agreement”), among BSABS I, as depositor (the
“Depositor”), EMC Mortgage Corporation, as seller and as Master Servicer, and
LaSalle Bank National Association, as trustee (the “Trustee”), a summary of
certain of the pertinent provisions of which is set forth hereafter. To the
extent not defined herein, capitalized terms used herein shall have the meaning
ascribed to them in the Agreement. This Certificate is issued under and is
subject to the terms, provisions and conditions of the Agreement, to which
Agreement the Holder of this Certificate by virtue of its acceptance hereof
assents and by which such Holder is bound.
The
Trustee will distribute on the 25th day of each month, or, if such 25th day
is
not a Business Day, the immediately following Business Day (each, a
“Distribution Date”), commencing on the First Distribution Date specified above,
to the Person in whose name this Certificate is registered at the close of
business on the last day (or if such last day is not a Business Day, the
Business Day immediately preceding such last day) of the calendar month
immediately preceding the month in which the Distribution Date occurs, an
amount
equal to the product of the Percentage Interest evidenced by this Certificate
and the amounts required to be distributed to the Holders of Certificates
of the
same Class as this Certificate.
Distributions
on this Certificate will be made by the Trustee by check mailed to the address
of the Person entitled thereto as such name and address shall appear on the
Certificate Register or, if such Person so requests by notifying the Trustee
in
writing as specified in the Agreement. Notwithstanding the above, the final
distribution on this Certificate will be made after due notice by the Trustee
of
the pendency of such distribution and only upon presentation and surrender
of
this Certificate at the office or agency appointed by the Trustee for that
purpose and designated in such notice.
No
transfer of this Certificate shall be made unless the transfer is made pursuant
to an effective registration statement under the Securities Act of 1933,
as
amended (the “1933 Act”), and an effective registration or qualification under
applicable state securities laws, or is made in a transaction that does not
require such registration or qualification. In the event that such a transfer
of
this Certificate is to be made without registration or qualification, the
Trustee shall require receipt of (i) if such transfer is purportedly being
made
in reliance upon Rule 144A under the 1933 Act, written certifications from
the
Holder of the Certificate desiring to effect the transfer, and from such
Holder’s prospective transferee, substantially in the forms attached to the
Agreement as Exhibit D and either Exhibit E or Exhibit F, as applicable,
and
(ii) in all other cases, an Opinion of Counsel satisfactory to it that such
transfer may be made without such registration or qualification (which Opinion
of Counsel shall not be an expense of the Trust Fund or of the Depositor,
the
Trustee or the Master Servicer in their respective capacities as such), together
with copies of the written certification(s) of the Holder of the Certificate
desiring to effect the transfer and/or such Holder’s prospective transferee upon
which such Opinion of Counsel is based. Neither the Depositor nor the Trustee
is
obligated to register or qualify the Class of Certificates specified on the
face
hereof under the 1933 Act or any other securities law or to take any action
not
otherwise required under the Agreement to permit the transfer of such
Certificates without registration or qualification. Any Holder desiring to
effect a transfer of this Certificate shall be required to indemnify the
Trustee, the Depositor, the Sellers and the Master Servicer against any
liability that may result if the transfer is not so exempt or is not made
in
accordance with such federal and state laws.
No
transfer of this Class [I-P][II-P] Certificate will be made unless the Trustee
shall have received either (i) the Opinion of Counsel set forth in Section
6.02(h) of the Agreement or (ii) a representation letter under Section 6.02(h)
of the Agreement, in the form as described by the Agreement, stating that
the
transferee is not an employee benefit or other plan subject to the prohibited
transaction provisions of ERISA or Section 4975 of the Code (a “Plan”), or any
other person (including an investment manager, a named fiduciary or a trustee
of
any Plan) acting, directly or indirectly, on behalf of or purchasing any
Certificate with “plan assets” of any Plan.
This
Certificate is one of a duly authorized issue of Certificates designated
as set
forth on the face hereof (the “Certificates”). The Certificates, in the
aggregate, evidence the entire beneficial ownership interest in the Trust
Fund
formed pursuant to the Agreement.
The
Certificateholder, by its acceptance of this Certificate, agrees that it
will
look solely to the Trust Fund for payment hereunder and that the Trustee
is not
liable to the Certificateholders for any amount payable under this Certificate
or the Agreement or, except as expressly provided in the Agreement, subject
to
any liability under the Agreement.
This
Certificate does not purport to summarize the Agreement and reference is
made to
the Agreement for the interests, rights and limitations of rights, benefits,
obligations and duties evidenced hereby, and the rights, duties and immunities
of the Trustee.
The
Agreement permits, with certain exceptions therein provided, the amendment
thereof and the modification of the rights and obligations of the Depositor
and
the rights of the Certificateholders under the Agreement from time to time
by
the parties thereto with the consent of the Holders of Certificates, evidencing
over 50% of the Voting Rights of the Certificates, or with the consent the
Holders of the Certificates evidencing over 50% of the Voting Rights of the
related Certificates, or with the consent of the Holders of each Class of
Certificates affected thereby evidencing over 50% of the Voting Rights of
such
class or classes, as applicable. Any such consent by the Holder of this
Certificate shall be conclusive and binding on such Holder and upon all future
Holders of this Certificate and of any Certificate issued upon the transfer
hereof or in lieu hereof whether or not notation of such consent is made
upon
this Certificate. The Agreement also permits the amendment thereof, in certain
limited circumstances, without the consent of the Holders of any of the
Certificates.
As
provided in the Agreement and subject to certain limitations therein set
forth,
the transfer of this Certificate is registrable with the Trustee upon surrender
of this Certificate for registration of transfer at the offices or agencies
maintained by the Trustee for such purposes, duly endorsed by, or accompanied
by
a written instrument of transfer in form satisfactory to the Trustee duly
executed by the Holder hereof or such Holder’s attorney duly authorized in
writing, and thereupon one or more new Certificates in authorized denominations
representing a like aggregate Percentage Interest will be issued to the
designated transferee.
The
Certificates are issuable only as registered Certificates without coupons
in the
Classes and denominations specified in the Agreement. As provided in the
Agreement and subject to certain limitations therein set forth, this Certificate
is exchangeable for one or more new Certificates evidencing the same Class
and
in the same aggregate Percentage Interest, as requested by the Holder
surrendering the same.
No
service charge will be made to the Certificateholders for any such registration
of transfer, but the Trustee may require payment of a sum sufficient to cover
any tax or other governmental charge payable in connection therewith. The
Depositor, the Master Servicer, the Trustee and any agent of any of them
may
treat the Person in whose name this Certificate is registered as the owner
hereof for all purposes, and none of the Depositor, the Master Servicer,
the
Trustee or any such agent shall be affected by notice to the
contrary.
The
obligations created by the Agreement and the Trust Fund relating to Loan
Group
[I][II] created thereby (other than the obligations to make payments to related
Certificateholders with respect to the termination of the Agreement) shall
terminate upon the earlier of (i) the later of (A) the maturity or other
liquidation (or Advance with respect thereto) of the last Mortgage Loan
remaining in the Trust Fund relating to Loan Group [I][II] and disposition
of
all property acquired upon foreclosure or deed in lieu of foreclosure of
any
Group [I][II] Mortgage Loan and (B) the remittance of all funds relating
to Loan
Group [I][II] due under the Agreement, or (ii) the optional repurchase by
the
party named in the Agreement of all the Mortgage Loans and other assets of
the
Trust Fund relating to Loan Group [I][II] in accordance with the terms of
the
Agreement. Such optional repurchase may be made only on or after the first
Distribution Date on which the aggregate Stated Principal Balance of the
Group
[I][II] Mortgage Loans is less than or equal to a certain percentage of the
aggregate Stated Principal Balance of the Group [I][II] Mortgage Loans as
of the
Cut-off Date as set forth in the Agreement. The exercise of such right will
effect the early retirement of the Group [I][II] Certificates. In no event,
however, will the Group [I][II] Sub-Trust created by the Agreement continue
beyond the earlier of (i) the expiration of 21 years after the death of certain
persons identified in the Agreement and (ii) the Latest Possible Maturity
Date
(as defined in the Agreement) related to Loan Group [I][II].
Unless
this Certificate has been countersigned by an authorized signatory of the
Trustee by manual signature, this Certificate shall not be entitled to any
benefit under the Agreement, or be valid for any purpose.
IN
WITNESS WHEREOF, the Trustee has caused this Certificate to be duly
executed.
|
Dated: _________,
____
|
LASALLE
BANK NATIONAL ASSOCIATION,
not
in its individual capacity but solely as Trustee
|
||||||||||||
|
By:
|
|||||||||||||
|
Authorized
Signatory
|
|||||||||||||
CERTIFICATE
OF AUTHENTICATION
This
is
one of the Class [I-P][II-P] Certificates referred to in the within-mentioned
Agreement.
|
LASALLE
BANK NATIONAL ASSOCIATION
Authorized
signatory of LaSalle Bank National Association, not in its individual
capacity but solely as Trustee
|
|||||||||||||
|
By:
|
|||||||||||||
|
Authorized
Signatory
|
|||||||||||||
ASSIGNMENT
FOR
VALUE
RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto
__________________________________ (Please print or typewrite name and address
including postal zip code of assignee) a Percentage Interest evidenced by
the
within Asset-Backed Certificate and hereby authorizes the transfer of
registration of such interest to assignee on the Certificate Register of
the
Trust Fund.
I
(We)
further direct the Certificate Registrar to issue a new Certificate of a
like
denomination and Class, to the above named assignee and deliver such Certificate
to the following address:
|
.
|
|
Dated:
|
|
|
Signature
by or on behalf of assignor
|
|
|
Signature
Guaranteed
|
DISTRIBUTION
INSTRUCTIONS
The
assignee should include the following for purposes of distribution:
|
Distributions
shall be made, by wire transfer or otherwise, in immediately available
|
|||||||
|
funds
to
|
|||||||
|
for
the account of
|
|||||||
|
account
number
|
or,
if mailed by check, to
|
||||||
|
Applicable
statements should be mailed to
|
|||||||
|
This
information is provided by
|
|||||||
|
assignee
named above, or
|
|||||||
|
its
agent.
|
|||||||
EXHIBIT
A-4
Form
of
Class CE Certificates
THIS
CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE SENIOR CERTIFICATES
AND
THE CLASS M CERTIFICATES AS DESCRIBED IN THE AGREEMENT (AS DEFINED
BELOW).
SOLELY
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE REPRESENTS A “REGULAR
INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE
CODE OF
1986 (THE “CODE”).
THIS
CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES
ACT OF
1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER ANY STATE SECURITIES LAWS. THE
HOLDER HEREOF, BY PURCHASING THIS CERTIFICATE, AGREES THAT THIS CERTIFICATE
MAY
BE REOFFERED, RESOLD, PLEDGED OR OTHERWISE TRANSFERRED ONLY IN COMPLIANCE
WITH
THE SECURITIES ACT AND OTHER APPLICABLE LAWS AND ONLY (1) PURSUANT TO RULE
144A
UNDER THE SECURITIES ACT (“RULE 144A”) TO A PERSON THAT THE HOLDER REASONABLY
BELIEVES IS A QUALIFIED INSTITUTIONAL BUYER WITHIN THE MEANING OF RULE 144A
(A
“QIB”), PURCHASING FOR ITS OWN ACCOUNT OR A QIB PURCHASING FOR THE ACCOUNT OF
A
QIB, WHOM THE HOLDER HAS INFORMED, IN EACH CASE, THAT THE REOFFER, RESALE,
PLEDGE OR OTHER TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A, (2) PURSUANT
TO
AN EXEMPTION FROM REGISTRATION PROVIDED BY RULE 144 UNDER THE SECURITIES
ACT (IF
AVAILABLE) OR (3) IN CERTIFICATED FORM TO AN “INSTITUTIONAL ACCREDITED INVESTOR”
WITHIN THE MEANING THEREOF IN RULE 501(a)(1), (2), (3) or (7) OF REGULATION
D
UNDER THE ACT OR ANY ENTITY IN WHICH ALL OF THE EQUITY OWNERS COME WITHIN
SUCH
PARAGRAPHS PURCHASING NOT FOR DISTRIBUTION IN VIOLATION OF THE SECURITIES
ACT,
SUBJECT TO (A) THE RECEIPT BY THE TRUSTEE OF A LETTER SUBSTANTIALLY IN THE
FORM
PROVIDED IN THE AGREEMENT AND (B) THE RECEIPT BY THE TRUSTEE OF SUCH OTHER
EVIDENCE ACCEPTABLE TO THE TRUSTEE THAT SUCH REOFFER, RESALE, PLEDGE OR TRANSFER
IS IN COMPLIANCE WITH THE SECURITIES ACT AND OTHER APPLICABLE LAWS OR IN
EACH
CASE IN ACCORDANCE WITH ALL APPLICABLE SECURITIES LAWS OF THE UNITED STATES
AND
ANY OTHER APPLICABLE JURISDICTION.
NO
TRANSFER OF THIS CERTIFICATE MAY BE MADE TO ANY PERSON, UNLESS THE TRANSFEREE
PROVIDES EITHER A CERTIFICATION PURSUANT TO SECTION 6.02(h) OF THE AGREEMENT
OR
AN OPINION OF COUNSEL SATISFACTORY TO THE TRUSTEE THAT THE PURCHASE AND HOLDING
OF THIS CERTIFICATE ARE PERMISSIBLE UNDER APPLICABLE LAW, WILL NOT CONSTITUTE
OR
RESULT IN ANY NON-EXEMPT PROHIBITED TRANSACTIONS UNDER SECTION 406 OF THE
EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”) OR SECTION
4975 OF THE CODE AND WILL NOT SUBJECT THE TRUSTEE, MASTER SERVICER OR THE
DEPOSITOR TO ANY OBLIGATION OR LIABILITY IN ADDITION TO THOSE UNDERTAKEN
IN THE
AGREEMENT.
NO
TRANSFER OF THIS CERTIFICATE SHALL BE MADE UNLESS THE TRANSFEREE PROVIDES
TO THE
TRUSTEE THE APPROPRIATE TAX CERTIFICATION FORM (I.E., IRS FORM W-9 OR IRS
FORM
W-8BEN, W-8IMY, OR W-8ECI, AS APPLICABLE (OR ANY SUCCESSOR FORM THERETO)),
AS A
CONDITION TO SUCH TRANSFER AND AGREES TO UPDATE SUCH FORMS (I) UPON EXPIRATION
OF ANY SUCH FORM, (II) AS REQUIRED UNDER THEN APPLICABLE U.S. TREASURY
REGULATIONS AND (III) PROMPTLY UPON LEARNING THAT ANY IRS FORM W-9 OR IRS
FORM
W-8BEN, W-8IMY, OR W-8ECI, AS APPLICABLE (OR ANY SUCCESSOR FORM THERETO),
HAS
BECOME OBSOLETE OR INCORRECT. UPON RECEIPT OF ANY SUCH TAX CERTIFICATION
FORM
FROM A TRANSFEREE OF THIS CERTIFICATE, THE TRUSTEE SHALL PROVIDE A COPY OF
SUCH
TAX CERTIFICATION FORM TO THE RELATED SUPPLEMENTAL INTEREST TRUST TRUSTEE.
THE
RELATED SUPPLEMENTAL INTEREST TRUST TRUSTEE SHALL PROVIDE A COPY OF ANY SUCH
TAX
CERTIFICATION FORM TO THE RELATED SWAP PROVIDER.
|
Certificate
No. 1
|
Percentage
Interest: 100%
|
|
Class
[I-CE][II-CE]
|
Adjustable
Rate
|
|
Date
of Pooling and Servicing Agreement
and
Cut-off Date: October 1, 2006
|
Initial
Certificate Notional Amount of this Certificate as of the Cut-off
Date:
$[__________]
|
|
First
Distribution Date:
November
27, 2006
|
Aggregate
Certificate Notional Amount of this Certificate as of the Cut-off
Date:
$[__________]
|
|
Master
Servicer:
EMC
Mortgage Corporation
|
CUSIP:
[_____]
|
|
Last
Scheduled Distribution Date:
October
25, 2036
|
|
ASSET-BACKED
CERTIFICATE
SERIES
2006-HE8
evidencing
a fractional undivided interest in the distributions allocable to the Class
[I-CE][II-CE] Certificates with respect to a Trust Fund consisting primarily
of
a pool of conventional, closed-end, first and second lien, subprime, one-to-four
family fixed and adjustable interest rate mortgage loans sold by BEAR ▇▇▇▇▇▇▇
ASSET BACKED SECURITIES I LLC.
This
Certificate is payable solely from the assets of the Trust Fund relating
to Loan
Group [I][II], and does not represent an obligation of or interest in Bear
▇▇▇▇▇▇▇ Asset Backed Securities I LLC, the Master Servicer or the Trustee
referred to below or any of their affiliates or any other person. Neither
this
Certificate nor the underlying Mortgage Loans are guaranteed or insured by
any
governmental entity or by Bear ▇▇▇▇▇▇▇ Asset Backed Securities I LLC, the
Master
Servicer or the Trustee or any of their affiliates or any other person. None
of
Bear ▇▇▇▇▇▇▇ Asset Backed Securities I LLC, the Master Servicer or any of
their
affiliates will have any obligation with respect to any certificate or other
obligation secured by or payable from payments on the Certificates.
This
certifies that Bear, ▇▇▇▇▇▇▇ Securities Corp. is the registered owner of
the
Percentage Interest evidenced hereby in the beneficial ownership interest
of
Certificates of the same Class as this Certificate in a trust (the “Trust Fund”)
generally consisting conventional, closed-end, first and second lien, fixed
and
adjustable rate mortgage loans secured by one- to four-family residences
(collectively, the “Mortgage Loans”) sold by Bear ▇▇▇▇▇▇▇ Asset Backed
Securities I LLC (“BSABS I”). The Mortgage Loans were sold by EMC Mortgage
Corporation (“EMC”) and Master Funding LLC (“Master Funding LLC”, and together
with EMC, the “Sellers”) to BSABS I. EMC will act as master servicer of the
Mortgage Loans (in that capacity, the “Master Servicer,” which term includes any
successors thereto under the Agreement referred to below). The Trust Fund
was
created pursuant to the Pooling and Servicing Agreement, dated as of the
Cut-off
Date specified above (the “Agreement”), among BSABS I, as depositor (the
“Depositor”), EMC Mortgage Corporation, as seller and as Master Servicer, and
LaSalle Bank National Association, as trustee (the “Trustee”), a summary of
certain of the pertinent provisions of which is set forth hereafter. To the
extent not defined herein, capitalized terms used herein shall have the meaning
ascribed to them in the Agreement. This Certificate is issued under and is
subject to the terms, provisions and conditions of the Agreement, to which
Agreement the Holder of this Certificate by virtue of its acceptance hereof
assents and by which such Holder is bound.
The
Trustee will distribute on the 25th day of each month, or, if such 25th day
is
not a Business Day, the immediately following Business Day (each, a
“Distribution Date”), commencing on the First Distribution Date specified above,
to the Person in whose name this Certificate is registered at the close of
business on the last day (or if such last day is not a Business Day, the
Business Day immediately preceding such last day) of the calendar month
immediately preceding the month in which the Distribution Date occurs, an
amount
equal to the product of the Percentage Interest evidenced by this Certificate
and the amounts required to be distributed to the Holders of Certificates
of the
same Class as this Certificate.
Distributions
on this Certificate will be made by the Trustee by check mailed to the address
of the Person entitled thereto as such name and address shall appear on the
Certificate Register or, if such Person so requests by notifying the Trustee
in
writing as specified in the Agreement. Notwithstanding the above, the final
distribution on this Certificate will be made after due notice by the Trustee
of
the pendency of such distribution and only upon presentation and surrender
of
this Certificate at the office or agency appointed by the Trustee for that
purpose and designated in such notice.
No
transfer of this Certificate shall be made unless the transfer is made pursuant
to an effective registration statement under the Securities Act of 1933,
as
amended (the “1933 Act”), and an effective registration or qualification under
applicable state securities laws, or is made in a transaction that does not
require such registration or qualification. In the event that such a transfer
of
this Certificate is to be made without registration or qualification, the
Trustee shall require receipt of (i) if such transfer is purportedly being
made
in reliance upon Rule 144A under the 1933 Act, written certifications from
the
Holder of the Certificate desiring to effect the transfer, and from such
Holder’s prospective transferee, substantially in the forms attached to the
Agreement as Exhibit D and either Exhibit E or Exhibit F, as applicable,
and
(ii) in all other cases, an Opinion of Counsel satisfactory to it that such
transfer may be made without such registration or qualification (which Opinion
of Counsel shall not be an expense of the Trust Fund or of the Depositor,
the
Trustee, or the Master Servicer in their respective capacities as such),
together with copies of the written certification(s) of the Holder of the
Certificate desiring to effect the transfer and/or such Holder’s prospective
transferee upon which such Opinion of Counsel is based. Neither the Depositor
nor the Trustee is obligated to register or qualify the Class of Certificates
specified on the face hereof under the 1933 Act or any other securities law
or
to take any action not otherwise required under the Agreement to permit the
transfer of such Certificates without registration or qualification. Any
Holder
desiring to effect a transfer of this Certificate shall be required to indemnify
the Trustee, the Depositor, the Sellers and the Master Servicer against any
liability that may result if the transfer is not so exempt or is not made
in
accordance with such federal and state laws.
No
transfer of this Class [I-CE][II-CE] Certificate will be made unless the
Trustee
shall have received either (i) the Opinion of Counsel set forth in Section
6.02(h) of the Agreement or (ii) a representation letter under Section 6.02(h)
of the Agreement, in the form as described by the Agreement, stating that
the
transferee is not an employee benefit or other plan subject to the prohibited
transaction provisions of ERISA or Section 4975 of the Code (a “Plan”), or any
other person (including an investment manager, a named fiduciary or a trustee
of
any Plan) acting, directly or indirectly, on behalf of or purchasing any
Certificate with “plan assets” of any Plan.
This
Certificate is one of a duly authorized issue of Certificates designated
as set
forth on the face hereof (the “Certificates”). The Certificates, in the
aggregate, evidence the entire beneficial ownership interest in the Trust
Fund
formed pursuant to the Agreement.
The
Certificateholder, by its acceptance of this Certificate, agrees that it
will
look solely to the Trust Fund for payment hereunder and that the Trustee
is not
liable to the Certificateholders for any amount payable under this Certificate
or the Agreement or, except as expressly provided in the Agreement, subject
to
any liability under the Agreement.
This
Certificate does not purport to summarize the Agreement and reference is
made to
the Agreement for the interests, rights and limitations of rights, benefits,
obligations and duties evidenced hereby, and the rights, duties and immunities
of the Trustee.
The
Agreement permits, with certain exceptions therein provided, the amendment
thereof and the modification of the rights and obligations of the Depositor
and
the rights of the Certificateholders under the Agreement from time to time
by
the parties thereto with the consent of the Holders of Certificates, evidencing
over 50% of the Voting Rights of the Certificates, or with the consent the
Holders of the Certificates evidencing over 50% of the Voting Rights of the
related Certificates, or with the consent of the Holders of each Class of
Certificates affected thereby evidencing over 50% of the Voting Rights of
such
class or classes, as applicable. Any such consent by the Holder of this
Certificate shall be conclusive and binding on such Holder and upon all future
Holders of this Certificate and of any Certificate issued upon the transfer
hereof or in lieu hereof whether or not notation of such consent is made
upon
this Certificate. The Agreement also permits the amendment thereof, in certain
limited circumstances, without the consent of the Holders of any of the
Certificates.
As
provided in the Agreement and subject to certain limitations therein set
forth,
the transfer of this Certificate is registrable with the Trustee upon surrender
of this Certificate for registration of transfer at the offices or agencies
maintained by the Trustee for such purposes, duly endorsed by, or accompanied
by
a written instrument of transfer in form satisfactory to the Trustee duly
executed by the Holder hereof or such Holder’s attorney duly authorized in
writing, and thereupon one or more new Certificates in authorized denominations
representing a like aggregate Percentage Interest will be issued to the
designated transferee.
The
Certificates are issuable only as registered Certificates without coupons
in the
Classes and denominations specified in the Agreement. As provided in the
Agreement and subject to certain limitations therein set forth, this Certificate
is exchangeable for one or more new Certificates evidencing the same Class
and
in the same aggregate Percentage Interest, as requested by the Holder
surrendering the same.
No
service charge will be made to the Certificateholders for any such registration
of transfer, but the Trustee may require payment of a sum sufficient to cover
any tax or other governmental charge payable in connection therewith. The
Depositor, the Master Servicer, the Trustee and any agent of any of them
may
treat the Person in whose name this Certificate is registered as the owner
hereof for all purposes, and none of the Depositor, the Master Servicer,
the
Trustee or any such agent shall be affected by notice to the
contrary.
The
obligations created by the Agreement and the Trust Fund relating to Loan
Group
[I][II] created thereby (other than the obligations to make payments to related
Certificateholders with respect to the termination of the Agreement) shall
terminate upon the earlier of (i) the later of (A) the maturity or other
liquidation (or Advance with respect thereto) of the last Mortgage Loan
remaining in the Trust Fund relating to Loan Group [I][II] and disposition
of
all property acquired upon foreclosure or deed in lieu of foreclosure of
any
Group [I][II] Mortgage Loan and (B) the remittance of all funds relating
to Loan
Group [I][II] due under the Agreement, or (ii) the optional repurchase by
the
party named in the Agreement of all the Mortgage Loans and other assets of
the
Trust Fund relating to Loan Group [I][II] in accordance with the terms of
the
Agreement. Such optional repurchase may be made only on or after the first
Distribution Date on which the aggregate Stated Principal Balance of the
Group
[I][II] Mortgage Loans is less than or equal to a certain percentage of the
aggregate Stated Principal Balance of the Group [I][II] Mortgage Loans as
of the
Cut-off Date as set forth in the Agreement. The exercise of such right will
effect the early retirement of the Group [I][II] Certificates. In no event,
however, will the Group [I][II] Sub-Trust created by the Agreement continue
beyond the earlier of (i) the expiration of 21 years after the death of certain
persons identified in the Agreement and (ii) the Latest Possible Maturity
Date
(as defined in the Agreement) related to Loan Group [I][II].
Unless
this Certificate has been countersigned by an authorized signatory of the
Trustee by manual signature, this Certificate shall not be entitled to any
benefit under the Agreement, or be valid for any purpose.
IN
WITNESS WHEREOF, the Trustee has caused this Certificate to be duly
executed.
|
Dated: _________,
____
|
LASALLE
BANK NATIONAL ASSOCIATION,
not
in its individual capacity but solely as Trustee
|
||||||||||||
|
By:
|
|||||||||||||
|
Authorized
Signatory
|
|||||||||||||
CERTIFICATE
OF AUTHENTICATION
This
is
one of the Class [I-CE][II-CE] Certificates referred to in the within-mentioned
Agreement.
|
LASALLE
BANK NATIONAL ASSOCIATION
Authorized
signatory of LaSalle Bank National Association, not in its individual
capacity but solely as Trustee
|
|||||||||||||
|
By:
|
|||||||||||||
|
Authorized
Signatory
|
|||||||||||||
ASSIGNMENT
FOR
VALUE
RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto
__________________________________ (Please print or typewrite name and address
including postal zip code of assignee) a Percentage Interest evidenced by
the
within Asset-Backed Certificate and hereby authorizes the transfer of
registration of such interest to assignee on the Certificate Register of
the
Trust Fund.
I
(We)
further direct the Certificate Registrar to issue a new Certificate of a
like
denomination and Class, to the above named assignee and deliver such Certificate
to the following address:
|
.
|
|
Dated:
|
|
|
Signature
by or on behalf of assignor
|
|
|
Signature
Guaranteed
|
DISTRIBUTION
INSTRUCTIONS
The
assignee should include the following for purposes of distribution:
|
Distributions
shall be made, by wire transfer or otherwise, in immediately available
|
|||||||
|
funds
to
|
|||||||
|
for
the account of
|
|||||||
|
account
number
|
or,
if mailed by check, to
|
||||||
|
Applicable
statements should be mailed to
|
|||||||
|
This
information is provided by
|
|||||||
|
assignee
named above, or
|
|||||||
|
its
agent.
|
|||||||
EXHIBIT
A-5
Form
of
Class R Certificates
THIS
CERTIFICATE MAY NOT BE HELD BY OR TRANSFERRED TO A NON-UNITED STATES PERSON
OR A
DISQUALIFIED ORGANIZATION (AS DEFINED BELOW).
SOLELY
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A “RESIDUAL INTEREST”
IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT” AS THOSE TERMS ARE DEFINED,
RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986
(THE “CODE”).
NO
TRANSFER OF THIS CERTIFICATE MAY BE MADE TO ANY PERSON, UNLESS THE TRANSFEREE
PROVIDES EITHER A CERTIFICATION PURSUANT TO SECTION 6.02(h) OF THE AGREEMENT
OR
AN OPINION OF COUNSEL SATISFACTORY TO THE TRUSTEE THAT THE PURCHASE AND HOLDING
OF THIS CERTIFICATE ARE PERMISSIBLE UNDER APPLICABLE LAW, WILL NOT CONSTITUTE
OR
RESULT IN ANY NON-EXEMPT PROHIBITED TRANSACTIONS UNDER SECTION 406 OF THE
EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”) OR SECTION
4975 OF THE CODE AND WILL NOT SUBJECT THE TRUSTEE, MASTER SERVICER OR THE
DEPOSITOR TO ANY OBLIGATION OR LIABILITY IN ADDITION TO THOSE UNDERTAKEN
IN THE
AGREEMENT.
ANY
RESALE, TRANSFER OR OTHER DISPOSITION OF THIS CERTIFICATE MAY BE MADE ONLY
IF
THE PROPOSED TRANSFEREE PROVIDES A TRANSFER AFFIDAVIT TO THE MASTER SERVICER
AND
THE TRUSTEE THAT (1) SUCH TRANSFEREE IS NOT (A) THE UNITED STATES, ANY STATE
OR
POLITICAL SUBDIVISION THEREOF, ANY POSSESSION OF THE UNITED STATES, OR ANY
AGENCY OR INSTRUMENTALITY OF ANY OF THE FOREGOING (OTHER THAN AN INSTRUMENTALITY
WHICH IS A CORPORATION IF ALL OF ITS ACTIVITIES ARE SUBJECT TO TAX AND EXCEPT
FOR ▇▇▇▇▇▇▇ MAC, A MAJORITY OF ITS BOARD OF DIRECTORS IS NOT SELECTED BY
SUCH
GOVERNMENTAL UNIT), (B) A FOREIGN GOVERNMENT, ANY INTERNATIONAL ORGANIZATION,
OR
ANY AGENCY OR INSTRUMENTALITY OF EITHER OF THE FOREGOING, (C) ANY ORGANIZATION
(OTHER THAN CERTAIN FARMERS’ COOPERATIVES DESCRIBED IN SECTION 521 OF THE CODE)
WHICH IS EXEMPT FROM THE TAX IMPOSED BY CHAPTER 1 OF THE CODE UNLESS SUCH
ORGANIZATION IS SUBJECT TO THE TAX IMPOSED BY SECTION 511 OF THE CODE (INCLUDING
THE TAX IMPOSED BY SECTION 511 OF THE CODE ON UNRELATED BUSINESS TAXABLE
INCOME), (D) RURAL ELECTRIC AND TELEPHONE COOPERATIVES DESCRIBED IN SECTION
1381(a)(2)(C) OF THE CODE, (E) AN ELECTING LARGE PARTNERSHIP UNDER SECTION
775(a) OF THE CODE (ANY SUCH PERSON DESCRIBED IN THE FOREGOING CLAUSES (A),
(B),
(C), (D) OR (E) BEING HEREIN REFERRED TO AS A “DISQUALIFIED ORGANIZATION”), OR
(F) AN AGENT OF A DISQUALIFIED ORGANIZATION, (2) SUCH TRANSFEREE IS A UNITED
STATES PERSON UNDER SECTION 7701 OF THE CODE, (3) NO PURPOSE OF SUCH TRANSFER
IS
TO IMPEDE THE ASSESSMENT OR COLLECTION OF TAX AND (4) SUCH TRANSFEREE SATISFIES
CERTAIN ADDITIONAL CONDITIONS RELATING TO THE FINANCIAL CONDITION OF THE
PROPOSED TRANSFEREE. NOTWITHSTANDING THE REGISTRATION IN THE CERTIFICATE
REGISTER OR ANY TRANSFER, SALE OR OTHER DISPOSITION OF THIS CERTIFICATE TO
A
DISQUALIFIED ORGANIZATION OR AN AGENT OF A DISQUALIFIED ORGANIZATION, SUCH
REGISTRATION SHALL BE DEEMED TO BE OF NO LEGAL FORCE OR EFFECT WHATSOEVER
AND
SUCH PERSON SHALL NOT BE DEEMED TO BE A CERTIFICATEHOLDER FOR ANY PURPOSE
HEREUNDER, INCLUDING, BUT NOT LIMITED TO, THE RECEIPT OF DISTRIBUTIONS ON
THIS
CERTIFICATE. EACH HOLDER OF THIS CERTIFICATE BY ACCEPTANCE OF THIS CERTIFICATE
SHALL BE DEEMED TO HAVE CONSENTED TO THE PROVISIONS OF THIS
PARAGRAPH.
|
Certificate
No.1
|
|
|
Class
[I-R-1][I-R-2][I-R-3][I-RX][II-R-1]
[II-RX]
|
Percentage
Interest: 100%
|
|
Date
of Pooling and Servicing Agreement and Cut-off Date: October 1,
2006
|
|
|
First
Distribution Date:
November
27, 2006
|
|
|
Master
Servicer:
EMC
Mortgage Corporation
|
CUSIP:
[_____]
|
|
Last
Scheduled Distribution Date:
October
25, 2036
|
|
ASSET-BACKED
CERTIFICATE
SERIES
2006-HE8
evidencing
a fractional undivided interest in the distributions allocable to the Class
[I-R-1][I-R-2][I-R-3][I-RX][II-R-1][II-RX] Certificates with respect to a
Trust
Fund consisting primarily of a pool of conventional, closed-end, first and
second lien, subprime, one- to four-family fixed and adjustable interest
rate
mortgage loans sold by BEAR ▇▇▇▇▇▇▇ ASSET BACKED SECURITIES I LLC.
This
Certificate is payable solely from the assets of the Trust Fund relating
to Loan
Group [I][II], and does not represent an obligation of or interest in Bear
▇▇▇▇▇▇▇ Asset Backed Securities I LLC, the Master Servicer or the Trustee
referred to below or any of their affiliates or any other person. Neither
this
Certificate nor the underlying Mortgage Loans are guaranteed or insured by
any
governmental entity or by Bear ▇▇▇▇▇▇▇ Asset Backed Securities I LLC, the
Master
Servicer, the Trustee or any of their affiliates or any other person. None
of
Bear ▇▇▇▇▇▇▇ Asset Backed Securities I LLC, the Master Servicer or any of
their
affiliates will have any obligation with respect to any certificate or other
obligation secured by or payable from payments on the Certificates.
This
certifies that Bear, ▇▇▇▇▇▇▇ Securities Corp. is the registered owner of
the
Percentage Interest evidenced hereby in the beneficial ownership interest
of
Certificates of the same Class as this Certificate in a trust (the “Trust Fund”)
generally consisting of conventional, closed-end, first and second lien,
subprime, fixed and adjustable rate mortgage loans secured by one- to four-
family residences (collectively, the “Mortgage Loans”) sold by Bear ▇▇▇▇▇▇▇
Asset Backed Securities I LLC (“BSABS I”). The Mortgage Loans were sold by EMC
Mortgage Corporation (“EMC”) and Master Funding LLC to BSABS I. EMC will act as
master servicer of the Mortgage Loans (in that capacity, the “Master Servicer,”
which term includes any successors thereto under the Agreement referred to
below). The Trust Fund was created pursuant to the Pooling and Servicing
Agreement, dated as of the Cut-off Date specified above (the “Agreement”), among
BSABS I, as depositor (the “Depositor”), EMC Mortgage Corporation, as seller and
as Master Servicer, and LaSalle Bank National Association, as trustee (the
“Trustee”), a summary of certain of the pertinent provisions of which is set
forth hereafter. To the extent not defined herein, capitalized terms used
herein
shall have the meaning ascribed to them in the Agreement. This Certificate
is
issued under and is subject to the terms, provisions and conditions of the
Agreement, to which Agreement the Holder of this Certificate by virtue of
its
acceptance hereof assents and by which such Holder is bound.
Each
Holder of this Certificate will be deemed to have agreed to be bound by
the
restrictions
set forth in the Agreement to the effect that (i) each person holding or
acquiring any Ownership Interest in this Certificate must be a Permitted
Transferee, (ii) the transfer of any Ownership Interest in this Certificate
will
be conditioned upon the delivery to the Trustee of, among other things, an
affidavit to the effect that it is a Permitted Transferee, (iii) any attempted
or purported transfer of any Ownership Interest in this Certificate in violation
of such restrictions will be absolutely null and void and will vest no rights
in
the purported transferee, and (iv) if any person other than a Permitted
Transferee acquires any Ownership Interest in this Certificate in violation
of
such restrictions, then the Depositor will have the right, in its sole
discretion and without notice to the Holder of this Certificate, to sell
this
Certificate to a purchaser selected by the Depositor, which purchaser may
be the
Depositor, or any affiliate of the Depositor, on such terms and conditions
as
the Depositor may choose.
The
Trustee will distribute on the 25th day of each month, or, if such 25th day
is
not a Business Day, the immediately following Business Day (each, a
“Distribution Date”), commencing on the First Distribution Date specified above,
to the Person in whose name this Certificate is registered at the close of
business on the last day (or if such last day is not a Business Day, the
Business Day immediately preceding such last day) of the calendar month
immediately preceding the month in which the Distribution Date occurs, an
amount
equal to the product of the Percentage Interest evidenced by this Certificate
and the amounts required to be distributed to the Holders of Certificates
of the
same Class as this Certificate.
Distributions
on this Certificate will be made by the Trustee by check mailed to the address
of the Person entitled thereto as such name and address shall appear on the
Certificate Register or, if such Person so requests by notifying the Trustee
in
writing as specified in the Agreement. Notwithstanding the above, the final
distribution on this Certificate will be made after due notice by the Trustee
of
the pendency of such distribution and only upon presentation and surrender
of
this Certificate at the office or agency appointed by the Trustee for that
purpose and designated in such notice.
No
transfer of this Class [I-R-1][I-R-2][I-R-3][I-RX][II-R-1][II-RX] Certificate
will be made unless the Trustee shall have received either (i) the Opinion
of
Counsel set forth in Section 6.02(h) of the Agreement or (ii) a representation
letter under Section 6.02(h) of the Agreement, in the form as described by
the
Agreement, stating that the transferee is not an employee benefit or other
plan
subject to the prohibited transaction provisions of ERISA or Section 4975
of the
Code (a “Plan”), or any other person (including an investment manager, a named
fiduciary or a trustee of any Plan) acting, directly or indirectly, on behalf
of
or purchasing any Certificate with “plan assets” of any Plan.
This
Certificate is one of a duly authorized issue of Certificates designated
as set
forth on the face hereof (the “Certificates”). The Certificates, in the
aggregate, evidence the entire beneficial ownership interest in the Trust
Fund
formed pursuant to the Agreement.
The
Certificateholder, by its acceptance of this Certificate, agrees that it
will
look solely to the Trust Fund for payment hereunder and that the Trustee
is not
liable to the Certificateholders for any amount payable under this Certificate
or the Agreement or, except as expressly provided in the Agreement, subject
to
any liability under the Agreement.
This
Certificate does not purport to summarize the Agreement and reference is
made to
the Agreement for the interests, rights and limitations of rights, benefits,
obligations and duties evidenced hereby, and the rights, duties and immunities
of the Trustee.
The
Agreement permits, with certain exceptions therein provided, the amendment
thereof and the modification of the rights and obligations of the Depositor
and
the rights of the Certificateholders under the Agreement from time to time
by
the parties thereto with the consent of the Holders of Certificates, evidencing
over 50% of the Voting Rights of the Certificates, or with the consent the
Holders of the Certificates evidencing over 50% of the Voting Rights of the
related Certificates, or with the consent of the Holders of each Class of
Certificates affected thereby evidencing over 50% of the Voting Rights of
such
class or classes, as applicable. Any such consent by the Holder of this
Certificate shall be conclusive and binding on such Holder and upon all future
Holders of this Certificate and of any Certificate issued upon the transfer
hereof or in lieu hereof whether or not notation of such consent is made
upon
this Certificate. The Agreement also permits the amendment thereof, in certain
limited circumstances, without the consent of the Holders of any of the
Certificates.
As
provided in the Agreement and subject to certain limitations therein set
forth,
the transfer of this Certificate is registrable with the Trustee upon surrender
of this Certificate for registration of transfer at the offices or agencies
maintained by the Trustee for such purposes, duly endorsed by, or accompanied
by
a written instrument of transfer in form satisfactory to the Trustee duly
executed by the Holder hereof or such Holder’s attorney duly authorized in
writing, and thereupon one or more new Certificates in authorized denominations
representing a like aggregate Percentage Interest will be issued to the
designated transferee.
The
Certificates are issuable only as registered Certificates without coupons
in the
Classes and denominations specified in the Agreement. As provided in the
Agreement and subject to certain limitations therein set forth, this Certificate
is exchangeable for one or more new Certificates evidencing the same Class
and
in the same aggregate Percentage Interest, as requested by the Holder
surrendering the same.
No
service charge will be made to the Certificateholders for any such registration
of transfer, but the Trustee may require payment of a sum sufficient to cover
any tax or other governmental charge payable in connection therewith. The
Depositor, the Master Servicer, the Trustee and any agent of any of them
may
treat the Person in whose name this Certificate is registered as the owner
hereof for all purposes, and none of Depositor, the Master Servicer, the
Trustee
or any such agent shall be affected by notice to the contrary.
The
obligations created by the Agreement and the Trust Fund relating to Loan
Group
[I][II] created thereby (other than the obligations to make payments to related
Certificateholders with respect to the termination of the Agreement) shall
terminate upon the earlier of (i) the later of (A) the maturity or other
liquidation (or Advance with respect thereto) of the last Mortgage Loan
remaining in the Trust Fund relating to Loan Group [I][II] and disposition
of
all property acquired upon foreclosure or deed in lieu of foreclosure of
any
Group [I][II] Mortgage Loan and (B) the remittance of all funds relating
to Loan
Group [I][II] due under the Agreement, or (ii) the optional repurchase by
the
party named in the Agreement of all the Mortgage Loans and other assets of
the
Trust Fund relating to Loan Group [I][II] in accordance with the terms of
the
Agreement. Such optional repurchase may be made only on or after the first
Distribution Date on which the aggregate Stated Principal Balance of the
Group
[I][II] Mortgage Loans is less than or equal to a certain percentage of the
aggregate Stated Principal Balance of the Group [I][II] Mortgage Loans as
of the
Cut-off Date as set forth in the Agreement. The exercise of such right will
effect the early retirement of the Group [I][II] Certificates. In no event,
however, will the Group [I][II] Sub-Trust created by the Agreement continue
beyond the earlier of (i) the expiration of 21 years after the death of certain
persons identified in the Agreement and (ii) the Latest Possible Maturity
Date
(as defined in the Agreement) related to Loan Group [I][II].
Unless
this Certificate has been countersigned by an authorized signatory of the
Trustee by manual signature, this Certificate shall not be entitled to any
benefit under the Agreement, or be valid for any purpose.
IN
WITNESS WHEREOF, the Trustee has caused this Certificate to be duly
executed.
|
Dated: _________,
____
|
LASALLE
BANK NATIONAL ASSOCIATION,
not
in its individual capacity but solely as Trustee
|
||||||||||||
|
By:
|
|||||||||||||
|
Authorized
Signatory
|
|||||||||||||
CERTIFICATE
OF AUTHENTICATION
This
is
one of the Class [I-R-1][I-R-2][I-R-3][I-RX][II-R-1][II-RX] Certificates
referred to in the within-mentioned Agreement.
|
LASALLE
BANK NATIONAL ASSOCIATION
Authorized
signatory of LaSalle Bank National Association, not in its individual
capacity but solely as Trustee
|
|||||||||||||
|
By:
|
|||||||||||||
|
Authorized
Signatory
|
|||||||||||||
ASSIGNMENT
FOR
VALUE
RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto
__________________________________ (Please print or typewrite name and address
including postal zip code of assignee) a Percentage Interest evidenced by
the
within Asset-Backed Certificate and hereby authorizes the transfer of
registration of such interest to assignee on the Certificate Register of
the
Trust Fund.
I
(We)
further direct the Certificate Registrar to issue a new Certificate of a
like
denomination and Class, to the above named assignee and deliver such Certificate
to the following address:
|
.
|
|
Dated:
|
|
|
Signature
by or on behalf of assignor
|
|
|
Signature
Guaranteed
|
DISTRIBUTION
INSTRUCTIONS
The
assignee should include the following for purposes of distribution:
|
Distributions
shall be made, by wire transfer or otherwise, in immediately available
|
|||||||
|
funds
to
|
|||||||
|
for
the account of
|
|||||||
|
account
number
|
or,
if mailed by check, to
|
||||||
|
Applicable
statements should be mailed to
|
|||||||
|
This
information is provided by
|
|||||||
|
assignee
named above, or
|
|||||||
|
its
agent.
|
|||||||
EXHIBIT
B
MORTGAGE
LOAN SCHEDULE
ZIP_CODE STATE CITY1 PROPTYPE CURRENT_GROSS_COUPON SERV_FEE
--------------------------------------------------------------------------------------------------------------------------------
18951 PA QUAKERTOWN Single Family 12.8750 0.5000
18951 PA QUAKERTOWN Single Family 8.8750 0.5000
33635 FL Tampa PUD 9.9000 0.5000
32955 FL Rockledge PUD 12.0000 0.5000
19126 PA Philadelphia Townhouse 9.1000 0.5000
95826 CA Sacramento Single Family 8.3750 0.5000
2891 RI WESTERLY Single Family 10.1500 0.5000
21740 MD HAGERSTOWN Townhouse 8.5000 0.5000
43003 OH Ashley Single Family 8.9300 0.5000
43003 OH Ashley Single Family 13.2500 0.5000
89110 NV Las Vegas Single Family 8.2130 0.5000
15301 PA Washington Single Family 11.0000 0.5000
29072 SC Lexington Single Family 11.1000 0.5000
48234 MI DETROIT Single Family 10.6500 0.5000
60651 IL CHICAGO Single Family 10.5000 0.5000
40444 ▇▇ ▇▇▇▇▇▇▇▇▇ Single Family 11.8000 0.5000
40444 ▇▇ ▇▇▇▇▇▇▇▇▇ Single Family 8.1500 0.5000
30318 GA ATLANTA 2-4 Family 12.1000 0.5000
71603 AR PINE BLUFF Single Family 8.4500 0.5000
30339 GA ATLANTA PUD 8.7500 0.5000
30318 GA ATLANTA 2-4 Family 9.7000 0.5000
40444 ▇▇ ▇▇▇▇▇▇▇▇▇ Single Family 8.4500 0.5000
30064 GA MARIETTA Single Family 9.8000 0.5000
32065 FL ORANGE PARK PUD 11.4000 0.5000
30228 GA HAMPTON Single Family 8.5250 0.5000
32065 FL ORANGE PARK PUD 7.9500 0.5000
30034 GA DECATUR Single Family 8.8000 0.5000
78223 TX SAN ANTONIO Single Family 9.5750 0.5000
60651 IL CHICAGO Single Family 8.9900 0.5000
60104 IL BELLWOOD Condominium 8.8500 0.5000
61065 IL POPLAR GROVE Single Family 9.6500 0.5000
30814 GA HARLEM Single Family 11.0000 0.5000
28374 NC Pinehurst Single Family 8.1500 0.5000
21217 MD BALTIMORE Single Family 8.7500 0.5000
30814 GA HARLEM Single Family 8.4500 0.5000
18353 PA SAYLORSBURG Single Family 8.3000 0.5000
27217 NC BURLINGTON Single Family 7.9500 0.5000
33569 FL RIVERVIEW PUD 9.0500 0.5000
54822 WI CAMERON Single Family 9.6000 0.5000
19056 PA Levittown Single Family 7.9750 0.5000
45211 OH Cincinnati Single Family 9.1500 0.5000
60402 IL BERWYN Single Family 7.4000 0.5000
30721 GA ▇▇▇▇▇▇ Single Family 8.5000 0.5000
40601 KY Frankfort Single Family 8.4500 0.5000
33055 FL Miami Gardens Single Family 11.4500 0.5000
33055 FL MIAMI GARDENS Single Family 7.9250 0.5000
30331 GA ATLANTA PUD 7.3500 0.5000
53227 WI MILWAUKEE 2-4 Family 7.6250 0.5000
60155 IL BROADVIEW Single Family 7.4500 0.5000
46143 IN GREENWOOD PUD 8.9900 0.5000
23523 VA Norfolk Single Family 7.8500 0.5000
53402 WI RACINE Single Family 9.9000 0.5000
34711 FL CLERMONT Single Family 7.6500 0.5000
30260 GA MORROW Single Family 9.4500 0.5000
30172 GA ▇▇▇▇▇▇▇ Single Family 9.5500 0.5000
30101 GA ACWORTH PUD 7.5000 0.5000
23237 VA Richmond Single Family 8.7500 0.5000
40516 KY LEXINGTON Single Family 7.8500 0.5000
31211 GA MACON Single Family 8.4000 0.5000
38201 TN ▇▇▇▇▇▇▇▇ 2-4 Family 7.8000 0.5000
23502 VA NORFOLK Single Family 7.6500 0.5000
32808 FL ORLANDO Single Family 7.7500 0.5000
23320 VA CHESAPEAKE Condominium 7.9000 0.5000
23831 VA ▇▇▇▇▇▇▇ Single Family 8.4000 0.5000
23237 VA RICHMOND Single Family 7.6000 0.5000
27244 NC ELON Single Family 8.6500 0.5000
28751 NC ▇▇▇▇▇▇ VALLEY Single Family 8.9000 0.5000
21401 MD Annapolis PUD 10.5000 0.5000
21401 MD ANNAPOLIS PUD 6.9750 0.5000
22003 VA ANNANDALE Condominium 6.7250 0.5000
20774 MD UPPER MARLBORO PUD 7.5250 0.5000
41015 ▇▇ ▇▇▇▇▇▇▇▇▇ 2-4 Family 9.4250 0.5000
33179 FL Miami Condominium 8.3500 0.5000
33461 FL PALM SPRINGS PUD 7.1500 0.5000
34609 FL SPRING HILL PUD 8.2000 0.5000
60450 IL ▇▇▇▇▇▇ Single Family 7.0000 0.5000
60139 IL GLENDALE HEIGHTS Single Family 7.9900 0.5000
30082 GA SMYRNA PUD 7.0500 0.5000
8108 NJ Collingswood Single Family 10.0000 0.5000
19104 PA PHILA Single Family 10.7500 0.5000
91384 CA CASTAIC Single Family 8.8500 0.5000
53590 WI SUN PRAIRIE Single Family 8.9000 0.5000
▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇ PUD 8.7100 0.5000
53216 WI MILWAUKEE Single Family 9.8750 0.5000
60108 IL BLOOMINGDALE PUD 8.8750 0.5000
53110 WI CUDAHY Single Family 7.4900 0.5000
20747 MD DISTRICT HEIGHTS Single Family 7.2750 0.5000
15401 PA UNIONTOWN Single Family 7.6500 0.5000
47340 IN FARMLAND Single Family 8.7500 0.5000
45040 OH ▇▇▇▇▇ PUD 8.1500 0.5000
22026 VA Dumfries PUD 7.5000 0.5000
30038 GA Lithonia PUD 8.5000 0.5000
32043 FL GREEN COVE SPRINGS Single Family 8.2500 0.5000
23703 VA Portsmouth Single Family 7.0500 0.5000
30017 GA ▇▇▇▇▇▇▇ Single Family 8.6000 0.5000
20769 MD ▇▇▇▇▇ ▇▇▇▇ PUD 6.9900 0.5000
33713 FL Saint Petersburg Single Family 7.9000 0.5000
33411 FL ROYAL PALM BEACH Single Family 7.6250 0.5000
30288 GA ▇▇▇▇▇▇ Single Family 8.3000 0.5000
27410 NC Greensboro Condominium 7.9500 0.5000
33018 FL HIALEAH GARDENS Condominium 9.3500 0.5000
20744 MD FORT WASHINGTON Single Family 8.2250 0.5000
28027 NC CONCORD PUD 7.9500 0.5000
85024 AZ Phoenix Single Family 10.5500 0.5000
89027 NV Mesquite Single Family 12.7500 0.5000
89027 NV Mesquite Single Family 9.5500 0.5000
15116 PA Glenshaw Single Family 11.4500 0.5000
98271 WA MARYSVILLE Single Family 8.8750 0.5000
40214 KY Louisville Single Family 9.1250 0.5000
53593 WI VERONA Condominium 12.1000 0.5000
53593 WI VERONA Condominium 8.5000 0.5000
34772 FL Saint Cloud PUD 9.2500 0.5000
32908 FL PALM BAY PUD 7.8500 0.5000
18103 PA Allentown Single Family 10.1500 0.5000
45102 OH ▇▇▇▇▇▇ PUD 8.3500 0.5000
▇▇▇▇▇ ▇▇ ▇▇ ▇▇▇▇▇▇▇▇▇▇ Single Family 10.9000 0.5000
33569 FL Riverview PUD 9.8750 0.5000
32514 FL Pensacola Single Family 11.5000 0.5000
32514 FL Pensacola Single Family 8.1250 0.5000
92234 CA Cathedral City Single Family 8.6500 0.5000
22546 VA ▇▇▇▇▇▇ ▇▇▇▇ Single Family 9.6250 0.5000
53172 WI S MILWAUKEE 2-4 Family 9.3750 0.5000
91303 CA LOS ANGELES Single Family 9.0000 0.5000
85018 AZ PHOENIX Condominium 7.8000 0.5000
85339 AZ LAVEEN Single Family 10.5500 0.5000
30344 GA EAST POINT Single Family 12.1500 0.5000
30344 GA EAST POINT Single Family 8.1000 0.5000
36066 AL PRATTVILLE Single Family 9.7000 0.5000
33322 FL SUNRISE Single Family 10.0500 0.5000
48080 MI SAINT CLAIR SHORES Single Family 9.7500 0.5000
53089 WI SUSSEX Single Family 8.6000 0.5000
44106 OH Cleveland Single Family 7.1000 0.5000
33312 FL Fort Lauderdale Single Family 7.4500 0.5000
91744 CA City Of Industry Single Family 12.7500 0.5000
91744 CA City Of Industry Single Family 8.1500 0.5000
6037 CT BERLIN Single Family 9.1250 0.5000
53066 WI OCONOMOWOC Single Family 9.7000 0.5000
80013 CO Aurora Single Family 11.7500 0.5000
80013 CO Aurora Single Family 8.0000 0.5000
95060 CA Santa ▇▇▇▇ Single Family 7.4500 0.5000
21157 MD Westminster Single Family 10.3750 0.5000
91764 CA ONTARIO Single Family 7.4500 0.5000
65101 MO JEFFERSON CITY Single Family 10.0000 0.5000
56501 MN DETROIT LAKES Single Family 10.3000 0.5000
28420 NC Ash Single Family 8.3750 0.5000
91786 CA Upland PUD 12.2500 0.5000
91786 CA Upland PUD 8.4500 0.5000
46201 IN Indianapolis 2-4 Family 9.7500 0.5000
85233 AZ ▇▇▇▇▇▇▇ PUD 12.2500 0.5000
85233 AZ ▇▇▇▇▇▇▇ PUD 8.0750 0.5000
22911 VA CHARLOTTESVILLE Single Family 7.8000 0.5000
72756 AR ▇▇▇▇▇▇ Single Family 8.5000 0.5000
48224 MI Detroit Single Family 11.8750 0.5000
48234 MI DETROIT Single Family 10.4000 0.5000
48224 MI Detroit Single Family 9.0250 0.5000
43026 OH Hilliard Single Family 13.6000 0.5000
43026 OH Hilliard Single Family 10.2500 0.5000
19608 PA Sinking Spring Single Family 10.8750 0.5000
32189 FL Satsuma Single Family 8.5000 0.5000
29412 SC Charleston Single Family 9.8750 0.5000
65336 MO KNOB NOSTER Single Family 8.2500 0.5000
43113 OH Circleville 2-4 Family 9.9000 0.5000
20607 MD ACCOKEEK Single Family 9.6250 0.5000
4038 ME ▇▇▇▇▇▇ Single Family 9.3000 0.5000
33617 FL Tampa Condominium 7.4500 0.5000
94534 CA FAIRFIELD PUD 11.5000 0.5000
94534 CA FAIRFIELD PUD 7.4500 0.5000
95966 CA OROVILLE Single Family 11.9500 0.5000
95966 CA OROVILLE Single Family 7.3600 0.5000
93702 CA FRESNO Single Family 8.9800 0.5000
81008 CO PUEBLO Single Family 8.6100 0.5000
93311 CA BAKERSFIELD Single Family 12.9500 0.5000
92275 CA SALTON CITY Single Family 12.9500 0.5000
93311 CA BAKERSFIELD Single Family 8.0100 0.5000
80011 CO AURORA Single Family 9.8500 0.5000
84041 UT ▇▇▇▇▇▇ Single Family 8.9900 0.5000
94565 CA BAY POINT Condominium 7.8000 0.5000
94015 CA ▇▇▇▇ CITY Condominium 9.6500 0.5000
92405 CA SAN BERNARDINO Single Family 6.9900 0.5000
95815 CA SACRAMENTO Single Family 9.7000 0.5000
94589 CA VALLEJO Single Family 9.6100 0.5000
95820 CA SACRAMENTO Single Family 8.5500 0.5000
92115 CA SAN DIEGO Condominium 8.6000 0.5000
92586 CA SUN CITY Single Family 8.7500 0.5000
95838 CA SACRAMENTO Single Family 8.8000 0.5000
▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇ ▇▇▇ Single Family 9.4500 0.5000
95828 CA SACRAMENTO Single Family 9.6000 0.5000
95966 CA OROVILLE Single Family 8.7100 0.5000
95605 CA WEST SACRAMENTO Single Family 9.5500 0.5000
80239 CO DENVER Single Family 8.7500 0.5000
92532 CA LAKE ELSINORE PUD 9.7000 0.5000
80128 CO LITTLETON Single Family 10.9450 0.5000
80128 CO LITTLETON Single Family 7.4500 0.5000
92553 CA ▇▇▇▇▇▇ VALLEY Single Family 7.9500 0.5000
93534 CA LANCASTER Single Family 10.8750 0.5000
93534 CA LANCASTER Single Family 7.7500 0.5000
85351 AZ SUN CITY Condominium 9.8800 0.5000
92336 CA FONTANA Single Family 8.4800 0.5000
95842 CA SACRAMENTO Single Family 9.5000 0.5000
93552 CA PALMDALE Single Family 10.7400 0.5000
95660 CA NORTH HIGHLANDS Single Family 7.1100 0.5000
95823 CA SACRAMENTO Single Family 8.7000 0.5000
95366 CA RIPON Single Family 8.3000 0.5000
92557 CA ▇▇▇▇▇▇ VALLEY PUD 8.7500 0.5000
93308 CA BAKERSFIELD Single Family 9.2400 0.5000
93703 CA FRESNO Single Family 8.7000 0.5000
92275 CA SALTON CITY Single Family 8.1100 0.5000
83709 ID BOISE PUD 8.9100 0.5000
93534 CA LANCASTER 2-4 Family 11.1000 0.5000
93534 CA LANCASTER 2-4 Family 8.3500 0.5000
80260 CO NORTHGLENN Single Family 9.8500 0.5000
95821 CA SACRAMENTO Single Family 7.9900 0.5000
81503 CO GRAND JUNCTION Single Family 8.9400 0.5000
89138 NV LAS VEGAS PUD 8.4500 0.5000
93727 CA FRESNO Single Family 8.5000 0.5000
95307 CA CERES Single Family 7.7000 0.5000
93551 CA PALMDALE Single Family 9.9000 0.5000
89149 NV LAS VEGAS PUD 8.0000 0.5000
85650 AZ SIERRA VISTA Single Family 8.9900 0.5000
90804 CA LONG BEACH Condominium 7.4400 0.5000
92544 CA HEMET Single Family 10.5500 0.5000
85326 AZ BUCKEYE PUD 7.8500 0.5000
95824 CA SACRAMENTO Single Family 10.6800 0.5000
92040 CA LAKESIDE Single Family 8.1250 0.5000
90047 CA LOS ANGELES Single Family 7.7700 0.5000
95709 CA CAMINO Single Family 7.8000 0.5000
97402 OR ▇▇▇▇▇▇ Single Family 9.6500 0.5000
95357 CA MODESTO Single Family 9.7500 0.5000
90016 CA LOS ANGELES Single Family 8.5500 0.5000
98499 WA LAKEWOOD Single Family 10.3500 0.5000
80003 CO ARVADA Single Family 8.3500 0.5000
80922 CO COLORADO SPRING PUD 9.4500 0.5000
85297 AZ GILBERT PUD 8.3000 0.5000
96003 CA ▇▇▇▇▇▇▇ Single Family 7.9500 0.5000
85259 AZ Scottsdale Single Family 12.6000 0.5000
95963 CA Orland Single Family 8.8500 0.5000
85259 AZ Scottsdale Single Family 9.8500 0.5000
33624 FL Tampa PUD 9.9500 0.5000
72315 AR BLYTHEVILLE Single Family 10.6000 0.5000
51338 IA ▇▇▇▇▇▇ Single Family 9.6500 0.5000
20716 MD Bowie Single Family 8.6500 0.5000
49829 MI ESCANABA Single Family 9.3000 0.5000
▇▇▇▇▇ ▇▇ ▇▇▇▇▇ Single Family 9.4250 0.5000
49426 MI Hudsonville Single Family 10.9900 0.5000
36109 ▇▇ ▇▇▇▇▇▇▇▇▇▇ Single Family 12.7500 0.5000
36109 ▇▇ ▇▇▇▇▇▇▇▇▇▇ Single Family 8.5000 0.5000
49442 MI Muskegon Single Family 9.8000 0.5000
43610 OH Toledo Single Family 10.2500 0.5000
43206 OH Columbus Single Family 8.3000 0.5000
43224 OH Columbus Single Family 8.9000 0.5000
32824 FL Orlando Single Family 9.8900 0.5000
46845 IN Fort ▇▇▇▇▇ Single Family 7.6500 0.5000
36832 AL Auburn Single Family 8.5000 0.5000
85653 AZ Marana Single Family 10.2000 0.5000
55422 MN Crystal Single Family 9.0250 0.5000
48224 MI DETROIT Single Family 9.0500 0.5000
48091 MI ▇▇▇▇▇▇ Single Family 8.7750 0.5000
48088 MI WARREN Single Family 9.3250 0.5000
48229 MI ECORSE Single Family 9.9500 0.5000
48357 MI HIGHLAND TWP Condominium 9.2500 0.5000
48128 MI DEARBORN Single Family 9.6000 0.5000
48082 MI SAINT CLAIR SHO Single Family 9.2500 0.5000
48126 MI DEARBORN Single Family 9.5750 0.5000
48135 MI GARDEN CITY Single Family 9.2250 0.5000
48165 MI LYON TWP Single Family 10.4750 0.5000
48227 MI DETROIT Single Family 9.3500 0.5000
48185 MI WESTLAND Single Family 8.7000 0.5000
48238 MI DETROIT 2-4 Family 10.3000 0.5000
48223 MI DETROIT Single Family 9.1250 0.5000
▇▇▇▇▇ ▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇ Single Family 10.4750 0.5000
48429 MI ▇▇▇▇▇▇ Single Family 9.4000 0.5000
48071 MI MADISON HEIGHTS Single Family 8.5750 0.5000
48235 MI DETROIT Single Family 9.3500 0.5000
7652 NJ PARAMUS Single Family 8.9250 0.5000
30055 GA MANSFIELD Single Family 9.1250 0.5000
95948 CA ▇▇▇▇▇▇▇ Single Family 9.7750 0.5000
10310 NY STATEN ISLAND 2-4 Family 9.4500 0.5000
11953 NY MIDDLE ISLAND PUD 9.8500 0.5000
32920 FL CAPE CANAVERAL Condominium 8.8000 0.5000
32907 FL PALM BAY Single Family 9.2250 0.5000
13044 NY CONSTANTIA Single Family 10.2000 0.5000
▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇ Single Family 9.3500 0.5000
33065 FL POMPANO BEACH Condominium 8.2000 0.5000
95687 CA VACAVILLE Condominium 10.3500 0.5000
95687 CA VACAVILLE Condominium 8.3000 0.5000
33161 FL MIAMI Single Family 9.8250 0.5000
8085 NJ SWEDESBORO Single Family 10.1000 0.5000
33617 FL TAMPA Single Family 8.4750 0.5000
92307 CA APPLE VALLEY Single Family 10.1500 0.5000
86429 AZ BULLHEAD CITY Single Family 8.8250 0.5000
80926 CO COLORADO SPRING Single Family 9.3750 0.5000
18045 PA ▇▇▇▇▇▇ TOWNSHIP Single Family 9.3500 0.5000
2780 MA TAUNTON Single Family 9.0000 0.5000
30815 GA HEPHZIBAH Single Family 10.1500 0.5000
2777 MA SWANSEA Single Family 8.9000 0.5000
48082 MI SAINT CLARE SHO Single Family 12.3000 0.5000
1085 MA WESTFIELD Single Family 11.2250 0.5000
17065 PA MOUNT ▇▇▇▇▇ SPR Single Family 11.4250 0.5000
52352 IA ▇▇▇▇▇▇ Single Family 10.0750 0.5000
48324 MI WEST BLOOMFIELD PUD 11.3250 0.5000
42071 ▇▇ ▇▇▇▇▇▇ Single Family 10.0750 0.5000
64429 MO CAMERON Single Family 9.5000 0.5000
48412 MI ATTICA Single Family 9.9750 0.5000
7203 NJ ROSELLE Single Family 10.2000 0.5000
48066 MI ROSEVILLE Single Family 9.7000 0.5000
48433 MI FLUSHING TWP. Single Family 9.2250 0.5000
8012 NJ WASHINGTON TOWN Single Family 10.4750 0.5000
11236 NY BROOKLYN 2-4 Family 10.2750 0.5000
27501 NC ANGIER Single Family 10.2000 0.5000
85209 AZ MESA Single Family 7.8000 0.5000
28166 NC ▇▇▇▇▇▇▇▇ Single Family 9.7000 0.5000
83642 ID MERIDIAN Single Family 9.1750 0.5000
22191 VA WOODBRIDGE Single Family 8.9000 0.5000
48313 MI STERLING HEIGHT Single Family 8.6500 0.5000
48066 MI ROSEVILLE Single Family 9.3750 0.5000
21085 MD JOPPA Single Family 10.1750 0.5000
6071 CT ▇▇▇▇▇▇ Single Family 9.2000 0.5000
60110 IL CARPENTERSVILLE Single Family 9.8000 0.5000
30707 GA CHICKAMAUGA Single Family 9.7000 0.5000
48047 MI CHESTERFIELD TW Single Family 9.0000 0.5000
13209 NY SYRACUSE Single Family 10.5500 0.5000
▇▇▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇ Single Family 9.1750 0.5000
37766 TN LA FOLLETTE Single Family 9.8500 0.5000
38401 TN COLUMBIA Single Family 10.4000 0.5000
49238 MI DEERFIELD Single Family 9.0500 0.5000
17065 PA MOUNT ▇▇▇▇▇ SPR Single Family 9.1250 0.5000
18436 PA LAKE ARIEL Single Family 9.2250 0.5000
▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇ Single Family 8.9750 0.5000
11413 NY SPRINGFIELD GAR Single Family 9.7250 0.5000
48185 MI WESTLAND Single Family 9.1750 0.5000
34654 FL NEW PORT ▇▇▇▇▇▇ PUD 10.5750 0.5000
48066 MI ROSEVILLE Single Family 9.1500 0.5000
16039 PA ▇▇▇▇▇▇ Single Family 10.8500 0.5000
85321 AZ AJO Single Family 9.9500 0.5000
31029 GA ▇▇▇▇▇▇▇▇ Single Family 9.5750 0.5000
34205 FL BRADENTON Condominium 8.0500 0.5000
85207 AZ MESA Single Family 9.4750 0.5000
48433 MI FLUSHING TOWNSH Single Family 8.8250 0.5000
59842 MT ▇▇▇▇▇▇ Single Family 9.0250 0.5000
32114 FL DAYTONA BEACH Single Family 8.5250 0.5000
1085 MA WESTFIELD Single Family 8.9250 0.5000
48217 MI DETROIT Single Family 9.6250 0.5000
70364 LA HOUMA Single Family 10.1000 0.5000
11558 NY ISLAND PARK Single Family 10.5750 0.5000
65583 MO WAYNESVILLE Single Family 8.5250 0.5000
48224 MI DETROIT Single Family 10.1000 0.5000
▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇ Condominium 9.7000 0.5000
53143 WI KENOSHA Single Family 8.8750 0.5000
49201 MI JACKSON Single Family 9.6000 0.5000
31406 GA SAVANNAH Single Family 9.4000 0.5000
73170 OK OKLAHOMA CITY Single Family 9.8750 0.5000
30518 GA BUFORD PUD 8.7750 0.5000
48066 MI ROSEVILLE Single Family 9.2750 0.5000
53045 WI BROOKFIELD Single Family 8.9000 0.5000
48220 MI FERNDALE Single Family 8.6250 0.5000
97355 OR LEBANON Single Family 8.4000 0.5000
38856 MS MARIETTA Single Family 9.4750 0.5000
48430 MI ▇▇▇▇▇▇ Single Family 10.5750 0.5000
20737 MD RIVERDALE Single Family 7.9500 0.5000
49203 MI ▇▇▇▇▇▇▇ Single Family 9.8750 0.5000
48847 MI ITHACA Single Family 8.8500 0.5000
48324 MI WEST BLOOMFIELD PUD 8.8750 0.5000
48183 MI TRENTON Single Family 9.7000 0.5000
21043 MD ELLICOTT CITY Single Family 7.6000 0.5000
35040 AL CALERA Single Family 8.4750 0.5000
42071 ▇▇ ▇▇▇▇▇▇ Single Family 8.8750 0.5000
60586 IL PLAINFIELD PUD 10.7500 0.5000
48444 MI ▇▇▇▇▇ TWP. Single Family 9.0750 0.5000
28387 NC SOUTHERN PINES Single Family 10.1000 0.5000
95673 CA RIO ▇▇▇▇▇ Single Family 9.7250 0.5000
38461 TN HAMPSHIRE Single Family 7.9000 0.5000
44601 OH ALLIANCE Single Family 8.8250 0.5000
11216 NY BROOKLYN 2-4 Family 8.7750 0.5000
63118 MO SAINT LOUIS Single Family 9.5250 0.5000
48082 MI SAINT CLARE SHO Single Family 8.9250 0.5000
84003 UT AMERICAN FORK Single Family 9.7250 0.5000
45805 OH LIMA Single Family 9.5000 0.5000
6610 CT BRIDGEPORT Single Family 8.9250 0.5000
48180 MI ▇▇▇▇▇▇ Single Family 8.9750 0.5000
48174 MI ROMULUS Single Family 9.4000 0.5000
48340 MI PONTIAC Single Family 9.0500 0.5000
64429 MO CAMERON Single Family 9.2000 0.5000
41385 ▇▇ ▇▇▇▇▇▇▇▇ Single Family 8.5500 0.5000
48162 MI FRENCHTOWN TWP. Single Family 10.6000 0.5000
48220 MI FERNDALE Single Family 8.9000 0.5000
48180 MI ▇▇▇▇▇▇ Single Family 10.3000 0.5000
44054 OH SHEFFIELD LAKE Single Family 9.9500 0.5000
52352 IA ▇▇▇▇▇▇ Single Family 7.5750 0.5000
33542 FL ZEPHYRHILLS Single Family 8.5000 0.5000
34953 FL PORT SAINT LUCI Single Family 9.9750 0.5000
48336 MI FARMINGTON Condominium 9.1250 0.5000
48415 MI BIRCH RUN Single Family 8.4250 0.5000
▇▇▇▇▇ ▇▇ ▇▇▇▇ Single Family 10.9750 0.5000
22553 VA SPOTSYLVANIA PUD 8.6000 0.5000
8107 NJ BOROUGH OF WOOD Single Family 9.0250 0.5000
52806 IA ▇▇▇▇▇▇▇▇▇ Single Family 9.5500 0.5000
92392 CA VICTORVILLE Single Family 8.5000 0.5000
44130 OH PARMA HEIGHTS Single Family 9.1000 0.5000
48629 MI HOUGHTON LAKE Single Family 10.1500 0.5000
48228 MI DETROIT Single Family 10.2500 0.5000
48227 MI DETROIT 2-4 Family 9.8500 0.5000
49221 MI ▇▇▇▇▇▇ Single Family 10.1500 0.5000
48509 MI ▇▇▇▇▇▇ Single Family 8.6250 0.5000
49424 MI HOLLAND Single Family 9.1250 0.5000
49201 MI ▇▇▇▇▇▇▇ Single Family 10.8000 0.5000
48371 MI OXFORD TWP. Single Family 10.6000 0.5000
22407 VA FREDERICKSBURG Single Family 7.2400 0.5000
27295 NC LEXINGTON Single Family 7.9400 0.5000
15143 PA SEWICKLEY PUD 7.3400 0.5000
95209 CA STOCKTON Single Family 6.4250 0.5000
91706 CA ▇▇▇▇▇▇▇ PARK Condominium 7.8750 0.5000
92277 CA TWENTYNINE PALM Single Family 9.9900 0.5000
92277 CA TWENTYNINE PALM Single Family 7.0400 0.5000
93455 CA SANTA ▇▇▇▇▇ Single Family 7.3900 0.5000
90046 CA LOS ANGELES Single Family 7.9900 0.5000
20002 DC WASHINGTON Single Family 8.8900 0.5000
20018 DC WASHINGTON Single Family 7.1900 0.5000
4102 ME PORTLAND Single Family 7.7400 0.5000
33055 FL MIAMI Single Family 9.5400 0.5000
6457 CT MIDDLETOWN Single Family 9.8400 0.5000
6457 CT MIDDLETOWN Single Family 9.9900 0.5000
32714 FL ALTAMONTE SPRIN Single Family 6.0000 0.5000
91106 CA PASADENA Condominium 10.7500 0.5000
91106 CA PASADENA Condominium 7.5400 0.5000
80919 CO COLORADO SPRING Single Family 11.0000 0.5000
80919 CO COLORADO SPRING Single Family 8.0400 0.5000
92392 CA VICTORVILLE Single Family 11.6000 0.5000
92392 CA VICTORVILLE Single Family 6.7400 0.5000
85201 AZ MESA Single Family 9.9400 0.5000
98030 WA KENT Single Family 7.9900 0.5000
33023 FL PEMBROKE PINES Single Family 6.7900 0.5000
33013 FL HIALEAH Single Family 7.8400 0.5000
33165 FL MIAMI Single Family 8.0900 0.5000
35217 AL BIRMINGHAM Single Family 8.1900 0.5000
33015 FL HIALEAH Single Family 9.9650 0.5000
85014 AZ PHOENIX Condominium 8.9900 0.5000
92376 CA RIALTO Single Family 6.8750 0.5000
32304 FL TALLAHASSEE Single Family 8.2500 0.5000
49022 MI ▇▇▇▇▇▇ Harbor Single Family 9.4100 0.5000
89120 NV Las Vegas Single Family 8.5750 0.5000
6479 CT Plantsville Single Family 9.7250 0.5000
93225 CA ▇▇▇▇▇▇▇ Park Single Family 8.4500 0.5000
32746 FL ▇▇▇▇ ▇▇▇▇ PUD 11.2000 0.5000
6385 CT Waterford Single Family 8.7500 0.5000
32128 FL Port Orange Single Family 9.8380 0.5000
45227 OH Cincinnati Single Family 8.8750 0.5000
53406 WI Racine Single Family 10.2000 0.5000
32195 FL Weirsdale Single Family 8.3750 0.5000
20011 DC Washington Townhouse 12.2500 0.5000
20011 DC Washington Townhouse 9.9500 0.5000
63136 MO Saint Louis Single Family 8.6000 0.5000
3033 NH Brookline Single Family 7.8000 0.5000
92371 CA Phelan Single Family 7.8500 0.5000
89121 NV Las Vegas Single Family 6.8500 0.5000
85297 AZ ▇▇▇▇▇▇▇ PUD 8.6000 0.5000
90094 CA LOS ANGELES Condominium 12.2500 0.5000
89107 NV Las Vegas Single Family 12.7000 0.5000
89107 NV Las Vegas Single Family 9.2500 0.5000
20748 MD Temple Hills Single Family 8.5000 0.5000
30064 GA MARIETTA Single Family 9.6250 0.5000
30248 GA LOCUST GROVE Single Family 9.9500 0.5000
92308 CA APPLE VALLEY Single Family 9.6250 0.5000
90094 CA LOS ANGELES Condominium 9.0700 0.5000
64034 MO Greenwood Single Family 8.5500 0.5000
21921 MD ELKTON Single Family 8.5000 0.5000
22192 VA WOODBRIDGE PUD 9.8750 0.5000
93704 CA Fresno Single Family 11.4250 0.5000
92336 CA FONTANA Single Family 9.4450 0.5000
92336 CA FONTANA Single Family 12.2500 0.5000
46052 IN LEBANON Single Family 11.2500 0.5000
97304 OR SALEM Single Family 9.8250 0.5000
15241 OH Pittsburgh PUD 8.5500 0.5000
46052 IN LEBANON Single Family 7.9500 0.5000
53142 WI Kenosha Single Family 8.7000 0.5000
21215 MD Baltimore Townhouse 10.0000 0.5000
29044 SC EASTOVER Single Family 10.7000 0.5000
33313 FL SUNRISE Single Family 8.9800 0.5000
72712 AR BENTONVILLE Single Family 7.8750 0.5000
80631 CO GREELEY Single Family 12.3500 0.5000
80631 CO GREELEY PUD 7.8500 0.5000
72113 AR MAUMELLE PUD 8.3400 0.5000
31705 GA ALBANY Single Family 8.8750 0.5000
33415 FL West Palm Beach Condominium 9.6900 0.5000
54511 WI ARGONNE Single Family 9.1250 0.5000
6457 CT MIDDLETOWN Single Family 7.3500 0.5000
8053 NJ Marlton PUD 8.8000 0.5000
60466 IL University Park Condominium 8.1000 0.5000
29449 SC HOLLYWOOD Single Family 9.0750 0.5000
60609 IL Chicago 2-4 Family 9.3250 0.5000
95336 CA Manteca Single Family 9.0000 0.5000
66104 KS KANSAS CITY Single Family 9.2500 0.5000
49013 MI BANGOR Single Family 8.7500 0.5000
85037 AZ PHOENIX Single Family 8.7500 0.5000
85202 AZ MESA Single Family 7.6250 0.5000
48234 MI DETROIT Single Family 9.9900 0.5000
33617 FL TAMPA Single Family 9.6250 0.5000
60637 IL CHICAGO 2-4 Family 9.6250 0.5000
81521 CO FRUITA Single Family 9.8750 0.5000
65807 MO SPRINGFIELD Single Family 9.8750 0.5000
46730 IN CORUNNA Single Family 8.8750 0.5000
80211 CO DENVER Single Family 9.8750 0.5000
6516 CT WEST HAVEN Condominium 9.8750 0.5000
37716 TN CLINTON Single Family 9.9900 0.5000
47715 IN EVANSVILLE Single Family 9.9900 0.5000
60628 IL CHICAGO Townhouse 7.9900 0.5000
49505 MI GRAND RAPIDS Single Family 9.9900 0.5000
48236 MI GROSSE POINTE Single Family 8.5000 0.5000
48152 MI LIVONIA Condominium 10.8750 0.5000
20191 VA RESTON PUD 9.0000 0.5000
44436 OH LOWELLVILLE Single Family 11.1250 0.5000
85021 AZ PHOENIX Condominium 7.8750 0.5000
85225 AZ CHANDLER Single Family 9.7500 0.5000
67203 KS WICHITA 2-4 Family 9.4900 0.5000
15001 PA ALIQUIPPA Single Family 8.8750 0.5000
44116 OH ROCKY RIVER Single Family 9.7500 0.5000
98026 WA ▇▇▇▇▇▇▇ Single Family 9.2500 0.5000
49242 MI HILLSDALE Single Family 9.1250 0.5000
31404 GA SAVANNAH Single Family 10.2500 0.5000
84044 UT MAGNA Single Family 8.8750 0.5000
48159 MI ▇▇▇▇▇▇ Single Family 11.6250 0.5000
85345 AZ PEORIA Single Family 9.2500 0.5000
32808 FL ORLANDO Single Family 8.5000 0.5000
6479 CT PLANTSVILLE Single Family 8.3750 0.5000
85635 AZ SIERRA VISTA Single Family 9.7500 0.5000
65775 MO WEST PLAINS Single Family 9.6250 0.5000
34691 FL HOLIDAY Single Family 10.6250 0.5000
85242 AZ QUEEN CREEK PUD 7.7500 0.5000
33407 FL WEST PALM BEACH Single Family 9.1250 0.5000
24588 VA RUSTBURG Single Family 10.0000 0.5000
93446 CA PASO ▇▇▇▇▇▇ Single Family 9.8750 0.5000
50315 IA DES MOINES Single Family 12.1250 0.5000
33912 FL FORT ▇▇▇▇▇ Single Family 7.3750 0.5000
84066 UT ROOSEVELT Single Family 8.1250 0.5000
48818 MI CRYSTAL Single Family 8.0250 0.5000
48910 MI LANSING Single Family 9.3750 0.5000
66007 KS BASEHOR Single Family 9.8750 0.5000
37217 TN NASHVILLE Single Family 9.1250 0.5000
63020 MO DE ▇▇▇▇ Single Family 10.0000 0.5000
33147 FL MIAMI Single Family 7.8750 0.5000
46106 IN BARGERSVILLE Single Family 10.7500 0.5000
15673 PA NORTH APOLLO Single Family 9.5000 0.5000
90044 CA LOS ANGELES 2-4 Family 7.9900 0.5000
38116 TN MEMPHIS Single Family 11.2400 0.5000
32301 FL TALLAHASSEE Single Family 10.5000 0.5000
21113 MD ODENTON PUD 9.6250 0.5000
33404 FL RIVIERA BEACH Single Family 8.3750 0.5000
24055 VA ▇▇▇▇▇▇▇ Single Family 8.7500 0.5000
85938 AZ SPRINGERVILLE Single Family 9.1250 0.5000
22554 VA STAFFORD Single Family 8.8750 0.5000
49127 MI STEVENSVILLE Single Family 7.7500 0.5000
46953 IN ▇▇▇▇▇▇ Single Family 9.9900 0.5000
48205 MI DETROIT Single Family 10.3750 0.5000
19355 PA MALVERN Single Family 6.8750 0.5000
60632 IL CHICAGO 2-4 Family 9.2500 0.5000
89031 NV NORTH LAS VEGAS PUD 9.2500 0.5000
33411 FL ROYAL PALM BEACH Single Family 8.3750 0.5000
93622 CA FIREBAUGH Single Family 9.3750 0.5000
49307 MI BIG RAPIDS Single Family 12.8750 0.5000
66002 KS ▇▇▇▇▇▇▇▇ Single Family 11.6250 0.5000
45040 OH ▇▇▇▇▇ Single Family 9.1000 0.5000
7305 NJ JERSEY CITY Single Family 9.9500 0.5000
23504 VA NORFOLK 2-4 Family 9.5000 0.5000
19540 PA MOHNTON Single Family 9.7500 0.5000
28401 NC Wilmington Single Family 9.2000 0.5000
30294 GA Ellenwood Single Family 8.5500 0.5000
32539 FL CRESTVIEW Single Family 8.4800 0.5000
30504 GA Gainesville Single Family 8.6500 0.5000
48506 MI Flint Single Family 10.1500 0.5000
34990 FL PALM CITY Single Family 8.5000 0.5000
63074 MO Saint ▇▇▇ Single Family 9.6000 0.5000
32817 FL Orlando PUD 9.2250 0.5000
20772 MD Upper Marlboro Single Family 7.7000 0.5000
30038 GA Lithonia Single Family 8.6000 0.5000
17225 PA Greencastle Single Family 9.1500 0.5000
16121 PA ▇▇▇▇▇▇▇ Single Family 11.2800 0.5000
30281 GA STOCKBRIDGE Single Family 9.3500 0.5000
30297 GA MONROE Single Family 10.1250 0.5000
30655 GA Monroe Single Family 9.8500 0.5000
23669 VA HAMPTON Single Family 9.1250 0.5000
68505 NE LINCOLN Single Family 13.3500 0.5000
68505 NE LINCOLN Single Family 9.2500 0.5000
66202 KS OVERLAND PARK PUD 9.8000 0.5000
53018 WI DELAFIELD Single Family 8.3250 0.5000
55448 MN ▇▇▇▇ RAPIDS Single Family 8.7750 0.5000
64057 MO INDEPENDENCE Single Family 9.7000 0.5000
67901 KS LIBERAL Single Family 10.4500 0.5000
56379 MN SAUK RAPIDS Single Family 9.0000 0.5000
68104 NE OMAHA Single Family 11.0500 0.5000
50322 IA DES MOINES Single Family 8.3500 0.5000
53209 WI MILWAUKEE 2-4 Family 9.9000 0.5000
33772 FL SEMINOLE Single Family 8.3000 0.5000
98375 WA PUYALLUP Single Family 10.8900 0.5000
44614 OH CANAL ▇▇▇▇▇▇ Single Family 13.1500 0.5000
44614 OH CANAL ▇▇▇▇▇▇ Single Family 9.3000 0.5000
18347 PA POCONO LAKE PUD 10.4900 0.5000
97006 OR BEAVERTON Single Family 14.0000 0.5000
97006 OR BEAVERTON Single Family 9.0000 0.5000
34243 FL SARASOTA Single Family 9.2000 0.5000
40514 KY LEXINGTON PUD 9.8500 0.5000
46814 IN FORT ▇▇▇▇▇ Single Family 10.1000 0.5000
46140 IN GREENFIELD Single Family 9.9500 0.5000
66006 KS ▇▇▇▇▇▇▇ CITY Single Family 9.2000 0.5000
44256 OH MEDINA Single Family 11.2000 0.5000
98541 WA ▇▇▇▇ Single Family 10.6000 0.5000
23834 VA COLONIAL HEIGHT Single Family 10.8000 0.5000
46017 IN CHESTERFIELD Single Family 9.9500 0.5000
16323 PA FRANKLIN Single Family 9.9000 0.5000
61614 IL PEORIA Single Family 9.5120 0.5000
45223 OH CINCINNATI Single Family 8.4500 0.5000
68111 NE OMAHA Single Family 11.2000 0.5000
64123 MO KANSAS CITY Single Family 11.3000 0.5000
▇▇▇▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇ Single Family 10.6500 0.5000
23464 VA VIRGINIA BEACH Single Family 9.6000 0.5000
24141 VA ▇▇▇▇▇▇▇ PUD 9.6000 0.5000
23325 VA CHESAPEAKE Single Family 10.0000 0.5000
87120 NM ALBUQUERQUE Single Family 11.0000 0.5000
23323 VA CHESAPEAKE Single Family 8.5750 0.5000
45872 OH NORTH BALTIMORE Single Family 9.9500 0.5000
95628 CA FAIR OAKS Single Family 8.6000 0.5000
48066 MI ROSEVILLE Single Family 11.3900 0.5000
45406 OH DAYTON Single Family 9.5500 0.5000
98203 WA ▇▇▇▇▇▇▇ Single Family 9.6500 0.5000
98503 WA LACEY PUD 7.7500 0.5000
92201 CA INDIO Single Family 8.7500 0.5000
66002 KS ▇▇▇▇▇▇▇▇ Single Family 9.3500 0.5000
50320 IA DES MOINES Single Family 7.5000 0.5000
93551 CA PALMDALE Single Family 9.0500 0.5000
94621 CA OAKLAND Single Family 8.3100 0.5000
98118 WA SEATTLE Single Family 8.3500 0.5000
95210 CA STOCKTON Single Family 8.8500 0.5000
92653 CA LAGUNA HILLS Single Family 8.2500 0.5000
90016 CA LOS ANGELES 2-4 Family 7.5000 0.5000
95820 CA SACRAMENTO Single Family 8.2000 0.5000
92264 CA PALM SPRINGS Single Family 7.6500 0.5000
92583 CA SAN JACINTO Single Family 7.9000 0.5000
90744 CA LOS ANGELES Single Family 7.5500 0.5000
30189 GA WOODSTOCK Single Family 9.6000 0.5000
34606 FL SPRING HILL Single Family 8.1000 0.5000
93065 CA SIMI VALLEY Single Family 8.9900 0.5000
90065 CA LOS ANGELES 2-4 Family 8.0500 0.5000
95965 CA OROVILLE Single Family 10.4500 0.5000
96789 HI MILILANI Single Family 8.7100 0.5000
94579 CA SAN LEANDRO Single Family 8.5000 0.5000
92509 CA RIVERSIDE Single Family 8.1000 0.5000
23320 VA CHESAPEAKE PUD 7.9500 0.5000
92870 CA PLACENTIA Single Family 7.7500 0.5000
93552 CA PALMDALE Single Family 8.8000 0.5000
90062 CA LOS ANGELES Single Family 8.4750 0.5000
34116 FL NAPLES Single Family 7.5000 0.5000
91722 CA COVINA Single Family 7.5000 0.5000
92113 CA SAN DIEGO Single Family 7.6500 0.5000
93534 CA LANCASTER Single Family 7.9000 0.5000
85037 AZ PHOENIX Single Family 7.9500 0.5000
92703 CA SANTA ▇▇▇ Single Family 7.8000 0.5000
94509 CA ANTIOCH Single Family 8.4500 0.5000
90650 CA NORWALK Single Family 8.4000 0.5000
93710 CA FRESNO Single Family 7.9500 0.5000
6226 CT WILLIMANTIC Single Family 8.9800 0.5000
92065 CA ▇▇▇▇▇▇ Single Family 7.5000 0.5000
60154 IL WESTCHESTER Single Family 7.4500 0.5000
60154 IL WESTCHESTER Single Family 8.3000 0.5000
56342 MN ISLE Single Family 8.1000 0.5000
43701 OH ZANESVILLE Single Family 8.3000 0.5000
29650 SC GREER PUD 10.7500 0.5000
7205 NJ HILLSIDE Single Family 8.5000 0.5000
60443 IL ▇▇▇▇▇▇▇▇ Single Family 8.8750 0.5000
▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇ Single Family 8.5000 0.5000
30032 GA DECATUR Single Family 9.5000 0.5000
70592 LA YOUNGSVILLE Single Family 9.7500 0.5000
23702 VA PORTSMOUTH Single Family 9.1250 0.5000
19120 PA PHILADELPHIA Single Family 7.8500 0.5000
80907 CO Colorado Springs Single Family 11.5000 0.5000
30047 GA Lilburn Single Family 6.8500 0.5000
91722 CA Covina Single Family 7.1000 0.5000
55346 MN Eden Prairie Single Family 7.9250 0.5000
85213 AZ Mesa Single Family 7.3500 0.5000
33953 FL PORT CHARLOTTE Single Family 7.3500 0.5000
95660 CA NORTH HIGHLANDS Single Family 8.9900 0.5000
95824 CA SACRAMENTO Single Family 10.1250 0.5000
80013 CO AURORA Single Family 8.8750 0.5000
92262 CA PALM SPRINGS Single Family 8.8750 0.5000
30157 GA DALLAS PUD 10.2500 0.5000
30506 GA GAINESVILLE PUD 8.8750 0.5000
30013 GA ▇▇▇▇▇▇▇ Single Family 8.7500 0.5000
30024 GA SUWANEE PUD 7.3750 0.5000
30519 GA BUFORD PUD 8.1250 0.5000
33648 FL ▇▇▇▇▇▇ CHAPEL PUD 8.7500 0.5000
30233 GA ▇▇▇▇▇▇▇ Single Family 10.3750 0.5000
34222 FL ELLENTON PUD 9.6250 0.5000
44095 OH EASTLAKE Single Family 9.5000 0.5000
60466 IL PARK FOREST Single Family 8.5000 0.5000
8865 NJ PHILLIPSBURG Single Family 9.5000 0.5000
8332 NJ MILLVILLE Single Family 9.5000 0.5000
24486 VA ▇▇▇▇▇▇ CAVE Single Family 7.7500 0.5000
19030 PA FAIRLESS HILLS Single Family 8.0000 0.5000
18067 PA NORTHAMPTON Single Family 9.5000 0.5000
7045 NJ MONTVILLE Single Family 9.6250 0.5000
6515 CT NEW HAVEN Single Family 7.9990 0.5000
7107 NJ NEWARK 2-4 Family 7.7500 0.5000
8876 NJ SOMERVILLE 2-4 Family 9.0000 0.5000
21044 MD COLUMBIA Condominium 9.2500 0.5000
6706 CT WATERBURY Single Family 8.3750 0.5000
8753 NJ DOVER TWP. (TOMS RIVER) Single Family 8.8750 0.5000
7039 NJ ▇▇▇▇▇▇▇▇▇▇ Single Family 9.8750 0.5000
60123 IL ELGIN Single Family 8.2500 0.5000
46356 IN ▇▇▇▇▇▇ Single Family 7.7500 0.5000
47963 IN MOROCCO Single Family 7.9900 0.5000
33308 FL FORT LAUDERDALE Condominium 8.9900 0.5000
29072 SC LEXINGTON Single Family 7.7500 0.5000
30044 GA LAWRENCEVILLE Single Family 11.2500 0.5000
30044 GA LAWRENCEVILLE Single Family 7.5000 0.5000
33629 FL TAMPA Single Family 8.6250 0.5000
34983 FL PORT SAINT LUCIE Single Family 8.8750 0.5000
32358 FL SOPCHOPPY Single Family 8.8750 0.5000
19027 PA ▇▇▇▇▇▇ PARK 2-4 Family 9.3750 0.5000
33611 FL TAMPA Condominium 9.1250 0.5000
19115 PA PHILADELPHIA Single Family 8.3750 0.5000
33463 FL LAKE WORTH PUD 9.6250 0.5000
33463 FL LAKE WORTH Townhouse 8.7500 0.5000
11234 NY BROOKLYN 2-4 Family 8.6500 0.5000
8901 NJ NEW BRUNSWICK Condominium 9.3750 0.5000
6484 CT ▇▇▇▇▇▇▇ Single Family 8.5000 0.5000
7003 NJ BLOOMFIELD Single Family 9.0000 0.5000
6614 CT STRATFORD Single Family 7.6250 0.5000
6515 CT NEW HAVEN Single Family 7.5000 0.5000
7205 NJ HILLSIDE 2-4 Family 9.8750 0.5000
43623 OH TOLEDO Single Family 8.8750 0.5000
6052 CT NEW BRITAIN Single Family 9.1250 0.5000
▇▇▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇ Single Family 9.3750 0.5000
7003 NJ BLOOMFIELD 2-4 Family 7.7500 0.5000
7202 NJ ▇▇▇▇▇▇▇▇▇ Condominium 8.7500 0.5000
44118 OH CLEVELAND HEIGHTS 2-4 Family 8.2500 0.5000
12501 NY AMENIA Single Family 8.0000 0.5000
43160 OH WASHINGTON COURT HOUSE Single Family 9.1250 0.5000
18466 PA TOWNSHIP OF ▇▇▇▇▇▇▇▇▇ Single Family 11.1250 0.5000
43206 OH COLUMBUS Single Family 8.0000 0.5000
33321 FL TAMARAC PUD 7.4380 0.5000
6401 CT ANSONIA 2-4 Family 6.9900 0.5000
11207 NY BROOKLYN 2-4 Family 10.2500 0.5000
19136 PA PHILADELPHIA Single Family 8.3750 0.5000
13069 NY ▇▇▇▇▇▇ Single Family 10.2500 0.5000
12414 NY CATSKILL Single Family 10.2500 0.5000
1007 MA BELCHERTOWN Single Family 8.5000 0.5000
98501 WA OLYMPIA PUD 8.6750 0.5000
85249 AZ ▇▇▇▇▇▇▇▇ Single Family 9.0000 0.5000
89113 NV LAS VEGAS PUD 8.2500 0.5000
92220 CA BANNING Single Family 7.0000 0.5000
95210 CA STOCKTON Single Family 7.8750 0.5000
95376 CA ▇▇▇▇▇ Single Family 8.2500 0.5000
93534 CA LANCASTER Single Family 9.9500 0.5000
95828 CA SACRAMENTO Single Family 8.6000 0.5000
92570 CA PERRIS Single Family 8.4000 0.5000
85204 AZ MESA PUD 8.2500 0.5000
85226 AZ CHANDLER PUD 7.1500 0.5000
86314 AZ PRESCOTT VALLEY Single Family 13.6500 0.5000
86314 AZ PRESCOTT VALLEY Single Family 8.4750 0.5000
85340 AZ LITCHFIELD PARK Single Family 8.4000 0.5000
95401 CA SANTA ▇▇▇▇ Single Family 6.9900 0.5000
85242 AZ QUEEN CREEK PUD 6.6500 0.5000
92780 CA TUSTIN PUD 8.6000 0.5000
55432 MN ▇▇▇▇▇▇▇ Single Family 7.3000 0.5000
45653 OH Minford Single Family 9.2000 0.5000
95246 CA Mountain Ranch Single Family 9.7500 0.5000
53209 WI MILWAUKEE Single Family 8.7000 0.5000
30019 GA Dacula PUD 10.2500 0.5000
27217 NC ALAMARCE Single Family 10.0000 0.5000
20109 VA Manassas Condominium 10.7500 0.5000
46229 IN INDIANAPOLIS Single Family 10.2500 0.5000
20784 MD HYATTSVILLE Single Family 9.5000 0.5000
93725 CA FRESNO Single Family 8.5500 0.5000
71601 AR ARSENAL Single Family 9.9500 0.5000
36010 ▇▇ ▇▇▇▇▇▇▇▇▇ Single Family 10.5000 0.5000
1588 MA WHITINSVILLE Single Family 7.3750 0.5000
89131 NV Las Vegas PUD 8.5000 0.5000
32792 FL Winter Park Single Family 9.8500 0.5000
63069 MO Pacific Single Family 8.3500 0.5000
80906 CO Colorado Springs PUD 9.0000 0.5000
87102 NM Albuquerque Single Family 8.5000 0.5000
38751 MS INDIANOLA Single Family 11.6500 0.5000
48227 MI DETROIT Single Family 10.9900 0.5000
43062 OH Pataskala Single Family 9.0500 0.5000
93550 CA PALMDALE Single Family 9.0250 0.5000
34952 FL Port Saint Lucie Single Family 9.3800 0.5000
20017 DC Washington Townhouse 7.5000 0.5000
32807 FL AZALEA PARK Single Family 9.6250 0.5000
33351 FL Sunrise PUD 8.9900 0.5000
65802 MO Springfield Single Family 8.0000 0.5000
1604 MA WORCESTER 2-4 Family 9.3500 0.5000
86327 AZ ▇▇▇▇▇ Single Family 7.9750 0.5000
85033 AZ Phoenix PUD 12.0000 0.5000
85033 AZ Phoenix PUD 8.8000 0.5000
46241 IN Indianapolis Single Family 11.5400 0.5000
33954 FL Port Charlotte Single Family 9.2500 0.5000
93702 CA Fresno Single Family 9.2500 0.5000
45064 OH SOMERVILLE Single Family 9.1000 0.5000
8080 NJ ▇▇▇▇▇▇ Single Family 9.0000 0.5000
34436 FL Floral City Single Family 9.5500 0.5000
7882 NJ Washington Single Family 8.5000 0.5000
89110 NV Las Vegas PUD 7.1000 0.5000
62301 IL QUINCY Single Family 10.9500 0.5000
53209 WI ▇▇▇▇▇ DEER Single Family 9.7000 0.5000
23072 VA ▇▇▇▇▇ Single Family 8.2250 0.5000
30253 GA ▇▇▇▇▇▇▇▇▇ Single Family 9.3000 0.5000
23320 VA Chesapeake Condominium 7.4500 0.5000
94589 CA VALLEJO Single Family 9.6750 0.5000
85739 AZ Tucson PUD 13.3000 0.5000
85739 AZ Tucson PUD 8.3000 0.5000
95209 CA STOCKTON Single Family 8.7250 0.5000
70129 LA NEW ORLEANS Single Family 12.6500 0.5000
70129 LA NEW ORLEANS Single Family 8.9900 0.5000
53218 WI MILWAUKEE Single Family 8.5000 0.5000
91342 CA SYLMAR Single Family 11.0500 0.5000
38654 ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ Single Family 7.7000 0.5000
30152 GA KENNESAW Single Family 8.8750 0.5000
23832 VA Chesterfield PUD 11.8750 0.5000
23832 VA Chesterfield PUD 8.7500 0.5000
33311 FL LAUDERDALE LAKES Single Family 7.7500 0.5000
49827 MI ENGADINE Single Family 9.1250 0.5000
92021 CA El Cajon Condominium 12.2500 0.5000
92021 CA El Cajon Condominium 8.4500 0.5000
20111 VA Manassas Park Single Family 7.9500 0.5000
23504 VA Norfolk Single Family 9.7750 0.5000
64132 MO Kansas City Single Family 9.4500 0.5000
30094 GA Conyers Single Family 9.7000 0.5000
30044 GA Lawrenceville Single Family 9.4250 0.5000
33569 FL RIVERVIEW Single Family 9.6000 0.5000
85037 AZ PHOENIX Single Family 7.9900 0.5000
92345 CA HESPERIA Single Family 12.3000 0.5000
92345 CA HESPERIA Single Family 8.9900 0.5000
15234 PA Pittsburgh Single Family 9.5500 0.5000
20723 MD Laurel Townhouse 9.2500 0.5000
18466 PA Tobyhanna PUD 8.7000 0.5000
85208 AZ MESA PUD 8.8000 0.5000
17236 PA Mercersburg PUD 11.8500 0.5000
17236 PA Mercersburg PUD 7.9500 0.5000
20874 MD Germantown Condominium 8.3000 0.5000
20716 MD Bowie Condominium 9.2500 0.5000
22101 VA Mc Lean Single Family 9.8750 0.5000
21784 MD SYKESVILLE Single Family 8.5000 0.5000
56377 MN Sartell Single Family 7.7000 0.5000
54730 WI Colfax Single Family 9.3000 0.5000
29527 SC ▇▇▇▇▇▇ Single Family 11.0250 0.5000
85713 AZ Tucson Single Family 8.0500 0.5000
55016 MN Cottage Grove Single Family 9.8750 0.5000
22015 VA BURKE PUD 12.2500 0.5000
22015 VA ▇▇▇▇▇ PUD 7.5750 0.5000
75028 TX Flower Mound PUD 8.6500 0.5000
90813 CA LONG BEACH 2-4 Family 8.1250 0.5000
33024 FL HOLLYWOOD Single Family 8.7500 0.5000
21901 MD North East PUD 12.2500 0.5000
21901 MD North East PUD 8.0000 0.5000
83110 WY AFTON Single Family 8.1500 0.5000
17406 PA York PUD 8.7500 0.5000
11764 NY ▇▇▇▇▇▇ Place Single Family 8.6250 0.5000
30349 GA ATL Single Family 10.8000 0.5000
30680 GA WINDER Single Family 10.8000 0.5000
2072 MA STOUGHTON Single Family 9.4000 0.5000
97756 OR Redmond Single Family 9.3500 0.5000
55445 MN Brooklyn Park Single Family 10.3750 0.5000
55445 MN Brooklyn Park Single Family 7.3760 0.5000
34747 FL Kissimmee Single Family 9.9000 0.5000
54025 WI Somerset Single Family 8.6500 0.5000
65202 MO Columbia Single Family 7.9500 0.5000
30045 GA Lawrenceville Single Family 9.7750 0.5000
30092 GA Norcross Single Family 8.8000 0.5000
17110 PA Harrisburg Single Family 9.5000 0.5000
46203 IN INDIANAPOLIS Single Family 8.7500 0.5000
32725 FL DELTONA Single Family 7.4000 0.5000
21216 MD BALTIMORE Townhouse 9.8500 0.5000
27804 NC Rocky Mount Single Family 10.3500 0.5000
95127 CA SAN ▇▇▇▇ Single Family 6.7750 0.5000
33147 FL Miami Single Family 10.7250 0.5000
61088 IL Winnebago Single Family 9.1500 0.5000
92301 CA ADELANTO Single Family 12.6500 0.5000
92301 CA ADELANTO Single Family 8.1750 0.5000
60629 IL Chicago 2-4 Family 12.6000 0.5000
60629 IL Chicago 2-4 Family 8.1250 0.5000
22310 VA Alexandria Condominium 9.3500 0.5000
95060 CA SANTA ▇▇▇▇ Single Family 9.6500 0.5000
98052 WA ▇▇▇▇▇▇▇ Condominium 11.2500 0.5000
98052 WA REDMOND Condominium 7.3750 0.5000
95132 CA SAN ▇▇▇▇ Condominium 11.6250 0.5000
95132 CA SAN ▇▇▇▇ Condominium 7.7500 0.5000
98366 WA PORT ORCHARD Single Family 6.9900 0.5000
98122 WA SEATTLE Condominium 7.7500 0.5000
97224 OR TIGARD PUD 8.1250 0.5000
94928 CA ROHNERT PARK Condominium 7.8750 0.5000
97007 OR BEAVERTON PUD 7.9900 0.5000
28078 NC HUNTERSVILLE Single Family 7.9650 0.5000
85213 AZ MESA Single Family 8.3150 0.5000
52356 IA ▇▇▇▇▇▇▇ Single Family 7.3650 0.5000
93535 CA LANCASTER Single Family 8.2400 0.5000
30331 GA Atlanta PUD 9.7000 0.5000
32738 FL DELTONA Single Family 11.0500 0.5000
55075 MN S SAINT ▇▇▇▇ Single Family 10.0500 0.5000
93637 CA MADERA Single Family 8.4000 0.5000
60172 IL KEENEYVILLE Single Family 10.4000 0.5000
48209 MI DETROIT Single Family 9.1500 0.5000
85306 AZ Glendale Single Family 8.2000 0.5000
92591 CA TEMECULA Single Family 9.0800 0.5000
80233 CO ▇▇▇▇▇▇▇▇ Single Family 8.2000 0.5000
30349 GA Atlanta Single Family 12.2000 0.5000
30349 GA Atlanta Single Family 8.9500 0.5000
1876 MA Tewksbury Single Family 9.0750 0.5000
62232 IL Caseyville Single Family 10.9250 0.5000
30135 GA Douglasville PUD 11.8500 0.5000
55125 MN Woodbury Single Family 8.8000 0.5000
55376 MN Saint ▇▇▇▇▇▇▇ Single Family 12.3500 0.5000
55376 MN Saint ▇▇▇▇▇▇▇ Single Family 9.8750 0.5000
92124 CA San Diego Single Family 12.2500 0.5000
92124 CA San Diego Single Family 8.3250 0.5000
91706 CA ▇▇▇▇▇▇▇ PARK Single Family 9.3500 0.5000
92707 CA SANTA ▇▇▇ Condominium 12.0500 0.5000
92707 CA SANTA ▇▇▇ Condominium 7.8750 0.5000
40205 KY LOUISVILLE Single Family 11.1000 0.5000
54982 WI WAUTOMA Single Family 10.1400 0.5000
23413 VA NASSAWADOX Single Family 9.7500 0.5000
11722 NY CENTRAL ISLIP Single Family 9.3500 0.5000
24064 VA BLUE RIDGE Single Family 8.9000 0.5000
32209 FL Jacksonville Single Family 9.8500 0.5000
23523 VA NORFOLK Townhouse 10.4950 0.5000
▇▇▇▇▇ ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ Single Family 8.5000 0.5000
23454 VA VIRGINIA BCH Single Family 12.6700 0.5000
22041 VA Falls Church Condominium 9.3750 0.5000
▇▇▇▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇ Single Family 9.8750 0.5000
52803 IA DAVENPORT Single Family 9.7500 0.5000
23454 VA VIRGINIA BCH Single Family 8.8550 0.5000
29556 SC Kingstree Single Family 10.4500 0.5000
37914 TN KNOXVILLE Single Family 11.2500 0.5000
64138 MO KANSAS CITY Single Family 7.2500 0.5000
46060 IN NOBLESVILLE Single Family 8.2050 0.5000
33771 FL LARGO Single Family 6.8750 0.5000
32811 FL Orlando Single Family 9.9300 0.5000
4062 ME Windham Single Family 9.6750 0.5000
49203 MI Jackson Single Family 8.6000 0.5000
85053 AZ Phoenix Single Family 9.7000 0.5000
99031 WA Spangle Single Family 7.6750 0.5000
85204 AZ MESA Single Family 8.9500 0.5000
89121 NV Las Vegas PUD 11.0500 0.5000
89074 NV ▇▇▇▇▇▇▇▇▇ PUD 10.9000 0.5000
89121 NV Las Vegas PUD 7.8750 0.5000
89074 NV ▇▇▇▇▇▇▇▇▇ PUD 8.9000 0.5000
91770 CA ROSEMEAD Single Family 8.8750 0.5000
34949 FL FORT ▇▇▇▇▇▇ Condominium 8.7500 0.5000
15235 PA Pittsburgh Single Family 9.9000 0.5000
90220 CA ▇▇▇▇▇▇▇ Single Family 11.9000 0.5000
7083 NJ Union Single Family 8.8000 0.5000
22191 VA WOODBRIDGE Single Family 12.3000 0.5000
22191 VA WOODBRIDGE Single Family 7.5500 0.5000
85041 AZ Phoenix PUD 9.9000 0.5000
4106 ME South Portland Condominium 7.9500 0.5000
81007 CO Pueblo Single Family 8.3000 0.5000
19064 PA SPRINGFIELD TOWNSHIP Single Family 9.8750 0.5000
18360 PA ▇▇▇▇▇▇▇ TOWNSHIP Single Family 11.5000 0.5000
19153 PA PHILADELPHIA CITY Single Family 8.5000 0.5000
19014 PA ASTON TOWNSHIP Single Family 9.5000 0.5000
40444 ▇▇ ▇▇▇▇▇▇▇▇▇ Single Family 9.7500 0.5000
37615 TN ▇▇▇▇ Single Family 11.0000 0.5000
8080 NJ WASHINGTON TOWNSHIP Single Family 9.1250 0.5000
▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇ PUD 9.2500 0.5000
21216 MD BALTIMORE Single Family 9.6250 0.5000
22193 VA WOODBRIDGE PUD 9.0000 0.5000
8731 NJ LACEY TOWNSHIP Single Family 10.0000 0.5000
7106 NJ NEWARK CITY 2-4 Family 8.8750 0.5000
8619 NJ ▇▇▇▇▇▇▇▇ TOWNSHIP Condominium 9.8750 0.5000
8302 NJ BRIDGETON CITY Single Family 9.2500 0.5000
20906 MD SILVER SPRING Single Family 10.3750 0.5000
19083 PA HAVERTOWN TOWNSHIP Single Family 9.8750 0.5000
72802 AR RUSSELLVILLE Single Family 9.2500 0.5000
18103 PA ALLENTOWN Single Family 9.8750 0.5000
19012 PA CHELTENHAM TOWNSHIP Single Family 8.0000 0.5000
19026 PA UPPER ▇▇▇▇▇ TOWNSHIP Single Family 9.5000 0.5000
7461 NJ ▇▇▇▇▇▇ TOWNSHIP PUD 9.8750 0.5000
7885 NJ ▇▇▇▇▇▇▇ BOROUGH Condominium 8.6250 0.5000
13788 NY TOWN OF ▇▇▇▇▇▇▇▇▇ Single Family 9.7500 0.5000
21401 MD Annapolis Single Family 8.9500 0.5000
95035 CA Milpitas Condominium 10.0750 0.5000
46140 IN Greenfield Single Family 11.1000 0.5000
93552 CA PALMDALE Single Family 11.7500 0.5000
93552 CA PALMDALE Single Family 6.9750 0.5000
22026 VA DUMFRIES PUD 8.9000 0.5000
48238 MI DETROIT 2-4 Family 9.3750 0.5000
32937 FL INDIAN HARBOUR BEACH Townhouse 9.5000 0.5000
33810 FL Lakeland PUD 12.1250 0.5000
33810 FL Lakeland PUD 8.1250 0.5000
32908 FL PALM BAY Single Family 9.0500 0.5000
24017 VA ROANOKE Single Family 9.8000 0.5000
33905 FL Fort ▇▇▇▇▇ 2-4 Family 11.4500 0.5000
33905 FL Fort ▇▇▇▇▇ 2-4 Family 7.5000 0.5000
94603 CA Oakland Single Family 9.0000 0.5000
22485 VA King ▇▇▇▇▇▇ PUD 8.3500 0.5000
90805 CA Long Beach Single Family 8.4750 0.5000
33704 FL Saint Petersburg Single Family 8.6000 0.5000
83642 ID MERIDIAN PUD 7.9000 0.5000
53186 WI WAUKESHA Condominium 8.2500 0.5000
53511 WI BELOIT Single Family 8.7500 0.5000
46394 IN WHITING Single Family 10.6000 0.5000
91324 CA NORTHRIDGE Single Family 7.1250 0.5000
75503 TX TEXARKANA Single Family 10.6500 0.5000
32750 FL LONGWOOD Single Family 8.2500 0.5000
33024 FL HOLLYWOOD Single Family 9.3750 0.5000
6416 CT ▇▇▇▇▇▇▇▇ Condominium 9.9900 0.5000
91910 CA Chula Vista 2-4 Family 8.8500 0.5000
33309 FL TAMARAC PUD 9.8300 0.5000
55803 MN Duluth Single Family 7.8500 0.5000
64030 MO GRANDVIEW Single Family 11.3000 0.5000
64030 MO GRANDVIEW Single Family 8.5000 0.5000
94545 CA Hayward Single Family 7.4750 0.5000
91977 CA Spring Valley Single Family 7.9750 0.5000
92544 CA Hemet Single Family 8.3250 0.5000
92223 CA BEAUMONT Single Family 7.3500 0.5000
93292 CA VISALIA Single Family 8.7750 0.5000
85340 AZ LITCHFIELD PARK PUD 8.2400 0.5000
21061 MD ▇▇▇▇ BURNIE Condominium 7.0000 0.5000
30052 GA Loganville Single Family 8.9900 0.5000
8850 NJ Milltown Single Family 8.3000 0.5000
30064 GA MARIETTA Single Family 8.9500 0.5000
45245 OH Cincinnati Condominium 13.8500 0.5000
45245 OH Cincinnati Condominium 9.5000 0.5000
33196 FL Miami Single Family 8.3800 0.5000
55016 MN Cottage Grove Single Family 9.1500 0.5000
20783 MD HYATTSVILLE Condominium 9.7500 0.5000
34232 FL Sarasota Single Family 8.7500 0.5000
▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇ Single Family 10.9000 0.5000
60638 IL CHICAGO Single Family 9.2000 0.5000
19363 PA OXFORD Single Family 9.1250 0.5000
60155 IL Broadview Single Family 12.2500 0.5000
60155 IL Broadview Single Family 9.3000 0.5000
20882 MD Gaithersburg PUD 8.1700 0.5000
91911 CA Chula Vista Single Family 8.5750 0.5000
89052 NV ▇▇▇▇▇▇▇▇▇ PUD 11.3500 0.5000
89052 NV HENDERSON PUD 8.3750 0.5000
92243 CA El Centro 2-4 Family 8.3750 0.5000
21226 MD BALTIMORE 2-4 Family 11.3500 0.5000
85331 AZ CAVE CREEK Condominium 9.1000 0.5000
75068 TX LITTLE ELM PUD 7.7500 0.5000
89120 NV Las Vegas Single Family 7.6500 0.5000
90007 CA LOS ANGELES 2-4 Family 9.6500 0.5000
85329 AZ ▇▇▇▇▇▇▇ Single Family 8.9900 0.5000
21213 MD BALTIMORE Single Family 7.5000 0.5000
6117 CT West Hartford Single Family 10.6250 0.5000
92327 CA ▇▇▇▇▇▇▇ Single Family 9.9250 0.5000
3902 ME Cape Neddick Single Family 9.5500 0.5000
30135 GA Douglasville PUD 7.7000 0.5000
3032 NH Auburn Single Family 6.9750 0.5000
33312 FL FORT LAUDERDALE PUD 11.5500 0.5000
33312 FL FORT LAUDERDALE PUD 8.0900 0.5000
20743 MD CAPITOL HEIGHTS Single Family 8.6400 0.5000
92376 CA RIALTO Single Family 6.9650 0.5000
93618 CA Dinuba Single Family 7.6500 0.5000
29910 SC Bluffton Single Family 12.8700 0.5000
43207 OH Columbus Single Family 10.9900 0.5000
46307 IN Crown Point Single Family 9.0500 0.5000
49064 MI ▇▇▇▇▇▇▇▇ Single Family 12.9900 0.5000
43206 OH Columbus Single Family 9.9900 0.5000
32703 FL Apopka Single Family 8.9700 0.5000
32177 FL Palatka Single Family 10.2000 0.5000
49064 MI ▇▇▇▇▇▇▇▇ Single Family 8.6900 0.5000
45840 OH Findlay Single Family 8.9500 0.5000
49001 MI Kalamazoo Single Family 9.7500 0.5000
43148 OH Pleasantville Single Family 8.7000 0.5000
90305 CA Inglewood PUD 9.2500 0.5000
48503 MI Flint Single Family 10.6750 0.5000
44095 OH Eastlake Single Family 7.9900 0.5000
6106 CT Hartford Single Family 8.7500 0.5000
33154 FL MIAMI BEACH Condominium 10.7500 0.5000
23322 VA CHESAPEAKE Single Family 8.0000 0.5000
98444 WA TACOMA Single Family 9.0500 0.5000
49316 MI Caledonia Single Family 10.1950 0.5000
61878 IL THOMASBORO Single Family 10.3500 0.5000
8247 NJ Stone Harbor Single Family 9.5200 0.5000
56649 MN INTERNATIONAL FALLS Single Family 10.9250 0.5000
22192 VA Woodbridge PUD 10.5500 0.5000
22192 VA Woodbridge PUD 7.8500 0.5000
4401 ME Glenburn Single Family 8.6000 0.5000
48238 MI Detroit Single Family 7.9750 0.5000
92316 CA Bloomington Single Family 11.9500 0.5000
15317 PA Canonsburg PUD 10.7500 0.5000
93704 CA fresno Single Family 9.3000 0.5000
89084 NV N LAS VEGAS PUD 8.1750 0.5000
22508 VA Locust Grove PUD 9.6000 0.5000
35080 AL HELENA Single Family 8.8750 0.5000
32222 FL JACKSONVILLE PUD 9.6500 0.5000
▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇ PUD 8.7500 0.5000
41015 ▇▇ ▇▇▇▇▇▇ MILL Single Family 10.5000 0.5000
1542 MA LEICESTER Single Family 10.5000 0.5000
20147 VA ASHBURN Single Family 7.5000 0.5000
21040 MD Edgewood Single Family 8.8750 0.5000
92630 CA Lake Forest PUD 10.9000 0.5000
23324 VA CHESAPEAKE Single Family 9.1700 0.5000
20748 MD Temple Hills Single Family 9.8650 0.5000
20850 MD ROCKVILLE Condominium 11.9900 0.5000
20850 MD ROCKVILLE Condominium 8.9500 0.5000
53558 WI MC ▇▇▇▇▇▇▇ Single Family 10.3750 0.5000
53511 WI BELOIT Single Family 12.3250 0.5000
53558 WI MC ▇▇▇▇▇▇▇ Single Family 8.7500 0.5000
23602 VA NEWPORT NEWS Single Family 9.6250 0.5000
40391 KY WINCHESTER Single Family 10.8000 0.5000
63701 MO Cape Girardeau Single Family 8.4000 0.5000
29505 SC ▇▇▇▇▇▇▇▇ Single Family 8.7000 0.5000
89121 NV LAS VEGAS Single Family 7.1500 0.5000
85027 AZ PHOENIX Condominium 7.0250 0.5000
90221 CA ▇▇▇▇▇▇▇ Single Family 7.8750 0.5000
93550 CA PALMDALE Single Family 8.1500 0.5000
98801 WA WENATCHEE Single Family 8.6500 0.5000
92692 CA MISSION VIEJO PUD 6.8500 0.5000
95215 CA STOCKTON 2-4 Family 9.5000 0.5000
85242 AZ QUEEN CREEK PUD 6.6500 0.5000
85302 AZ GLENDALE Single Family 11.7500 0.5000
85302 AZ GLENDALE Single Family 7.3750 0.5000
92804 CA ANAHEIM Single Family 12.8750 0.5000
92804 CA ANAHEIM Single Family 8.1250 0.5000
89139 NV LAS VEGAS PUD 12.5000 0.5000
91740 CA GLENDORA Single Family 7.1500 0.5000
84770 UT SAINT ▇▇▇▇▇▇ Single Family 9.1250 0.5000
99504 AK ANCHORAGE 2-4 Family 8.6000 0.5000
90016 CA LOS ANGELES Single Family 7.1000 0.5000
93442 CA MORRO BAY Condominium 8.8000 0.5000
94513 CA BRENTWOOD Single Family 9.4000 0.5000
93250 CA Mc ▇▇▇▇▇▇▇ Single Family 10.7500 0.5000
95823 CA Sacramento Single Family 8.3000 0.5000
89436 NV Sparks PUD 7.4800 0.5000
91342 CA SYLMAR Single Family 7.7750 0.5000
23505 VA NORFOLK Single Family 10.7500 0.5000
22193 VA WOODBRIDGE Single Family 9.8750 0.5000
32503 FL Pensacola Condominium 8.8750 0.5000
20707 MD Laurel PUD 10.5000 0.5000
63043 MO Maryland Heights Single Family 12.2500 0.5000
63043 MO Maryland Heights Single Family 9.5500 0.5000
53218 WI Milwaukee Single Family 12.8500 0.5000
53218 WI Milwaukee Single Family 9.1250 0.5000
85202 AZ Mesa Condominium 8.3500 0.5000
33594 FL VALRICO PUD 7.9900 0.5000
33012 FL HIALEAH Single Family 10.2500 0.5000
33012 FL HIALEAH Single Family 8.2900 0.5000
89103 NV LAS VEGAS Single Family 8.5000 0.5000
63377 MO SILEX Single Family 8.2500 0.5000
89123 NV LAS VEGAS PUD 9.2500 0.5000
92376 CA RIALTO Single Family 8.5000 0.5000
92604 CA IRVINE Single Family 7.5000 0.5000
85614 AZ GREEN VALLEY PUD 8.9500 0.5000
89032 NV NORTH LAS VEGAS Single Family 9.5000 0.5000
94561 CA OAKLEY PUD 8.5000 0.5000
92201 CA INDIO Single Family 8.2500 0.5000
92392 CA VICTORVILLE Single Family 8.0000 0.5000
92337 CA FONTANA Single Family 9.5000 0.5000
91730 CA RANCHO CUCAMONG Single Family 8.5000 0.5000
92509 CA RIVERSIDE Single Family 8.2500 0.5000
90059 CA LOS ANGELES Single Family 8.9500 0.5000
85326 AZ BUCKEYE Single Family 9.0000 0.5000
92563 CA MURRIETA Single Family 8.9900 0.5000
93728 CA FRESNO Single Family 7.5000 0.5000
93307 CA BAKERSFIELD Single Family 8.2500 0.5000
20832 MD OLNEY PUD 11.9500 0.5000
7112 NJ NEWARK 2-4 Family 8.8550 0.5000
92509 CA Riverside Single Family 12.6500 0.5000
32311 FL TALLAHASSEE Single Family 9.3750 0.5000
92509 CA Riverside Single Family 8.5250 0.5000
97113 OR ▇▇▇▇▇▇▇▇▇ Single Family 7.9300 0.5000
95206 CA Stockton Single Family 10.8000 0.5000
20735 MD Clinton Single Family 9.4000 0.5000
92236 CA Coachella Single Family 9.1500 0.5000
35080 AL Helena Single Family 10.2500 0.5000
84020 UT ▇▇▇▇▇▇ PUD 12.0500 0.5000
84020 UT DRAPER PUD 9.7250 0.5000
32835 FL Orlando Condominium 12.1250 0.5000
32835 FL Orlando Condominium 8.5000 0.5000
85268 AZ FOUNTAIN HILLS Single Family 7.7500 0.5000
33004 FL DANIA Single Family 9.6250 0.5000
33155 FL Miami Single Family 9.3750 0.5000
10023 NY New York Condominium 8.8250 0.5000
8110 NJ Pennsauken Single Family 8.2000 0.5000
64052 MO Independence Single Family 9.4500 0.5000
22630 VA Front Royal Single Family 9.8250 0.5000
75232 TX Dallas Single Family 8.1750 0.5000
5850 VT ▇▇▇▇▇▇ Single Family 7.9900 0.5000
32720 FL DELAND Single Family 9.8900 0.5000
82901 WY ROCK SPRINGS Single Family 8.5000 0.5000
34655 FL TRINITY PUD 9.2900 0.5000
30114 GA CANTON PUD 10.8900 0.5000
20112 VA MANASSAS Single Family 8.6900 0.5000
94928 CA ROHNERT PARK Single Family 8.7900 0.5000
23456 VA VIRGINIA BEACH Single Family 9.4900 0.5000
85042 AZ PHOENIX PUD 8.4900 0.5000
23323 VA CHESAPEAKE PUD 8.1900 0.5000
44685 OH UNIONTOWN Single Family 7.7900 0.5000
85296 AZ GILBERT PUD 7.5900 0.5000
12594 NY WINGDALE Single Family 8.8900 0.5000
36532 AL FAIRHOPE Single Family 8.9900 0.5000
92376 CA RIALTO Single Family 9.6900 0.5000
97045 OR OREGON CITY Single Family 7.3900 0.5000
60005 IL ARLINGTON HEIGH Condominium 8.3900 0.5000
61065 IL POPLAR GROVE PUD 9.1900 0.5000
72113 AR MAUMELLE Single Family 7.8900 0.5000
85205 AZ MESA PUD 8.0900 0.5000
28562 NC NEW BERN Single Family 9.8400 0.5000
85222 AZ CASA GRANDE PUD 8.0900 0.5000
92346 CA HIGHLAND Single Family 8.5900 0.5000
29579 SC MYRTLE BEACH PUD 9.3900 0.5000
10469 NY BRONX Single Family 8.5900 0.5000
30134 GA DOUGLASVILLE Single Family 8.5650 0.5000
40403 KY BEREA Single Family 9.8900 0.5000
46323 IN HAMMOND Single Family 9.3900 0.5000
32818 FL ORLANDO Single Family 8.3900 0.5000
46410 IN MERRILLVILLE Single Family 7.7900 0.5000
32825 FL ORLANDO PUD 8.7900 0.5000
96084 CA ROUND MOUNTAIN Single Family 7.9900 0.5000
11731 NY EAST NORTHPORT Single Family 8.7900 0.5000
91384 CA CASTAIC Single Family 8.4900 0.5000
33990 FL CAPE CORAL Single Family 8.3900 0.5000
33603 FL TAMPA Single Family 8.2400 0.5000
24293 VA WISE Single Family 8.2900 0.5000
13088 NY LIVERPOOL Single Family 8.0900 0.5000
95621 CA CITRUS HEIGHTS Condominium 8.0900 0.5000
85374 AZ SURPRISE PUD 8.3900 0.5000
23602 VA NEWPORT NEWS Single Family 13.4900 0.5000
30739 GA ROCK SPRING Single Family 9.9900 0.5000
85233 AZ ▇▇▇▇▇▇▇ PUD 7.6900 0.5000
23602 VA NEWPORT NEWS Single Family 8.2900 0.5000
70003 LA METAIRIE Single Family 8.2900 0.5000
30152 GA KENNESAW Single Family 8.4900 0.5000
33068 FL NORTH LAUDERDAL Single Family 8.1900 0.5000
85201 AZ MESA Single Family 7.5900 0.5000
28078 NC HUNTERSVILLE PUD 8.3400 0.5000
11704 NY WEST BABYLON Single Family 7.3900 0.5000
85033 AZ PHOENIX Single Family 8.7900 0.5000
83642 ID MERIDIAN Single Family 9.4900 0.5000
33825 FL AVON PARK Single Family 9.9900 0.5000
18353 PA SAYLORSBURG Single Family 8.5900 0.5000
21801 MD SALISBURY Single Family 8.5900 0.5000
6706 CT WATERBURY 2-4 Family 9.3900 0.5000
84074 UT ▇▇▇▇▇▇▇▇▇ PARK PUD 10.2900 0.5000
83402 ID IDAHO FALLS Single Family 9.6400 0.5000
93241 CA ▇▇▇▇▇▇ Single Family 7.6900 0.5000
32798 FL ZELLWOOD Single Family 9.7900 0.5000
20619 MD CALIFORNIA PUD 10.9900 0.5000
32927 FL COCOA Single Family 10.7900 0.5000
20653 MD LEXINGTON PARK Single Family 8.4900 0.5000
18055 PA HELLERTOWN Single Family 9.8900 0.5000
96792 HI WAIANAE PUD 8.4900 0.5000
32940 FL MELBOURNE PUD 9.7900 0.5000
28557 NC ▇▇▇▇▇▇▇▇ CITY PUD 8.8900 0.5000
92284 CA YUCCA VALLEY Single Family 7.7900 0.5000
21207 MD BALTIMORE Single Family 10.1900 0.5000
91351 CA CANYON COUNTRY Condominium 10.0900 0.5000
37918 TN KNOXVILLE Single Family 8.6900 0.5000
32708 FL WINTER SPRINGS Single Family 8.3400 0.5000
60153 IL MAYWOOD Single Family 10.9900 0.5000
10950 NY MONROE Condominium 8.9900 0.5000
93307 CA BAKERSFIELD Single Family 10.2500 0.5000
26508 WV MORGANTOWN PUD 8.4900 0.5000
32640 FL HAWTHORNE Single Family 8.0900 0.5000
33403 FL LAKE PARK Single Family 9.2900 0.5000
33510 FL ▇▇▇▇▇▇▇ PUD 9.7900 0.5000
32433 FL DEFUNIAK SPRING Single Family 8.4900 0.5000
32506 FL PENSACOLA Single Family 8.6900 0.5000
11208 NY BROOKLYN 2-4 Family 9.6900 0.5000
97603 OR KLAMATH FALLS Single Family 9.7900 0.5000
23233 VA RICHMOND Single Family 8.0900 0.5000
13732 NY APALACHIN Single Family 10.5900 0.5000
33322 FL SUNRISE Condominium 9.3400 0.5000
89032 NV NORTH LAS VEGAS PUD 7.5900 0.5000
39455 MS LUMBERTON Single Family 8.8900 0.5000
55337 MN BURNSVILLE Single Family 7.2900 0.5000
89705 NV ▇▇▇▇▇▇ CITY Single Family 8.7900 0.5000
19111 PA PHILADELPHIA PUD 7.9900 0.5000
89512 NV RENO Single Family 10.7900 0.5000
2914 RI EAST PROVIDENCE Single Family 9.7900 0.5000
5661 VT MORRISVILLE Single Family 8.0900 0.5000
92240 CA DESERT HOT SPRI Single Family 7.9900 0.5000
96765 HI LAWAI Single Family 9.2900 0.5000
97141 OR TILLAMOOK Single Family 8.4900 0.5000
48076 MI SOUTHFIELD Single Family 9.8900 0.5000
89506 NV BORDER TOWN PUD 8.7400 0.5000
85201 AZ MESA PUD 8.2900 0.5000
33455 FL HOBE SOUND Single Family 8.9900 0.5000
34952 FL PORT SAINT LUCI Single Family 8.8900 0.5000
34747 FL KISSIMMEE Single Family 7.8900 0.5000
73095 OK ▇▇▇▇▇ Single Family 8.9900 0.5000
15003 PA Ambridge Single Family 10.8000 0.5000
97236 OR PORTLAND Single Family 7.9800 0.5000
85029 AZ Phoenix Single Family 8.8000 0.5000
78132 TX NEW BRAUNFELS PUD 8.9000 0.5000
76205 TX ▇▇▇▇▇▇ Single Family 7.6000 0.5000
33147 FL Miami Single Family 8.2500 0.5000
33147 FL Miami Single Family 11.3500 0.5000
23234 VA RICHMOND Single Family 13.0000 0.5000
23234 VA RICHMOND Single Family 9.2500 0.5000
43081 OH Westerville PUD 8.8750 0.5000
63090 MO Washington Single Family 8.4750 0.5000
33137 FL Miami 2-4 Family 12.7500 0.5000
33137 FL Miami 2-4 Family 8.4250 0.5000
60620 IL Chicago Single Family 9.9000 0.5000
33771 FL LARGO Single Family 8.9000 0.5000
33839 FL EAGLE LAKE Single Family 7.7000 0.5000
32210 FL JACKSONVILLE Single Family 9.4900 0.5000
65672 MO HOLLISTER Single Family 9.3000 0.5000
45304 OH ARCANUM Single Family 11.4000 0.5000
40361 KY PARIS Single Family 11.2000 0.5000
32210 FL JACKSONVILLE Single Family 11.2000 0.5000
33023 FL MIRAMAR Single Family 9.9500 0.5000
28215 NC CHARLOTTE PUD 11.9000 0.5000
33019 FL HOLLYWOOD Condominium 8.7000 0.5000
92509 CA RIVERSIDE Single Family 6.9900 0.5000
90043 CA LOS ANGELES Single Family 7.0000 0.5000
85638 AZ TOMBSTONE Single Family 8.9500 0.5000
92683 CA WESTMINSTER Single Family 7.7500 0.5000
85037 AZ PHOENIX Single Family 7.5000 0.5000
93268 CA ▇▇▇▇ Single Family 7.0000 0.5000
93505 CA CALIFORNIA CITY Single Family 8.2500 0.5000
92311 CA BARSTOW Single Family 7.2500 0.5000
92316 CA BLOOMINGTON Single Family 7.2500 0.5000
93307 CA BAKERSFIELD Single Family 8.9000 0.5000
93711 CA FRESNO Single Family 7.9900 0.5000
85208 AZ MESA PUD 8.5000 0.5000
85032 AZ PHOENIX Single Family 9.7500 0.5000
92376 CA RIALTO Single Family 8.9500 0.5000
85345 AZ PEORIA PUD 8.9500 0.5000
33029 FL PEMBROKE PINES PUD 6.9500 0.5000
85353 AZ ▇▇▇▇▇▇▇▇ Single Family 9.9500 0.5000
93313 CA BAKERSFIELD Single Family 7.7000 0.5000
85742 AZ TUCSON Single Family 7.4000 0.5000
85375 AZ SUN CITY WEST Condominium 8.5000 0.5000
90061 CA LOS ANGELES Single Family 8.7500 0.5000
92530 CA LAKE ELSINORE PUD 8.9000 0.5000
93215 CA DELANO Single Family 9.2500 0.5000
92708 CA FOUNTAIN VALLEY Single Family 7.7500 0.5000
92311 CA BARSTOW Single Family 10.0000 0.5000
85017 AZ PHOENIX Single Family 8.2500 0.5000
93308 CA BAKERSFIELD Single Family 6.7500 0.5000
92870 CA PLACENTIA PUD 8.2500 0.5000
92324 CA COLTON Single Family 7.9900 0.5000
93215 CA DELANO Single Family 7.9500 0.5000
89030 NV NORTH LAS VEGAS Single Family 8.7500 0.5000
92881 CA CORONA Condominium 8.0000 0.5000
90061 CA LOS ANGELES Single Family 8.2500 0.5000
85225 AZ CHANDLER Single Family 8.0000 0.5000
92504 CA RIVERSIDE Single Family 7.9900 0.5000
95111 CA SAN ▇▇▇▇ Single Family 8.7500 0.5000
93304 CA BAKERSFIELD Single Family 6.5000 0.5000
92571 CA PERRIS Single Family 8.2500 0.5000
91402 CA PANORAMA CITY Single Family 8.5000 0.5000
92308 CA APPLE VALLEY Single Family 8.9900 0.5000
90037 CA LOS ANGELES 2-4 Family 8.2500 0.5000
85741 AZ TUCSON Single Family 7.9900 0.5000
92570 CA PERRIS Single Family 7.9500 0.5000
91910 CA CHULA VISTA Single Family 6.7500 0.5000
90703 CA CERRITOS PUD 7.9900 0.5000
85034 AZ PHOENIX Single Family 8.5000 0.5000
94580 CA SAN ▇▇▇▇▇▇▇ Single Family 9.0000 0.5000
95987 CA ▇▇▇▇▇▇▇▇ Single Family 8.9500 0.5000
92870 CA PLACENTIA Single Family 9.5000 0.5000
92706 CA SANTA ▇▇▇ Single Family 7.7500 0.5000
94806 CA SAN PABLO Single Family 6.7500 0.5000
94564 CA PINOLE PUD 8.7500 0.5000
89032 NV NORTH LAS VEGAS Single Family 8.2500 0.5000
93307 CA BAKERSFIELD Single Family 8.9500 0.5000
93250 CA ▇▇▇▇▇▇▇▇▇ Single Family 8.3750 0.5000
92336 CA FONTANA Single Family 7.7500 0.5000
92592 CA TEMECULA PUD 7.3900 0.5000
91331 CA ARLETA Single Family 8.0000 0.5000
95206 CA STOCKTON Single Family 8.2500 0.5000
92139 CA SAN DIEGO Condominium 7.6500 0.5000
90061 CA LOS ANGELES Single Family 8.5000 0.5000
92315 CA BIG BEAR LAKE Single Family 9.0000 0.5000
92394 CA VICTORVILLE Single Family 8.6500 0.5000
94015 CA ▇▇▇▇ CITY Single Family 8.5000 0.5000
91722 CA COVINA Single Family 8.0000 0.5000
32824 FL ORLANDO PUD 7.9500 0.5000
92553 CA ▇▇▇▇▇▇ VALLEY Single Family 9.2500 0.5000
92234 CA CATHEDRAL CITY Single Family 8.9500 0.5000
90706 CA BELLFLOWER Single Family 7.9500 0.5000
89506 NV RENO Single Family 7.2500 0.5000
90230 CA ▇▇▇▇▇▇ CITY Single Family 8.2500 0.5000
93551 CA PALMDALE Single Family 8.9900 0.5000
90620 CA BUENA PARK Single Family 9.2500 0.5000
93304 CA BAKERSFIELD Single Family 8.9500 0.5000
93307 CA BAKERSFIELD Single Family 8.0000 0.5000
91790 CA WEST COVINA Single Family 8.5000 0.5000
95136 CA SAN ▇▇▇▇ Single Family 8.5000 0.5000
85037 AZ PHOENIX PUD 8.7500 0.5000
93308 CA BAKERSFIELD Single Family 9.9500 0.5000
90631 CA LA HABRA Single Family 9.0000 0.5000
93263 CA SHAFTER Single Family 7.3000 0.5000
93552 CA PALMDALE Single Family 6.7500 0.5000
94513 CA BRENTWOOD Single Family 7.5000 0.5000
90012 CA LOS ANGELES Single Family 7.9500 0.5000
91748 CA ▇▇▇▇▇▇▇ HEIGHTS Single Family 7.7500 0.5000
92802 CA ANAHEIM Condominium 8.2500 0.5000
85255 AZ SCOTTSDALE Single Family 7.7500 0.5000
85033 AZ PHOENIX Single Family 8.7500 0.5000
92553 CA ▇▇▇▇▇▇ VALLEY Single Family 8.2500 0.5000
33897 FL ▇▇▇▇▇▇▇▇▇ Single Family 7.5000 0.5000
92345 CA HESPERIA Single Family 7.7500 0.5000
92801 CA ANAHEIM Single Family 7.9500 0.5000
93313 CA BAKERSFIELD Single Family 8.2500 0.5000
85029 AZ PHOENIX Single Family 8.6000 0.5000
93535 CA LANCASTER Single Family 7.2500 0.5000
85043 AZ PHOENIX Single Family 7.5000 0.5000
95823 CA SACRAMENTO Single Family 7.5000 0.5000
92392 CA VICTORVILLE PUD 7.9900 0.5000
91355 CA VALENCIA PUD 8.2500 0.5000
92508 CA RIVERSIDE Single Family 7.5000 0.5000
86426 AZ FORT MOHAVE Single Family 9.2500 0.5000
92394 CA VICTORVILLE Single Family 7.9900 0.5000
89048 NV PAHRUMP Single Family 9.2500 0.5000
91766 CA POMONA PUD 7.3000 0.5000
91765 CA DIAMOND BAR Single Family 7.7500 0.5000
96706 HI EWA BEACH Single Family 9.9900 0.5000
6013 CT BURLINGTON Single Family 7.8000 0.5000
93311 CA BAKERSFIELD Single Family 8.7500 0.5000
94025 CA MENLO PARK Single Family 8.2500 0.5000
89074 NV ▇▇▇▇▇▇▇▇▇ Condominium 7.7500 0.5000
89032 NV NORTH LAS VEGAS Single Family 7.9500 0.5000
86406 AZ LAKE HAVASU CIT Single Family 7.0000 0.5000
89145 NV LAS VEGAS Single Family 7.7500 0.5000
86409 AZ KINGMAN Single Family 7.9900 0.5000
92220 CA BANNING Single Family 8.9500 0.5000
33409 FL WEST PALM BEACH Single Family 9.0000 0.5000
90003 CA LOS ANGELES Single Family 7.7500 0.5000
90280 CA SOUTH GATE Single Family 8.9900 0.5000
85035 AZ PHOENIX Single Family 10.2000 0.5000
93401 CA SAN ▇▇▇▇ OBISPO Single Family 7.9000 0.5000
86047 AZ ▇▇▇▇▇▇▇ Single Family 10.0000 0.5000
92504 CA RIVERSIDE Single Family 7.0000 0.5000
96707 HI KAPOLEI Condominium 7.9000 0.5000
92394 CA VICTORVILLE Single Family 8.5500 0.5000
89115 NV LAS VEGAS Single Family 7.9500 0.5000
89031 NV NORTH LAS VEGAS Single Family 7.9900 0.5000
85638 AZ TOMBSTONE Single Family 10.0000 0.5000
85326 AZ BUCKEYE PUD 8.7500 0.5000
90242 CA DOWNEY 2-4 Family 8.5000 0.5000
89014 NV ▇▇▇▇▇▇▇▇▇ Single Family 7.9500 0.5000
93304 CA BAKERSFIELD Single Family 8.2500 0.5000
95035 CA MILPITAS Condominium 8.5000 0.5000
93722 CA FRESNO Single Family 8.2500 0.5000
85705 AZ TUCSON Single Family 8.5000 0.5000
85746 AZ TUCSON Single Family 8.0000 0.5000
85042 AZ PHOENIX Single Family 9.5000 0.5000
95207 CA STOCKTON PUD 8.7500 0.5000
90745 CA CARSON Condominium 9.5000 0.5000
32824 FL ORLANDO Single Family 8.9000 0.5000
85225 AZ CHANDLER PUD 9.5000 0.5000
87108 NM ALBUQUERQUE 2-4 Family 8.9500 0.5000
92501 CA RIVERSIDE Single Family 8.2500 0.5000
90077 CA LOS ANGELES Single Family 8.9900 0.5000
90220 CA ▇▇▇▇▇▇▇ Single Family 8.5000 0.5000
85201 AZ MESA Single Family 8.5500 0.5000
92555 CA ▇▇▇▇▇▇ VALLEY Single Family 8.5000 0.5000
92324 CA COLTON Single Family 8.4000 0.5000
32725 FL DELTONA Single Family 9.9500 0.5000
92351 CA TWIN PEAKS Single Family 8.5000 0.5000
92392 CA VICTORVILLE Single Family 8.7500 0.5000
92243 CA EL CENTRO Single Family 7.9900 0.5000
85222 AZ CASA GRANDE Single Family 9.9900 0.5000
85705 AZ TUCSON Single Family 8.2500 0.5000
93706 CA FRESNO Single Family 10.5000 0.5000
92078 CA SAN MARCOS PUD 7.9500 0.5000
92865 CA ORANGE Single Family 7.7500 0.5000
87105 NM ALBUQUERQUE Single Family 11.0000 0.5000
92551 CA ▇▇▇▇▇▇ VALLEY PUD 8.7500 0.5000
90805 CA LONG BEACH Single Family 9.5000 0.5000
85349 AZ SAN ▇▇▇▇ PUD 8.5000 0.5000
85706 AZ TUCSON PUD 8.9500 0.5000
92220 CA BANNING Single Family 7.7500 0.5000
92386 CA SUGARLOAF Single Family 7.6500 0.5000
33311 FL LAUDERDALE LAKE Condominium 9.5000 0.5000
85251 AZ SCOTTSDALE Single Family 8.5000 0.5000
85363 AZ YOUNGTOWN Single Family 9.0000 0.5000
34608 FL SPRING HILL Single Family 8.5000 0.5000
94590 CA VALLEJO Single Family 7.9900 0.5000
33777 FL SEMINOLE Single Family 9.0000 0.5000
32703 FL APOPKA Single Family 8.9900 0.5000
85032 AZ PHOENIX Single Family 7.5000 0.5000
92679 CA ▇▇▇▇ ▇▇ ▇▇▇▇ ▇▇▇ ▇.▇▇▇▇ ▇.▇▇▇▇
▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇▇▇ Single Family 10.0000 0.5000
80537 CO LOVELAND PUD 9.5000 0.5000
32818 FL ORLANDO Single Family 7.9500 0.5000
85607 AZ ▇▇▇▇▇▇▇ Single Family 9.0000 0.5000
96717 HI HAUULA Single Family 7.5000 0.5000
92557 CA ▇▇▇▇▇▇ VALLEY Single Family 8.1000 0.5000
92392 CA VICTORVILLE Single Family 7.9900 0.5000
92602 CA IRVINE Single Family 8.7500 0.5000
38650 MS MYRTLE Single Family 8.9900 0.5000
85035 AZ PHOENIX Single Family 7.9500 0.5000
85037 AZ PHOENIX Single Family 7.9900 0.5000
89104 NV LAS VEGAS Single Family 8.0000 0.5000
49120 MI NILES Single Family 8.7500 0.5000
85353 AZ ▇▇▇▇▇▇▇▇ Single Family 8.3750 0.5000
85326 AZ BUCKEYE Single Family 8.7500 0.5000
33023 FL HOLLYWOOD Single Family 9.1280 0.5000
67208 KS WICHITA Single Family 10.9900 0.5000
32703 FL APOPKA PUD 9.7500 0.5000
46151 IN MARTINSVILLE Single Family 9.8750 0.5000
49319 MI CEDAR SPRINGS Single Family 10.2500 0.5000
85014 AZ PHOENIX PUD 9.7500 0.5000
66012 KS ▇▇▇▇▇▇ SPRINGS Single Family 8.6250 0.5000
28803 NC ASHEVILLE Single Family 8.6240 0.5000
92277 CA TWENTYNINE PALMS Single Family 9.2500 0.5000
48838 MI GREENVILLE Single Family 11.0000 0.5000
60441 IL LOCKPORT Single Family 9.5000 0.5000
37075 TN HENDERSONVILLE Single Family 9.2500 0.5000
85043 AZ PHOENIX PUD 6.8750 0.5000
95965 CA OROVILLE Single Family 7.9900 0.5000
6470 CT NEWTOWN Single Family 9.5000 0.5000
45107 OH BLANCHESTER Single Family 9.1250 0.5000
85242 AZ QUEEN CREEK PUD 7.6250 0.5000
85242 AZ QUEEN CREEK PUD 7.5000 0.5000
61008 IL BELVIDERE Single Family 10.5000 0.5000
60106 IL BENSENVILLE Single Family 7.7500 0.5000
51501 IA COUNCIL BLUFFS Single Family 9.8750 0.5000
23322 VA CHESAPEAKE Single Family 10.2500 0.5000
66030 KS ▇▇▇▇▇▇▇ Single Family 9.7500 0.5000
51357 IA ROYAL Single Family 9.3750 0.5000
48433 MI FLUSHING Single Family 9.8750 0.5000
23321 VA CHESAPEAKE Single Family 9.8750 0.5000
47362 IN NEW CASTLE Single Family 10.7500 0.5000
34266 FL ARCADIA Single Family 8.6250 0.5000
89131 NV LAS VEGAS Single Family 7.1250 0.5000
43110 OH CANAL WINCHESTER Single Family 8.8750 0.5000
60016 IL DES PLAINES Condominium 7.8750 0.5000
29678 SC SENECA Single Family 12.0000 0.5000
32707 FL CASSELBERRY Single Family 8.5000 0.5000
23222 VA RICHMOND Single Family 9.1250 0.5000
33179 FL NORTH MIAMI BEACH Single Family 8.0000 0.5000
85301 AZ GLENDALE Single Family 8.7500 0.5000
32811 FL ORLANDO Single Family 10.2500 0.5000
29730 SC ROCK HILL Single Family 9.5000 0.5000
48723 MI CARO Single Family 9.5000 0.5000
85220 AZ APACHE JUNCTION PUD 9.9900 0.5000
77017 TX HOUSTON PUD 9.8750 0.5000
49329 MI ▇▇▇▇▇▇ CITY Single Family 10.5000 0.5000
60629 IL CHICAGO Single Family 7.0000 0.5000
19125 PA PHILADELPHIA Single Family 10.2500 0.5000
60622 IL CHICAGO Condominium 7.3750 0.5000
34974 FL OKEECHOBEE Single Family 8.8750 0.5000
32926 FL COCOA Single Family 8.8750 0.5000
95624 CA ELK GROVE Single Family 7.6250 0.5000
6051 CT NEW BRITAIN 2-4 Family 7.8750 0.5000
20737 MD RIVERDALE Single Family 9.8750 0.5000
19601 PA READING Single Family 10.6250 0.5000
85035 AZ PHOENIX Single Family 9.7500 0.5000
32205 FL JACKSONVILLE Single Family 11.3750 0.5000
49930 MI ▇▇▇▇▇▇▇ Single Family 9.6250 0.5000
46815 IN FORT ▇▇▇▇▇ Single Family 9.9900 0.5000
1108 MA SPRINGFIELD Single Family 7.8750 0.5000
23602 VA NEWPORT NEWS PUD 9.6250 0.5000
60097 IL WONDER LAKE PUD 7.7500 0.5000
21701 MD FREDERICK Condominium 7.7500 0.5000
46254 IN INDIANAPOLIS Single Family 7.7500 0.5000
48327 MI WATERFORD Single Family 9.8750 0.5000
92883 CA Corona Single Family 8.4250 0.5000
92376 CA RIALTO Single Family 7.9800 0.5000
17404 PA WEST MANCHESTER TOWNSHIP Single Family 9.9500 0.5000
90002 CA LOS ANGELES Single Family 12.2500 0.5000
90002 CA LOS ANGELES Single Family 8.4500 0.5000
80123 CO Denver Condominium 9.0500 0.5000
85607 AZ ▇▇▇▇▇▇▇ Single Family 8.9900 0.5000
21703 MD ▇▇▇▇▇▇▇▇▇ PUD 11.0000 0.5000
18403 PA ARCHBALD Single Family 9.8750 0.5000
48082 MI Saint Clair Shores Single Family 10.0000 0.5000
8242 NJ Rio Grande Single Family 9.5750 0.5000
18013 PA Bangor Townhouse 8.7000 0.5000
78223 TX San Antonio Single Family 9.9000 0.5000
20706 MD Lanham Single Family 9.0700 0.5000
10469 NY BRONX Single Family 9.3750 0.5000
32244 FL JACKSONVILLE Single Family 10.0000 0.5000
11434 NY JAMAICA Single Family 8.9900 0.5000
33137 FL MIAMI Condominium 12.5500 0.5000
33137 FL MIAMI Condominium 7.9900 0.5000
11412 NY SAINT ALBANS Single Family 9.7500 0.5000
20721 MD BOWIE PUD 10.7500 0.5000
33032 FL HOMESTEAD PUD 7.9900 0.5000
34116 FL NAPLES Single Family 11.6500 0.5000
33556 FL Odessa Single Family 8.8000 0.5000
92227 CA ▇▇▇▇▇▇▇ Single Family 12.6500 0.5000
92227 CA ▇▇▇▇▇▇▇ Single Family 9.2750 0.5000
92407 CA SAN BERNRDNO Single Family 8.8000 0.5000
22204 VA ARLINGTON PUD 9.2000 0.5000
17356 PA Red Lion Condominium 10.8000 0.5000
21144 MD SEVERN Single Family 8.5000 0.5000
89145 NV Las Vegas Single Family 6.9500 0.5000
53212 WI MILWAUKEE Condominium 7.8750 0.5000
63116 MO Saint Louis Single Family 9.9750 0.5000
48223 MI Detroit Single Family 8.1500 0.5000
85031 AZ Phoenix Single Family 8.8750 0.5000
85018 AZ PHOENIX Single Family 6.9900 0.5000
98604 WA BATTLE GROUND Single Family 9.2500 0.5000
19139 PA PHILADELPHIA Townhouse 7.9900 0.5000
53206 WI MILWAUKEE Single Family 10.1250 0.5000
53216 WI Milwaukee Single Family 8.6620 0.5000
6360 CT Norwich 2-4 Family 8.5000 0.5000
78041 TX Laredo PUD 9.3000 0.5000
53216 WI Milwaukee Single Family 10.2250 0.5000
77005 TX Houston PUD 9.6750 0.5000
▇▇▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇ Single Family 8.9500 0.5000
90660 CA Pico ▇▇▇▇▇▇ Single Family 8.5500 0.5000
94580 CA San ▇▇▇▇▇▇▇ Single Family 11.5500 0.5000
92882 CA Corona Condominium 11.1000 0.5000
92882 CA Corona Condominium 8.6000 0.5000
94580 CA San ▇▇▇▇▇▇▇ Single Family 9.4250 0.5000
76001 TX Arlington Single Family 8.7500 0.5000
76001 TX Arlington Single Family 8.7500 0.5000
89115 NV Las Vegas Single Family 7.5000 0.5000
19146 PA Philadelphia Townhouse 9.1500 0.5000
95843 CA Antelope Single Family 12.6250 0.5000
95843 CA Antelope Single Family 8.8000 0.5000
95815 CA Sacramento Single Family 9.7500 0.5000
93727 CA Fresno Single Family 10.6000 0.5000
63010 MO ▇▇▇▇▇▇ Single Family 11.0500 0.5000
33920 FL ▇▇▇▇ Single Family 8.6400 0.5000
32707 FL CASSELBERRY PUD 8.4900 0.5000
33177 FL MIAMI Single Family 7.9900 0.5000
92223 CA BEAUMONT Single Family 6.5000 0.5000
93307 CA BAKERSFIELD Single Family 9.9900 0.5000
33309 FL OAKLAND PARK Condominium 8.6900 0.5000
7522 NJ Paterson 2-4 Family 9.1500 0.5000
50129 IA Jefferson Single Family 10.7000 0.5000
50208 IA ▇▇▇▇▇▇ Single Family 10.0000 0.5000
85705 AZ Tucson Single Family 9.9000 0.5000
85326 AZ Buckeye PUD 10.6000 0.5000
55021 MN Faribault Single Family 9.8000 0.5000
85281 AZ Tempe Single Family 5.9500 0.5000
89110 NV Las Vegas Single Family 9.9750 0.5000
37064 TN Franklin Condominium 9.9000 0.5000
64012 MO ▇▇▇▇▇▇ Single Family 10.8000 0.5000
94204 CA ▇▇▇▇▇▇▇▇ Single Family 9.2000 0.5000
30721 GA ▇▇▇▇▇▇ Single Family 9.2500 0.5000
90026 CA LOS ANGELES Single Family 8.5000 0.5000
85015 AZ PHOENIX Condominium 7.2500 0.5000
85233 AZ GILBERT PUD 6.9900 0.5000
91764 CA ONTARIO Single Family 8.0000 0.5000
33161 FL NORTH MIAMI Single Family 8.7500 0.5000
89110 NV LAS VEGAS Single Family 9.3000 0.5000
33177 FL MIAMI Single Family 6.7500 0.5000
33467 FL Lake Worth PUD 8.7500 0.5000
85629 AZ Sahuarita PUD 11.1500 0.5000
30512 GA Blairsville Single Family 9.2500 0.5000
92311 CA Barstow Single Family 8.0000 0.5000
6704 CT Waterbury Single Family 9.5750 0.5000
20721 MD Bowie PUD 12.2500 0.5000
85326 AZ BUCKEYE PUD 12.2500 0.5000
20721 MD Bowie PUD 6.7500 0.5000
85326 AZ BUCKEYE PUD 7.3000 0.5000
17360 PA Seven Valleys PUD 9.8300 0.5000
91764 CA Ontario Single Family 7.5000 0.5000
97434 OR Dorena Single Family 12.3750 0.5000
21133 MD RANDALLSTOWN Townhouse 8.9900 0.5000
65742 MO Rogersville Single Family 7.6500 0.5000
63116 MO Saint Louis Single Family 7.8500 0.5000
33467 FL Lake Worth Single Family 8.2250 0.5000
27604 NC RALEIGH Single Family 8.6500 0.5000
92071 CA SANTEE Condominium 11.0000 0.5000
92071 CA SANTEE Condominium 6.5400 0.5000
89052 NV ▇▇▇▇▇▇▇▇▇ PUD 11.4500 0.5000
89052 NV ▇▇▇▇▇▇▇▇▇ PUD 8.6750 0.5000
23234 VA Richmond Single Family 6.1000 0.5000
15627 PA Derry Single Family 9.6500 0.5000
15204 PA Pittsburgh Single Family 9.6500 0.5000
20032 DC Washington Single Family 9.1500 0.5000
29585 SC PAWLEYS IS PUD 9.5000 0.5000
53212 WI Milwaukee Condominium 11.0500 0.5000
34135 FL ▇▇▇▇▇▇ Springs Single Family 12.7000 0.5000
22031 VA FAIRFAX PUD 10.5000 0.5000
34135 FL ▇▇▇▇▇▇ Springs Single Family 9.5000 0.5000
81401 CO MONTROSE Single Family 8.7000 0.5000
2910 RI Cranston Single Family 8.1250 0.5000
23513 VA NORFOLK Single Family 9.5500 0.5000
40272 KY LOUISVILLE Single Family 9.9900 0.5000
34753 FL MASCOTTE Single Family 10.8750 0.5000
53216 WI MILWAUKEE Single Family 7.6250 0.5000
21113 MD ODENTON PUD 9.8750 0.5000
92706 CA Santa ▇▇▇ Single Family 7.2500 0.5000
4038 ME ▇▇▇▇▇▇ Single Family 7.3500 0.5000
53210 WI Milwaukee 2-4 Family 10.8000 0.5000
40055 ▇▇ ▇▇▇▇▇▇▇▇▇ Single Family 10.4900 0.5000
20743 MD Capitol Heights Single Family 7.5000 0.5000
80219 CO DENVER Single Family 8.6000 0.5000
33009 FL HALLANDALE BEACH Single Family 9.1500 0.5000
55075 MN S SAINT ▇▇▇▇ Single Family 9.3750 0.5000
97434 OR Dorena Single Family 8.1250 0.5000
53151 WI New Berlin Single Family 10.6500 0.5000
28081 NC Kannapolis Single Family 8.7500 0.5000
89102 NV Las Vegas Single Family 6.9000 0.5000
94585 CA SUISUN CITY Single Family 8.8750 0.5000
91331 CA Pacoima Single Family 7.8500 0.5000
3461 NH RINDGE Single Family 9.7950 0.5000
85931 AZ FOREST LAKES Single Family 7.9800 0.5000
85239 AZ Maricopa PUD 10.1500 0.5000
66112 KS KANSAS CITY Single Family 8.5500 0.5000
63034 MO Florissant PUD 12.7500 0.5000
63034 MO Florissant PUD 9.1000 0.5000
22153 VA Springfield Single Family 6.7500 0.5000
55430 MN Minneapolis Single Family 8.8950 0.5000
87110 NM Albuquerque Single Family 9.6000 0.5000
92626 CA Costa Mesa Single Family 12.5500 0.5000
91702 CA Azusa Condominium 7.8500 0.5000
92626 CA Costa Mesa Single Family 8.3000 0.5000
92503 CA Riverside Single Family 12.5500 0.5000
92503 CA Riverside Single Family 8.4250 0.5000
89148 NV Las Vegas Single Family 11.4500 0.5000
89148 NV Las Vegas PUD 8.5500 0.5000
32208 FL JACKSONVILLE Single Family 8.3000 0.5000
84044 UT Magna Single Family 12.0500 0.5000
84044 UT Magna Single Family 7.8300 0.5000
95340 CA MERCED Single Family 9.7500 0.5000
32725 FL Deltona Single Family 10.7300 0.5000
93291 CA VISALIA Single Family 9.9750 0.5000
30349 GA College Park PUD 8.2500 0.5000
43062 OH Pataskala Single Family 9.2500 0.5000
99022 WA MEDICAL LAKE Single Family 11.5000 0.5000
7735 NJ UNION BEACH Single Family 8.9900 0.5000
99022 WA MEDICAL LAKE Single Family 7.9000 0.5000
92307 CA Apple Valley Single Family 9.1250 0.5000
87544 NM LOS ALAMOS Single Family 10.1250 0.5000
32254 FL JACKSONVILLE Single Family 9.2500 0.5000
22802 VA Harrisonburg Single Family 9.9000 0.5000
92324 CA Colton Single Family 7.8250 0.5000
33844 FL ▇▇▇▇▇▇ City Single Family 9.0000 0.5000
65721 MO Ozark Single Family 9.9000 0.5000
30656 GA MONROE Single Family 12.5000 0.5000
30656 GA MONROE Single Family 12.5000 0.5000
30011 GA AUBURN Single Family 11.5250 0.5000
30666 GA STATHAM Single Family 12.5000 0.5000
30238 GA JONESBORO Single Family 8.7000 0.5000
30044 GA LAWRENCEVILLE PUD 7.8500 0.5000
31313 GA HINESVILLE Single Family 9.2000 0.5000
30656 GA MONROE Single Family 8.6750 0.5000
30666 GA STATHAM Single Family 9.1750 0.5000
30011 GA AUBURN Single Family 8.0250 0.5000
30656 GA MONROE Single Family 9.1750 0.5000
30132 GA DALLAS PUD 9.0820 0.5000
30281 GA STOCKBRIDGE Single Family 9.0050 0.5000
30294 GA ELLENWOOD Single Family 8.8750 0.5000
30248 GA LOCUST GROVE PUD 9.7250 0.5000
30268 GA PALMETTO PUD 9.7050 0.5000
30223 GA ▇▇▇▇▇▇▇ Single Family 8.8750 0.5000
30248 GA LOCUST GROVE Single Family 10.2150 0.5000
30114 GA CANTON PUD 8.5000 0.5000
30297 GA FOREST PARK Single Family 9.4750 0.5000
30291 GA UNION CITY PUD 7.8300 0.5000
30252 GA ▇▇▇▇▇▇▇▇▇ Single Family 8.4000 0.5000
30179 GA TEMPLE Single Family 12.0250 0.5000
30132 GA DALLAS Single Family 8.4750 0.5000
30179 GA TEMPLE Single Family 8.1400 0.5000
30506 GA GAINESVILLE Single Family 8.3300 0.5000
30543 GA GILLSVILLE Single Family 9.4500 0.5000
30043 GA LAWRENCEVILLE PUD 8.8250 0.5000
30120 GA CARTERSVILLE Single Family 10.7150 0.5000
30124 GA CAVE SPRING Single Family 12.1500 0.5000
30124 GA CAVE SPRING Single Family 8.7650 0.5000
30294 GA ELLENWOOD Single Family 9.1000 0.5000
30331 GA ATLANTA PUD 10.3000 0.5000
30141 GA ▇▇▇▇▇ PUD 9.2500 0.5000
30238 GA JONESBORO PUD 8.5000 0.5000
30288 GA ▇▇▇▇▇▇ Single Family 9.0000 0.5000
92571 CA Perris Single Family 8.3000 0.5000
18088 PA Walnutport Single Family 8.1500 0.5000
30349 GA COLLEGE PARK PUD 11.7000 0.5000
60527 IL Willowbrook Condominium 10.6000 0.5000
85308 AZ Glendale Single Family 8.3250 0.5000
61028 IL ▇▇▇▇▇▇▇ CENTER Single Family 10.4500 0.5000
48323 MI WEST BLOOMFIELD Single Family 9.7500 0.5000
23832 VA CHESTERFIELD Single Family 9.6250 0.5000
95822 CA SACRAMENTO Single Family 8.1250 0.5000
6795 CT Watertown Single Family 9.9000 0.5000
85742 AZ TUCSON Single Family 6.9800 0.5000
48146 MI LINCOLN PARK Single Family 11.1250 0.5000
48146 MI LINCOLN PARK Single Family 8.7750 0.5000
48227 MI DETROIT Single Family 10.2500 0.5000
48238 MI DETROIT Single Family 8.8000 0.5000
48509 MI ▇▇▇▇▇▇ Single Family 9.2500 0.5000
48083 MI TROY Single Family 9.7750 0.5000
48174 MI ROMULUS Single Family 9.7500 0.5000
48204 MI DETROIT Single Family 10.1500 0.5000
48005 MI ARMADA Single Family 8.8750 0.5000
48446 MI LAPEER Single Family 8.5000 0.5000
48809 MI BELDING Single Family 9.2750 0.5000
34691 FL HOLIDAY Single Family 8.7000 0.5000
48197 MI YPSILANTI TWP PUD 7.8750 0.5000
48855 MI COHOCTAH TWP. Single Family 8.3000 0.5000
48066 MI ROSEVILLE Single Family 10.9000 0.5000
48220 MI FERNDALE Single Family 8.7750 0.5000
48206 MI DETROIT Single Family 9.3500 0.5000
48375 MI NOVI Single Family 8.9000 0.5000
32578 FL NICEVILLE Single Family 8.5000 0.5000
60643 IL CHICAGO Single Family 9.0000 0.5000
17268 PA WAYNESBORO Single Family 9.5250 0.5000
46219 IN INDIANAPOLIS Single Family 11.1000 0.5000
7009 NJ CEDAR GROVE TOWNSHIP Single Family 9.4500 0.5000
85629 AZ SAHUARITA Single Family 9.6750 0.5000
98445 WA TACOMA Single Family 9.0500 0.5000
92804 CA ANAHEIM Condominium 9.9500 0.5000
44004 OH ASHTABULA TOWNSHIP Single Family 8.2500 0.5000
21532 MD FROSTBURG Single Family 9.4750 0.5000
48328 MI WATERFORD TOWNSHIP Single Family 8.1750 0.5000
19056 PA LEVITTOWN Single Family 9.5500 0.5000
22701 VA CULPEPER PUD 9.1000 0.5000
22193 VA WOODBRIDGE Single Family 10.0000 0.5000
19123 PA PHILADELPHIA Single Family 10.4500 0.5000
8037 NJ ▇▇▇▇▇▇▇ TWP. Single Family 8.8750 0.5000
89015 NV ▇▇▇▇▇▇▇▇▇ Single Family 9.7500 0.5000
▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇ CITY Single Family 11.0000 0.5000
51103 IA SIOUX CITY Single Family 10.3000 0.5000
48015 MI CENTER LINE Single Family 8.8250 0.5000
37694 TN WATAUGA Single Family 9.8250 0.5000
99206 WA SPOKANE VALLEY Single Family 8.2750 0.5000
53406 WI RACINE Single Family 8.6000 0.5000
29550 SC HARTSVILLE Single Family 9.7500 0.5000
12871 NY SCHUYLERVILLE Single Family 9.3500 0.5000
48135 MI GARDEN CITY Single Family 9.3000 0.5000
48653 MI ROSCOMMON Single Family 10.6250 0.5000
48423 MI RICHFIELD TWP. Single Family 9.0250 0.5000
30263 GA NEWNAN Single Family 9.1000 0.5000
77064 TX HOUSTON PUD 10.7500 0.5000
98335 WA GIG HARBOR Single Family 8.2750 0.5000
30741 GA ROSSVILLE Single Family 8.2000 0.5000
48220 MI FERNDALE Single Family 8.6750 0.5000
21208 MD PIKESVILLE Single Family 9.7750 0.5000
30083 GA STONE MOUNTAIN Single Family 9.8000 0.5000
47111 IN CHARLESTOWN Single Family 8.9750 0.5000
23437 VA SUFFOLK Single Family 9.1500 0.5000
8053 NJ EVESHAM TWP Single Family 10.8250 0.5000
54166 WI SHAWANO Single Family 9.4500 0.5000
12074 NY GALWAY Single Family 9.4750 0.5000
97478 OR SPRINGFIELD Single Family 9.1000 0.5000
32117 FL ▇▇▇▇▇ ▇▇▇▇ Single Family 9.4250 0.5000
48341 MI PONTIAC Single Family 9.8500 0.5000
27610 NC RALEIGH PUD 10.9250 0.5000
72801 AR RUSSELLVILLE Single Family 9.8500 0.5000
32011 FL ▇▇▇▇▇▇▇▇ Single Family 9.1000 0.5000
53023 WI GLENBEULAH Single Family 9.8250 0.5000
59105 MT ▇▇▇▇▇▇▇▇ Single Family 8.8250 0.5000
2830 RI BURRILLVILLE Single Family 9.8750 0.5000
28792 NC HENDERSONVILLE Single Family 9.8750 0.5000
8053 NJ MARLTON PUD 9.2750 0.5000
80751 CO STERLING Single Family 9.2250 0.5000
10303 NY STATEN ISLAND Single Family 9.7500 0.5000
64119 MO KANSAS CITY Single Family 9.8500 0.5000
97754 OR PRINEVILLE Single Family 9.0750 0.5000
48075 MI SOUTHFIELD Single Family 9.8500 0.5000
85204 AZ MESA Condominium 10.2000 0.5000
49203 MI ▇▇▇▇▇▇▇ Single Family 9.0750 0.5000
2895 RI WOONSOCKET Single Family 8.8250 0.5000
28216 NC CHARLOTTE PUD 9.4500 0.5000
85742 AZ TUCSON PUD 10.0000 0.5000
▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇ CITY Single Family 9.6000 0.5000
88310 NM ALAMOGORDO Single Family 8.7750 0.5000
66048 KS LEAVENWORTH Single Family 9.0750 0.5000
30152 GA KENNESAW PUD 9.3750 0.5000
59922 MT LAKESIDE Single Family 9.6000 0.5000
89015 NV ▇▇▇▇▇▇▇▇▇ Single Family 9.0000 0.5000
48015 MI CENTER LINE Single Family 8.8750 0.5000
48240 MI REDFORD Single Family 8.8250 0.5000
60154 IL WESTCHESTER Single Family 8.9750 0.5000
▇▇▇▇▇ ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ Single Family 7.9000 0.5000
48173 MI BROWNSTOWN TOWNSHIP Condominium 10.2500 0.5000
10940 NY MIDDLETOWN Single Family 10.0750 0.5000
71270 LA RUSTON Single Family 9.0250 0.5000
83686 ID NAMPA Single Family 8.8500 0.5000
31021 GA DUBLIN Single Family 8.5250 0.5000
33321 FL TAMARAC Single Family 8.8250 0.5000
38618 MS COLDWATER Single Family 9.4000 0.5000
64746 MO ▇▇▇▇▇▇▇ Single Family 10.6000 0.5000
44087 OH TWINSBURG Condominium 9.0250 0.5000
80015 CO CENTENNIAL PUD 8.8500 0.5000
63136 MO MOLINE ACRES Single Family 8.8250 0.5000
13440 NY ROME Single Family 8.9000 0.5000
21222 MD BALTIMORE Single Family 8.4750 0.5000
45505 OH SPRINGFIELD Single Family 10.9000 0.5000
48220 MI FERNDALE Single Family 9.8500 0.5000
23669 VA HAMPTON PUD 9.9500 0.5000
43050 OH MOUNT ▇▇▇▇▇▇ Single Family 8.7250 0.5000
8812 NJ DUNELLEN BOROUGH Single Family 8.6750 0.5000
48221 MI DETROIT Single Family 10.4000 0.5000
48174 MI BROWNSTOWN TWP Single Family 9.2250 0.5000
48205 MI DETROIT Single Family 8.7500 0.5000
48035 MI CLINTON TOWNSHIP Single Family 8.9750 0.5000
49236 MI CLINTON TOWNSHIP Single Family 11.0000 0.5000
48174 MI ROMULUS Single Family 8.1250 0.5000
49770 MI PETOSKEY Condominium 9.3000 0.5000
49203 MI ▇▇▇▇▇▇▇ Single Family 9.1750 0.5000
48227 MI DETROIT Single Family 11.6500 0.5000
48141 MI INKSTER Single Family 9.4750 0.5000
48198 MI SUPERIOR TWP. Single Family 9.0250 0.5000
49236 MI CLINTON TOWNSHIP Single Family 8.5750 0.5000
92555 CA ▇▇▇▇▇▇ Valley Single Family 8.4250 0.5000
92555 CA ▇▇▇▇▇▇ Valley Single Family 12.5500 0.5000
92346 CA Highland Single Family 7.9900 0.5000
93257 CA Porterville Single Family 8.6000 0.5000
91761 CA Ontario Single Family 10.2000 0.5000
93304 CA Bakersfield Single Family 8.7250 0.5000
20608 MD Aquasco Single Family 9.0000 0.5000
21215 MD Baltimore Single Family 8.2500 0.5000
23322 VA Chesapeake Single Family 11.3500 0.5000
20906 MD Silver Spring Single Family 9.7500 0.5000
93257 CA PORTERVILLE Single Family 8.2300 0.5000
89135 NV Las Vegas PUD 9.8500 0.5000
19702 DE Newark Single Family 8.5000 0.5000
92883 CA Corona PUD 9.1250 0.5000
85323 AZ Avondale Single Family 8.5000 0.5000
22553 VA Spotsylvania Single Family 7.3500 0.5000
89031 NV N Las Vegas PUD 9.0000 0.5000
92335 CA FONTANA Single Family 7.7250 0.5000
95358 CA Modesto Single Family 7.4500 0.5000
30075 GA Roswell PUD 7.6250 0.5000
85297 AZ Gilbert PUD 6.9000 0.5000
65721 MO Ozark Single Family 13.0500 0.5000
65721 MO Ozark Single Family 8.0750 0.5000
32907 FL Palm Bay Single Family 7.8500 0.5000
92220 CA BANNING Single Family 8.0000 0.5000
85032 AZ PHEONIX Single Family 7.5000 0.5000
94509 CA ANTIOCH Single Family 8.5000 0.5000
91723 CA COVINA Single Family 7.2500 0.5000
89108 NV LAS VEGAS Single Family 7.5000 0.5000
89123 NV LAS VEGAS Single Family 7.0000 0.5000
91786 CA UPLAND Single Family 8.5000 0.5000
93561 CA TEHACHAPI Single Family 8.4900 0.5000
89506 NV RENO PUD 8.2500 0.5000
93215 CA DELANO Single Family 7.9900 0.5000
89106 NV LAS VEGAS Single Family 8.7500 0.5000
94124 CA SAN FRANCISCO Single Family 8.9500 0.5000
89110 NV LAS VEGAS Single Family 8.2500 0.5000
89130 NV LAS VEGAS Single Family 8.9500 0.5000
90703 CA CERRITOS Single Family 7.2500 0.5000
89129 NV LAS VEGAS PUD 9.0000 0.5000
90650 CA NORWALK Single Family 7.5000 0.5000
92382 CA ARROWBEAR PARK Single Family 8.9500 0.5000
89031 NV NORTH LAS VEGAS Single Family 7.2500 0.5000
92860 CA NORCO Single Family 7.5000 0.5000
91737 CA RANCHO CUCAMONGA Single Family 7.9900 0.5000
92376 CA RIALTO Single Family 7.5000 0.5000
90601 CA WHITTIER Single Family 6.5000 0.5000
92311 CA BARSTOW Single Family 10.0000 0.5000
85364 AZ YUMA Single Family 8.5000 0.5000
85304 AZ GLENDALE Single Family 7.9500 0.5000
93635 CA LOS BANOS Single Family 8.0000 0.5000
91731 CA EL MONTE Single Family 6.7500 0.5000
92345 CA HESPERIA Single Family 8.5000 0.5000
90043 CA LOS ANGELES 2-4 Family 7.7500 0.5000
92509 CA RIVERSIDE Single Family 9.9900 0.5000
93305 CA BAKERSFIELD Single Family 8.7500 0.5000
86326 AZ COTTONWOOD Single Family 7.3000 0.5000
90047 CA LOS ANGELES Single Family 7.9900 0.5000
91761 CA ONTARIO Single Family 7.2500 0.5000
85383 AZ PEORIA Single Family 8.2500 0.5000
94025 CA MENLO PARK Single Family 6.9500 0.5000
90604 CA WHITTIER Single Family 7.5500 0.5000
85338 AZ GOODYEAR Single Family 8.5000 0.5000
85364 AZ YUMA Single Family 7.9500 0.5000
92553 CA ▇▇▇▇▇▇ VALLEY Single Family 7.7500 0.5000
33187 FL MIAMI Single Family 7.9900 0.5000
85220 AZ APACHE JUNCTION Single Family 7.0000 0.5000
90047 CA LOS ANGELES 2-4 Family 9.2500 0.5000
92397 CA WRIGHTWOOD Single Family 8.5000 0.5000
92284 CA YUCCA VALLEY Single Family 8.7500 0.5000
32164 FL PALM COAST Single Family 9.5000 0.5000
91765 CA DIAMOND BAR Single Family 7.9000 0.5000
92284 CA YUCCA VALLEY Single Family 7.2500 0.5000
95205 CA STOCKTON Single Family 8.2500 0.5000
92592 CA TEMECULA PUD 7.7500 0.5000
92404 CA SAN BERNARDINO Single Family 8.2500 0.5000
92057 CA OCEANSIDE Single Family 8.2500 0.5000
92376 CA RIALTO Single Family 8.7500 0.5000
85008 AZ PHOENIX Single Family 9.2500 0.5000
92251 CA IMPERIAL Single Family 8.5000 0.5000
94806 CA RICHMOND Single Family 8.2500 0.5000
90042 CA LOS ANGELES 2-4 Family 7.5000 0.5000
95912 CA ▇▇▇▇▇▇▇▇ Single Family 8.7500 0.5000
92346 CA HIGHLAND Single Family 9.0000 0.5000
32833 FL ORLANDO PUD 6.9900 0.5000
93304 CA BAKERSFIELD Single Family 8.3000 0.5000
95685 CA ▇▇▇▇▇▇ CREEK Single Family 6.7500 0.5000
94080 CA SOUTH SAN FRANCISCO Single Family 8.7500 0.5000
85044 AZ PHOENIX PUD 7.7500 0.5000
93222 CA ▇▇▇▇▇▇▇ PARK Single Family 8.2500 0.5000
94533 CA FAIRFIELD Single Family 8.0000 0.5000
89115 NV LAS VEGAS Single Family 8.5000 0.5000
89032 NV NORTH LAS VEGAS Single Family 9.5000 0.5000
88312 NM ALTO Single Family 8.9500 0.5000
34953 FL PORT SAINT LUCIE PUD 8.5000 0.5000
96003 CA ▇▇▇▇▇▇▇ Single Family 7.9500 0.5000
97128 OR MCMINNVILLE Single Family 8.5000 0.5000
90037 CA LOS ANGELES Single Family 8.5000 0.5000
85379 AZ SURPRISE PUD 8.5000 0.5000
33326 FL WESTON Condominium 7.2500 0.5000
32771 FL ▇▇▇▇▇▇▇ Single Family 9.0000 0.5000
93280 CA WASCO Single Family 9.0000 0.5000
85706 AZ TUCSON Single Family 7.9000 0.5000
87108 NM ALBUQUERQUE 2-4 Family 8.9500 0.5000
30344 GA ATLANTA Single Family 8.0000 0.5000
85323 AZ AVONDALE Single Family 8.7500 0.5000
92503 CA RIVERSIDE Single Family 8.4000 0.5000
93534 CA LANCASTER Single Family 7.0000 0.5000
91763 CA MONTCLAIR Single Family 8.9500 0.5000
88203 NM ROSWELL Single Family 9.0000 0.5000
32507 FL PENSACOLA Single Family 9.2500 0.5000
90262 CA LYNWOOD Single Family 8.0000 0.5000
93662 CA SELMA Single Family 8.2500 0.5000
90022 CA LOS ANGELES 2-4 Family 6.9500 0.5000
92231 CA CALEXICO Single Family 8.5000 0.5000
92376 CA RIALTO Single Family 8.0000 0.5000
40291 KY LOUISVILLE Single Family 8.5000 0.5000
94601 CA OAKLAND Single Family 8.6000 0.5000
92509 CA RIVERSIDE Single Family 9.5000 0.5000
95366 CA RIPON Single Family 10.0000 0.5000
81637 CO GYPSUM Single Family 8.9500 0.5000
32822 FL ORLANDO PUD 8.5000 0.5000
95407 CA SANTA ▇▇▇▇ Single Family 7.2500 0.5000
88310 NM ALAMOGORDO Single Family 7.6000 0.5000
92308 CA APPLE VALLEY Single Family 7.9900 0.5000
30214 GA FAYETTEVILLE PUD 8.5000 0.5000
80906 CO COLORADO SPRINGS Single Family 6.7500 0.5000
92335 CA FONTANA Single Family 8.7500 0.5000
92316 CA BLOOMINGTON Single Family 9.5000 0.5000
89031 NV NORTH LAS VEGAS Single Family 7.2000 0.5000
96792 HI WAIANAE Single Family 7.9500 0.5000
80233 CO NORTHGLENN Single Family 9.2500 0.5000
91762 CA ONTARIO Single Family 7.5000 0.5000
89130 NV LAS VEGAS Single Family 6.7500 0.5000
89015 NV ▇▇▇▇▇▇▇▇▇ Single Family 8.9500 0.5000
90047 CA LOS ANGELES 2-4 Family 9.0000 0.5000
6401 CT ANSONIA Single Family 8.9500 0.5000
85705 AZ TUCSON Single Family 7.5000 0.5000
93702 CA FRESNO Single Family 9.0000 0.5000
87121 NM ALBUQUERQUE PUD 8.0000 0.5000
97225 OR PORTLAND Single Family 7.4000 0.5000
93245 CA LEMOORE Single Family 9.2500 0.5000
90044 CA LOS ANGELES Single Family 8.2500 0.5000
90002 CA LOS ANGELES Single Family 8.0000 0.5000
32738 FL DELTONA Single Family 10.0000 0.5000
92021 CA EL CAJON Single Family 7.9500 0.5000
33187 FL MIAMI Single Family 7.9500 0.5000
94605 CA OAKLAND Single Family 7.2500 0.5000
92284 CA YUCCA VALLEY Single Family 7.7500 0.5000
68328 NE CLATONIA Single Family 7.9900 0.5000
97203 OR PORTLAND Single Family 8.9900 0.5000
33445 FL DELRAY BEACH PUD 8.9900 0.5000
90802 CA LONG BEACH Condominium 6.8900 0.5000
92553 CA ▇▇▇▇▇▇ Valley Single Family 12.5500 0.5000
92553 CA ▇▇▇▇▇▇ Valley Single Family 8.5500 0.5000
21117 MD ▇▇▇▇▇▇ ▇▇▇▇▇ Single Family 9.0750 0.5000
97236 OR Portland Single Family 8.7300 0.5000
21224 MD Baltimore Townhouse 8.2000 0.5000
19711 DE Newark Single Family 10.1250 0.5000
41032 KY ▇▇▇▇▇▇▇▇ Single Family 10.5000 0.5000
61075 IL COUNCIL HILL Single Family 9.7000 0.5000
49095 MI VANDALIA Single Family 9.7500 0.5000
89138 NV Las Vegas Single Family 8.6500 0.5000
81005 CO Pueblo Single Family 9.7000 0.5000
60171 IL River Grove Condominium 10.3000 0.5000
32810 FL Orlando PUD 8.5500 0.5000
89139 NV Las Vegas Single Family 8.4350 0.5000
97123 OR Hillsboro Single Family 7.8300 0.5000
96003 CA ▇▇▇▇▇▇▇ Single Family 7.6300 0.5000
17961 PA ORWIGSBURG Single Family 8.5000 0.5000
93534 CA LANCASTER Single Family 8.5250 0.5000
34482 FL Ocala Single Family 9.5500 0.5000
19134 PA Philadelphia Townhouse 8.4500 0.5000
55444 MN Brooklyn Park Single Family 8.7750 0.5000
33415 FL West Palm Beach Single Family 8.8500 0.5000
54115 WI De Pere Single Family 8.5000 0.5000
18512 PA Dunmore Single Family 9.3900 0.5000
95367 CA Riverbank Single Family 12.3750 0.5000
95367 CA Riverbank Single Family 7.7000 0.5000
55413 MN Minneapolis 2-4 Family 11.6000 0.5000
53158 WI Pleasant Prairie Single Family 9.3000 0.5000
63038 MO Wildwood PUD 10.5000 0.5000
85033 AZ Phoenix Single Family 9.1750 0.5000
29566 SC Little River Single Family 10.7500 0.5000
44105 OH Cleveland Single Family 8.4000 0.5000
89011 NV ▇▇▇▇▇▇▇▇▇ PUD 7.8750 0.5000
55119 MN Saint ▇▇▇▇ Single Family 8.3750 0.5000
55071 MN Saint ▇▇▇▇ Park Single Family 8.7900 0.5000
99223 WA SPOKANE PUD 7.9300 0.5000
93306 CA BAKERSFIELD Single Family 9.1800 0.5000
4090 ME ▇▇▇▇▇ Single Family 7.7500 0.5000
85326 AZ Buckeye PUD 11.0500 0.5000
85326 AZ Buckeye PUD 7.6500 0.5000
93306 CA Bakersfield Single Family 8.5000 0.5000
30132 GA Dallas Single Family 10.1500 0.5000
21224 MD Baltimore Townhouse 8.6250 0.5000
62033 IL ▇▇▇▇▇▇▇▇▇ Single Family 9.7000 0.5000
32808 FL Orlando Single Family 9.8500 0.5000
92308 CA Apple Valley Single Family 8.8250 0.5000
76208 TX ▇▇▇▇▇▇ Single Family 12.2500 0.5000
76208 TX SHADY SHORES Single Family 8.0500 0.5000
8108 NJ Collingswood Single Family 7.6500 0.5000
21207 MD Baltimore Single Family 9.6500 0.5000
34743 FL KISSIMMEE PUD 8.3000 0.5000
30088 GA STONE MOUNTAIN Condominium 8.3000 0.5000
98422 WA TACOMA Single Family 8.2900 0.5000
4074 ME Scarborough Single Family 7.8750 0.5000
23455 VA Virginia Beach Condominium 9.9250 0.5000
19530 PA Kutztown Single Family 8.6500 0.5000
76123 TX FORT WORTH Single Family 9.1250 0.5000
47240 IN Greensburg Single Family 8.9500 0.5000
▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇ Single Family 8.1400 0.5000
20706 MD ▇▇▇▇▇▇ Single Family 7.6250 0.5000
75241 TX Dallas Single Family 9.9500 0.5000
92335 CA Fontana Single Family 8.2750 0.5000
89052 NV ▇▇▇▇▇▇▇▇▇ PUD 10.7000 0.5000
89052 NV ▇▇▇▇▇▇▇▇▇ PUD 7.8250 0.5000
73505 OK Lawton Single Family 12.3000 0.5000
73505 OK Lawton Single Family 9.1000 0.5000
20695 MD WHITE PLAINS Single Family 9.0000 0.5000
48603 MI Saginaw Single Family 12.7500 0.5000
48603 MI Saginaw Single Family 9.2500 0.5000
32806 FL Orlando Single Family 12.5000 0.5000
32806 FL Orlando Single Family 10.1500 0.5000
43623 OH Toledo Single Family 9.7000 0.5000
44129 OH Parma Single Family 10.4000 0.5000
93550 CA PALMDALE Single Family 7.1750 0.5000
8836 NJ Bridgewater TWP Single Family 7.3000 0.5000
91345 CA Mission Hills Single Family 11.5250 0.5000
33434 FL BOCA RATON Condominium 8.6300 0.5000
30344 GA East Point Single Family 9.5000 0.5000
85029 AZ Phoenix Single Family 8.1000 0.5000
8046 NJ WILLINGBORO Single Family 7.5000 0.5000
85310 AZ GLENDALE PUD 7.2500 0.5000
21901 MD NORTH EAST Single Family 9.5000 0.5000
33144 FL Miami Single Family 12.1500 0.5000
65616 MO Branson Condominium 8.4500 0.5000
33144 FL Miami Single Family 7.9750 0.5000
39191 ▇▇ ▇▇▇▇▇▇ Single Family 9.1000 0.5000
29575 SC Myrtle Beach Single Family 7.5000 0.5000
55723 MN ▇▇▇▇ Single Family 9.3600 0.5000
80916 CO CO SPGS Townhouse 9.4000 0.5000
22026 VA DUMFRIES PUD 8.3370 0.5000
94806 CA SAN PABLO PUD 12.0000 0.5000
92392 CA VICTORVILLE Single Family 11.0500 0.5000
23226 VA Richmond Single Family 10.3750 0.5000
11706 NY Bay Shore Single Family 9.5500 0.5000
8043 NJ ▇▇▇▇▇▇▇▇ PUD 8.4250 0.5000
33594 FL VALRICO Single Family 7.6800 0.5000
91345 CA Mission Hills Single Family 6.9900 0.5000
34759 FL Kissimmee PUD 8.5000 0.5000
38606 MS Batesville Single Family 10.5000 0.5000
93451 CA SAN ▇▇▇▇▇▇ PUD 9.4300 0.5000
91752 CA Mira Loma Single Family 9.6150 0.5000
22193 VA WOODBRIDGE PUD 7.5000 0.5000
89101 NV Las Vegas Single Family 9.8000 0.5000
21207 MD ▇▇▇▇▇ Oak 2-4 Family 8.8500 0.5000
19075 PA ORELAND Single Family 8.6250 0.5000
92707 CA Santa ▇▇▇ Single Family 7.8750 0.5000
72034 AR Conway PUD 8.9250 0.5000
85034 AZ Phoenix Condominium 7.7500 0.5000
92114 CA San Diego Single Family 7.8250 0.5000
40165 KY SHEPHERDSVILLE Single Family 8.8200 0.5000
31805 GA Cusseta Single Family 7.7500 0.5000
33954 FL Pt Charlotte Single Family 9.5000 0.5000
64118 MO KANSAS CITY Single Family 8.5000 0.5000
46218 IN INDIANAPOLIS Single Family 10.5000 0.5000
30135 GA Douglasville PUD 11.3800 0.5000
98387 WA SPANAWAY Single Family 7.6300 0.5000
98387 WA SPANAWAY Single Family 11.6000 0.5000
43207 OH Columbus Single Family 10.8800 0.5000
ZIP_CODE LPMI TRUSTFEE MSERV CURRENT_NET_COUPON MATURITY_DATE
----------------------------------------------------------------------------------------------------------------------------
18951 0.0000 0.0070 0.0000 12.3680 20360901
18951 0.0000 0.0070 0.0000 8.3680 20360901
33635 0.0000 0.0070 0.0000 9.3930 20360901
32955 0.0000 0.0070 0.0000 11.4930 20360901
19126 0.0000 0.0070 0.0000 8.5930 20360901
95826 0.0000 0.0070 0.0000 7.8680 20360801
2891 0.0000 0.0070 0.0000 9.6430 20360901
21740 0.0000 0.0070 0.0000 7.9930 20360901
43003 0.0000 0.0070 0.0000 8.4230 20360901
43003 0.0000 0.0070 0.0000 12.7430 20360901
89110 0.0000 0.0070 0.0000 7.7060 20360901
15301 0.0000 0.0070 0.0000 10.4930 20360901
29072 0.0000 0.0070 0.0000 10.5930 20360901
48234 0.0000 0.0070 0.0000 10.1430 20360901
60651 0.0000 0.0070 0.0000 9.9930 20210801
40444 0.0000 0.0070 0.0000 11.2930 20210801
40444 0.0000 0.0070 0.0000 7.6430 20360801
30318 0.0000 0.0070 0.0000 11.5930 20210801
71603 0.0000 0.0070 0.0000 7.9430 20360901
30339 0.0000 0.0070 0.0000 8.2430 20360801
30318 0.0000 0.0070 0.0000 9.1930 20360801
40444 0.0000 0.0070 0.0000 7.9430 20360801
30064 0.0000 0.0070 0.0000 9.2930 20360801
32065 0.0000 0.0070 0.0000 10.8930 20210801
30228 0.0000 0.0070 0.0000 8.0180 20360801
32065 0.0000 0.0070 0.0000 7.4430 20360801
30034 0.0000 0.0070 0.0000 8.2930 20360801
78223 0.0000 0.0070 0.0000 9.0680 20360801
60651 0.0000 0.0070 0.0000 8.4830 20360801
60104 0.0000 0.0070 0.0000 8.3430 20360801
61065 0.0000 0.0070 0.0000 9.1430 20360801
30814 0.0000 0.0070 0.0000 10.4930 20210801
28374 0.0000 0.0070 0.0000 7.6430 20360801
21217 0.0000 0.0070 0.0000 8.2430 20360801
30814 0.0000 0.0070 0.0000 7.9430 20360801
18353 0.0000 0.0070 0.0000 7.7930 20360801
27217 0.0000 0.0070 0.0000 7.4430 20360801
33569 0.0000 0.0070 0.0000 8.5430 20360801
54822 0.0000 0.0070 0.0000 9.0930 20360801
19056 0.0000 0.0070 0.0000 7.4680 20360801
45211 0.0000 0.0070 0.0000 8.6430 20360801
60402 0.0000 0.0070 0.0000 6.8930 20360801
30721 0.0000 0.0070 0.0000 7.9930 20360801
40601 0.0000 0.0070 0.0000 7.9430 20360801
33055 0.0000 0.0070 0.0000 10.9430 20210801
33055 0.0000 0.0070 0.0000 7.4180 20360801
30331 0.0000 0.0070 0.0000 6.8430 20360801
53227 0.0000 0.0070 0.0000 7.1180 20360801
60155 0.0000 0.0070 0.0000 6.9430 20360801
46143 0.0000 0.0070 0.0000 8.4830 20360801
23523 0.0000 0.0070 0.0000 7.3430 20360801
53402 0.0000 0.0070 0.0000 9.3930 20360801
34711 0.0000 0.0070 0.0000 7.1430 20360801
30260 0.0000 0.0070 0.0000 8.9430 20360801
30172 0.0000 0.0070 0.0000 9.0430 20360801
30101 0.0000 0.0070 0.0000 6.9930 20360801
23237 0.0000 0.0070 0.0000 8.2430 20360801
40516 0.0000 0.0070 0.0000 7.3430 20360801
31211 0.0000 0.0070 0.0000 7.8930 20360801
38201 0.0000 0.0070 0.0000 7.2930 20210801
23502 0.0000 0.0070 0.0000 7.1430 20360801
32808 0.0000 0.0070 0.0000 7.2430 20360801
23320 0.0000 0.0070 0.0000 7.3930 20360801
23831 0.0000 0.0070 0.0000 7.8930 20360701
23237 0.0000 0.0070 0.0000 7.0930 20360801
27244 0.0000 0.0070 0.0000 8.1430 20360801
28751 0.0000 0.0070 0.0000 8.3930 20360801
21401 0.0000 0.0070 0.0000 9.9930 20210701
21401 0.0000 0.0070 0.0000 6.4680 20360701
22003 0.0000 0.0070 0.0000 6.2180 20360801
20774 0.0000 0.0070 0.0000 7.0180 20360801
41015 0.0000 0.0070 0.0000 8.9180 20360801
33179 0.0000 0.0070 0.0000 7.8430 20360801
33461 0.0000 0.0070 0.0000 6.6430 20360801
34609 0.0000 0.0070 0.0000 7.6930 20360701
60450 0.0000 0.0070 0.0000 6.4930 20360501
60139 0.0000 0.0070 0.0000 7.4830 20360401
30082 0.0000 0.0070 0.0000 6.5430 20360401
8108 0.0000 0.0070 0.0000 9.4930 20360801
19104 0.0000 0.0070 0.0000 10.2430 20360901
91384 0.0000 0.0070 0.0000 8.3430 20360901
53590 0.0000 0.0070 0.0000 8.3930 20360901
29209 0.0000 0.0070 0.0000 8.2030 20360801
53216 0.0000 0.0070 0.0000 9.3680 20360901
60108 0.0000 0.0070 0.0000 8.3680 20360801
53110 0.0000 0.0070 0.0000 6.9830 20360801
20747 0.0000 0.0070 0.0000 6.7680 20360801
15401 0.0000 0.0070 0.0000 7.1430 20360801
47340 0.0000 0.0070 0.0000 8.2430 20360701
45040 0.0000 0.0070 0.0000 7.6430 20360801
22026 0.0000 0.0070 0.0000 6.9930 20360701
30038 0.0000 0.0070 0.0000 7.9930 20360701
32043 0.0000 0.0070 0.0000 7.7430 20360701
23703 0.0000 0.0070 0.0000 6.5430 20360701
30017 0.0000 0.0070 0.0000 8.0930 20360801
20769 0.0000 0.0070 0.0000 6.4830 20360801
33713 0.0000 0.0070 0.0000 7.3930 20360801
33411 0.0000 0.0070 0.0000 7.1180 20360801
30288 0.0000 0.0070 0.0000 7.7930 20360801
27410 0.0000 0.0070 0.0000 7.4430 20360701
33018 0.0000 0.0070 0.0000 8.8430 20360801
20744 0.0000 0.0070 0.0000 7.7180 20360701
28027 0.0000 0.0070 0.0000 7.4430 20360701
85024 0.0000 0.0070 0.0000 10.0430 20360901
89027 0.0000 0.0070 0.0000 12.2430 20260901
89027 0.0000 0.0070 0.0000 9.0430 20360901
15116 0.0000 0.0070 0.0000 10.9430 20360901
98271 0.0000 0.0070 0.0000 8.3680 20360901
40214 0.0000 0.0070 0.0000 8.6180 20360901
53593 0.0000 0.0070 0.0000 11.5930 20360901
53593 0.0000 0.0070 0.0000 7.9930 20360901
34772 0.0000 0.0070 0.0000 8.7430 20360901
32908 0.0000 0.0070 0.0000 7.3430 20360901
18103 0.0000 0.0070 0.0000 9.6430 20360901
45102 0.0000 0.0070 0.0000 7.8430 20360901
33713 0.0000 0.0070 0.0000 10.3930 20360901
33569 0.0000 0.0070 0.0000 9.3680 20360601
32514 0.0000 0.0070 0.0000 10.9930 20210901
32514 0.0000 0.0070 0.0000 7.6180 20360901
92234 0.0000 0.0070 0.0000 8.1430 20360901
22546 0.0000 0.0070 0.0000 9.1180 20360901
53172 0.0000 0.0070 0.0000 8.8680 20360901
91303 0.0000 0.0070 0.0000 8.4930 20360901
85018 0.0000 0.0070 0.0000 7.2930 20360801
85339 0.0000 0.0070 0.0000 10.0430 20360701
30344 0.0000 0.0070 0.0000 11.6430 20210901
30344 0.0000 0.0070 0.0000 7.5930 20360901
36066 0.0000 0.0070 0.0000 9.1930 20360901
33322 0.0000 0.0070 0.0000 9.5430 20360901
48080 0.0000 0.0070 0.0000 9.2430 20360901
53089 0.0000 0.0070 0.0000 8.0930 20360901
44106 0.0000 0.0070 0.0000 6.5930 20360601
33312 0.0000 0.0070 0.0000 6.9430 20360901
91744 0.0000 0.0070 0.0000 12.2430 20360901
91744 0.0000 0.0070 0.0000 7.6430 20360901
6037 0.0000 0.0070 0.0000 8.6180 20360901
53066 0.0000 0.0070 0.0000 9.1930 20360901
80013 0.0000 0.0070 0.0000 11.2430 20360901
80013 0.0000 0.0070 0.0000 7.4930 20360901
95060 0.0000 0.0070 0.0000 6.9430 20360901
21157 0.0000 0.0070 0.0000 9.8680 20360901
91764 0.0000 0.0070 0.0000 6.9430 20360901
65101 0.0000 0.0070 0.0000 9.4930 20360901
56501 0.0000 0.0070 0.0000 9.7930 20360901
28420 0.0000 0.0070 0.0000 7.8680 20360701
91786 0.0000 0.0070 0.0000 11.7430 20360901
91786 0.0000 0.0070 0.0000 7.9430 20360901
46201 0.0000 0.0070 0.0000 9.2430 20360901
85233 0.0000 0.0070 0.0000 11.7430 20360901
85233 0.0000 0.0070 0.0000 7.5680 20360901
22911 0.0000 0.0070 0.0000 7.2930 20360901
72756 0.0000 0.0070 0.0000 7.9930 20360901
48224 0.0000 0.0070 0.0000 11.3680 20360901
48234 0.0000 0.0070 0.0000 9.8930 20360901
48224 0.0000 0.0070 0.0000 8.5180 20360901
43026 0.0000 0.0070 0.0000 13.0930 20210901
43026 0.0000 0.0070 0.0000 9.7430 20360901
19608 0.0000 0.0070 0.0000 10.3680 20360901
32189 0.0000 0.0070 0.0000 7.9930 20360901
29412 0.0000 0.0070 0.0000 9.3680 20360901
65336 0.0000 0.0070 0.0000 7.7430 20360901
43113 0.0000 0.0070 0.0000 9.3930 20360801
20607 0.0000 0.0070 0.0000 9.1180 20360901
4038 0.0000 0.0070 0.0000 8.7930 20360901
33617 0.0000 0.0070 0.0000 6.9430 20360901
94534 0.0000 0.0070 0.0000 10.9930 20360801
94534 0.0000 0.0070 0.0000 6.9430 20360801
95966 0.0000 0.0070 0.0000 11.4430 20360801
95966 0.0000 0.0070 0.0000 6.8530 20360801
93702 0.0000 0.0070 0.0000 8.4730 20360801
81008 0.0000 0.0070 0.0000 8.1030 20360801
93311 0.0000 0.0070 0.0000 12.4430 20360801
92275 0.0000 0.0070 0.0000 12.4430 20360801
93311 0.0000 0.0070 0.0000 7.5030 20360801
80011 0.0000 0.0070 0.0000 9.3430 20360801
84041 0.0000 0.0070 0.0000 8.4830 20360801
94565 0.0000 0.0070 0.0000 7.2930 20360801
94015 0.0000 0.0070 0.0000 9.1430 20360801
92405 0.0000 0.0070 0.0000 6.4830 20360801
95815 0.0000 0.0070 0.0000 9.1930 20360801
94589 0.0000 0.0070 0.0000 9.1030 20360801
95820 0.0000 0.0070 0.0000 8.0430 20360801
92115 0.0000 0.0070 0.0000 8.0930 20360801
92586 0.0000 0.0070 0.0000 8.2430 20360801
95838 0.0000 0.0070 0.0000 8.2930 20360801
98023 0.0000 0.0070 0.0000 8.9430 20360801
95828 0.0000 0.0070 0.0000 9.0930 20360801
95966 0.0000 0.0070 0.0000 8.2030 20360801
95605 0.0000 0.0070 0.0000 9.0430 20360801
80239 0.0000 0.0070 0.0000 8.2430 20360801
92532 0.0000 0.0070 0.0000 9.1930 20360801
80128 0.0000 0.0070 0.0000 10.4380 20210801
80128 0.0000 0.0070 0.0000 6.9430 20360801
92553 0.0000 0.0070 0.0000 7.4430 20360801
93534 0.0000 0.0070 0.0000 10.3680 20210701
93534 0.0000 0.0070 0.0000 7.2430 20360701
85351 0.0000 0.0070 0.0000 9.3730 20360801
92336 0.0000 0.0070 0.0000 7.9730 20360701
95842 0.0000 0.0070 0.0000 8.9930 20360801
93552 0.0000 0.0070 0.0000 10.2330 20360801
95660 0.0000 0.0070 0.0000 6.6030 20360801
95823 0.0000 0.0070 0.0000 8.1930 20360801
95366 0.0000 0.0070 0.0000 7.7930 20360801
92557 0.0000 0.0070 0.0000 8.2430 20360801
93308 0.0000 0.0070 0.0000 8.7330 20360801
93703 0.0000 0.0070 0.0000 8.1930 20360801
92275 0.0000 0.0070 0.0000 7.6030 20360801
83709 0.0000 0.0070 0.0000 8.4030 20360701
93534 0.0000 0.0070 0.0000 10.5930 20360801
93534 0.0000 0.0070 0.0000 7.8430 20360801
80260 0.0000 0.0070 0.0000 9.3430 20360801
95821 0.0000 0.0070 0.0000 7.4830 20360701
81503 0.0000 0.0070 0.0000 8.4330 20360701
89138 0.0000 0.0070 0.0000 7.9430 20360801
93727 0.0000 0.0070 0.0000 7.9930 20360801
95307 0.0000 0.0070 0.0000 7.1930 20360701
93551 0.0000 0.0070 0.0000 9.3930 20360701
89149 0.0000 0.0070 0.0000 7.4930 20360701
85650 0.0000 0.0070 0.0000 8.4830 20360701
90804 0.0000 0.0070 0.0000 6.9330 20360701
92544 0.0000 0.0070 0.0000 10.0430 20360701
85326 0.0000 0.0070 0.0000 7.3430 20360701
95824 0.0000 0.0070 0.0000 10.1730 20360801
92040 0.0000 0.0070 0.0000 7.6180 20360701
90047 0.0000 0.0070 0.0000 7.2630 20360801
95709 0.0000 0.0070 0.0000 7.2930 20360701
97402 0.0000 0.0070 0.0000 9.1430 20360701
95357 0.0000 0.0070 0.0000 9.2430 20360601
90016 0.0000 0.0070 0.0000 8.0430 20360601
98499 0.0000 0.0070 0.0000 9.8430 20360701
80003 0.0000 0.0070 0.0000 7.8430 20360601
80922 0.0000 0.0070 0.0000 8.9430 20360601
85297 0.0000 0.0070 0.0000 7.7930 20360501
96003 0.0000 0.0070 0.0000 7.4430 20360401
85259 0.0000 0.0070 0.0000 12.0930 20210901
95963 0.0000 0.0070 0.0000 8.3430 20360901
85259 0.0000 0.0070 0.0000 9.3430 20360901
33624 0.0000 0.0070 0.0000 9.4430 20360901
72315 0.0000 0.0070 0.0000 10.0930 20210901
51338 0.0000 0.0070 0.0000 9.1430 20360901
20716 0.0000 0.0070 0.0000 8.1430 20360901
49829 0.0000 0.0070 0.0000 8.7930 20360901
98942 0.0000 0.0070 0.0000 8.9180 20360901
49426 0.0000 0.0070 0.0000 10.4830 20360801
36109 0.0000 0.0070 0.0000 12.2430 20210801
36109 0.0000 0.0070 0.0000 7.9930 20360801
49442 0.0000 0.0070 0.0000 9.2930 20360801
43610 0.0000 0.0070 0.0000 9.7430 20360801
43206 0.0000 0.0070 0.0000 7.7930 20360801
43224 0.0000 0.0070 0.0000 8.3930 20360801
32824 0.0000 0.0070 0.0000 9.3830 20360801
46845 0.0000 0.0070 0.0000 7.1430 20360801
36832 0.0000 0.0070 0.0000 7.9930 20360901
85653 0.0000 0.0070 0.0000 9.6930 20360901
55422 0.0000 0.0070 0.0000 8.5180 20360901
48224 0.0000 0.0070 0.0000 8.5430 20360801
48091 0.0000 0.0070 0.0000 8.2680 20360801
48088 0.0000 0.0070 0.0000 8.8180 20360801
48229 0.0000 0.0070 0.0000 9.4430 20360801
48357 0.0000 0.0070 0.0000 8.7430 20360901
48128 0.0000 0.0070 0.0000 9.0930 20360801
48082 0.0000 0.0070 0.0000 8.7430 20360801
48126 0.0000 0.0070 0.0000 9.0680 20360801
48135 0.0000 0.0070 0.0000 8.7180 20360801
48165 0.0000 0.0070 0.0000 9.9680 20360801
48227 0.0000 0.0070 0.0000 8.8430 20360801
48185 0.0000 0.0070 0.0000 8.1930 20360801
48238 0.0000 0.0070 0.0000 9.7930 20360801
48223 0.0000 0.0070 0.0000 8.6180 20360801
48189 0.0000 0.0070 0.0000 9.9680 20360801
48429 0.0000 0.0070 0.0000 8.8930 20360801
48071 0.0000 0.0070 0.0000 8.0680 20360801
48235 0.0000 0.0070 0.0000 8.8430 20360801
7652 0.0000 0.0070 0.0000 8.4180 20360801
30055 0.0000 0.0070 0.0000 8.6180 20360801
95948 0.0000 0.0070 0.0000 9.2680 20360801
10310 0.0000 0.0070 0.0000 8.9430 20360801
11953 0.0000 0.0070 0.0000 9.3430 20360801
32920 0.0000 0.0070 0.0000 8.2930 20360801
32907 0.0000 0.0070 0.0000 8.7180 20360801
13044 0.0000 0.0070 0.0000 9.6930 20360801
48237 0.0000 0.0070 0.0000 8.8430 20360601
33065 0.0000 0.0070 0.0000 7.6930 20360801
95687 0.0000 0.0070 0.0000 9.8430 20260901
95687 0.0000 0.0070 0.0000 7.7930 20360801
33161 0.0000 0.0070 0.0000 9.3180 20360801
8085 0.0000 0.0070 0.0000 9.5930 20360801
33617 0.0000 0.0070 0.0000 7.9680 20360801
92307 0.0000 0.0070 0.0000 9.6430 20360801
86429 0.0000 0.0070 0.0000 8.3180 20360801
80926 0.0000 0.0070 0.0000 8.8680 20360701
18045 0.0000 0.0070 0.0000 8.8430 20360801
2780 0.0000 0.0070 0.0000 8.4930 20360801
30815 0.0000 0.0070 0.0000 9.6430 20360801
2777 0.0000 0.0070 0.0000 8.3930 20360101
48082 0.0000 0.0070 0.0000 11.7930 20260801
1085 0.0000 0.0070 0.0000 10.7180 20260801
17065 0.0000 0.0070 0.0000 10.9180 20260801
52352 0.0000 0.0070 0.0000 9.5680 20260801
48324 0.0000 0.0070 0.0000 10.8180 20260801
42071 0.0000 0.0070 0.0000 9.5680 20260801
64429 0.0000 0.0070 0.0000 8.9930 20260701
48412 0.0000 0.0070 0.0000 9.4680 20360901
7203 0.0000 0.0070 0.0000 9.6930 20360901
48066 0.0000 0.0070 0.0000 9.1930 20360901
48433 0.0000 0.0070 0.0000 8.7180 20360901
8012 0.0000 0.0070 0.0000 9.9680 20360801
11236 0.0000 0.0070 0.0000 9.7680 20360801
27501 0.0000 0.0070 0.0000 9.6930 20360901
85209 0.0000 0.0070 0.0000 7.2930 20360801
28166 0.0000 0.0070 0.0000 9.1930 20360801
83642 0.0000 0.0070 0.0000 8.6680 20360801
22191 0.0000 0.0070 0.0000 8.3930 20360901
48313 0.0000 0.0070 0.0000 8.1430 20360801
48066 0.0000 0.0070 0.0000 8.8680 20360801
21085 0.0000 0.0070 0.0000 9.6680 20360801
6071 0.0000 0.0070 0.0000 8.6930 20360801
60110 0.0000 0.0070 0.0000 9.2930 20360801
30707 0.0000 0.0070 0.0000 9.1930 20360801
48047 0.0000 0.0070 0.0000 8.4930 20360801
13209 0.0000 0.0070 0.0000 10.0430 20360801
2892 0.0000 0.0070 0.0000 8.6680 20360801
37766 0.0000 0.0070 0.0000 9.3430 20360801
38401 0.0000 0.0070 0.0000 9.8930 20360801
49238 0.0000 0.0070 0.0000 8.5430 20360801
17065 0.0000 0.0070 0.0000 8.6180 20360801
18436 0.0000 0.0070 0.0000 8.7180 20360801
48237 0.0000 0.0070 0.0000 8.4680 20360801
11413 0.0000 0.0070 0.0000 9.2180 20360801
48185 0.0000 0.0070 0.0000 8.6680 20360801
34654 0.0000 0.0070 0.0000 10.0680 20360801
48066 0.0000 0.0070 0.0000 8.6430 20360801
16039 0.0000 0.0070 0.0000 10.3430 20360801
85321 0.0000 0.0070 0.0000 9.4430 20360801
31029 0.0000 0.0070 0.0000 9.0680 20360801
34205 0.0000 0.0070 0.0000 7.5430 20360801
85207 0.0000 0.0070 0.0000 8.9680 20360801
48433 0.0000 0.0070 0.0000 8.3180 20360801
59842 0.0000 0.0070 0.0000 8.5180 20360801
32114 0.0000 0.0070 0.0000 8.0180 20360801
1085 0.0000 0.0070 0.0000 8.4180 20360801
48217 0.0000 0.0070 0.0000 9.1180 20360901
70364 0.0000 0.0070 0.0000 9.5930 20360801
11558 0.0000 0.0070 0.0000 10.0680 20360801
65583 0.0000 0.0070 0.0000 8.0180 20360801
48224 0.0000 0.0070 0.0000 9.5930 20360801
98036 0.0000 0.0070 0.0000 9.1930 20360801
53143 0.0000 0.0070 0.0000 8.3680 20360801
49201 0.0000 0.0070 0.0000 9.0930 20360801
31406 0.0000 0.0070 0.0000 8.8930 20360801
73170 0.0000 0.0070 0.0000 9.3680 20360801
30518 0.0000 0.0070 0.0000 8.2680 20360801
48066 0.0000 0.0070 0.0000 8.7680 20360801
53045 0.0000 0.0070 0.0000 8.3930 20360801
48220 0.0000 0.0070 0.0000 8.1180 20360801
97355 0.0000 0.0070 0.0000 7.8930 20360801
38856 0.0000 0.0070 0.0000 8.9680 20360901
48430 0.0000 0.0070 0.0000 10.0680 20360801
20737 0.0000 0.0070 0.0000 7.4430 20360801
49203 0.0000 0.0070 0.0000 9.3680 20360801
48847 0.0000 0.0070 0.0000 8.3430 20360801
48324 0.0000 0.0070 0.0000 8.3680 20360801
48183 0.0000 0.0070 0.0000 9.1930 20360701
21043 0.0000 0.0070 0.0000 7.0930 20360801
35040 0.0000 0.0070 0.0000 7.9680 20360801
42071 0.0000 0.0070 0.0000 8.3680 20360801
60586 0.0000 0.0070 0.0000 10.2430 20360801
48444 0.0000 0.0070 0.0000 8.5680 20360801
28387 0.0000 0.0070 0.0000 9.5930 20360801
95673 0.0000 0.0070 0.0000 9.2180 20360801
38461 0.0000 0.0070 0.0000 7.3930 20360801
44601 0.0000 0.0070 0.0000 8.3180 20360701
11216 0.0000 0.0070 0.0000 8.2680 20360801
63118 0.0000 0.0070 0.0000 9.0180 20360801
48082 0.0000 0.0070 0.0000 8.4180 20360801
84003 0.0000 0.0070 0.0000 9.2180 20360801
45805 0.0000 0.0070 0.0000 8.9930 20360701
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90022 0.0000 0.0070 0.0000 6.4430 20360601
92231 0.0000 0.0070 0.0000 7.9930 20360601
92376 0.0000 0.0070 0.0000 7.4930 20360601
40291 0.0000 0.0070 0.0000 7.9930 20360601
94601 0.0000 0.0070 0.0000 8.0930 20360701
92509 0.0000 0.0070 0.0000 8.9930 20360701
95366 0.0000 0.0070 0.0000 9.4930 20360601
81637 0.0000 0.0070 0.0000 8.4430 20360701
32822 0.0000 0.0070 0.0000 7.9930 20360601
95407 0.0000 0.0070 0.0000 6.7430 20360701
88310 0.0000 0.0070 0.0000 7.0930 20360601
92308 0.0000 0.0070 0.0000 7.4830 20360601
30214 0.0000 0.0070 0.0000 7.9930 20360701
80906 0.0000 0.0070 0.0000 6.2430 20360701
92335 0.0000 0.0070 0.0000 8.2430 20360701
92316 0.0000 0.0070 0.0000 8.9930 20360601
89031 0.0000 0.0070 0.0000 6.6930 20360701
96792 0.0000 0.0070 0.0000 7.4430 20360701
80233 0.0000 0.0070 0.0000 8.7430 20360601
91762 0.0000 0.0070 0.0000 6.9930 20360701
89130 0.0000 0.0070 0.0000 6.2430 20360601
89015 0.0000 0.0070 0.0000 8.4430 20360601
90047 0.0000 0.0070 0.0000 8.4930 20360601
6401 0.0000 0.0070 0.0000 8.4430 20360701
85705 0.0000 0.0070 0.0000 6.9930 20360701
93702 0.0000 0.0070 0.0000 8.4930 20360701
87121 0.0000 0.0070 0.0000 7.4930 20360701
97225 0.0000 0.0070 0.0000 6.8930 20360701
93245 0.0000 0.0070 0.0000 8.7430 20360601
90044 0.0000 0.0070 0.0000 7.7430 20360701
90002 0.0000 0.0070 0.0000 7.4930 20360601
32738 0.0000 0.0070 0.0000 9.4930 20360701
92021 0.0000 0.0070 0.0000 7.4430 20360401
33187 0.0000 0.0070 0.0000 7.4430 20360501
94605 0.0000 0.0070 0.0000 6.7430 20360701
92284 0.0000 0.0070 0.0000 7.2430 20360501
68328 0.0000 0.0070 0.0000 7.4830 20360601
97203 0.0000 0.0070 0.0000 8.4830 20360701
33445 0.0000 0.0070 0.0000 8.4830 20360601
90802 0.0000 0.0070 0.0000 6.3830 20360701
92553 0.0000 0.0070 0.0000 12.0430 20210701
92553 0.0000 0.0070 0.0000 8.0430 20360701
21117 0.0000 0.0070 0.0000 8.5680 20360801
97236 0.0000 0.0070 0.0000 8.2230 20360701
21224 0.0000 0.0070 0.0000 7.6930 20360701
19711 0.0000 0.0070 0.0000 9.6180 20360801
41032 0.0000 0.0070 0.0000 9.9930 20360701
61075 0.0000 0.0070 0.0000 9.1930 20360701
49095 0.0000 0.0070 0.0000 9.2430 20360801
89138 0.0000 0.0070 0.0000 8.1430 20360701
81005 0.0000 0.0070 0.0000 9.1930 20360501
60171 0.0000 0.0070 0.0000 9.7930 20360801
32810 0.0000 0.0070 0.0000 8.0430 20360801
89139 0.0000 0.0070 0.0000 7.9280 20360601
97123 0.0000 0.0070 0.0000 7.3230 20360701
96003 0.0000 0.0070 0.0000 7.1230 20360701
17961 0.0000 0.0070 0.0000 7.9930 20360701
93534 0.0000 0.0070 0.0000 8.0180 20360701
34482 0.0000 0.0070 0.0000 9.0430 20360701
19134 0.0000 0.0070 0.0000 7.9430 20360901
55444 0.0000 0.0070 0.0000 8.2680 20360801
33415 0.0000 0.0070 0.0000 8.3430 20360701
54115 0.0000 0.0070 0.0000 7.9930 20360601
18512 0.0000 0.0070 0.0000 8.8830 20360701
95367 0.0000 0.0070 0.0000 11.8680 20210801
95367 0.0000 0.0070 0.0000 7.1930 20360801
55413 0.0000 0.0070 0.0000 11.0930 20360601
53158 0.0000 0.0070 0.0000 8.7930 20360601
63038 0.0000 0.0070 0.0000 9.9930 20360601
85033 0.0000 0.0070 0.0000 8.6680 20360601
29566 0.0000 0.0070 0.0000 10.2430 20360601
44105 0.0000 0.0070 0.0000 7.8930 20360601
89011 0.0000 0.0070 0.0000 7.3680 20360701
55119 0.0000 0.0070 0.0000 7.8680 20360701
55071 0.0000 0.0070 0.0000 8.2830 20360701
99223 0.0000 0.0070 0.0000 7.4230 20360801
93306 0.0000 0.0070 0.0000 8.6730 20360701
4090 0.0000 0.0070 0.0000 7.2430 20360801
85326 0.0000 0.0070 0.0000 10.5430 20360801
85326 0.0000 0.0070 0.0000 7.1430 20360801
93306 0.0000 0.0070 0.0000 7.9930 20360801
30132 0.0000 0.0070 0.0000 9.6430 20360801
21224 0.0000 0.0070 0.0000 8.1180 20360701
62033 0.0000 0.0070 0.0000 9.1930 20360701
32808 0.0000 0.0070 0.0000 9.3430 20360801
92308 0.0000 0.0070 0.0000 8.3180 20360801
76208 0.0000 0.0070 0.0000 11.7430 20360801
76208 0.0000 0.0070 0.0000 7.5430 20360801
8108 0.0000 0.0070 0.0000 7.1430 20360801
21207 0.0000 0.0070 0.0000 9.1430 20360801
34743 0.0000 0.0070 0.0000 7.7930 20360701
30088 0.0000 0.0070 0.0000 7.7930 20360701
98422 0.0000 0.0070 0.0000 7.7830 20360701
4074 0.0000 0.0070 0.0000 7.3680 20360801
23455 0.0000 0.0070 0.0000 9.4180 20360801
19530 0.0000 0.0070 0.0000 8.1430 20360801
76123 0.0000 0.0070 0.0000 8.6180 20360801
47240 0.0000 0.0070 0.0000 8.4430 20360701
7418 0.0000 0.0070 0.0000 7.6330 20360701
20706 0.0000 0.0070 0.0000 7.1180 20360701
75241 0.0000 0.0070 0.0000 9.4430 20360801
92335 0.0000 0.0070 0.0000 7.7680 20360701
89052 0.0000 0.0070 0.0000 10.1930 20210701
89052 0.0000 0.0070 0.0000 7.3180 20360701
73505 0.0000 0.0070 0.0000 11.7930 20210701
73505 0.0000 0.0070 0.0000 8.5930 20360701
20695 0.0000 0.0070 0.0000 8.4930 20360701
48603 0.0000 0.0070 0.0000 12.2430 20260601
48603 0.0000 0.0070 0.0000 8.7430 20360601
32806 0.0000 0.0070 0.0000 11.9930 20210601
32806 0.0000 0.0070 0.0000 9.6430 20360601
43623 0.0000 0.0070 0.0000 9.1930 20360601
44129 0.0000 0.0070 0.0000 9.8930 20360601
93550 0.0000 0.0070 0.0000 6.6680 20360701
8836 0.0000 0.0070 0.0000 6.7930 20360701
91345 0.0000 0.0070 0.0000 11.0180 20210501
33434 0.0000 0.0070 0.0000 8.1230 20360801
30344 0.0000 0.0070 0.0000 8.9930 20360701
85029 0.0000 0.0070 0.0000 7.5930 20360801
8046 0.0000 0.0070 0.0000 6.9930 20360701
85310 0.0000 0.0070 0.0000 6.7430 20360701
21901 0.0000 0.0070 0.0000 8.9930 20360701
33144 0.0000 0.0070 0.0000 11.6430 20360801
65616 0.0000 0.0070 0.0000 7.9430 20360801
33144 0.0000 0.0070 0.0000 7.4680 20360801
39191 0.0000 0.0070 0.0000 8.5930 20360801
29575 0.0000 0.0070 0.0000 6.9930 20360501
55723 0.0000 0.0070 0.0000 8.8530 20360701
80916 0.0000 0.0070 0.0000 8.8930 20360701
22026 0.0000 0.0070 0.0000 7.8300 20360601
94806 0.0000 0.0070 0.0000 11.4930 20210601
92392 0.0000 0.0070 0.0000 10.5430 20210601
23226 0.0000 0.0070 0.0000 9.8680 20360801
11706 0.0000 0.0070 0.0000 9.0430 20360801
8043 0.0000 0.0070 0.0000 7.9180 20360701
33594 0.0000 0.0070 0.0000 7.1730 20360701
91345 0.0000 0.0070 0.0000 6.4830 20360501
34759 0.0000 0.0070 0.0000 7.9930 20360701
38606 0.0000 0.0070 0.0000 9.9930 20360601
93451 0.0000 0.0070 0.0000 8.9230 20360701
91752 0.0000 0.0070 0.0000 9.1080 20360801
22193 0.0000 0.0070 0.0000 6.9930 20360601
89101 0.0000 0.0070 0.0000 9.2930 20360801
21207 0.0000 0.0070 0.0000 8.3430 20360801
19075 0.0000 0.0070 0.0000 8.1180 20360701
92707 0.0000 0.0070 0.0000 7.3680 20360601
72034 0.0000 0.0070 0.0000 8.4180 20360701
85034 0.0000 0.0070 0.0000 7.2430 20360701
92114 0.0000 0.0070 0.0000 7.3180 20360601
40165 0.0000 0.0070 0.0000 8.3130 20360801
31805 0.0000 0.0070 0.0000 7.2430 20360601
33954 0.0000 0.0070 0.0000 8.9930 20360801
64118 0.0000 0.0070 0.0000 7.9930 20360601
46218 0.0000 0.0070 0.0000 9.9930 20360501
30135 0.0000 0.0070 0.0000 10.8730 20360801
98387 0.0000 0.0070 0.0000 7.1230 20360501
98387 0.0000 0.0070 0.0000 11.0930 20210501
43207 0.0000 0.0070 0.0000 10.3730 20250801
ZIP_CODE STATED_ORIGINAL_TERM STATED_REM_TE ORIGINAL_BALANCE FIRST_PA PAYMENT
------------------------------------------------------------------------------------------------------------------------------------
18951 360 359 102,350.00 20061001 1,122.20
18951 360 359 409,400.00 20061001 3,027.85
33635 360 359 217,600.00 20061001 1,830.67
32955 360 359 298,400.00 20061001 3,069.38
19126 360 359 98,000.00 20061001 795.59
95826 360 358 279,900.00 20060901 1,953.47
2891 360 359 346,500.00 20061001 2,983.16
21740 360 359 244,750.00 20061001 1,881.92
43003 360 359 91,920.00 20061001 734.98
43003 360 359 22,980.00 20061001 258.70
89110 360 359 170,000.00 20061001 1,163.51
15301 360 359 52,250.00 20061001 497.59
29072 360 359 193,500.00 20061001 1,857.38
48234 360 359 70,000.00 20061001 648.18
60651 180 178 52,000.00 20060901 475.66
40444 180 178 20,000.00 20060901 202.65
40444 360 358 65,000.00 20060901 483.76
30318 180 178 77,000.00 20060901 797.96
71603 360 359 60,000.00 20061001 459.22
30339 360 358 387,000.00 20060901 3,044.53
30318 360 358 308,000.00 20060901 2,634.89
40444 360 358 130,000.00 20060901 994.98
30064 360 358 130,500.00 20060901 1,125.99
32065 180 178 105,000.00 20060901 1,031.80
30228 360 358 208,800.00 20060901 1,609.19
32065 360 358 420,000.00 20060901 2,904.56
30034 360 358 120,000.00 20060901 948.33
78223 360 358 63,600.00 20060901 538.27
60651 360 358 208,000.00 20060901 1,602.83
60104 360 358 88,200.00 20060901 700.18
61065 360 358 182,200.00 20060901 1,497.23
30814 180 178 24,000.00 20060901 228.56
28374 360 358 360,000.00 20060901 2,679.29
21217 360 358 72,000.00 20060901 566.42
30814 360 358 96,000.00 20060901 734.76
18353 360 358 208,250.00 20060901 1,571.84
27217 360 358 117,900.00 20060901 815.35
33569 360 358 140,000.00 20060901 1,131.51
54822 360 358 117,000.00 20060901 992.35
19056 360 358 302,000.00 20060901 2,210.71
45211 360 358 63,000.00 20060901 513.73
60402 360 358 180,000.00 20060901 1,171.25
30721 360 358 146,250.00 20060901 1,124.54
40601 360 358 170,000.00 20060901 1,301.13
33055 180 178 36,000.00 20060901 355.13
33055 360 358 144,000.00 20060901 1,049.10
30331 360 358 182,050.00 20060901 1,254.27
53227 360 358 174,000.00 20060901 1,231.56
60155 360 358 180,200.00 20060901 1,118.74
46143 360 358 93,500.00 20060901 751.65
23523 360 358 153,000.00 20060901 1,106.70
53402 360 358 90,000.00 20060901 783.17
34711 360 358 222,000.00 20060901 1,575.12
30260 360 358 126,000.00 20060901 1,015.78
30172 360 358 60,000.00 20060901 506.70
30101 360 358 150,000.00 20060901 1,048.82
23237 360 358 204,850.00 20060901 1,540.82
40516 360 358 108,500.00 20060901 784.82
31211 360 358 70,200.00 20060901 534.81
38201 180 178 60,000.00 20060901 566.49
23502 360 358 203,400.00 20060901 1,443.15
32808 360 358 115,600.00 20060901 782.17
23320 360 358 175,500.00 20060901 1,207.12
23831 360 357 164,800.00 20060801 1,195.62
23237 360 358 203,000.00 20060901 1,433.33
27244 360 358 103,500.00 20060901 806.85
28751 360 358 112,500.00 20060901 897.12
21401 180 177 57,000.00 20060801 521.40
21401 360 357 228,000.00 20060801 1,513.06
22003 360 358 342,000.00 20060901 2,212.53
20774 360 358 256,500.00 20060901 1,797.88
41015 360 358 90,000.00 20060901 751.85
33179 360 358 144,000.00 20060901 1,091.96
33461 360 358 152,000.00 20060901 1,026.62
34609 360 357 252,000.00 20060801 1,790.11
60450 360 355 195,000.00 20060601 1,211.79
60139 360 354 225,000.00 20060501 1,498.12
30082 360 354 406,350.00 20060501 2,387.31
8108 360 358 328,000.00 20060901 2,878.43
19104 360 359 56,000.00 20061001 508.70
91384 360 359 470,000.00 20061001 3,571.22
53590 360 359 365,000.00 20061001 2,910.65
29209 360 358 400,000.00 20060901 3,135.38
53216 360 359 99,000.00 20061001 859.67
60108 360 358 207,000.00 20060901 1,576.83
53110 360 358 154,000.00 20060901 1,075.74
20747 360 358 288,000.00 20060901 1,746.00
15401 360 358 110,050.00 20060901 736.44
47340 360 357 66,300.00 20060801 521.58
45040 360 358 337,500.00 20060901 2,511.84
22026 360 357 220,000.00 20060801 1,447.76
30038 360 357 395,000.00 20060801 3,037.21
32043 360 357 100,000.00 20060801 751.27
23703 360 357 136,000.00 20060801 909.38
30017 360 358 153,000.00 20060901 1,187.30
20769 360 358 686,500.00 20060901 3,998.86
33713 360 358 187,200.00 20060901 1,232.40
33411 360 358 244,000.00 20060901 1,727.02
30288 360 358 182,750.00 20060901 1,379.37
27410 360 357 130,050.00 20060801 949.73
33018 360 358 196,200.00 20060901 1,628.33
20744 360 357 272,000.00 20060801 2,038.67
28027 360 357 105,200.00 20060801 696.95
85024 360 359 233,750.00 20061001 2,055.05
89027 240 239 46,800.00 20061001 539.98
89027 360 359 187,200.00 20061001 1,523.72
15116 360 359 81,000.00 20061001 799.05
98271 360 359 261,000.00 20061001 1,988.18
40214 360 359 96,320.00 20061001 783.69
53593 360 359 33,300.00 20061001 345.09
53593 360 359 133,200.00 20061001 1,024.19
34772 360 359 195,415.00 20061001 1,506.32
32908 360 359 272,000.00 20061001 1,860.70
18103 360 359 100,000.00 20061001 888.68
45102 360 359 138,400.00 20061001 1,049.50
33713 360 359 179,550.00 20061001 1,696.34
33569 360 356 192,500.00 20060701 1,671.57
32514 180 179 55,000.00 20061001 544.66
32514 360 359 220,000.00 20061001 1,489.58
92234 360 359 333,600.00 20061001 2,404.70
22546 360 359 128,000.00 20061001 1,049.34
53172 360 359 140,250.00 20061001 1,166.53
91303 360 359 180,000.00 20061001 1,350.00
85018 360 358 130,000.00 20060901 884.45
85339 360 357 336,000.00 20060801 2,998.90
30344 180 179 43,200.00 20061001 449.35
30344 360 359 172,800.00 20061001 1,166.40
36066 360 359 176,000.00 20061001 1,505.65
33322 360 359 276,300.00 20061001 2,357.04
48080 360 359 142,800.00 20061001 1,226.87
53089 360 359 273,000.00 20061001 2,022.14
44106 360 356 150,000.00 20060701 1,008.05
33312 360 359 192,000.00 20061001 1,335.92
91744 360 359 90,000.00 20061001 978.02
91744 360 359 360,000.00 20061001 2,445.00
6037 360 359 215,650.00 20061001 1,754.60
53066 360 359 250,800.00 20061001 2,070.73
80013 360 359 33,980.00 20061001 343.00
80013 360 359 135,920.00 20061001 945.07
95060 360 359 254,000.00 20061001 1,662.13
21157 360 359 350,000.00 20061001 3,026.04
91764 360 359 335,400.00 20061001 2,082.28
65101 360 359 85,500.00 20061001 750.32
56501 360 359 106,200.00 20061001 955.61
28420 360 357 73,000.00 20060801 554.85
91786 360 359 99,800.00 20061001 1,045.80
91786 360 359 399,200.00 20061001 2,911.34
46201 360 359 55,180.00 20061001 474.08
85233 360 359 56,800.00 20061001 595.21
85233 360 359 227,200.00 20061001 1,592.55
22911 360 359 190,400.00 20061001 1,370.63
72756 360 359 415,000.00 20061001 3,042.34
48224 360 359 20,000.00 20061001 203.80
48234 360 359 76,000.00 20061001 689.53
48224 360 359 80,000.00 20061001 645.14
43026 180 179 20,000.00 20061001 230.66
43026 360 359 80,000.00 20061001 716.88
19608 360 359 340,000.00 20061001 3,205.83
32189 360 359 170,100.00 20061001 1,307.92
29412 360 359 190,000.00 20061001 1,649.86
65336 360 359 132,000.00 20061001 907.50
43113 360 358 75,000.00 20060901 630.98
20607 360 359 236,000.00 20061001 1,934.72
4038 360 359 257,000.00 20061001 1,991.76
33617 360 359 101,000.00 20061001 702.76
94534 360 358 140,000.00 20060901 1,386.41
94534 360 358 560,000.00 20060901 3,476.67
95966 360 358 34,400.00 20060901 352.52
95966 360 358 137,600.00 20060901 948.96
93702 360 358 259,000.00 20060901 1,938.18
81008 360 358 152,000.00 20060901 1,127.04
93311 360 358 56,000.00 20060901 617.28
92275 360 358 50,000.00 20060901 551.15
93311 360 358 224,000.00 20060901 1,559.18
80011 360 358 135,000.00 20060901 1,169.79
84041 360 358 158,100.00 20060901 1,218.31
94565 360 358 292,000.00 20060901 1,986.61
94015 360 358 475,000.00 20060901 3,871.01
92405 360 358 235,000.00 20060901 1,431.04
95815 360 358 202,000.00 20060901 1,728.08
94589 360 358 450,000.00 20060901 3,683.83
95820 360 358 172,900.00 20060901 1,335.58
92115 360 358 165,120.00 20060901 1,223.06
92586 360 358 279,000.00 20060901 2,098.56
95838 360 358 274,500.00 20060901 2,038.43
98023 360 358 291,050.00 20060901 2,325.67
95828 360 358 325,000.00 20060901 2,621.99
95966 360 358 292,500.00 20060901 2,166.69
95605 360 358 283,500.00 20060901 2,275.76
80239 360 358 202,000.00 20060901 1,519.38
92532 360 358 595,000.00 20060901 4,848.28
80128 180 178 46,000.00 20060901 436.16
80128 360 358 184,000.00 20060901 1,142.33
92553 360 358 292,800.00 20060901 2,024.89
93534 180 177 55,000.00 20060801 518.59
93534 360 357 220,000.00 20060801 1,420.83
85351 360 358 80,000.00 20060901 671.79
92336 360 357 404,000.00 20060801 2,854.93
95842 360 358 280,000.00 20060901 2,248.48
93552 360 358 232,500.00 20060901 2,110.18
95660 360 358 248,000.00 20060901 1,561.00
95823 360 358 355,000.00 20060901 2,573.75
95366 360 358 490,000.00 20060901 3,389.17
92557 360 358 378,000.00 20060901 2,811.86
93308 360 358 261,398.00 20060901 2,064.75
93703 360 358 255,000.00 20060901 1,908.28
92275 360 358 200,000.00 20060901 1,388.21
83709 360 357 171,934.00 20060801 1,276.61
93534 360 358 57,630.00 20060901 553.18
93534 360 358 307,360.00 20060901 2,218.24
80260 360 358 228,000.00 20060901 1,909.23
95821 360 357 355,000.00 20060801 2,363.71
81503 360 357 239,900.00 20060801 1,839.42
89138 360 358 361,000.00 20060901 2,542.04
93727 360 358 315,000.00 20060901 2,281.71
95307 360 357 460,000.00 20060801 2,951.67
93551 360 357 309,000.00 20060801 2,579.78
89149 360 357 424,000.00 20060801 2,826.67
85650 360 357 243,000.00 20060801 1,820.48
90804 360 357 287,000.00 20060801 1,779.40
92544 360 357 360,000.00 20060801 3,181.66
85326 360 357 202,000.00 20060801 1,461.14
95824 360 358 200,000.00 20060901 1,805.68
92040 360 357 500,000.00 20060801 3,383.19
90047 360 358 460,000.00 20060901 2,978.50
95709 360 357 399,000.00 20060801 2,593.50
97402 360 357 181,900.00 20060801 1,482.39
95357 360 356 240,000.00 20060701 2,061.97
90016 360 356 525,000.00 20060701 4,055.41
98499 360 357 248,600.00 20060801 2,144.18
80003 360 356 199,400.00 20060701 1,439.08
80922 360 356 229,500.00 20060701 1,807.31
85297 360 355 326,052.00 20060601 2,460.99
96003 360 354 470,400.00 20060501 3,253.11
85259 180 179 90,800.00 20061001 976.12
95963 360 359 196,200.00 20061001 1,557.54
85259 360 359 363,200.00 20061001 3,147.16
33624 360 359 187,200.00 20061001 1,552.20
72315 180 179 50,000.00 20061001 555.80
51338 360 359 144,000.00 20061001 1,226.62
20716 360 359 274,000.00 20061001 2,040.01
49829 360 359 56,000.00 20061001 462.73
98942 360 359 250,750.00 20061001 2,094.73
49426 360 358 255,000.00 20060901 2,426.50
36109 180 178 84,100.00 20060901 913.91
36109 360 358 336,400.00 20060901 2,586.62
49442 360 358 122,550.00 20060901 1,057.40
43610 360 358 89,550.00 20060901 802.46
43206 360 358 126,000.00 20060901 951.03
43224 360 358 74,700.00 20060901 570.46
32824 360 358 247,000.00 20060901 2,147.55
46845 360 358 125,000.00 20060901 886.89
36832 360 359 209,000.00 20061001 1,480.42
85653 360 359 189,000.00 20061001 1,634.62
55422 360 359 187,200.00 20061001 1,447.60
48224 360 358 59,250.00 20060901 446.84
48091 360 358 125,000.00 20060901 942.61
48088 360 358 160,800.00 20060901 1,249.55
48229 360 358 83,300.00 20060901 727.95
48357 360 359 110,450.00 20061001 873.29
48128 360 358 123,000.00 20060901 1,005.96
48082 360 358 142,500.00 20060901 1,172.32
48126 360 358 154,800.00 20060901 1,310.13
48135 360 358 92,000.00 20060901 707.25
48165 360 358 345,225.00 20060901 3,060.74
48227 360 358 95,000.00 20060901 758.49
48185 360 358 104,000.00 20060901 814.46
48238 360 358 90,000.00 20060901 809.84
48223 360 358 84,000.00 20060901 638.75
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48324 240 238 67,200.00 20060901 708.56
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64429 240 237 16,450.00 20060801 153.34
48412 360 359 226,400.00 20061001 1,918.03
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48066 360 359 117,300.00 20061001 968.49
48433 360 359 112,000.00 20061001 861.00
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32746 360 359 193,900.00 20061001 1,830.92
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45227 360 359 74,800.00 20061001 595.14
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3033 360 359 288,000.00 20061001 2,073.23
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46052 240 238 27,000.00 20060901 283.30
97304 360 359 105,000.00 20061001 877.20
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72712 360 359 98,000.00 20061001 710.57
80631 360 359 27,200.00 20061001 287.13
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33415 360 359 166,500.00 20061001 1,423.16
54511 360 359 69,700.00 20061001 544.36
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8053 360 359 195,500.00 20061001 1,544.99
60466 360 359 80,000.00 20061001 562.27
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6516 360 358 100,800.00 20060901 875.30
37716 360 358 169,200.00 20060901 1,483.60
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33407 240 238 50,000.00 20060901 453.89
24588 360 358 69,600.00 20060901 610.79
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50315 360 358 84,150.00 20060901 873.68
33912 360 358 232,000.00 20060901 1,425.83
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48910 360 358 100,800.00 20060901 838.40
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63020 360 358 104,500.00 20060901 917.06
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33404 360 358 123,500.00 20060901 938.69
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85938 360 358 86,450.00 20060901 703.39
22554 360 358 324,000.00 20060901 2,577.89
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19355 360 358 685,500.00 20060901 4,503.25
60632 360 357 212,400.00 20060801 1,747.36
89031 360 358 224,000.00 20060901 1,842.79
33411 360 358 220,500.00 20060901 1,675.96
93622 360 358 118,250.00 20060901 983.54
49307 360 357 68,000.00 20060801 745.58
66002 360 356 86,850.00 20060701 868.36
45040 360 358 276,250.00 20060901 2,152.18
7305 360 359 310,500.00 20061001 2,624.41
23504 360 359 127,000.00 20061001 1,067.89
19540 360 359 102,600.00 20061001 881.49
28401 360 358 93,500.00 20060901 765.82
30294 360 358 152,000.00 20060901 1,120.09
32539 360 359 189,000.00 20061001 1,450.57
30504 360 359 164,350.00 20061001 1,223.63
48506 360 359 69,350.00 20061001 616.30
34990 360 359 345,000.00 20061001 2,652.75
63074 360 359 119,000.00 20061001 973.25
32817 360 359 171,000.00 20061001 1,403.68
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30038 360 358 122,800.00 20060901 952.94
17225 360 359 168,750.00 20061001 1,321.19
16121 360 358 76,500.00 20060901 744.76
30281 360 358 259,250.00 20060901 2,019.99
30297 360 358 97,738.00 20060901 866.76
30655 360 358 107,950.00 20060901 903.95
23669 360 359 163,000.00 20061001 1,273.03
68505 360 358 32,000.00 20060901 362.76
68505 360 358 128,000.00 20060901 1,053.03
66202 360 358 138,000.00 20060901 1,190.71
53018 360 358 225,360.00 20060901 1,622.17
55448 360 358 193,500.00 20060901 1,525.73
64057 360 358 119,225.00 20060901 1,019.96
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56379 360 358 127,500.00 20060901 983.49
68104 360 358 55,000.00 20060901 525.86
50322 360 358 118,800.00 20060901 900.88
53209 360 358 122,550.00 20060901 1,066.42
33772 360 358 228,000.00 20060901 1,636.86
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44614 360 358 31,700.00 20060901 354.39
44614 360 358 126,800.00 20060901 1,047.75
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97006 360 358 40,400.00 20060901 478.69
97006 360 358 161,600.00 20060901 1,300.28
34243 360 358 279,000.00 20060901 2,195.16
40514 360 358 173,801.00 20060901 1,455.38
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66006 360 358 120,000.00 20060901 982.87
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23834 360 358 154,000.00 20060901 1,443.36
46017 360 358 50,500.00 20060901 441.31
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61614 360 358 118,750.00 20060901 963.06
45223 360 358 73,000.00 20060901 558.73
68111 360 358 82,650.00 20060901 799.62
64123 360 358 66,000.00 20060901 628.49
29172 360 358 129,200.00 20060901 1,196.36
23464 360 358 220,000.00 20060901 1,865.96
24141 360 358 190,000.00 20060901 1,611.51
23325 360 358 112,500.00 20060901 987.27
87120 360 358 146,250.00 20060901 1,357.64
23323 360 358 262,500.00 20060901 2,032.37
45872 360 358 83,600.00 20060901 706.61
95628 360 358 432,000.00 20060901 3,352.38
48066 360 356 142,500.00 20060701 1,367.24
45406 360 355 52,000.00 20060601 439.15
98203 360 358 233,600.00 20060901 1,989.85
98503 360 355 212,000.00 20060601 1,518.79
92201 360 358 284,750.00 20060901 2,076.30
66002 360 358 210,750.00 20060901 1,749.08
50320 360 358 124,000.00 20060901 867.03
93551 360 358 595,000.00 20060901 4,808.93
94621 360 358 286,000.00 20060901 2,160.70
98118 360 358 252,000.00 20060901 1,753.50
95210 360 358 342,000.00 20060901 2,522.25
92653 360 358 418,000.00 20060901 3,140.29
90016 360 358 390,000.00 20060901 2,437.50
95820 360 358 234,000.00 20060901 1,599.00
92264 360 358 310,250.00 20060901 1,977.84
92583 360 358 335,000.00 20060901 2,205.42
90744 360 358 380,000.00 20060901 2,390.83
30189 360 358 161,000.00 20060901 1,365.54
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93065 360 358 509,400.00 20060901 3,816.26
90065 360 358 320,000.00 20060901 2,237.01
95965 360 358 133,000.00 20060901 1,211.63
96789 360 358 476,000.00 20060901 3,731.10
94579 360 358 456,000.00 20060901 3,506.25
92509 360 357 319,500.00 20060801 2,156.63
23320 360 358 127,200.00 20060901 928.92
92870 360 358 333,000.00 20060901 2,385.65
93552 360 356 351,000.00 20060701 2,574.00
90062 360 356 365,600.00 20060701 2,582.05
34116 360 356 235,200.00 20060701 1,644.55
91722 360 355 416,000.00 20060601 2,600.00
92113 360 355 380,000.00 20060601 2,696.15
93534 360 358 202,073.00 20060901 1,330.31
85037 360 358 164,509.00 20060901 1,201.38
92703 360 358 456,000.00 20060901 3,282.61
94509 360 358 391,500.00 20060901 2,855.18
90650 360 357 391,500.00 20060801 2,740.49
93710 360 357 176,400.00 20060801 1,288.22
6226 360 357 138,000.00 20060801 1,108.39
92065 360 356 442,598.00 20060701 2,765.60
60154 360 358 315,000.00 20060901 2,191.75
60154 360 358 445,500.00 20060901 3,362.57
56342 360 358 153,000.00 20060901 1,075.32
43701 360 358 137,700.00 20060901 1,039.34
29650 360 358 152,000.00 20060901 1,361.67
7205 360 358 264,600.00 20060901 1,939.77
60443 360 358 192,000.00 20060901 1,527.64
70056 360 358 265,400.00 20060901 2,040.70
30032 360 357 142,000.00 20060801 1,194.01
70592 360 356 93,600.00 20060701 804.17
23702 360 358 106,000.00 20060901 806.04
19120 360 358 117,000.00 20060901 846.30
80907 360 359 156,700.00 20061001 1,551.79
30047 360 359 110,500.00 20061001 724.07
91722 360 359 302,000.00 20061001 2,029.54
55346 360 359 153,500.00 20061001 1,118.32
85213 360 359 155,000.00 20061001 1,067.91
33953 360 353 139,000.00 20060401 957.68
95660 360 358 272,000.00 20060901 2,037.73
95824 360 358 188,000.00 20060901 1,667.23
80013 360 358 213,750.00 20060901 1,700.70
92262 360 356 62,000.00 20060701 493.30
30157 360 357 223,750.00 20060801 2,005.03
30506 360 358 363,500.00 20060901 2,892.17
30013 360 358 108,000.00 20060901 787.50
30024 360 358 270,400.00 20060901 1,867.59
30519 360 358 198,000.00 20060901 1,470.15
33648 360 358 212,975.00 20060901 1,675.48
30233 360 358 91,600.00 20060901 829.36
34222 360 358 250,300.00 20060901 2,127.53
44095 360 358 72,000.00 20060901 605.42
60466 360 357 144,000.00 20060801 1,020.00
8865 360 358 145,000.00 20060901 1,219.24
8332 360 358 90,000.00 20060901 756.77
24486 360 357 131,250.00 20060801 940.30
19030 360 357 208,000.00 20060801 1,526.24
18067 360 357 117,800.00 20060801 990.53
7045 360 357 105,000.00 20060801 892.49
6515 360 358 222,300.00 20060901 1,631.01
7107 360 357 180,000.00 20060801 1,289.55
8876 360 357 50,100.00 20060801 403.12
21044 360 358 115,000.00 20060901 946.08
6706 360 358 139,500.00 20060901 1,060.31
8753 360 357 310,500.00 20060801 2,470.48
7039 360 358 303,000.00 20060901 2,631.10
60123 360 358 162,000.00 20060901 1,217.06
46356 360 358 117,200.00 20060901 839.64
47963 360 358 114,000.00 20060901 835.70
33308 360 358 189,900.00 20060901 1,526.62
29072 360 358 268,400.00 20060901 1,922.86
30044 180 178 28,180.00 20060901 273.71
30044 360 358 112,720.00 20060901 788.16
33629 360 358 160,000.00 20060901 1,244.47
34983 360 358 288,000.00 20060901 2,291.46
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19027 360 358 190,000.00 20060901 1,580.33
33611 360 358 373,500.00 20060901 3,038.92
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8901 360 358 106,550.00 20060901 886.23
6484 360 358 355,500.00 20060901 2,733.49
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6614 360 358 201,000.00 20060901 1,422.67
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18466 360 357 251,750.00 20060801 2,421.29
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11207 360 358 400,000.00 20060901 3,584.41
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12414 360 358 94,500.00 20060901 846.82
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89113 360 358 342,500.00 20060901 2,445.93
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92570 360 358 239,200.00 20060901 1,674.40
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85242 360 358 297,000.00 20060901 1,906.64
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55432 360 358 150,500.00 20060901 1,031.78
45653 360 357 76,925.00 20060801 630.06
95246 360 359 157,500.00 20061001 1,353.17
53209 360 359 80,000.00 20061001 598.68
30019 360 357 275,000.00 20060801 2,464.28
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20109 360 358 234,000.00 20060901 2,184.35
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71601 360 359 54,900.00 20061001 479.76
36010 360 358 94,500.00 20060901 864.43
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48227 360 358 86,450.00 20060901 822.63
43062 360 359 187,000.00 20061001 1,511.38
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85033 180 179 18,000.00 20061001 185.15
85033 360 359 72,000.00 20061001 569.00
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53209 360 358 96,750.00 20060901 827.68
23072 360 359 106,500.00 20061001 798.23
30253 360 359 171,000.00 20061001 1,358.66
23320 360 359 92,000.00 20061001 602.03
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85739 360 359 258,320.00 20061001 1,786.71
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70129 360 359 103,200.00 20061001 829.63
53218 360 358 98,400.00 20060901 756.61
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30152 360 359 432,250.00 20061001 3,439.18
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23832 360 358 194,800.00 20060901 1,420.42
33311 360 358 181,200.00 20060901 1,298.14
49827 360 359 90,000.00 20061001 732.27
92021 360 359 66,400.00 20061001 695.81
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85037 360 357 255,000.00 20060801 1,697.88
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92345 360 359 211,900.00 20061001 1,632.88
15234 360 359 103,500.00 20061001 874.06
20723 360 358 194,600.00 20060901 1,500.05
18466 360 359 84,000.00 20061001 657.83
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17236 360 358 47,450.00 20060901 482.60
17236 360 358 189,900.00 20060901 1,386.81
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22101 360 358 100,000.00 20060901 868.35
21784 360 359 239,000.00 20061001 1,692.92
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54730 360 359 210,600.00 20061001 1,673.29
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85713 360 359 108,000.00 20061001 724.50
55016 360 359 198,000.00 20061001 1,629.38
22015 360 359 108,000.00 20061001 1,131.73
22015 360 359 432,000.00 20061001 2,727.01
75028 360 359 187,324.85 20061001 1,460.33
90813 360 359 341,000.00 20061001 2,403.06
33024 360 359 130,000.00 20061001 977.82
21901 360 358 97,750.00 20060901 1,024.32
21901 360 358 391,100.00 20060901 2,869.75
83110 360 359 88,725.00 20061001 660.33
17406 360 358 126,000.00 20060901 991.24
11764 360 358 350,100.00 20060901 2,599.90
30349 360 358 115,200.00 20060901 1,079.70
30680 360 358 80,000.00 20060901 749.79
2072 360 359 238,000.00 20061001 1,909.45
97756 360 359 234,000.00 20061001 1,868.28
55445 360 357 51,600.00 20060801 467.19
55445 360 357 206,400.00 20060801 1,268.67
34747 360 359 172,500.00 20061001 1,501.08
54025 360 359 237,500.00 20061001 1,851.48
65202 360 359 100,000.00 20061001 730.29
30045 360 359 126,650.00 20061001 1,090.45
30092 360 359 345,000.00 20061001 2,726.45
17110 360 359 214,200.00 20061001 1,735.15
46203 360 356 70,000.00 20060701 550.69
32725 360 358 224,000.00 20060901 1,550.94
21216 360 358 65,750.00 20060901 550.58
27804 360 358 68,400.00 20060901 618.02
95127 360 358 445,250.00 20060901 2,694.46
33147 360 359 175,000.00 20061001 1,630.30
61088 360 358 124,000.00 20060901 1,011.14
92301 180 178 50,000.00 20060901 539.46
92301 360 358 200,000.00 20060901 1,492.00
60629 360 359 72,000.00 20061001 774.02
60629 360 359 288,000.00 20061001 2,138.40
22310 360 359 175,200.00 20061001 1,454.05
95060 360 358 550,000.00 20060901 4,422.92
98052 180 177 39,600.00 20060801 384.62
98052 360 357 158,400.00 20060801 1,094.03
95132 180 178 63,000.00 20060901 629.90
95132 360 358 252,000.00 20060901 1,627.50
98366 360 358 203,000.00 20060901 1,349.20
98122 360 357 288,000.00 20060801 2,063.27
97224 360 358 314,900.00 20060901 2,115.26
94928 360 357 353,250.00 20060801 2,318.20
97007 360 358 225,250.00 20060901 1,651.23
28078 360 358 161,000.00 20060901 1,177.44
85213 360 358 232,200.00 20060901 1,608.95
52356 360 358 108,500.00 20060901 748.64
93535 360 358 320,000.00 20060901 2,401.80
30331 360 359 427,500.00 20061001 3,657.20
32738 360 358 192,800.00 20060901 1,797.44
55075 360 358 176,800.00 20060901 1,508.23
93637 360 359 182,000.00 20061001 1,320.40
60172 360 358 292,500.00 20060901 2,653.77
48209 360 358 63,650.00 20060901 519.03
85306 360 358 256,000.00 20060901 1,749.33
92591 360 356 411,000.00 20060701 3,109.90
80233 360 356 160,000.00 20060701 1,136.58
30349 180 178 30,520.00 20060901 318.64
30349 360 358 122,080.00 20060901 977.89
1876 360 358 400,000.00 20060901 3,240.10
62232 360 359 57,500.00 20061001 530.34
30135 360 359 47,180.00 20061001 479.86
55125 360 359 322,000.00 20061001 2,544.69
55376 360 359 36,000.00 20061001 380.03
55376 360 359 144,000.00 20061001 1,208.65
92124 180 179 85,000.00 20061001 890.71
92124 360 359 340,000.00 20061001 2,358.75
91706 360 358 330,000.00 20060901 2,738.78
92707 180 178 95,600.00 20060901 987.03
92707 360 358 382,400.00 20060901 2,623.07
40205 360 358 143,000.00 20060901 1,372.64
54982 360 356 52,250.00 20060701 463.95
23413 360 357 140,000.00 20060801 1,202.82
11722 360 356 372,000.00 20060701 3,087.35
24064 360 356 144,000.00 20060701 1,148.31
32209 360 359 56,000.00 20061001 485.24
23523 360 356 79,380.00 20060701 694.24
72118 360 358 97,500.00 20060901 714.77
23454 180 176 35,980.00 20060701 388.75
22041 360 358 123,000.00 20060901 1,023.05
29170 360 358 104,250.00 20060901 905.25
52803 360 358 94,500.00 20060901 811.90
23454 360 356 143,920.00 20060701 1,062.01
29556 360 359 106,250.00 20061001 939.91
37914 360 358 52,500.00 20060901 509.91
64138 360 358 135,000.00 20060901 920.94
46060 360 358 166,000.00 20060901 1,241.85
33771 360 358 112,600.00 20060901 739.71
32811 360 359 113,050.00 20061001 986.25
4062 360 359 224,100.00 20061001 1,913.04
49203 360 359 133,000.00 20061001 985.15
85053 360 359 170,000.00 20061001 1,374.17
99031 360 359 105,000.00 20061001 746.80
85204 360 359 174,250.00 20061001 1,395.80
89121 360 359 49,500.00 20061001 473.27
89074 180 178 170,000.00 20060901 1,606.12
89121 360 359 198,000.00 20061001 1,299.38
89074 360 358 680,000.00 20060901 5,043.33
91770 360 358 423,750.00 20060901 3,133.98
34949 360 358 202,500.00 20060901 1,593.07
15235 360 359 89,250.00 20061001 750.86
90220 360 358 324,000.00 20060901 3,213.00
7083 360 359 318,050.00 20061001 2,404.46
22191 180 178 73,000.00 20060901 767.79
22191 360 358 292,000.00 20060901 1,837.17
85041 360 358 208,600.00 20060901 1,815.22
4106 360 359 170,000.00 20061001 1,241.48
81007 360 358 144,800.00 20060901 1,092.93
19064 360 358 269,100.00 20060901 2,336.73
18360 360 358 90,000.00 20060901 891.27
19153 360 357 75,000.00 20060801 576.69
19014 360 357 104,000.00 20060801 874.49
40444 360 357 122,550.00 20060801 1,052.90
37615 360 357 247,050.00 20060801 2,352.72
8080 360 358 294,300.00 20060901 2,394.53
8753 360 357 184,000.00 20060801 1,513.73
21216 360 357 104,500.00 20060801 888.24
22193 360 357 349,950.00 20060801 2,815.78
8731 360 357 344,000.00 20060801 3,018.85
7106 360 357 191,000.00 20060801 1,519.69
8619 360 357 180,900.00 20060801 1,570.85
8302 360 357 154,900.00 20060801 1,274.33
20906 360 356 435,000.00 20060701 3,938.53
19083 360 356 243,000.00 20060701 2,110.09
72802 360 357 95,200.00 20060801 783.19
18103 360 357 147,600.00 20060801 1,281.69
19012 360 356 138,000.00 20060701 1,012.60
19026 360 356 154,900.00 20060701 1,302.48
7461 360 357 178,550.00 20060801 1,550.44
7885 360 357 277,950.00 20060801 2,161.87
13788 360 355 167,200.00 20060601 1,436.51
21401 360 358 300,500.00 20060901 2,306.38
95035 360 358 475,000.00 20060901 3,987.93
46140 360 358 94,900.00 20060901 910.93
93552 360 358 69,000.00 20060901 696.49
93552 360 358 276,000.00 20060901 1,831.60
22026 360 358 459,350.00 20060901 3,406.85
48238 360 359 72,250.00 20061001 600.94
32937 360 359 168,500.00 20061001 1,364.95
33810 180 178 45,358.00 20060901 470.93
33810 360 358 181,432.00 20060901 1,228.45
32908 360 359 125,000.00 20061001 1,010.28
24017 360 358 117,600.00 20060901 980.16
33905 180 178 38,138.00 20060901 376.23
33905 360 358 152,555.00 20060901 1,066.69
94603 360 359 190,000.00 20061001 1,528.78
22485 360 359 285,000.00 20061001 1,983.13
90805 360 359 266,000.00 20061001 1,944.97
33704 360 359 260,000.00 20061001 2,017.63
83642 360 358 200,000.00 20060901 1,453.61
53186 360 356 103,200.00 20060701 775.31
53511 360 357 72,800.00 20060801 572.72
46394 360 358 142,500.00 20060901 1,314.17
91324 360 358 548,000.00 20060901 3,253.75
75503 360 358 68,800.00 20060901 637.07
32750 360 358 232,200.00 20060901 1,658.23
33024 360 358 232,000.00 20060901 1,856.81
6416 360 358 153,000.00 20060901 1,297.99
91910 360 359 392,000.00 20061001 2,978.55
33309 360 358 200,700.00 20060901 1,736.13
55803 360 359 127,500.00 20061001 922.26
64030 360 359 11,250.00 20061001 109.70
64030 360 359 56,250.00 20061001 432.52
94545 360 359 466,000.00 20061001 3,250.37
91977 360 359 395,000.00 20061001 2,739.08
92544 360 359 237,987.00 20061001 1,800.49
92223 360 358 315,000.00 20060901 1,929.37
93292 360 358 195,000.00 20060901 1,425.94
85340 360 351 191,200.00 20060201 1,435.08
21061 360 359 160,000.00 20061001 1,064.49
30052 360 357 155,800.00 20060801 1,200.58
8850 360 359 250,000.00 20061001 1,886.97
30064 360 358 173,850.00 20060901 1,296.63
45245 180 178 13,780.00 20060901 161.64
45245 360 358 55,120.00 20060901 446.51
33196 360 358 324,000.00 20060901 2,463.78
55016 360 358 152,000.00 20060901 1,190.05
20783 360 358 130,000.00 20060901 1,116.91
34232 360 359 221,000.00 20061001 1,662.30
53154 360 358 169,650.00 20060901 1,602.81
60638 360 358 182,400.00 20060901 1,398.40
19363 360 358 153,750.00 20060901 1,250.96
60155 360 359 38,780.00 20061001 406.38
60155 360 359 155,120.00 20061001 1,232.48
20882 360 359 338,000.00 20061001 2,301.21
91911 360 358 55,000.00 20060901 425.83
89052 180 178 128,000.00 20060901 1,252.94
89052 360 358 512,000.00 20060901 3,573.33
92243 360 355 126,000.00 20060601 957.69
21226 360 359 70,200.00 20061001 687.16
85331 360 358 193,000.00 20060901 1,463.58
75068 360 359 139,500.00 20061001 999.40
89120 360 358 239,200.00 20060901 1,524.58
90007 360 359 452,000.00 20061001 3,634.83
85329 360 358 192,000.00 20060901 1,479.54
21213 360 356 86,250.00 20060701 567.59
6117 360 359 251,900.00 20061001 2,263.26
92327 360 358 135,750.00 20060901 1,122.77
3902 360 359 144,500.00 20061001 1,220.31
30135 360 359 188,720.00 20061001 1,345.50
3032 360 359 442,000.00 20061001 2,933.22
33312 180 178 62,000.00 20060901 616.35
33312 360 358 248,000.00 20060901 1,835.32
20743 360 358 179,960.00 20060901 1,295.71
92376 360 358 378,000.00 20060901 2,505.96
93618 360 359 152,000.00 20061001 1,078.47
29910 360 358 50,000.00 20060901 548.02
43207 360 358 72,000.00 20060901 685.13
46307 360 358 282,000.00 20060901 2,279.19
49064 240 238 23,600.00 20060901 276.32
43206 360 357 57,600.00 20060801 505.06
32703 360 357 142,500.00 20060801 1,143.51
32177 360 358 67,450.00 20060901 601.91
49064 360 358 94,400.00 20060901 738.60
45840 360 358 135,000.00 20060901 1,081.39
49001 360 357 65,450.00 20060801 542.95
43148 360 357 120,000.00 20060801 898.02
90305 360 358 353,700.00 20060901 2,909.80
48503 360 357 65,550.00 20060801 608.20
44095 360 357 143,450.00 20060801 1,051.59
6106 360 358 84,000.00 20060901 660.83
33154 360 358 149,500.00 20060901 1,395.55
23322 360 358 272,300.00 20060901 1,998.04
98444 360 358 188,000.00 20060901 1,519.46
49316 360 357 427,500.00 20060801 3,631.97
61878 360 358 67,500.00 20060901 609.89
8247 360 359 399,550.00 20061001 3,365.47
56649 360 358 97,200.00 20060901 920.15
22192 360 358 61,000.00 20060901 560.28
22192 360 358 244,000.00 20060901 1,596.17
4401 360 359 181,450.00 20061001 1,408.08
48238 360 359 71,000.00 20061001 519.74
92316 360 358 311,250.00 20060901 3,099.53
15317 360 358 191,885.00 20060901 1,718.97
93704 360 358 238,500.00 20060901 1,848.38
89084 360 359 468,850.00 20061001 3,497.62
22508 360 358 328,700.00 20060901 2,688.27
35080 360 358 180,500.00 20060901 1,436.14
32222 360 358 149,600.00 20060901 1,274.32
29229 360 358 136,800.00 20060901 1,076.21
41015 360 357 140,000.00 20060801 1,280.64
1542 360 358 135,600.00 20060901 1,240.39
20147 360 358 458,500.00 20060901 3,205.90
21040 360 357 300,000.00 20060801 2,386.94
92630 360 356 400,000.00 20060701 3,779.10
23324 360 356 98,800.00 20060701 775.06
20748 360 356 191,250.00 20060701 1,603.74
20850 180 178 88,000.00 20060901 904.50
20850 360 358 352,000.00 20060901 2,819.62
53558 180 176 29,200.00 20060701 264.38
53511 180 177 18,200.00 20060801 191.77
53558 360 356 116,800.00 20060701 851.67
23602 360 358 169,500.00 20060901 1,389.56
40391 360 358 117,800.00 20060901 1,104.07
63701 360 359 130,150.00 20061001 991.54
29505 360 358 115,200.00 20060901 862.10
89121 360 358 190,000.00 20060901 1,201.48
85027 360 357 82,400.00 20060801 482.38
90221 360 357 225,000.00 20060801 1,476.56
93550 360 357 165,000.00 20060801 1,165.88
98801 360 357 164,000.00 20060801 1,221.02
92692 360 357 528,000.00 20060801 3,014.00
95215 360 357 340,000.00 20060801 2,691.53
85242 360 357 357,000.00 20060801 2,128.35
85302 180 177 59,000.00 20060801 595.55
85302 360 357 221,250.00 20060801 1,359.77
92804 180 177 136,000.00 20060801 1,491.16
92804 360 357 544,000.00 20060801 3,833.62
89139 180 176 60,000.00 20060701 640.35
91740 360 357 325,000.00 20060801 2,195.07
84770 360 356 400,000.00 20060701 3,254.53
99504 360 357 471,900.00 20060801 3,495.41
90016 360 357 385,000.00 20060801 2,277.92
93442 360 355 325,000.00 20060601 2,383.33
94513 360 355 250,000.00 20060601 2,083.92
93250 360 358 112,000.00 20060901 1,017.40
95823 360 358 287,300.00 20060901 1,987.16
89436 360 358 346,500.00 20060901 2,159.85
91342 360 359 432,000.00 20061001 2,931.05
23505 360 358 146,250.00 20060901 1,310.14
22193 360 358 337,500.00 20060901 2,930.68
32503 360 358 75,000.00 20060901 571.31
20707 360 359 261,250.00 20061001 2,389.76
63043 360 358 31,300.00 20060901 328.00
63043 360 358 125,200.00 20060901 1,057.32
53218 360 358 28,000.00 20060901 306.46
53218 360 358 112,000.00 20060901 911.27
85202 360 358 270,000.00 20060901 1,878.75
33594 360 358 323,000.00 20060901 2,150.64
33012 180 178 61,400.00 20060901 550.21
33012 360 358 245,600.00 20060901 1,852.02
89103 360 357 75,000.00 20060801 576.69
63377 360 358 296,000.00 20060901 2,223.75
89123 360 357 244,000.00 20060801 2,007.33
92376 360 358 356,250.00 20060901 2,739.25
92604 360 357 242,000.00 20060801 1,692.10
85614 360 358 90,000.00 20060901 720.92
89032 360 358 163,200.00 20060901 1,372.27
94561 360 358 396,000.00 20060901 2,903.05
92201 360 358 132,750.00 20060901 997.31
92392 360 358 75,000.00 20060901 550.32
92337 360 358 344,000.00 20060901 2,892.54
91730 360 358 364,500.00 20060901 2,802.69
92509 360 358 336,000.00 20060901 2,310.00
90059 360 358 220,000.00 20060901 1,762.26
85326 360 358 216,000.00 20060901 1,666.14
92563 360 358 472,500.00 20060901 3,798.44
93728 360 358 110,000.00 20060901 769.14
93307 360 357 169,000.00 20060801 1,269.64
20832 180 178 90,000.00 20060901 922.29
7112 360 358 300,000.00 20060901 2,382.63
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84020 180 178 73,000.00 20060901 753.70
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33137 360 359 264,000.00 20061001 1,853.50
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85017 360 357 204,250.00 20060801 1,534.46
93308 360 357 200,000.00 20060801 1,297.20
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92324 360 357 258,500.00 20060801 1,894.98
93215 360 357 220,500.00 20060801 1,610.27
89030 360 358 225,000.00 20060901 1,770.08
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90061 360 357 75,000.00 20060801 563.45
85225 360 357 237,500.00 20060801 1,742.69
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92571 360 357 368,000.00 20060801 2,764.66
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92308 360 357 283,500.00 20060801 2,279.07
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92570 360 357 187,000.00 20060801 1,238.88
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85034 360 357 114,750.00 20060801 882.33
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92592 360 357 352,500.00 20060801 2,438.23
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95206 360 357 382,500.00 20060801 2,873.59
92139 360 357 314,500.00 20060801 2,231.42
90061 360 357 201,000.00 20060801 1,545.52
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92394 360 357 228,000.00 20060801 1,777.42
94015 360 357 365,000.00 20060801 2,806.53
91722 360 357 503,500.00 20060801 3,500.89
32824 360 357 219,000.00 20060801 1,599.32
92553 360 357 245,000.00 20060801 2,015.55
92234 360 357 216,000.00 20060801 1,730.22
90706 360 357 526,500.00 20060801 3,488.06
89506 360 357 246,750.00 20060801 1,490.78
90230 360 357 692,000.00 20060801 4,755.86
93551 360 357 432,000.00 20060801 3,472.86
90620 360 358 480,000.00 20060901 3,948.84
93304 360 358 182,750.00 20060901 1,402.63
93307 360 357 199,500.00 20060801 1,463.86
91790 360 357 499,500.00 20060801 3,661.80
95136 360 357 422,500.00 20060801 3,248.66
85037 360 357 152,750.00 20060801 1,148.94
93308 360 358 100,000.00 20060901 873.88
90631 360 357 441,000.00 20060801 3,548.39
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90012 360 357 348,500.00 20060801 2,545.03
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85255 360 357 576,000.00 20060801 4,126.53
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33897 360 358 233,750.00 20060901 1,634.41
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85043 360 357 137,000.00 20060801 957.92
95823 360 357 288,000.00 20060801 1,895.24
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89048 360 357 92,500.00 20060801 760.97
91766 360 357 270,000.00 20060801 1,851.04
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96706 360 357 336,000.00 20060801 2,946.16
6013 360 357 114,000.00 20060801 820.65
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94025 360 357 531,000.00 20060801 3,650.63
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86406 360 357 122,000.00 20060801 811.67
89145 360 357 175,500.00 20060801 1,257.30
86409 360 357 213,750.00 20060801 1,423.22
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33409 360 357 185,300.00 20060801 1,490.97
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90280 360 357 402,500.00 20060801 3,235.71
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86047 360 357 90,000.00 20060801 789.81
92504 360 357 285,000.00 20060801 1,771.08
96707 360 357 212,250.00 20060801 1,542.64
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89115 360 357 213,750.00 20060801 1,560.98
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85638 360 357 68,000.00 20060801 596.75
85326 360 357 346,750.00 20060801 2,727.88
90242 360 357 385,000.00 20060801 2,960.32
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95035 360 357 403,750.00 20060801 3,104.49
93722 360 357 351,500.00 20060801 2,640.70
85705 360 357 157,500.00 20060801 1,211.04
85746 360 358 147,250.00 20060901 1,023.85
85042 360 357 117,000.00 20060801 983.80
95207 360 357 153,850.00 20060801 1,210.34
90745 360 357 330,000.00 20060801 2,774.82
32824 360 357 75,000.00 20060801 598.08
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87108 360 357 170,000.00 20060801 1,361.75
92501 360 357 495,000.00 20060801 3,534.99
90077 360 357 999,000.00 20060801 7,698.21
90220 360 358 247,000.00 20060901 1,899.22
85201 360 357 141,000.00 20060801 1,089.17
92555 360 357 416,500.00 20060801 2,950.21
92324 360 357 313,500.00 20060801 2,274.43
32725 360 357 84,500.00 20060801 738.43
92351 360 357 318,750.00 20060801 2,450.91
92392 360 357 260,000.00 20060801 2,045.42
92243 360 357 387,000.00 20060801 2,836.97
85222 360 357 128,000.00 20060801 1,122.35
85705 360 357 193,500.00 20060801 1,453.70
93706 360 357 126,500.00 20060801 1,157.15
92078 360 357 750,000.00 20060801 4,968.75
92865 360 357 490,000.00 20060801 3,510.42
87105 360 357 84,750.00 20060801 807.09
92551 360 356 408,500.00 20060701 3,213.67
90805 360 357 346,500.00 20060801 2,913.56
85349 360 357 120,000.00 20060801 922.70
85706 360 357 153,000.00 20060801 1,225.57
92220 360 357 247,500.00 20060801 1,773.12
92386 360 357 267,750.00 20060801 1,899.72
33311 360 357 79,200.00 20060801 665.96
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34608 360 357 136,800.00 20060801 1,051.87
94590 360 357 418,500.00 20060801 2,906.74
33777 360 357 140,000.00 20060801 1,126.47
32703 360 357 124,000.00 20060801 996.84
85032 360 357 115,500.00 20060801 807.59
92679 360 357 996,000.00 20060801 6,515.50
81089 360 356 93,600.00 20060701 821.41
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32818 360 357 75,000.00 20060801 547.71
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96717 360 357 249,000.00 20060801 1,741.04
92557 360 357 370,500.00 20060801 2,603.97
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92602 360 357 221,400.00 20060801 1,741.75
38650 360 357 136,000.00 20060801 1,093.31
85035 360 357 189,000.00 20060801 1,380.23
85037 360 357 200,000.00 20060801 1,466.14
89104 360 357 232,000.00 20060801 1,613.12
49120 360 357 145,800.00 20060801 1,147.01
85353 360 357 204,000.00 20060801 1,423.75
85326 360 357 238,500.00 20060801 1,876.28
33023 360 358 229,500.00 20060901 1,867.78
67208 360 357 61,750.00 20060801 587.59
32703 360 357 306,000.00 20060801 2,629.01
46151 360 357 153,000.00 20060801 1,328.57
49319 360 357 148,750.00 20060801 1,332.95
85014 360 357 204,000.00 20060801 1,657.50
66012 360 357 76,000.00 20060801 546.25
28803 360 357 552,415.00 20060801 4,296.23
92277 360 357 81,000.00 20060801 666.37
48838 360 357 50,000.00 20060801 476.16
60441 360 357 50,000.00 20060801 420.43
37075 360 357 154,350.00 20060801 1,269.80
85043 360 357 204,000.00 20060801 1,168.75
95965 360 357 204,000.00 20060801 1,358.30
6470 360 357 500,000.00 20060801 3,958.33
45107 360 357 55,000.00 20060801 447.50
85242 360 357 235,000.00 20060801 1,493.23
85242 360 357 192,800.00 20060801 1,205.00
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60106 360 357 203,000.00 20060801 1,454.32
51501 360 357 64,000.00 20060801 555.74
23322 360 357 232,750.00 20060801 2,085.68
66030 360 357 223,250.00 20060801 1,918.06
51357 360 357 150,000.00 20060801 1,247.62
48433 360 357 130,500.00 20060801 1,133.19
23321 360 357 294,500.00 20060801 2,423.49
47362 360 357 104,500.00 20060801 975.49
34266 360 357 146,250.00 20060801 1,137.52
89131 360 357 141,000.00 20060801 949.94
43110 360 357 280,000.00 20060801 2,070.83
60016 360 357 275,000.00 20060801 1,804.69
29678 360 357 128,700.00 20060801 1,323.82
32707 360 357 85,000.00 20060801 653.58
23222 360 357 73,800.00 20060801 600.46
33179 360 357 416,000.00 20060801 2,773.33
85301 360 357 195,500.00 20060801 1,425.52
32811 360 357 120,000.00 20060801 1,075.32
29730 360 356 99,750.00 20060701 838.75
48723 240 237 87,700.00 20060801 817.48
85220 360 357 199,750.00 20060801 1,751.47
77017 240 237 69,700.00 20060801 666.86
49329 360 357 126,000.00 20060801 1,152.57
60629 360 357 242,979.64 20060801 1,616.55
19125 360 357 75,000.00 20060801 672.08
60622 360 357 298,320.00 20060801 1,833.43
34974 360 357 330,000.00 20060801 2,625.63
32926 180 177 90,000.00 20060801 906.16
95624 360 357 393,000.00 20060801 2,497.19
6051 360 357 233,000.00 20060801 1,529.06
20737 360 357 160,000.00 20060801 1,389.36
19601 360 357 104,000.00 20060801 961.06
85035 360 357 198,000.00 20060801 1,608.75
32205 360 357 95,000.00 20060801 931.73
49930 360 357 62,700.00 20060801 532.94
46815 360 356 108,450.00 20060701 950.93
1108 360 357 124,000.00 20060801 899.09
23602 360 357 194,400.00 20060801 1,652.38
60097 360 357 126,400.00 20060801 905.55
21701 360 356 216,000.00 20060701 1,395.00
46254 360 357 73,100.00 20060801 472.10
48327 360 355 126,000.00 20060601 1,094.12
92883 360 358 451,250.00 20060901 3,168.15
92376 360 358 418,500.00 20060901 2,903.60
17404 360 359 106,250.00 20061001 928.50
90002 360 358 73,000.00 20060901 764.96
90002 360 358 292,000.00 20060901 2,056.17
80123 360 358 96,000.00 20060901 775.89
85607 360 358 126,400.00 20060901 1,016.13
21703 360 358 157,000.00 20060901 1,495.15
18403 360 358 194,130.00 20060901 1,629.41
48082 360 358 137,700.00 20060901 1,208.42
8242 360 359 150,000.00 20061001 1,269.50
18013 360 359 119,700.00 20061001 895.77
78223 360 358 80,750.00 20060901 702.68
20706 360 358 371,350.00 20060901 3,006.69
10469 360 357 340,000.00 20060801 2,721.19
32244 360 357 109,200.00 20060801 958.31
11434 360 357 300,000.00 20060801 2,411.71
33137 360 356 120,000.00 20060701 1,285.37
33137 360 356 480,000.00 20060701 3,333.89
11412 360 356 408,500.00 20060701 3,509.65
20721 360 355 569,500.00 20060601 5,316.18
33032 360 355 358,200.00 20060601 2,487.92
34116 360 356 73,000.00 20060701 731.28
33556 360 358 157,500.00 20060901 1,190.70
92227 360 358 43,000.00 20060901 463.93
92227 360 358 172,000.00 20060901 1,329.42
92407 360 358 392,192.00 20060901 3,099.39
22204 360 358 332,800.00 20060901 2,725.81
17356 360 358 240,000.00 20060901 2,160.00
21144 360 358 292,000.00 20060901 2,245.23
89145 360 358 198,100.00 20060901 1,311.32
53212 360 357 155,920.00 20060801 1,130.53
63116 360 357 107,950.00 20060801 914.54
48223 360 357 58,000.00 20060801 431.66
85031 360 357 168,000.00 20060801 1,279.75
85018 360 358 284,750.00 20060901 1,767.46
98604 360 358 220,000.00 20060901 1,809.89
19139 360 358 108,000.00 20060901 791.71
53206 360 358 53,550.00 20060901 474.89
53216 360 357 123,200.00 20060801 961.49
6360 360 358 184,000.00 20060901 1,348.89
78041 360 359 242,077.00 20061001 1,923.39
53216 360 358 167,200.00 20060901 1,495.18
77005 360 358 371,700.00 20060901 3,061.70
7656 360 358 600,000.00 20060901 4,605.09
90660 360 358 235,000.00 20060901 1,674.02
94580 180 178 124,000.00 20060901 1,232.69
92882 180 178 53,000.00 20060901 508.74
92882 360 358 212,000.00 20060901 1,519.33
94580 360 358 496,000.00 20060901 3,895.67
76001 360 357 86,400.00 20060801 679.71
76001 360 357 86,400.00 20060801 679.71
89115 360 358 229,500.00 20060901 1,510.27
19146 360 355 55,200.00 20060601 450.12
95843 180 178 48,000.00 20060901 516.94
95843 360 358 384,000.00 20060901 2,816.00
95815 360 358 244,800.00 20060901 2,103.21
93727 360 358 320,000.00 20060901 2,826.67
63010 360 359 154,800.00 20061001 1,480.05
33920 360 357 346,400.00 20060801 2,494.08
32707 360 357 272,000.00 20060801 2,089.52
33177 360 357 368,000.00 20060801 2,697.69
92223 360 357 387,000.00 20060801 2,096.25
93307 360 357 138,750.00 20060801 1,216.61
33309 360 357 162,900.00 20060801 1,274.56
7522 360 358 309,700.00 20060901 2,424.73
50129 360 357 90,500.00 20060801 841.41
50208 360 357 77,900.00 20060801 683.63
85705 360 357 161,500.00 20060801 1,358.71
85326 360 357 206,174.00 20060801 1,848.34
55021 360 357 204,000.00 20060801 1,700.28
85281 360 357 130,000.00 20060801 775.25
89110 360 357 268,000.00 20060801 2,270.46
37064 360 357 288,000.00 20060801 2,422.95
64012 360 357 139,000.00 20060801 1,302.77
94204 360 358 199,500.00 20060901 1,634.01
30721 360 357 97,600.00 20060801 802.93
90026 360 357 152,500.00 20060801 1,080.21
85015 360 357 110,500.00 20060801 753.80
85233 360 357 403,750.00 20060801 2,351.84
91764 360 357 340,000.00 20060801 2,494.80
33161 360 357 115,000.00 20060801 904.71
89110 360 357 204,000.00 20060801 1,685.65
33177 360 357 205,900.00 20060801 1,158.19
33467 360 357 220,000.00 20060801 1,730.74
85629 360 359 153,000.00 20061001 1,421.63
30512 360 357 101,500.00 20060801 835.02
92311 360 358 100,000.00 20060901 695.31
6704 360 359 108,900.00 20061001 868.93
20721 180 177 80,000.00 20060801 838.32
85326 360 358 44,800.00 20060901 469.46
20721 360 357 320,000.00 20060801 1,800.00
85326 360 358 179,200.00 20060901 1,152.86
17360 360 357 405,000.00 20060801 3,317.63
91764 360 354 355,000.00 20060501 2,218.75
97434 180 177 50,325.00 20060801 518.98
21133 360 358 199,500.00 20060901 1,537.33
65742 360 358 168,000.00 20060901 1,191.99
63116 360 358 91,000.00 20060901 658.24
33467 360 359 135,000.00 20061001 961.54
27604 360 357 159,600.00 20060801 1,150.45
92071 180 177 84,000.00 20060801 799.95
92071 360 357 336,000.00 20060801 2,132.60
89052 180 178 129,000.00 20060901 1,272.56
89052 360 358 516,000.00 20060901 3,730.25
23234 180 177 201,750.00 20060801 1,713.41
15627 360 355 124,000.00 20060601 1,056.26
15204 360 356 92,000.00 20060701 783.67
20032 360 357 286,875.00 20060801 2,339.29
29585 360 358 396,000.00 20060901 3,329.79
53212 180 177 38,980.00 20060801 372.69
34135 240 238 46,000.00 20060901 529.12
22031 360 358 295,750.00 20060901 2,627.95
34135 360 358 184,000.00 20060901 1,490.51
81401 360 357 130,500.00 20060801 1,021.99
2910 360 357 160,000.00 20060801 1,127.53
23513 360 355 121,000.00 20060601 962.96
40272 360 358 100,000.00 20060901 876.83
34753 360 358 121,800.00 20060901 1,148.44
53216 360 358 110,000.00 20060901 778.57
21113 360 358 441,450.00 20060901 3,705.27
92706 360 358 300,000.00 20060901 1,812.51
4038 360 358 201,000.00 20060901 1,384.84
53210 360 358 131,100.00 20060901 1,179.91
40055 360 358 53,100.00 20060901 485.33
20743 360 357 285,500.00 20060801 1,784.38
80219 360 354 96,000.00 20060501 744.98
33009 360 357 108,500.00 20060801 827.31
55075 360 358 186,150.00 20060901 1,489.85
97434 360 357 201,305.00 20060801 1,363.00
53151 360 359 225,000.00 20061001 2,026.03
28081 360 359 178,650.00 20061001 1,405.45
89102 360 358 213,000.00 20060901 1,308.21
94585 360 357 322,500.00 20060801 2,456.65
91331 360 358 303,000.00 20060901 2,072.76
3461 360 359 247,000.00 20061001 2,057.70
85931 360 358 125,000.00 20060901 915.46
85239 360 357 331,150.00 20060801 2,800.98
66112 360 357 91,800.00 20060801 676.47
63034 360 358 31,940.00 20060901 347.09
63034 360 358 127,760.00 20060901 1,037.20
22153 360 358 450,000.00 20060901 2,531.26
55430 360 358 143,520.00 20060901 1,143.97
87110 360 359 54,000.00 20061001 458.01
92626 180 177 150,000.00 20060801 1,606.71
91702 360 357 210,000.00 20060801 1,373.75
92626 360 357 600,000.00 20060801 4,307.52
92503 180 177 92,000.00 20060801 985.45
92503 360 357 368,000.00 20060801 2,583.66
89148 180 177 164,000.00 20060801 1,617.82
89148 360 357 656,000.00 20060801 4,674.00
32208 360 358 80,000.00 20060901 603.83
84044 180 178 32,000.00 20060901 330.39
84044 360 358 128,000.00 20060901 924.09
95340 360 357 320,000.00 20060801 2,600.00
32725 360 358 122,500.00 20060901 1,141.67
93291 360 358 255,000.00 20060901 2,160.32
30349 360 358 125,265.00 20060901 941.07
43062 360 357 218,500.00 20060801 1,727.59
99022 240 237 28,000.00 20060801 298.60
7735 360 357 245,000.00 20060801 1,969.56
99022 360 357 112,000.00 20060801 737.33
92307 360 358 348,500.00 20060901 2,721.78
87544 360 358 277,400.00 20060901 2,382.79
32254 360 357 83,600.00 20060801 687.76
22802 360 358 105,000.00 20060901 913.71
92324 360 358 190,000.00 20060901 1,371.05
33844 360 358 676,000.00 20060901 5,439.25
65721 360 358 114,855.00 20060901 999.46
30656 180 177 27,853.00 20060801 297.26
30656 180 176 28,700.00 20060701 306.30
30011 180 177 29,280.00 20060801 290.52
30666 180 177 27,740.00 20060801 296.06
30238 360 356 154,850.00 20060701 1,212.68
30044 360 356 241,400.00 20060701 1,746.13
31313 360 356 162,000.00 20060701 1,326.87
30656 360 356 114,800.00 20060701 896.99
30666 360 357 110,960.00 20060801 906.82
30011 360 357 117,120.00 20060801 861.43
30656 360 357 111,414.00 20060801 910.53
30132 360 357 140,800.00 20060801 1,065.62
30281 360 356 109,840.00 20060701 824.26
30294 360 357 80,000.00 20060801 591.67
30248 360 356 146,072.00 20060701 1,183.79
30268 360 357 139,992.00 20060801 1,132.19
30223 360 357 124,720.00 20060801 992.33
30248 360 356 135,755.00 20060701 1,212.97
30114 360 357 137,300.00 20060801 972.54
30297 360 357 72,000.00 20060801 604.10
30291 360 356 103,200.00 20060701 673.38
30252 360 356 121,999.00 20060701 853.99
30179 180 176 25,100.00 20060701 258.66
30132 360 357 78,800.00 20060801 556.53
30179 360 356 100,450.00 20060701 746.89
30506 360 356 139,600.00 20060701 969.06
30543 360 357 119,960.00 20060801 944.69
30043 360 356 134,400.00 20060701 988.40
30120 360 356 72,250.00 20060701 672.54
30124 180 176 21,280.00 20060701 221.35
30124 360 356 85,120.00 20060701 670.55
30294 360 357 126,400.00 20060801 958.53
30331 360 356 157,772.00 20060701 1,354.21
30141 360 356 149,900.00 20060701 1,155.48
30238 360 356 143,769.00 20060701 1,018.36
30288 360 357 126,880.00 20060801 951.60
92571 360 357 345,600.00 20060801 2,481.13
18088 360 358 145,250.00 20060901 1,081.03
30349 240 238 31,316.00 20060901 338.29
60527 360 359 95,200.00 20061001 840.94
85308 360 358 170,000.00 20060901 1,286.13
61028 360 357 63,000.00 20060801 573.93
48323 360 357 298,500.00 20060801 2,476.23
23832 360 357 153,850.00 20060801 1,307.71
95822 360 358 190,000.00 20060901 1,410.74
6795 360 358 216,500.00 20060901 1,821.42
85742 360 357 105,000.00 20060801 697.16
48146 240 237 27,000.00 20060801 281.00
48146 360 357 108,000.00 20060801 814.42
48227 360 357 194,750.00 20060801 1,745.16
48238 360 357 62,400.00 20060801 493.14
48509 360 356 102,000.00 20060701 839.13
48083 360 357 151,200.00 20060801 1,257.25
48174 360 357 175,100.00 20060801 1,504.38
48204 360 356 70,000.00 20060701 622.08
48005 360 357 136,000.00 20060801 1,082.08
48446 360 357 303,250.00 20060801 2,223.11
48809 360 357 68,000.00 20060801 538.97
34691 360 356 157,600.00 20060701 1,141.88
48197 360 357 148,000.00 20060801 1,073.11
48855 360 357 246,600.00 20060801 1,705.65
48066 360 356 99,900.00 20060701 943.84
48220 360 357 164,000.00 20060801 1,236.70
48206 360 356 76,000.00 20060701 630.75
48375 360 356 285,000.00 20060701 2,176.47
32578 360 357 188,000.00 20060801 1,445.56
60643 360 357 120,000.00 20060801 965.55
17268 360 357 120,000.00 20060801 1,011.22
46219 360 357 130,000.00 20060801 1,247.86
7009 360 357 453,000.00 20060801 3,651.97
85629 360 357 277,500.00 20060801 2,368.89
98445 360 357 246,500.00 20060801 1,992.27
92804 360 357 378,000.00 20060801 3,134.25
44004 360 355 89,550.00 20060601 672.76
21532 360 356 72,000.00 20060701 568.50
48328 360 357 120,000.00 20060801 895.21
19056 360 357 190,000.00 20060801 1,604.56
22701 360 357 173,550.00 20060801 1,352.08
22193 360 356 345,900.00 20060701 2,937.20
19123 360 357 143,500.00 20060801 1,307.29
8037 360 357 136,000.00 20060801 1,082.08
89015 240 236 45,000.00 20060701 426.84
68410 240 237 15,000.00 20060801 154.83
51103 360 357 87,300.00 20060801 785.55
48015 360 357 83,200.00 20060801 659.00
37694 360 357 130,000.00 20060801 1,086.06
99206 360 357 121,500.00 20060801 869.98
53406 360 357 98,000.00 20060801 760.50
29550 360 357 128,700.00 20060801 1,105.74
12871 360 357 171,000.00 20060801 1,419.19
48135 360 357 203,900.00 20060801 1,620.06
48653 360 356 78,500.00 20060701 705.31
48423 360 356 134,000.00 20060701 1,007.79
30263 360 357 98,500.00 20060801 799.66
77064 360 357 162,650.00 20060801 1,518.31
98335 360 357 221,000.00 20060801 1,582.43
30741 360 357 113,000.00 20060801 844.97
48220 360 357 156,000.00 20060801 1,127.75
21208 360 357 251,250.00 20060801 2,163.24
30083 360 357 133,450.00 20060801 1,151.45
47111 360 357 135,200.00 20060801 1,085.42
23437 360 356 153,000.00 20060701 1,197.89
8053 360 357 375,250.00 20060801 3,431.14
54166 360 356 115,200.00 20060701 928.72
12074 360 357 138,500.00 20060801 1,119.25
97478 360 356 139,000.00 20060701 1,054.08
32117 360 357 130,000.00 20060801 1,086.01
48341 360 356 209,000.00 20060701 1,811.01
27610 360 356 120,150.00 20060701 1,137.42
72801 360 356 108,000.00 20060701 935.83
32011 360 356 187,500.00 20060701 1,421.88
53023 360 357 112,000.00 20060801 968.43
59105 360 356 152,000.00 20060701 1,203.94
2830 360 357 220,500.00 20060801 1,914.71
28792 360 356 193,000.00 20060701 1,675.92
8053 360 356 199,500.00 20060701 1,644.86
80751 360 356 58,100.00 20060701 476.93
10303 360 357 170,000.00 20060801 1,460.57
64119 360 357 115,200.00 20060801 998.22
97754 360 356 154,400.00 20060701 1,167.65
48075 360 357 100,800.00 20060801 873.44
85204 360 356 210,900.00 20060701 1,882.05
49203 360 356 129,000.00 20060701 1,044.94
2895 360 356 181,350.00 20060701 1,436.41
28216 360 356 159,000.00 20060701 1,281.82
85742 360 357 158,500.00 20060801 1,390.96
68410 360 356 60,000.00 20060701 508.90
88310 360 356 102,400.00 20060701 807.42
66048 360 357 113,600.00 20060801 859.10
30152 360 357 274,500.00 20060801 2,283.16
59922 360 357 200,000.00 20060801 1,696.32
89015 360 356 220,000.00 20060701 1,770.17
48015 360 357 112,000.00 20060801 891.13
48240 360 357 76,000.00 20060801 601.97
60154 360 356 176,700.00 20060701 1,418.60
72118 360 357 98,900.00 20060801 718.82
48173 360 356 195,000.00 20060701 1,665.63
10940 360 356 200,000.00 20060701 1,766.24
71270 360 357 105,600.00 20060801 794.20
83686 360 356 75,050.00 20060701 595.79
31021 360 357 162,550.00 20060801 1,252.76
33321 360 356 208,000.00 20060701 1,647.50
38618 360 356 111,000.00 20060701 925.27
64746 360 356 80,000.00 20060701 737.78
44087 360 355 101,600.00 20060601 764.12
80015 360 357 220,100.00 20060801 1,747.28
63136 360 356 79,200.00 20060701 627.32
13440 360 356 78,200.00 20060701 579.68
21222 360 356 110,000.00 20060701 843.86
45505 360 355 68,000.00 20060601 642.45
48220 360 357 99,000.00 20060801 857.85
23669 360 357 166,250.00 20060801 1,405.19
43050 360 352 124,450.00 20060301 976.83
8812 360 357 267,300.00 20060801 1,995.23
48221 360 356 74,950.00 20060701 680.00
48174 360 356 73,600.00 20060701 604.16
48205 360 356 87,400.00 20060701 687.58
48035 360 357 148,000.00 20060801 1,188.19
49236 240 236 33,325.00 20060701 343.98
48174 360 356 75,600.00 20060701 511.88
49770 360 356 57,500.00 20060701 475.13
49203 360 356 60,000.00 20060701 490.35
48227 360 356 50,000.00 20060701 500.88
48141 360 357 71,200.00 20060801 562.18
48198 360 354 128,150.00 20060501 963.56
49236 360 356 133,275.00 20060701 1,031.87
92555 360 357 420,000.00 20060801 2,948.75
92555 180 177 105,000.00 20060801 1,124.70
92346 360 357 333,000.00 20060801 2,217.23
93257 360 357 216,000.00 20060801 1,599.93
91761 360 357 346,500.00 20060801 2,996.80
93304 360 357 168,000.00 20060801 1,260.43
20608 360 357 303,750.00 20060801 2,278.13
21215 360 357 128,800.00 20060801 885.50
23322 360 356 163,000.00 20060701 1,595.55
20906 360 357 369,000.00 20060801 3,170.28
93257 360 357 100,000.00 20060801 712.63
89135 360 358 331,000.00 20060901 2,771.74
19702 360 358 160,000.00 20060901 1,230.27
92883 360 357 418,500.00 20060801 3,182.34
85323 360 357 248,000.00 20060801 1,818.07
22553 360 358 279,000.00 20060901 1,922.24
89031 360 358 319,200.00 20060901 2,394.00
92335 360 358 322,500.00 20060901 2,304.86
95358 360 358 589,000.00 20060901 3,656.71
30075 360 357 247,200.00 20060801 1,570.75
85297 360 358 220,000.00 20060901 1,448.93
65721 360 358 85,000.00 20060901 924.38
65721 360 358 340,000.00 20060901 2,287.92
32907 360 358 190,000.00 20060901 1,374.34
92220 360 357 256,500.00 20060801 1,882.11
85032 360 357 200,000.00 20060801 1,398.43
94509 360 357 436,000.00 20060801 3,352.46
91723 360 357 437,750.00 20060801 2,644.74
89108 360 357 225,000.00 20060801 1,480.66
89123 360 357 207,200.00 20060801 1,378.51
91786 360 357 348,500.00 20060801 2,679.66
93561 360 357 382,500.00 20060801 2,938.38
89506 360 357 265,950.00 20060801 1,997.99
93215 360 357 150,000.00 20060801 1,099.60
89106 360 357 228,000.00 20060801 1,793.68
94124 360 357 420,000.00 20060801 3,364.32
89110 360 357 221,250.00 20060801 1,662.18
89130 360 357 304,000.00 20060801 2,435.12
90703 360 357 453,750.00 20060801 2,741.41
89129 360 357 242,250.00 20060801 1,949.20
90650 360 357 315,000.00 20060801 2,202.53
92382 360 357 120,000.00 20060801 961.23
89031 360 357 224,000.00 20060801 1,528.07
92860 360 357 612,000.00 20060801 4,279.19
91737 360 357 510,000.00 20060801 3,738.64
92376 360 357 346,750.00 20060801 2,281.86
90601 360 357 297,000.00 20060801 1,608.75
92311 360 357 175,000.00 20060801 1,535.75
85364 360 357 129,200.00 20060801 993.44
85304 360 357 183,500.00 20060801 1,340.07
93635 360 357 468,000.00 20060801 3,119.33
91731 360 357 337,500.00 20060801 2,189.02
92345 360 357 272,000.00 20060801 2,091.44
90043 360 357 363,750.00 20060801 2,349.21
92509 360 357 246,000.00 20060801 2,157.01
93305 360 357 136,000.00 20060801 1,069.91
86326 360 357 135,000.00 20060801 925.52
90047 360 357 387,000.00 20060801 2,576.76
91761 360 357 346,500.00 20060801 2,093.44
85383 360 357 147,500.00 20060801 1,108.12
94025 360 357 548,000.00 20060801 3,627.47
90604 360 357 504,000.00 20060801 3,171.00
85338 360 357 225,000.00 20060801 1,730.06
85364 360 357 148,750.01 20060801 1,086.29
92553 360 357 340,000.00 20060801 2,435.80
33187 360 357 236,000.00 20060801 1,571.37
85220 360 357 120,000.00 20060801 798.36
90047 360 357 375,000.00 20060801 3,085.03
92397 360 357 508,500.00 20060801 3,909.93
92284 360 357 172,000.00 20060801 1,353.12
32164 360 357 191,250.00 20060801 1,608.13
91765 360 357 548,250.00 20060801 3,984.71
92284 360 357 199,750.00 20060801 1,362.65
95205 360 357 203,000.00 20060801 1,525.07
92592 360 357 720,000.00 20060801 4,650.00
92404 360 357 172,500.00 20060801 1,185.94
92057 360 357 446,250.00 20060801 3,186.84
92376 360 357 308,000.00 20060801 2,245.83
85008 360 357 220,000.00 20060801 1,809.89
92251 360 357 273,000.00 20060801 2,099.13
94806 360 357 335,750.00 20060801 2,522.38
90042 360 357 518,500.00 20060801 3,240.62
95912 360 357 203,000.00 20060801 1,597.00
92346 360 357 296,000.00 20060801 2,381.68
32833 360 357 188,720.00 20060801 1,254.29
93304 360 357 105,000.00 20060801 792.52
95685 360 357 330,000.00 20060801 1,856.25
94080 360 357 397,000.00 20060801 3,123.20
85044 360 357 212,500.00 20060801 1,522.38
93222 360 357 252,000.00 20060801 1,732.50
94533 360 357 332,000.00 20060801 2,436.10
89115 360 357 212,000.00 20060801 1,630.10
89032 360 357 195,000.00 20060801 1,639.67
88312 360 356 153,900.00 20060701 1,232.78
34953 360 357 152,000.00 20060801 1,168.75
96003 360 357 90,000.00 20060801 657.25
97128 360 357 212,500.00 20060801 1,633.94
90037 360 357 358,000.00 20060801 2,752.71
85379 360 357 277,500.00 20060801 2,133.73
33326 360 357 160,000.00 20060801 966.67
32771 360 357 125,800.00 20060801 1,012.22
93280 360 357 342,000.00 20060801 2,751.81
85706 360 357 102,000.00 20060801 741.34
87108 360 356 180,000.00 20060701 1,441.85
30344 360 357 202,000.00 20060801 1,482.20
85323 360 356 75,000.00 20060701 590.03
92503 360 357 427,500.00 20060801 3,256.86
93534 360 357 175,000.00 20060801 1,164.28
91763 360 356 70,000.00 20060701 560.72
88203 360 357 100,000.00 20060801 804.62
32507 360 357 76,500.00 20060801 629.35
90262 360 356 408,000.00 20060701 2,720.00
93662 360 357 250,750.00 20060801 1,883.80
90022 360 356 392,000.00 20060701 2,594.84
92231 360 356 380,000.00 20060701 2,921.87
92376 360 356 250,000.00 20060701 1,834.41
40291 360 356 149,400.00 20060701 1,148.76
94601 360 357 192,000.00 20060801 1,489.94
92509 360 357 220,000.00 20060801 1,849.88
95366 360 356 340,000.00 20060701 2,983.74
81637 360 357 252,000.00 20060801 2,018.59
32822 360 356 306,000.00 20060701 2,352.88
95407 360 357 378,750.00 20060801 2,583.74
88310 360 356 105,000.00 20060701 741.38
92308 360 356 100,000.00 20060701 733.07
30214 360 357 225,340.00 20060801 1,596.16
80906 360 357 197,600.00 20060801 1,281.63
92335 360 357 363,000.00 20060801 2,855.72
92316 360 356 307,500.00 20060701 2,585.63
89031 360 357 192,000.00 20060801 1,303.27
96792 360 357 368,050.00 20060801 2,687.80
80233 360 356 166,500.00 20060701 1,369.75
91762 360 357 221,000.00 20060801 1,545.26
89130 360 356 75,000.00 20060701 486.45
89015 360 356 119,000.00 20060701 953.22
90047 360 356 360,000.00 20060701 2,896.64
6401 360 357 227,250.00 20060801 1,820.34
85705 360 357 151,000.00 20060801 1,055.81
93702 360 357 172,000.00 20060801 1,383.95
87121 360 357 108,300.00 20060801 794.67
97225 360 357 305,000.00 20060801 2,111.76
93245 360 356 240,000.00 20060701 1,974.42
90044 360 357 351,000.00 20060801 2,413.13
90002 360 356 240,500.00 20060701 1,764.70
32738 360 357 77,000.00 20060801 675.73
92021 360 354 522,500.00 20060501 3,815.72
33187 360 355 370,500.00 20060601 2,705.69
94605 360 357 246,000.00 20060801 1,678.15
92284 360 355 189,000.00 20060601 1,354.02
68328 360 356 161,500.00 20060701 1,183.90
97203 360 357 75,000.00 20060801 602.93
33445 360 356 130,000.00 20060701 1,045.07
90802 360 357 267,200.00 20060801 1,639.16
92553 180 177 73,000.00 20060801 781.93
92553 360 357 292,000.00 20060801 2,080.50
21117 360 358 403,750.00 20060901 3,270.48
97236 360 357 154,000.00 20060801 1,155.99
21224 360 357 349,440.00 20060801 2,387.84
19711 360 358 193,500.00 20060901 1,632.66
41032 360 357 98,400.00 20060801 900.10
61075 360 357 63,750.00 20060801 545.37
49095 360 358 131,950.00 20060901 1,133.65
89138 360 357 441,000.00 20060801 3,283.36
81005 360 355 135,000.00 20060601 1,154.91
60171 360 358 127,500.00 20060901 1,147.28
32810 360 358 261,000.00 20060901 2,016.13
89139 360 356 238,320.00 20060701 1,821.51
97123 360 357 250,000.00 20060801 1,804.87
96003 360 357 328,500.00 20060801 2,193.39
17961 360 357 105,300.00 20060801 771.95
93534 360 357 336,000.00 20060801 2,469.59
34482 360 357 398,000.00 20060801 3,167.42
19134 360 359 51,000.00 20061001 390.35
55444 360 358 229,400.00 20060901 1,729.88
33415 360 357 224,000.00 20060801 1,652.00
54115 360 356 119,425.00 20060701 875.50
18512 360 357 144,800.00 20060801 1,160.60
95367 180 178 62,000.00 20060901 655.69
95367 360 358 248,000.00 20060901 1,590.82
55413 360 356 262,500.00 20060701 2,619.57
53158 360 356 190,000.00 20060701 1,569.98
63038 360 356 354,350.00 20060701 3,241.38
85033 360 356 162,350.00 20060701 1,274.22
29566 360 356 360,000.00 20060701 3,360.54
44105 360 356 59,500.00 20060701 453.30
89011 360 357 157,950.00 20060801 1,083.46
55119 360 357 112,956.00 20060801 858.55
55071 360 357 148,000.00 20060801 1,117.75
99223 360 358 357,000.00 20060901 2,463.53
93306 360 357 164,000.00 20060801 1,287.80
4090 360 358 162,000.00 20060901 1,160.59
85326 360 358 83,750.00 20060901 800.74
85326 360 358 335,050.00 20060901 2,134.97
93306 360 358 210,000.00 20060901 1,539.50
30132 360 358 302,600.00 20060901 2,559.49
21224 360 357 173,945.00 20060801 1,352.93
62033 360 357 56,000.00 20060801 479.07
32808 360 358 165,750.00 20060901 1,436.24
92308 360 358 356,000.00 20060901 2,617.48
76208 360 358 37,440.00 20060901 392.33
76208 360 358 149,760.00 20060901 1,104.11
8108 360 358 328,000.00 20060901 2,194.92
21207 360 358 160,000.00 20060901 1,362.92
34743 360 357 158,000.00 20060801 1,134.31
30088 360 357 100,800.00 20060801 760.82
98422 360 357 238,000.00 20060801 1,644.18
4074 360 358 243,000.00 20060901 1,761.92
23455 360 358 144,400.00 20060901 1,259.22
19530 360 358 192,000.00 20060901 1,496.77
76123 360 358 99,560.00 20060901 757.07
47240 360 357 113,905.00 20060801 912.41
7418 360 357 342,000.00 20060801 2,413.97
20706 360 357 287,850.00 20060801 1,920.91
75241 360 358 76,500.00 20060901 668.52
92335 360 357 414,000.00 20060801 2,964.36
89052 180 177 127,000.00 20060801 1,180.75
89052 360 357 508,000.00 20060801 3,465.64
73505 180 177 15,000.00 20060801 157.76
73505 360 357 60,000.00 20060801 487.10
20695 360 357 335,200.00 20060801 2,585.61
48603 240 236 23,200.00 20060701 267.68
48603 360 356 92,800.00 20060701 763.44
32806 180 176 57,000.00 20060701 608.34
32806 360 356 228,000.00 20060701 2,026.18
43623 360 356 119,700.00 20060701 1,024.02
44129 360 356 197,550.00 20060701 1,739.74
93550 360 357 201,000.00 20060801 1,274.71
8836 360 357 605,000.00 20060801 4,147.70
91345 180 175 103,000.00 20060601 1,021.97
33434 360 358 123,250.00 20060901 915.75
30344 360 357 137,700.00 20060801 1,090.13
85029 360 358 167,000.00 20060901 1,173.73
8046 360 357 123,000.00 20060801 860.04
85310 360 357 248,000.00 20060801 1,586.39
21901 360 357 105,000.00 20060801 850.56
33144 360 358 80,000.00 20060901 810.01
65616 360 358 265,900.00 20060901 1,939.20
33144 360 358 320,000.00 20060901 2,126.67
39191 360 358 118,800.00 20060901 964.45
29575 360 355 172,720.00 20060601 1,207.69
55723 360 357 117,000.00 20060801 935.05
80916 360 357 63,000.00 20060801 525.15
22026 360 356 250,200.00 20060701 1,803.24
94806 180 176 124,000.00 20060701 1,275.48
92392 180 176 50,000.00 20060701 478.05
23226 360 358 144,450.00 20060901 1,248.90
11706 360 358 100,000.00 20060901 844.51
8043 360 357 400,000.00 20060801 3,054.42
33594 360 357 140,000.00 20060801 939.98
91345 360 355 412,000.00 20060601 2,399.90
34759 360 357 243,000.00 20060801 1,721.25
38606 360 356 76,000.00 20060701 695.21
93451 360 357 342,000.00 20060801 2,751.80
91752 360 358 517,500.00 20060901 4,394.91
22193 360 356 360,000.00 20060701 2,369.05
89101 360 358 200,001.00 20060901 1,633.34
21207 360 358 69,000.00 20060901 547.76
19075 360 357 304,000.00 20060801 2,185.00
92707 360 356 428,000.00 20060701 2,808.75
72034 360 357 67,000.00 20060801 535.49
85034 360 357 265,000.00 20060801 1,711.46
92114 360 356 425,700.00 20060701 2,904.18
40165 360 358 215,000.00 20060901 1,702.17
31805 360 356 193,000.00 20060701 1,305.88
33954 360 358 269,150.00 20060901 2,263.16
64118 360 356 145,800.00 20060701 1,121.08
46218 360 355 50,400.00 20060601 461.03
30135 360 358 160,200.00 20060901 1,519.23
98387 360 355 440,000.00 20060601 2,797.60
98387 180 175 110,000.00 20060601 1,097.73
43207 240 226 16,960.00 20050901 173.68
ZIP_CODE CURRENT_BALANCE LOAN_TO_VALUE MI MERS_ID1 MARGIN NEXT_RATE_ADJ_DATE1
-------------------------------------------------------------------------------------------------------------------------------------
18951 102,325.93 100.00 NO MI 100031458006041421 0.0000
18951 409,400.00 80.00 NO MI 100031458006041413 5.3750 20080901
33635 217,564.53 80.00 NO MI 100274130910200346 0.0000
32955 298,314.62 80.00 NO MI 100274130910196908 5.7500 20080901
19126 97,947.58 75.38 NO MI 100274130820199372 7.1000 20080901
95826 279,900.00 79.99 NO MI 100115400060700319 5.5000 20080801
2891 346,447.65 90.00 NO MI 100274130722198282 8.1500 20080901
21740 244,601.73 79.99 NO MI 100031458006082722 5.5000 20080901
43003 91,869.06 80.00 NO MI 100330706080141667 6.4300 20080901
43003 22,975.04 100.00 NO MI 100330706080142798 0.0000
89110 170,000.00 85.00 NO MI 100137306080031045 5.5000 20080901
15301 52,231.37 95.00 NO MI 5.5000 20080901
29072 193,432.50 90.00 NO MI 100203000159341695 5.5000 20080901
48234 69,973.07 100.00 NO MI 100272406080831603 5.5000 20080901
60651 51,958.50 100.00 NO MI 100013700039998966 0.0000
40444 19,987.98 100.00 NO MI 100013700039855729 0.0000
40444 64,915.11 76.47 NO MI 100013700039854433 7.1250 20080801
30318 76,956.70 100.00 NO MI 100013700039853229 0.0000
71603 59,963.28 55.56 NO MI 100013700039852437 7.2500 20080901
30339 386,553.04 90.00 NO MI 100013700039707995 0.0000
30318 307,708.37 80.00 NO MI 100013700039707938 7.6250 20080801
40444 129,840.32 73.95 NO MI 100013700039707193 7.6250 20080801
30064 130,379.03 84.19 NO MI 100013700039705114 0.0000
32065 104,931.02 100.00 NO MI 100013700039703440 0.0000
30228 208,547.43 90.00 NO MI 100013700039703184 7.5000 20090801
32065 419,755.07 80.00 NO MI 100013700039703127 6.8750 20080801
30034 119,862.83 88.89 NO MI 100013700039701972 7.2500 20080801
78223 63,538.17 72.27 NO MI 100013700039700768 0.0000
60651 207,910.54 80.00 NO MI 100013700039700500 5.5000 20080801
60104 88,100.23 90.00 NO MI 100013700039700354 5.5000 20080801
61065 182,135.66 85.14 NO MI 100013700039699242 5.5000 20080801
30814 23,982.79 100.00 NO MI 100013700039698921 0.0000
28374 359,529.82 40.00 NO MI 100013700039697881 0.0000
21217 71,916.86 90.00 NO MI 100013700039697766 6.5000 20080801
30814 95,882.05 80.00 NO MI 100013700039696479 0.0000
18353 207,905.65 85.00 NO MI 100013700039696040 7.2500 20080801
27217 117,831.25 80.01 NO MI 100013700039695653 6.8750 20080801
33569 139,848.07 85.89 NO MI 100013700039695505 7.0000 20080801
54822 116,886.85 90.00 NO MI 100013700039692213 0.0000
19056 301,591.31 84.83 NO MI 100013700039692205 6.8750 20090801
45211 62,933.04 66.32 NO MI 100013700039692098 0.0000
60402 179,877.07 78.26 NO MI 100013700039690852 6.2500 20080801
30721 146,072.17 75.00 NO MI 7.5000 20080801
40601 169,791.17 85.00 NO MI 100013700039686207 7.2500 20080801
33055 35,975.75 100.00 NO MI 100013700039685910 0.0000
33055 143,802.25 80.00 NO MI 100013700039685100 6.8750 20080801
30331 181,770.72 80.00 NO MI 100013700039685068 6.1250 20080801
53227 173,747.33 83.25 NO MI 100013700039682248 6.6250 20080801
60155 180,200.00 85.00 NO MI 100013700039681653 6.3750 20080801
46143 93,397.25 84.23 NO MI 100013700039681497 7.2500 20080801
23523 152,787.65 90.00 NO MI 100013700039680978 6.5000 20090801
53402 89,918.30 89.11 NO MI 100013700039680754 7.2500 20080801
34711 221,679.24 60.82 NO MI 100013700039680424 0.0000
30260 125,952.75 90.00 NO MI 100013700039680267 0.0000
30172 59,941.35 80.00 NO MI 100013700039679764 0.0000
30101 149,776.66 83.33 NO MI 100013700039678634 0.0000
23237 204,754.49 85.00 NO MI 100013700039678063 7.2500 20090801
40516 108,349.41 89.30 NO MI 100013700039675788 6.6250 20080801
31211 70,112.88 87.75 NO MI 100013700039674039 0.0000
38201 59,645.83 75.95 NO MI 100013700039674021 0.0000
23502 203,106.10 90.00 NO MI 100013700039673494 6.6250 20080801
32808 115,528.59 85.00 NO MI 100013700039672850 0.0000
23320 175,396.16 90.00 NO MI 100013700039668874 0.0000
23831 164,673.06 80.00 NO MI 100013700039668262 7.2500 20080701
23237 202,703.74 88.87 NO MI 100013700039667744 0.0000
27244 103,377.98 90.00 NO MI 100013700039665771 7.6250 20090801
28751 112,368.24 90.00 NO MI 100013700039664048 7.2500 20090801
21401 56,931.45 100.00 NO MI 0.0000
21401 227,433.29 80.00 NO MI 100013700039663024 5.8750 20080701
22003 341,406.50 90.00 NO MI 100013700039658776 5.6250 20080801
20774 256,108.16 90.00 NO MI 100013700039656168 6.5000 20080801
41015 89,909.70 75.00 NO MI 100013700039655053 7.2500 20080801
33179 143,819.44 76.60 NO MI 100013700039653223 7.2500 20080801
33461 151,757.38 59.61 NO MI 100013700039631179 0.0000
34609 251,794.27 89.68 NO MI 100013700039616519 7.1250 20090701
60450 194,624.15 84.78 NO MI 100013700039552854 6.0000 20080501
60139 225,000.00 90.00 NO MI 100013700039511678 5.5000 20080401
30082 406,349.97 80.00 NO MI 100013700039486640 6.0000 20110401
8108 327,708.59 80.00 NO MI 100255500000043496 5.5000 20080801
19104 55,992.97 70.00 NO MI 100258910060423875 5.5000 20080901
91384 469,895.03 66.20 NO MI 100322800006080982 6.7500 20080901
53590 364,796.43 83.72 NO MI 100272406082438209 6.0000 20080901
29209 399,534.22 80.00 NO MI 100146820106117280 5.7500 20080801
53216 98,955.02 79.20 NO MI 100272406081433417 5.7500 20080901
60108 206,907.88 90.00 NO MI 100013700039679749 6.0000 20080801
53110 153,769.94 89.53 NO MI 100013700039679236 6.3750 20080801
20747 288,000.00 90.00 NO MI 100013700039677180 6.1250 20080801
15401 109,979.47 84.98 NO MI 100013700039673080 0.0000
47340 66,184.74 85.00 NO MI 100013700039671027 6.5000 20080701
45040 337,059.21 90.00 NO MI 100013700039669195 7.1250 20090801
22026 219,780.36 69.84 NO MI 100013700039667405 6.5000 20080701
30038 394,277.02 78.47 NO MI 100013700039665425 7.6250 20080701
32043 99,807.37 59.88 NO MI 100013700039664733 0.0000
23703 135,660.21 85.00 NO MI 100013700039664683 6.0000 20080701
30017 152,817.75 90.00 NO MI 100013700039658537 6.5000 20080801
20769 686,500.00 79.83 NO MI 100013700039656622 5.8750 20080801
33713 187,200.00 90.00 NO MI 100013700039656457 6.8750 20080801
33411 243,645.67 81.33 NO MI 100013700039653173 0.0000
30288 182,518.50 85.00 NO MI 100013700039653165 0.0000
27410 129,783.80 90.00 NO MI 100013700039651524 6.8750 20080701
33018 195,998.34 90.00 NO MI 100013700039650922 7.2500 20080801
20744 271,473.40 80.00 NO MI 100013700039650146 7.1250 20080701
28027 105,199.96 80.00 NO MI 100013700039632821 6.8750 20080701
85024 233,750.00 84.39 NO MI 100040788608000790 5.5000 20080901
89027 46,757.27 100.00 NO MI 100040788608000782 0.0000
89027 187,166.08 80.00 NO MI 100040788608000618 5.5000 20080901
15116 80,973.82 90.00 NO MI 5.7500 20080901
98271 260,942.13 84.19 NO MI 100130000000177247 5.7500 20080901
40214 96,268.74 80.00 NO MI 100330706070139069 5.7500 20080901
53593 33,290.68 100.00 NO MI 100272406081735605 0.0000
53593 133,119.31 80.00 NO MI 100272406081735597 5.5000 20080901
34772 195,415.00 85.00 NO MI 5.5000 20080901
32908 271,918.63 80.00 NO MI 100271100000256212 5.5000 20080901
18103 81,243.56 80.00 NO MI 100274130820201186 6.2500 20080901
45102 138,313.53 80.00 NO MI 100022100158978387 5.5000 20080901
33713 179,484.57 90.00 NO MI 100203010015878129 0.0000
33569 192,145.83 89.99 NO MI 100015700067860656 9.8750 20080601
32514 54,982.42 100.00 NO MI 100093900000141959 0.0000
32514 220,000.00 80.00 NO MI 100093900000141918 5.5000 20080901
92234 333,600.00 80.00 NO MI 100093900000141710 5.5000 20080901
22546 127,977.33 64.00 NO MI 100031458006082425 5.5000 20080901
53172 140,179.08 75.00 NO MI 100272406081836023 5.7500 20080901
91303 180,000.00 38.71 NO MI 100165700600014249 0.0000
85018 129,920.84 65.00 NO MI 100420200000137501 6.0500 20080801
85339 335,864.12 80.00 NO MI 100420200000129292 6.7000 20080701
30344 43,188.05 100.00 NO MI 100178020060558485 0.0000
30344 172,800.00 80.00 NO MI 100178020060555028 6.1000 20080901
36066 175,917.02 80.00 NO MI 100274130540193762 7.0000 20080901
33322 276,256.97 90.00 NO MI 100274130912199231 8.0500 20080901
48080 142,733.38 85.00 NO MI 100258910060802268 5.5000 20080901
53089 272,934.36 78.00 NO MI 5.5000 20080901
44106 149,513.51 75.00 NO MI 100184618360306109 0.0000
33312 191,856.08 60.00 NO MI 100203000158788615 0.0000
91744 89,956.25 100.00 NO MI 100242400000131498 0.0000
91744 360,000.00 80.00 NO MI 100242400000131480 5.5000 20080901
6037 215,535.24 95.00 NO MI 100258910060720429 5.5000 20080901
53066 250,756.57 91.53 NO MI 100272406080022987 5.5000 20080901
80013 33,969.72 100.00 NO MI 0.0000
80013 135,881.06 80.00 NO MI 100386100002344265 5.5000 20080901
95060 253,914.79 34.56 NO MI 100386100002345304 5.5000 20080901
21157 350,000.00 100.00 NO MI 100467800000006854 5.5000 20080901
91764 335,400.00 78.92 NO MI 100096200060800272 5.7500 20080901
65101 85,457.50 90.00 NO MI 100274130522199530 6.0000 20080901
56501 106,155.94 90.00 NO MI 100274130612198715 5.5000 20080901
28420 72,862.93 48.67 NO MI 5.5000 20090701
91786 99,772.99 100.00 NO MI 100242400000131084 0.0000
91786 399,099.69 80.00 NO MI 100242400000131076 5.7500 20080901
46201 55,154.26 80.00 NO MI 100330706080143077 5.5000 20080901
85233 56,784.62 100.00 NO MI 100386100002342293 0.0000
85233 227,136.32 80.00 NO MI 100386100002342285 5.5000 20080901
22911 190,266.97 80.00 NO MI 100178020060485812 0.0000
72756 414,897.24 84.18 NO MI 100437200060821003 5.5000 20080901
48224 19,994.12 100.00 NO MI 100330706080141337 0.0000
48234 75,969.14 95.00 NO MI 100272406080129636 0.0000
48224 79,956.53 80.00 NO MI 100330706080140982 5.5250 20080901
43026 19,996.01 100.00 NO MI 0.0000
43026 79,966.45 80.00 NO MI 0.0000
19608 339,875.42 85.00 NO MI 100022100158643585 6.2500 20080901
32189 169,996.95 70.00 NO MI 100229330000175560 5.5000 20080901
29412 189,913.68 66.67 NO MI 100229330000177877 6.8750 20080901
65336 132,000.00 80.00 NO MI 100178020060466317 0.0000
43113 74,975.44 75.00 NO MI 100202930607170141 6.2500 20080801
20607 235,958.20 73.75 NO MI 100258910060716997 5.5000 20080901
4038 257,000.00 72.19 NO MI 100386100002338176 5.7500 20080901
33617 100,924.28 63.92 NO MI 100386100002338697 0.0000
94534 139,910.09 100.00 NO MI 100174500000199114 0.0000
94534 560,000.00 80.00 NO MI 100174500000199106 6.9500 20080801
95966 34,380.00 100.00 NO MI 100174500000197761 0.0000
95966 137,389.33 80.00 NO MI 100174500000197753 0.0000
93702 259,000.00 100.00 NO MI 100174500000197712 6.9500 20090801
81008 151,926.86 100.00 NO MI 100174500000197944 6.9500 20090801
93311 55,973.96 100.00 NO MI 100174500000197357 0.0000
92275 49,976.74 100.00 NO MI 100174500000197159 0.0000
93311 223,871.61 80.00 NO MI 100174500000196987 6.9500 20090801
80011 134,876.16 100.00 NO MI 100174500000196854 6.9500 20090801
84041 158,028.90 85.00 NO MI 100174500000196292 6.9500 20090801
94565 291,822.20 89.85 NO MI 100174500000195690 0.0000
94015 474,897.15 95.00 NO MI 100174500000195393 6.9500 20090801
92405 234,875.31 60.26 NO MI 100174500000194925 0.0000
95815 201,804.88 100.00 NO MI 100174500000194164 6.9500 20090801
94589 449,839.20 90.00 NO MI 100174500000193760 6.9500 20090801
95820 172,691.92 65.00 NO MI 100174500000193208 6.9500 20080801
92115 165,040.32 80.00 NO MI 100174500000193133 6.9500 20080801
92586 278,871.17 90.00 NO MI 100174500000193463 6.9500 20090801
95838 274,448.91 90.00 NO MI 100174500000192812 6.9500 20090801
98023 290,982.43 100.00 NO MI 100174500000192838 6.9500 20090801
95828 324,955.84 100.00 NO MI 100174500000192267 6.9500 20090801
95966 292,412.43 90.00 NO MI 100174500000192176 6.9500 20090801
95605 283,460.70 90.00 NO MI 100174500000192044 6.9500 20090801
80239 201,906.05 100.00 NO MI 100174500000191756 0.0000
92532 594,922.29 100.00 NO MI 100174500000191574 6.9500 20090801
80128 45,966.65 100.00 NO MI 100174500000191699 0.0000
80128 184,000.00 80.00 NO MI 100174500000191681 6.9500 20090801
92553 292,629.26 81.11 NO MI 100174500000191061 6.9500 20090801
93534 54,938.99 100.00 NO MI 100174500000191194 0.0000
93534 220,000.00 80.00 NO MI 100174500000191160 6.8750 20080701
85351 79,954.53 89.99 NO MI 100174500000191103 6.9500 20090801
92336 404,000.00 79.92 NO MI 100174500000189990 6.9500 20090701
95842 279,936.12 100.00 NO MI 100174500000189800 6.9500 20090801
93552 232,440.91 75.00 NO MI 100174500000189719 6.9500 20090801
95660 247,816.26 80.00 NO MI 100174500000189610 6.9500 20090801
95823 355,000.00 100.00 NO MI 100174500000189305 6.9500 20090801
95366 490,000.00 100.00 NO MI 100174500000189123 6.9500 20090801
92557 377,887.51 88.52 NO MI 100174500000188893 0.0000
93308 261,293.62 100.00 NO MI 100174500000188356 6.9500 20090801
93703 254,880.51 100.00 NO MI 100174500000187895 6.9500 20090801
92275 199,926.67 80.00 NO MI 100174500000187921 6.9500 20090801
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93702 171,716.04 80.00 NO MI 100337506050099082 6.9900 20080701
87121 108,080.54 95.00 NO MI 100337506050096955 6.7500 20080701
97225 304,302.94 76.25 NO MI 100337506060101829 0.0000
93245 239,496.53 80.00 NO MI 100337506050095353 6.9900 20080601
90044 351,000.00 90.00 NO MI 100337506060102520 6.9900 20080701
90002 239,848.04 65.00 NO MI 100337506050095395 6.7500 20080601
32738 76,896.68 55.00 NO MI 100337506050093366 6.9900 20080701
92021 520,339.54 95.00 NO MI 100337506030075806 6.7000 20080401
33187 369,227.61 95.00 NO MI 100337506040080697 6.7000 20080501
94605 245,420.81 60.00 NO MI 100337506050090545 0.0000
92284 188,322.50 90.00 NO MI 100337506040078220 6.5000 20080501
68328 161,061.33 95.00 NO MI 100337506040083303 6.7400 20080601
97203 74,875.92 34.09 NO MI 100337506050101250 0.0000
33445 129,712.18 63.11 NO MI 100337506050090503 6.9900 20080601
90802 266,883.22 80.00 NO MI 100086600207000144 5.9500 20080701
92553 72,944.01 100.00 NO MI 100144600097451886 0.0000
92553 292,000.00 80.00 NO MI 100144600097451878 5.5000 20080701
21117 403,314.12 85.00 NO MI 100133001000560488 5.7500 20080801
97236 153,892.30 74.04 NO MI 100389160000264268 0.0000
21224 349,440.00 78.00 NO MI 100212504000298284 6.2500 20080701
19711 193,500.00 90.00 NO MI 100212504000314461 5.5000 20080801
41032 98,236.27 80.00 NO MI 100404400000051641 0.0000
61075 63,659.09 75.00 NO MI 100404400000046344 0.0000
49095 131,826.38 94.25 NO MI 100258920060503881 5.5000 20080801
89138 440,684.27 90.00 NO MI 100153220606003249 5.5000 20080701
81005 134,584.65 90.00 NO MI 100077430300796161 5.5000 20080501
60171 127,393.73 75.00 NO MI 100386100002249506 5.5000 20080801
32810 260,685.88 90.00 NO MI 100386100002249266 6.0000 20090801
89139 237,728.52 80.00 NO MI 100246100006653802 6.4300 20080601
97123 249,475.74 76.92 NO MI 100389160000263351 0.0000
96003 328,183.97 90.00 NO MI 100389160000202649 5.5000 20080701
17961 105,221.21 75.21 NO MI 100258910060521751 5.5000 20080701
93534 335,750.46 80.00 NO MI 100220800016051570 5.5000 20080701
34482 398,000.00 80.00 NO MI 100246100006665947 5.5000 20080701
19134 50,968.77 85.00 NO MI 100386100002248367 5.5000 20080901
55444 229,294.83 89.96 NO MI 100386100002247336 5.5000 20080801
33415 224,000.00 86.15 NO MI 5.5000 20080701
54115 119,230.87 85.00 NO MI 100273100008287019 5.5000 20080601
18512 144,716.73 80.00 NO MI 100273100008286417 6.2500 20080701
95367 61,967.21 100.00 NO MI 100171906070033344 0.0000
95367 247,920.43 80.00 NO MI 100171906070033278 5.5000 20080801
55413 262,166.82 75.00 NO MI 100273100008260719 6.2500 20080601
53158 189,605.50 73.36 NO MI 100273100008249779 6.0000 20080601
63038 353,779.31 95.00 NO MI 100273100008248193 6.0000 20080601
85033 162,216.83 85.00 NO MI 100273100008227247 6.2500 20080601
29566 359,450.56 90.00 NO MI 100273100008223766 5.5000 20080601
44105 59,351.24 85.00 NO MI 100273100008216232 0.0000
89011 157,808.34 65.00 NO MI 100137306060028961 5.5000 20090701
55119 112,743.90 80.00 NO MI 100431500000000693 5.5000 20090701
55071 147,898.31 80.00 NO MI 100431500000006441 5.5000 20080701
99223 356,790.60 85.00 NO MI 100389150000665499 5.5000 20080801
93306 163,899.64 80.00 NO MI 100389160000252941 5.5000 20080701
4090 161,770.58 75.00 NO MI 100386100002245157 5.7500 20080801
85326 83,690.65 99.99 NO MI 100386100002244796 0.0000
85326 334,897.23 79.99 NO MI 100386100002244788 5.7500 20080801
93306 209,819.88 75.00 NO MI 100137306070029421 5.7500 20080801
30132 302,600.00 96.37 NO MI 100148706043680001 5.5000 20080801
21224 173,634.68 95.00 NO MI 100297130606080005 5.5000 20080701
62033 55,920.15 80.00 NO MI 100404400000041824 0.0000
32808 165,597.96 85.00 NO MI 100124100000023561 5.5000 20080801
92308 355,918.08 80.00 NO MI 100144600097455069 5.5000 20080801
76208 37,419.64 100.00 NO MI 100404400000057556 0.0000
76208 149,560.39 80.00 NO MI 100404400000057507 5.5000 20080801
8108 327,791.50 78.10 NO MI 100124104606300019 5.5000 20080801
21207 159,846.88 80.00 NO MI 100124100000023660 6.0000 20080801
34743 157,874.71 76.33 NO MI 100086600206000350 5.9500 20080701
30088 100,607.82 90.00 NO MI 100086600206000210 5.9500 20080701
98422 238,000.00 85.00 NO MI 100086600206000053 5.9500 20080701
4074 242,664.44 89.34 NO MI 100386100002240786 5.5000 20080801
23455 144,269.64 95.00 NO MI 100467800000001450 0.0000
19530 191,713.97 80.00 NO MI 100124102607060004 5.5000 20080801
76123 99,560.00 80.00 NO MI 100404400000050585 0.0000
47240 113,712.37 95.00 NO MI 100330706060131761 5.5000 20080701
7418 341,811.22 95.00 NO MI 100124100606290010 5.5000 20080701
20706 287,572.66 95.00 NO MI 100130000000158775 5.7500 20080701
75241 76,431.30 85.00 NO MI 100386100002238624 5.5000 20080801
92335 413,668.63 90.00 NO MI 100144600097455101 5.5000 20080701
89052 126,853.71 100.00 NO MI 100144600097454732 0.0000
89052 507,537.83 80.00 NO MI 100144600097454724 5.5000 20080701
73505 14,987.85 100.00 NO MI 100274130420183248 0.0000
73505 59,902.97 80.00 NO MI 100274130420183230 7.1000 20080701
20695 334,983.55 80.00 NO MI 100130000000158403 5.5000 20080701
48603 23,113.92 100.00 NO MI 100202930605090036 0.0000
48603 92,605.33 80.00 NO MI 100202930605090051 5.5000 20080601
32806 56,940.72 100.00 NO MI 100202930605040080 0.0000
32806 227,604.29 80.00 NO MI 100202930605040114 5.5000 20080601
43623 119,479.68 95.00 NO MI 100202930604190019 5.5000 20080601
44129 197,426.90 90.00 NO MI 100202930604240095 5.5000 20080601
93550 200,780.00 57.43 NO MI 100220800016060498 5.5000 20080701
8836 602,580.46 76.68 NO MI 0.0000
91345 102,833.14 100.00 NO MI 100077410800773795 0.0000
33434 123,191.03 85.00 NO MI 100389160000233081 5.5000 20080801
30344 137,700.00 90.00 NO MI 100263700001063796 5.5000 20080701
85029 166,906.73 59.43 NO MI 100386100002232189 0.0000
8046 122,724.42 65.78 NO MI 5.5000 20080701
85310 247,734.23 80.00 NO MI 100351000155178083 5.5000 20080701
21901 104,941.61 56.76 NO MI 100258910060512719 5.5000 20080701
33144 80,000.00 100.00 NO MI 100386100002229466 0.0000
65616 265,765.89 67.16 NO MI 100386100002229219 5.5000 20080801
33144 320,000.00 80.00 NO MI 100386100002229441 5.5000 20090801
39191 118,672.42 83.66 NO MI 5.5000 20080801
29575 172,071.04 85.00 NO MI 100077440200807695 6.0000 20080501
55723 116,932.12 90.00 NO MI 100389160000078460 5.5000 20080701
80916 62,904.30 90.00 NO MI 5.5000 20080701
22026 249,937.37 90.00 NO MI 100086600526041902 5.9500 20080601
94806 123,855.95 100.00 NO MI 100086600211025434 0.0000
92392 49,454.80 82.56 NO MI 100086600211021755 0.0000
23226 144,450.00 90.00 NO MI 100386100002227726 5.5000 20080801
11706 99,902.26 28.57 NO MI 100386100002226611 0.0000
8043 399,256.55 79.21 NO MI 100076500001012661 5.5000 20080701
33594 139,867.22 58.33 NO MI 100389160000235441 5.5000 20080701
91345 412,000.00 80.00 NO MI 100077410800773555 5.5000 20080501
34759 243,000.00 90.00 NO MI 5.5000 20080701
38606 75,877.57 95.00 NO MI 100077441200801936 0.0000
93451 341,805.73 90.00 NO MI 100389160000242389 6.0000 20080701
91752 517,001.13 90.00 NO MI 100220800016052016 5.5000 20080801
22193 357,150.27 69.23 NO MI 100086600526042116 5.9500 20080601
89101 200,001.00 81.63 NO MI 100137306070029892 5.5000 20090801
21207 68,921.95 34.50 NO MI 100386100002213460 6.0000 20080801
19075 304,000.00 80.00 NO MI 100258910060409437 5.5000 20080701
92707 428,000.00 80.00 NO MI 100144600097453239 5.5000 20080601
72034 66,887.64 78.82 NO MI 100437200606210018 0.0000
85034 265,000.00 100.00 NO MI 100093900000133535 5.5000 20080701
92114 425,179.43 90.00 NO MI 100144600097452181 5.5000 20080601
40165 214,755.26 70.26 NO MI 100330706060131522 0.0000
31805 192,664.05 89.77 NO MI 100229330000152219 5.7500 20080601
33954 268,884.17 70.00 NO MI 5.5000 20080801
64118 145,442.91 90.00 NO MI 100022100154048250 6.2500 20080601
46218 50,298.08 80.00 NO MI 100331700902637217 9.6250 20080501
30135 160,200.00 90.00 NO MI 100386100002184810 5.5000 20080801
98387 439,990.05 80.00 NO MI 100265600005063149 6.1300 20080501
98387 109,824.66 100.00 NO MI 100265600025063145 0.0000
43207 16,664.22 100.00 NO MI 100330705070067221 0.0000
ZIP_CODE MAX_RATE MIN_RATE PER_RATE_CAP DEAL_INFO HYBRID_TERM PREPAY
------------------------------------------------------------------------------------------------------------------------------------
18951 0.0000 0.0000 0.0000 I No
18951 14.8750 5.3750 1.0000 I 2YR No
33635 0.0000 0.0000 0.0000 I Yes
32955 18.0000 6.0000 1.0000 I 2YR Yes
19126 15.1000 7.1000 1.0000 I 2YR Yes
95826 14.3750 5.5000 1.0000 I 2YR Yes
2891 16.1500 8.1500 1.0000 I 2YR Yes
21740 14.5000 5.5000 1.0000 I 2YR No
43003 14.9300 6.4300 1.0000 I 2YR Yes
43003 0.0000 0.0000 0.0000 I Yes
89110 15.2130 5.5000 2.0000 I 2YR Yes
15301 17.0000 5.5000 1.0000 I 2YR Yes
29072 17.1000 5.5000 1.0000 I 2YR No
48234 16.6500 5.5000 1.0000 I 2YR Yes
60651 0.0000 0.0000 0.0000 II-1 No
40444 0.0000 0.0000 0.0000 II-1 No
40444 14.1500 7.1250 1.0000 II-1 2YR Yes
30318 0.0000 0.0000 0.0000 II-1 No
71603 14.4500 7.2500 1.0000 II-1 2YR Yes
30339 0.0000 0.0000 0.0000 II-1 No
30318 15.7000 7.6250 1.0000 II-1 2YR No
40444 14.4500 8.4500 1.0000 II-1 2YR Yes
30064 0.0000 0.0000 0.0000 II-1 Yes
32065 0.0000 0.0000 0.0000 II-1 No
30228 14.5250 8.5250 1.0000 II-1 3YR Yes
32065 13.9500 7.9500 1.0000 II-1 2YR Yes
30034 14.8000 7.2500 1.0000 II-2 2YR No
78223 0.0000 0.0000 0.0000 II-2 No
60651 14.9900 8.9900 1.0000 II-1 2YR No
60104 14.8500 5.5000 1.0000 II-2 2YR No
61065 15.6500 9.6500 1.0000 II-1 2YR No
30814 0.0000 0.0000 0.0000 II-1 No
28374 0.0000 0.0000 0.0000 II-1 Yes
21217 14.7500 6.5000 1.0000 II-2 2YR No
30814 0.0000 0.0000 0.0000 II-1 Yes
18353 14.3000 8.3000 1.0000 II-1 2YR Yes
27217 13.9500 7.9500 1.0000 II-1 2YR No
33569 15.0500 7.0000 1.0000 II-1 2YR Yes
54822 0.0000 0.0000 0.0000 II-2 Yes
19056 13.9750 6.8750 1.0000 II-1 3YR Yes
45211 0.0000 0.0000 0.0000 II-2 Yes
60402 13.4000 6.2500 1.0000 II-2 2YR Yes
30721 14.5000 7.5000 1.0000 II-1 2YR No
40601 14.4500 7.2500 1.0000 II-1 2YR Yes
33055 0.0000 0.0000 0.0000 II-1 No
33055 13.9250 6.8750 1.0000 II-1 2YR Yes
30331 13.3500 6.1250 1.0000 II-1 2YR Yes
53227 13.6250 6.6250 1.0000 II-2 2YR Yes
60155 13.4500 6.3750 1.0000 II-2 2YR Yes
46143 14.9900 7.2500 1.0000 II-2 2YR Yes
23523 13.8500 6.5000 1.0000 II-2 3YR Yes
53402 15.9000 9.9000 1.0000 II-2 2YR Yes
34711 0.0000 0.0000 0.0000 II-1 Yes
30260 0.0000 0.0000 0.0000 II-2 Yes
30172 0.0000 0.0000 0.0000 II-1 Yes
30101 0.0000 0.0000 0.0000 II-2 Yes
23237 14.7500 7.2500 1.0000 II-1 3YR Yes
40516 13.8500 6.6250 1.0000 II-2 2YR Yes
31211 0.0000 0.0000 0.0000 II-1 Yes
38201 0.0000 0.0000 0.0000 II-1 Yes
23502 13.6500 6.6250 1.0000 II-1 2YR Yes
32808 0.0000 0.0000 0.0000 II-1 Yes
23320 0.0000 0.0000 0.0000 II-1 Yes
23831 14.4000 7.2500 1.0000 II-1 2YR Yes
23237 0.0000 0.0000 0.0000 II-1 Yes
27244 14.6500 7.6250 1.0000 II-2 3YR No
28751 14.9000 8.9000 1.0000 II-1 3YR No
21401 0.0000 0.0000 0.0000 II-1 No
21401 12.9750 5.8750 1.0000 II-1 2YR No
22003 12.7250 5.6250 1.0000 II-1 2YR Yes
20774 13.5250 6.5000 1.0000 II-1 2YR No
41015 15.4250 7.2500 1.0000 II-2 2YR Yes
33179 14.3500 8.3500 1.0000 II-1 2YR Yes
33461 0.0000 0.0000 0.0000 II-2 Yes
34609 14.2000 7.1250 1.0000 II-1 3YR Yes
60450 13.0000 7.0000 1.0000 II-2 2YR Yes
60139 13.9900 7.9900 1.0000 II-1 2YR No
30082 12.0500 6.0000 1.0000 II-1 5YR Yes
8108 16.0000 5.5000 1.0000 I 2YR No
19104 16.7500 5.5000 1.0000 I 2YR Yes
91384 14.8500 6.7500 1.0000 I 2YR Yes
53590 14.9000 6.0000 1.0000 I 2YR Yes
29209 14.7100 5.7500 1.0000 I 2YR Yes
53216 15.8750 5.7500 1.0000 I 2YR Yes
60108 14.8750 6.0000 1.0000 II-1 2YR No
53110 13.4900 7.4900 1.0000 II-2 2YR Yes
20747 13.2750 6.1250 1.0000 II-1 2YR No
15401 0.0000 0.0000 0.0000 II-2 Yes
47340 14.7500 6.5000 1.0000 II-2 2YR Yes
45040 14.1500 8.1500 1.0000 II-1 3YR Yes
22026 13.5000 6.5000 1.0000 II-2 2YR Yes
30038 14.5000 7.6250 1.0000 II-1 2YR Yes
32043 0.0000 0.0000 0.0000 II-2 Yes
23703 13.0500 7.0500 1.0000 II-1 2YR Yes
30017 14.6000 6.5000 1.0000 II-1 2YR Yes
20769 12.9900 6.9900 1.0000 II-1 2YR No
33713 13.9000 7.9000 1.0000 II-2 2YR Yes
33411 0.0000 0.0000 0.0000 II-1 Yes
30288 0.0000 0.0000 0.0000 II-1 Yes
27410 13.9500 6.8750 1.0000 II-1 2YR No
33018 15.3500 9.3500 1.0000 II-1 2YR Yes
20744 14.2250 7.1250 1.0000 II-2 2YR No
28027 13.9500 7.9500 1.0000 II-1 2YR No
85024 16.5500 5.5000 1.0000 I 2YR Yes
89027 0.0000 0.0000 0.0000 I Yes
89027 15.5500 5.5000 1.0000 I 2YR Yes
15116 17.4500 5.7500 1.0000 I 2YR Yes
98271 14.8750 5.7500 1.0000 I 2YR Yes
40214 15.1250 5.7500 1.0000 I 2YR Yes
53593 0.0000 0.0000 0.0000 I Yes
53593 14.5000 5.5000 1.0000 I 2YR Yes
34772 15.2500 5.5000 1.0000 I 2YR Yes
32908 13.8500 5.5000 1.0000 I 2YR Yes
18103 16.1500 6.2500 1.0000 I 2YR Yes
45102 14.3500 5.5000 1.0000 I 2YR Yes
33713 0.0000 0.0000 0.0000 I Yes
33569 15.8750 9.8750 1.0000 I 2YR Yes
32514 0.0000 0.0000 0.0000 I Yes
32514 14.1250 5.5000 1.0000 I 2YR Yes
92234 14.6500 8.6500 1.0000 I 2YR Yes
22546 14.6250 5.5000 1.0000 I 2YR Yes
53172 15.3750 5.7500 1.0000 I 2YR Yes
91303 0.0000 0.0000 0.0000 I Yes
85018 13.8000 6.0500 1.0000 I 2YR Yes
85339 16.5500 6.7000 1.0000 I 2YR Yes
30344 0.0000 0.0000 0.0000 I Yes
30344 14.1000 6.1000 1.0000 I 2YR Yes
36066 15.7000 7.0000 1.0000 I 2YR Yes
33322 16.0500 8.0500 1.0000 I 2YR Yes
48080 15.7500 5.5000 1.0000 I 2YR Yes
53089 14.6000 5.5000 1.0000 I 2YR Yes
44106 0.0000 0.0000 0.0000 I Yes
33312 0.0000 0.0000 0.0000 I Yes
91744 0.0000 0.0000 0.0000 I Yes
91744 14.1500 5.5000 1.0000 I 2YR Yes
6037 15.1250 5.5000 1.0000 I 2YR Yes
53066 15.7000 5.5000 1.0000 I 2YR Yes
80013 0.0000 0.0000 0.0000 I No
80013 14.0000 8.0000 1.0000 I 2YR Yes
95060 13.4500 7.4500 1.0000 I 2YR No
21157 16.3750 10.3750 1.0000 I 2YR No
91764 13.4500 5.7500 1.0000 I 2YR Yes
65101 16.0000 6.0000 1.0000 I 2YR Yes
56501 16.3000 5.5000 1.0000 I 2YR Yes
28420 15.3750 8.3750 1.0000 I 3YR No
91786 0.0000 0.0000 0.0000 I Yes
91786 14.4500 5.7500 1.0000 I 2YR Yes
46201 15.7500 5.5000 1.0000 I 2YR Yes
85233 0.0000 0.0000 0.0000 I No
85233 14.0750 8.0750 1.0000 I 2YR Yes
22911 0.0000 0.0000 0.0000 I Yes
72756 14.5000 5.5000 1.0000 I 2YR Yes
48224 0.0000 0.0000 0.0000 I Yes
48234 0.0000 0.0000 0.0000 I Yes
48224 15.0250 5.5250 1.0000 I 2YR Yes
43026 0.0000 0.0000 0.0000 I Yes
43026 0.0000 0.0000 0.0000 I Yes
19608 16.8750 6.2500 1.0000 I 2YR No
32189 14.5000 5.5000 1.0000 I 2YR Yes
29412 15.8750 6.8750 1.0000 I 2YR No
65336 0.0000 0.0000 0.0000 I Yes
43113 15.9000 6.2500 1.0000 I 2YR Yes
20607 15.6250 5.5000 1.0000 I 2YR No
4038 15.3000 5.7500 1.0000 I 2YR No
33617 0.0000 0.0000 0.0000 I Yes
94534 0.0000 0.0000 0.0000 II-1 Yes
94534 13.4500 7.4500 1.0000 II-1 2YR Yes
95966 0.0000 0.0000 0.0000 II-1 Yes
95966 0.0000 0.0000 0.0000 II-2 Yes
93702 14.9800 8.9800 1.0000 II-1 3YR Yes
81008 14.6100 8.6100 1.0000 II-1 3YR Yes
93311 0.0000 0.0000 0.0000 II-1 Yes
92275 0.0000 0.0000 0.0000 II-1 Yes
93311 14.0100 8.0100 1.0000 II-1 3YR Yes
80011 15.8500 9.8500 1.0000 II-1 3YR No
84041 14.9900 8.9900 1.0000 II-1 3YR Yes
94565 0.0000 0.0000 0.0000 II-2 Yes
94015 15.6500 9.6500 1.0000 II-1 3YR Yes
92405 0.0000 0.0000 0.0000 II-2 Yes
95815 15.7000 9.7000 1.0000 II-1 3YR Yes
94589 15.6100 9.6100 1.0000 II-1 3YR Yes
95820 14.5500 8.5500 1.0000 II-2 2YR Yes
92115 14.6000 8.6000 1.0000 II-1 2YR Yes
92586 14.7500 8.7500 1.0000 II-2 3YR Yes
95838 14.8000 8.8000 1.0000 II-2 3YR Yes
98023 15.4500 9.4500 1.0000 II-1 3YR Yes
95828 15.6000 9.6000 1.0000 II-1 3YR Yes
95966 14.7100 8.7100 1.0000 II-1 3YR Yes
95605 15.5500 9.5500 1.0000 II-2 3YR Yes
80239 0.0000 0.0000 0.0000 II-2 Yes
92532 15.7000 9.7000 1.0000 II-1 3YR Yes
80128 0.0000 0.0000 0.0000 II-1 Yes
80128 13.4500 7.4500 1.0000 II-1 3YR Yes
92553 13.9500 7.9500 1.0000 II-1 3YR No
93534 0.0000 0.0000 0.0000 II-1 Yes
93534 13.7500 7.7500 1.0000 II-1 2YR Yes
85351 15.8800 9.8800 1.0000 II-1 3YR Yes
92336 14.4800 8.4800 1.0000 II-1 3YR Yes
95842 15.5000 9.5000 1.0000 II-1 3YR Yes
93552 16.7400 10.7400 1.0000 II-1 3YR Yes
95660 13.1100 7.1100 1.0000 II-2 3YR Yes
95823 14.7000 8.7000 1.0000 II-2 3YR Yes
95366 14.3000 8.3000 1.0000 II-1 3YR Yes
92557 0.0000 0.0000 0.0000 II-1 Yes
93308 15.2400 9.2400 1.0000 II-1 3YR Yes
93703 14.7000 8.7000 1.0000 II-2 3YR Yes
92275 14.1100 8.1100 1.0000 II-2 3YR Yes
83709 14.9100 8.9100 1.0000 II-2 3YR Yes
93534 0.0000 0.0000 0.0000 II-1 Yes
93534 14.3500 8.3500 1.0000 II-1 2YR Yes
80260 15.8500 9.8500 1.0000 II-1 3YR Yes
95821 13.9900 7.9900 1.0000 II-1 3YR Yes
81503 14.9400 8.9400 1.0000 II-1 3YR Yes
89138 14.4500 8.4500 1.0000 II-1 3YR Yes
93727 14.5000 8.5000 1.0000 II-1 3YR Yes
95307 13.7000 7.7000 1.0000 II-1 3YR Yes
93551 15.9000 9.9000 1.0000 II-1 3YR Yes
89149 14.0000 8.0000 1.0000 II-1 3YR Yes
85650 14.9900 8.9900 1.0000 II-1 2YR Yes
90804 13.4400 7.4400 1.0000 II-2 3YR Yes
92544 16.5500 10.5500 1.0000 II-1 3YR Yes
85326 0.0000 0.0000 0.0000 II-2 Yes
95824 16.6800 10.6800 1.0000 II-2 2YR Yes
92040 14.1250 8.1250 1.0000 II-1 3YR Yes
90047 13.7700 7.7700 1.0000 II-1 3YR Yes
95709 13.8000 7.8000 1.0000 II-1 3YR Yes
97402 15.6500 9.6500 1.0000 II-1 3YR Yes
95357 15.7500 9.7500 1.0000 II-2 2YR Yes
90016 14.5500 8.5500 1.0000 II-1 3YR Yes
98499 16.3500 10.3500 1.0000 II-1 3YR Yes
80003 14.3500 8.3500 1.0000 II-1 3YR Yes
80922 15.4500 9.4500 1.0000 II-1 2YR Yes
85297 13.3000 8.3000 1.0000 II-1 2YR Yes
96003 13.9500 7.9500 1.0000 II-1 2YR Yes
85259 0.0000 0.0000 0.0000 I Yes
95963 14.8500 5.5000 1.0000 I 2YR Yes
85259 15.8500 5.5000 1.0000 I 2YR Yes
33624 15.9500 5.5000 1.0000 I 2YR Yes
72315 0.0000 0.0000 0.0000 I Yes
51338 15.6500 5.5000 1.0000 I 2YR No
20716 14.6500 5.7500 1.0000 I 2YR No
49829 15.3000 5.5000 1.0000 I 2YR Yes
98942 0.0000 0.0000 0.0000 I Yes
49426 16.9900 5.5000 1.0000 I 2YR Yes
36109 0.0000 0.0000 0.0000 I Yes
36109 14.5000 5.5000 1.0000 I 2YR Yes
49442 15.8000 5.5000 1.0000 I 2YR Yes
43610 0.0000 0.0000 0.0000 I Yes
43206 0.0000 0.0000 0.0000 I Yes
43224 0.0000 0.0000 0.0000 I Yes
32824 15.8900 5.7500 1.0000 I 2YR Yes
46845 13.6500 5.5000 1.0000 I 2YR Yes
36832 14.5000 6.5000 1.0000 I 2YR Yes
85653 16.2000 10.2000 1.0000 I 2YR Yes
55422 15.0250 9.0250 1.0000 I 2YR Yes
48224 16.0500 6.2250 1.5000 II-2 3YR No
48091 15.7750 6.4000 1.5000 II-2 3YR No
48088 16.3250 6.4250 1.5000 II-1 3YR No
48229 16.9500 6.2000 1.5000 II-2 3YR No
48357 16.2500 7.5000 1.5000 II-2 3YR No
48128 16.6000 7.8500 1.5000 II-1 3YR No
48082 16.2500 6.0000 1.5000 II-2 3YR No
48126 16.5750 5.2000 1.5000 II-2 3YR No
48135 16.2250 6.3250 1.5000 II-1 3YR No
48165 17.4750 8.1000 1.5000 II-1 3YR No
48227 16.3500 7.6000 1.5000 II-2 3YR No
48185 15.7000 6.9500 1.5000 II-2 3YR No
48238 17.3000 6.5500 1.5000 II-2 3YR No
48223 16.1250 6.2250 1.5000 II-2 3YR No
48189 17.4750 8.1000 1.5000 II-1 3YR No
48429 16.4000 7.6500 1.5000 II-1 3YR No
48071 15.5750 5.6250 1.5000 II-2 3YR No
48235 16.3500 7.2000 1.5000 II-2 3YR No
7652 15.9250 6.3500 1.5000 II-1 3YR No
30055 16.1250 6.7500 1.5000 II-2 3YR No
95948 16.7750 7.4000 1.5000 II-1 3YR No
10310 16.4500 7.7000 1.5000 II-1 3YR No
11953 16.8500 6.0000 1.5000 II-2 3YR No
32920 15.8000 6.0000 1.5000 II-1 3YR No
32907 16.2250 6.8500 1.5000 II-1 3YR No
13044 17.2000 6.4500 1.5000 II-2 3YR No
48237 16.3500 5.5000 1.5000 II-1 3YR No
33065 15.2000 6.0000 1.5000 II-2 3YR No
95687 0.0000 0.0000 0.0000 II-1 No
95687 15.3000 5.9250 1.5000 II-1 3YR No
33161 16.8250 7.4500 1.5000 II-2 3YR No
8085 17.1000 8.3500 1.5000 II-1 3YR No
33617 15.4750 5.8000 1.5000 II-1 3YR No
92307 17.1500 6.3000 1.5000 II-1 3YR No
86429 15.8250 6.0000 1.5000 II-1 3YR No
80926 16.3750 6.0000 1.5000 II-1 3YR No
18045 16.3500 5.3500 1.5000 II-1 3YR No
2780 16.0000 5.8500 1.5000 II-1 3YR No
30815 17.1500 6.7500 1.5000 II-2 3YR No
2777 15.9000 7.4000 1.5000 II-1 3YR No
48082 0.0000 0.0000 0.0000 II-2 No
1085 0.0000 0.0000 0.0000 II-1 No
17065 0.0000 0.0000 0.0000 II-1 No
52352 0.0000 0.0000 0.0000 II-1 No
48324 0.0000 0.0000 0.0000 II-1 No
42071 0.0000 0.0000 0.0000 II-1 No
64429 0.0000 0.0000 0.0000 II-1 No
48412 16.9750 7.6000 1.5000 II-1 3YR No
7203 17.2000 8.4500 1.5000 II-1 3YR No
48066 16.7000 7.9500 1.5000 II-2 3YR No
48433 16.2250 6.4750 1.5000 II-1 3YR No
8012 17.4750 7.1000 1.5000 II-1 3YR No
11236 17.2750 7.9000 1.5000 II-1 3YR No
27501 17.2000 8.4500 1.5000 II-1 3YR No
85209 14.8000 5.2250 1.5000 II-2 3YR No
28166 16.7000 6.9250 1.5000 II-1 3YR No
83642 16.1750 6.2250 1.5000 II-1 3YR No
22191 15.9000 5.6500 1.5000 II-2 3YR No
48313 15.6500 6.9000 1.5000 II-1 3YR No
48066 16.3750 6.4250 1.5000 II-2 3YR No
21085 17.1750 6.3000 1.5000 II-1 3YR No
6071 16.2000 6.5500 1.5000 II-1 3YR No
60110 16.8000 5.4250 1.5000 II-1 3YR No
30707 16.7000 5.7250 1.5000 II-2 3YR No
48047 16.0000 6.3500 1.5000 II-1 3YR No
13209 17.5500 6.3000 1.5000 II-1 3YR No
2892 16.1750 6.8500 1.5000 II-1 3YR No
37766 16.8500 6.2000 1.5000 II-2 3YR No
38401 17.4000 8.6500 1.5000 II-1 3YR No
49238 16.0500 7.3000 1.5000 II-2 3YR No
17065 16.1250 6.3250 1.5000 II-1 3YR No
18436 16.2250 5.8500 1.5000 II-1 3YR No
48237 15.9750 6.2000 1.5000 II-1 3YR No
11413 16.7250 7.3500 1.5000 II-1 3YR No
48185 16.1750 7.4250 1.5000 II-1 3YR No
34654 17.5750 8.2000 1.5000 II-1 3YR No
48066 16.1500 7.4000 1.5000 II-2 3YR No
16039 17.8500 7.2000 1.5000 II-2 3YR No
85321 16.9500 8.2000 1.5000 II-1 3YR No
31029 16.5750 5.7000 1.5000 II-1 3YR No
34205 15.0500 5.9000 1.5000 II-2 3YR No
85207 16.4750 6.7000 1.5000 II-1 3YR No
48433 15.8250 6.0000 1.5000 II-1 3YR No
59842 16.0250 6.2500 1.5000 II-1 3YR No
32114 15.5250 5.7000 1.5000 II-2 3YR No
1085 15.9250 6.1250 1.5000 II-2 3YR No
48217 16.6250 6.3750 1.5000 II-2 3YR No
70364 17.1000 6.7500 1.5000 II-1 3YR No
11558 17.5750 6.7000 1.5000 II-2 3YR No
65583 15.5250 5.6250 1.5000 II-1 3YR No
48224 17.1000 8.3500 1.5000 II-1 3YR No
98036 16.7000 7.9500 1.5000 II-2 3YR No
53143 15.8750 7.1250 1.5000 II-2 3YR No
49201 16.6000 7.8500 1.5000 II-1 3YR No
31406 16.4000 6.2500 1.5000 II-1 3YR No
73170 16.8750 6.0000 1.5000 II-1 3YR No
30518 15.7750 6.0000 1.5000 II-1 3YR No
48066 16.2750 6.3250 1.5000 II-2 3YR No
53045 15.9000 6.2000 1.5000 II-1 3YR No
48220 15.6250 5.2750 1.5000 II-2 3YR No
97355 15.4000 5.6250 1.5000 II-1 3YR No
38856 16.4750 6.1000 1.5000 II-1 3YR No
48430 17.5750 6.2000 1.5000 II-1 3YR No
20737 14.9500 5.7750 1.5000 II-2 3YR No
49203 16.8750 6.0000 1.5000 II-2 3YR No
48847 15.8500 6.1000 1.5000 II-1 3YR No
48324 15.8750 7.1250 1.5000 II-1 3YR No
48183 16.7000 6.5000 1.5000 II-1 3YR No
21043 14.6000 5.2500 1.5000 II-1 3YR No
35040 15.4750 6.1500 1.5000 II-2 3YR No
42071 15.8750 6.2000 1.5000 II-1 3YR No
60586 17.7500 6.4250 1.5000 II-1 3YR No
48444 16.0750 7.3250 1.5000 II-1 3YR No
28387 17.1000 8.3500 1.5000 II-1 3YR No
95673 16.7250 6.2500 1.5000 II-1 3YR No
38461 14.9000 6.0000 1.5000 II-1 3YR No
44601 15.8250 6.0000 1.5000 II-1 3YR No
11216 15.7750 6.1000 1.5000 II-2 3YR No
63118 16.5250 6.3000 1.5000 II-2 3YR No
48082 15.9250 7.1750 1.5000 II-2 3YR No
84003 16.7250 7.3500 1.5000 II-1 3YR No
45805 16.5000 6.1250 1.5000 II-2 3YR No
6610 15.9250 6.7500 1.5000 II-2 3YR No
48180 15.9750 6.8250 1.5000 II-1 3YR No
48174 16.4000 7.6500 1.5000 II-2 3YR No
48340 16.0500 5.2000 1.5000 II-2 3YR No
64429 16.2000 5.6000 1.5000 II-2 3YR No
41385 15.5500 5.3000 1.5000 II-1 3YR No
48162 17.6000 6.7500 1.5000 II-1 3YR No
48220 15.9000 5.3000 1.5000 II-2 3YR No
48180 17.3000 6.9000 1.5000 II-2 3YR No
44054 16.9500 8.2000 1.5000 II-1 3YR No
52352 14.5750 4.9000 1.5000 II-2 3YR No
33542 15.5000 5.6250 1.5000 II-2 3YR No
34953 16.9750 7.6000 1.5000 II-1 3YR No
48336 16.1250 6.2250 1.5000 II-2 3YR No
48415 15.4250 5.5250 1.5000 II-1 3YR No
70647 17.9750 6.2000 1.5000 II-2 3YR No
22553 15.6000 6.0250 1.5000 II-1 3YR No
8107 16.0250 6.2000 1.5000 II-2 3YR No
52806 16.5500 7.8000 1.5000 II-2 3YR No
92392 15.5000 6.7500 1.5000 II-1 3YR No
44130 16.1000 7.3500 1.5000 II-1 3YR No
48629 17.1500 8.4000 1.5000 II-1 3YR No
48228 17.2500 6.2500 1.5000 II-2 3YR No
48227 16.8500 8.1000 1.5000 II-1 3YR No
49221 17.1500 6.7500 1.5000 II-1 3YR No
48509 15.6250 5.7250 1.5000 II-2 3YR No
49424 16.1250 6.3000 1.5000 II-1 3YR No
49201 17.8000 6.9500 1.5000 II-2 3YR No
48371 17.6000 7.2000 1.5000 II-1 3YR No
22407 0.0000 0.0000 0.0000 II-1 Yes
27295 0.0000 0.0000 0.0000 II-1 No
15143 13.3400 5.9500 1.0000 II-1 3YR Yes
95209 12.4250 5.9500 1.0000 II-1 2YR Yes
91706 0.0000 0.0000 0.0000 II-1 No
92277 0.0000 0.0000 0.0000 II-1 No
92277 13.0400 5.9500 1.0000 II-2 2YR Yes
93455 13.3900 5.9500 1.0000 II-1 2YR Yes
90046 13.9900 5.9500 1.0000 II-1 2YR Yes
20002 14.8900 5.9500 1.0000 II-1 2YR No
20018 13.1900 5.9500 1.0000 II-2 3YR No
4102 0.0000 0.0000 0.0000 II-1 Yes
33055 15.5400 5.9500 1.0000 II-1 3YR Yes
6457 14.8400 5.9500 1.0000 II-1 2YR Yes
6457 15.9900 5.9500 1.0000 II-1 2YR Yes
32714 12.0000 5.9500 1.0000 II-1 3YR Yes
91106 0.0000 0.0000 0.0000 II-1 Yes
91106 13.5400 5.9500 1.0000 II-1 2YR Yes
80919 0.0000 0.0000 0.0000 II-1 No
80919 14.0400 5.9500 1.0000 II-1 2YR Yes
92392 0.0000 0.0000 0.0000 II-1 Yes
92392 12.9900 5.9500 1.0000 II-1 2YR Yes
85201 15.9400 5.9500 1.0000 II-1 2YR Yes
98030 13.9900 5.9500 1.0000 II-1 3YR No
33023 0.0000 0.0000 0.0000 II-1 Yes
33013 0.0000 0.0000 0.0000 II-1 Yes
33165 14.0900 5.9500 1.0000 II-1 2YR Yes
35217 14.1900 5.9500 1.0000 II-2 2YR No
33015 15.9650 5.9500 1.0000 II-1 2YR Yes
85014 14.9900 5.9500 1.0000 II-1 2YR Yes
92376 0.0000 0.0000 0.0000 II-2 Yes
32304 14.2500 5.9500 1.0000 II-1 2YR Yes
49022 15.4100 5.5000 1.0000 I 2YR Yes
89120 14.5750 5.5000 1.0000 I 2YR Yes
6479 15.7250 6.2500 1.0000 I 2YR Yes
93225 0.0000 0.0000 0.0000 I Yes
32746 17.2000 7.3500 1.0000 I 2YR Yes
6385 14.7500 6.7500 1.0000 I 2YR Yes
32128 15.8380 5.5000 1.0000 I 2YR Yes
45227 0.0000 0.0000 0.0000 I Yes
53406 16.2000 5.5000 1.0000 I 2YR Yes
32195 14.3750 5.5000 1.0000 I 2YR Yes
20011 0.0000 0.0000 0.0000 I No
20011 15.9500 9.9500 1.0000 I 2YR No
63136 14.6000 8.6000 1.0000 I 2YR Yes
3033 13.8000 7.8000 1.0000 I 2YR Yes
92371 13.8500 7.8500 1.0000 I 2YR Yes
89121 12.8500 5.5000 1.0000 I 2YR Yes
85297 14.6000 5.5000 1.0000 I 2YR Yes
90094 0.0000 0.0000 0.0000 I Yes
89107 0.0000 0.0000 0.0000 I Yes
89107 15.2500 5.5000 1.0000 I 2YR Yes
20748 14.5000 5.7500 1.0000 I 2YR Yes
30064 15.6250 5.5000 1.0000 I 2YR Yes
30248 15.9500 6.2500 1.0000 I 2YR Yes
92308 15.6250 5.7500 1.0000 I 2YR Yes
90094 15.0700 5.5000 1.0000 I 2YR Yes
64034 14.5500 6.0000 1.0000 I 2YR Yes
21921 14.5000 5.5000 1.0000 I 2YR No
22192 14.8750 5.5000 1.0000 I 2YR No
93704 17.4250 5.5000 1.0000 I 2YR Yes
92336 15.4450 5.5000 1.0000 I 2YR No
92336 0.0000 0.0000 0.0000 I No
46052 0.0000 0.0000 0.0000 I Yes
97304 15.8250 9.8250 1.0000 I 2YR Yes
15241 14.5500 5.5000 1.0000 I 2YR Yes
46052 13.9500 5.5000 1.0000 I 2YR Yes
53142 14.7000 8.7000 1.0000 I 2YR No
21215 0.0000 0.0000 0.0000 I No
29044 16.7000 5.5000 1.0000 I 2YR No
33313 14.9800 5.5000 1.0000 I 2YR Yes
72712 0.0000 0.0000 0.0000 I Yes
80631 0.0000 0.0000 0.0000 I Yes
80631 13.8500 5.5000 1.0000 I 2YR Yes
72113 0.0000 0.0000 0.0000 I Yes
31705 14.8750 5.5000 3.0000 I 2YR Yes
33415 15.6900 5.5000 1.0000 I 2YR Yes
54511 15.1250 5.5000 1.5000 I 2YR Yes
6457 0.0000 0.0000 0.0000 I Yes
8053 14.8000 5.7500 1.0000 I 2YR No
60466 14.1000 8.1000 1.0000 I 2YR No
29449 15.0750 9.0750 1.0000 I 2YR No
60609 15.3250 9.3250 1.0000 I 2YR No
95336 15.0000 9.0000 1.0000 I 2YR Yes
66104 16.2500 9.2500 1.0000 II-2 2YR Yes
49013 15.7500 8.7500 1.0000 II-2 2YR Yes
85037 15.7500 8.7500 1.0000 II-2 2YR Yes
85202 14.6250 7.6250 1.0000 II-1 2YR Yes
48234 16.9900 9.9900 1.0000 II-2 2YR Yes
33617 0.0000 0.0000 0.0000 II-1 Yes
60637 16.6250 9.6250 1.0000 II-2 2YR No
81521 16.8750 9.8750 1.0000 II-1 2YR Yes
65807 16.8750 9.8750 1.0000 II-1 2YR Yes
46730 0.0000 0.0000 0.0000 II-2 Yes
80211 16.8750 9.8750 1.0000 II-1 2YR No
6516 16.8750 9.8750 1.0000 II-2 2YR Yes
37716 16.9900 6.5000 1.0000 II-1 2YR Yes
47715 16.9900 9.9900 1.0000 II-2 2YR Yes
60628 14.9900 7.9900 1.0000 II-2 2YR Yes
49505 16.9900 9.9900 1.0000 II-2 2YR Yes
48236 15.5000 8.5000 1.0000 II-1 3YR Yes
48152 17.8750 10.8750 1.0000 II-1 3YR Yes
20191 16.0000 9.0000 1.0000 II-2 2YR Yes
44436 0.0000 0.0000 0.0000 II-1 Yes
85021 14.8750 7.8750 1.0000 II-1 2YR Yes
85225 16.7500 9.7500 1.0000 II-1 2YR Yes
67203 16.4900 9.4900 1.0000 II-2 2YR Yes
15001 15.8750 8.8750 1.0000 II-1 3YR Yes
44116 16.7500 9.7500 1.0000 II-1 2YR Yes
98026 0.0000 0.0000 0.0000 II-1 Yes
49242 0.0000 0.0000 0.0000 II-1 Yes
31404 17.2500 10.2500 1.0000 II-2 2YR No
84044 15.8750 7.8750 1.0000 II-2 2YR Yes
48159 18.6250 11.6250 1.0000 II-2 2YR Yes
85345 16.2500 9.2500 1.0000 II-1 2YR Yes
32808 15.5000 8.5000 1.0000 II-1 2YR Yes
6479 0.0000 0.0000 0.0000 II-2 Yes
85635 16.7500 9.7500 1.0000 II-1 3YR Yes
65775 16.6250 9.6250 1.0000 II-2 2YR Yes
34691 17.6250 10.6250 1.0000 II-1 2YR Yes
85242 14.7500 7.7500 1.0000 II-1 2YR No
33407 0.0000 0.0000 0.0000 II-2 Yes
24588 0.0000 0.0000 0.0000 II-2 Yes
93446 16.8750 9.8750 1.0000 II-1 3YR Yes
50315 0.0000 0.0000 0.0000 II-1 No
33912 14.3750 7.3750 1.0000 II-1 3YR Yes
84066 15.1250 8.1250 1.0000 II-2 2YR Yes
48818 15.0250 8.0250 1.0000 II-1 3YR Yes
48910 16.3750 9.3750 1.0000 II-1 2YR Yes
66007 16.8750 9.8750 1.0000 II-1 2YR Yes
37217 16.1250 9.1250 1.0000 II-1 2YR Yes
63020 17.0000 10.0000 1.0000 II-1 2YR Yes
33147 0.0000 0.0000 0.0000 II-2 Yes
46106 0.0000 0.0000 0.0000 II-2 Yes
15673 16.5000 9.5000 1.0000 II-1 3YR Yes
90044 14.9900 7.9900 1.0000 II-2 2YR Yes
38116 18.2400 11.2400 1.0000 II-1 2YR Yes
32301 17.5000 10.5000 1.0000 II-1 3YR Yes
21113 16.6250 9.6250 1.0000 II-1 2YR Yes
33404 0.0000 0.0000 0.0000 II-1 Yes
24055 15.7500 8.7500 1.0000 II-1 3YR Yes
85938 16.1250 9.1250 1.0000 II-1 3YR Yes
22554 15.8750 8.8750 1.0000 II-2 2YR Yes
49127 14.7500 5.7500 1.0000 II-1 3YR Yes
46953 16.9900 9.9900 1.0000 II-1 2YR Yes
48205 17.3750 10.3750 1.0000 II-1 2YR Yes
19355 0.0000 0.0000 0.0000 II-1 Yes
60632 16.2500 9.2500 1.0000 II-2 3YR No
89031 16.2500 9.2500 1.0000 II-1 2YR Yes
33411 0.0000 0.0000 0.0000 II-1 Yes
93622 16.3750 9.3750 1.0000 II-1 2YR Yes
49307 19.8750 12.8750 1.0000 II-1 2YR Yes
66002 0.0000 0.0000 0.0000 II-1 Yes
45040 15.1000 6.2500 1.0000 I 2YR Yes
7305 15.9500 5.5000 1.0000 I 2YR No
23504 15.5000 5.5000 1.0000 I 2YR Yes
19540 15.7500 3.7500 1.0000 I 2YR Yes
28401 14.2000 5.7500 1.0000 I 2YR No
30294 14.5500 5.5000 1.0000 I 2YR Yes
32539 14.4800 6.7500 1.0000 I 2YR Yes
30504 0.0000 0.0000 0.0000 I Yes
48506 16.1500 5.5000 1.0000 I 2YR Yes
34990 14.5000 5.5000 1.0000 I 2YR Yes
63074 15.6000 9.6000 1.0000 I 2YR Yes
32817 15.2250 9.2250 1.0000 I 2YR Yes
20772 13.7000 7.7000 1.0000 I 2YR No
30038 14.6000 5.5000 1.0000 I 2YR Yes
17225 15.1500 5.7500 1.0000 I 2YR Yes
16121 17.2800 11.2800 1.0000 I 2YR Yes
30281 15.3500 5.5000 1.0000 I 2YR Yes
30297 16.1250 5.5000 1.0000 I 2YR Yes
30655 0.0000 0.0000 0.0000 I Yes
23669 15.1250 7.0000 1.0000 I 2YR Yes
68505 0.0000 0.0000 0.0000 II-1 Yes
68505 15.2500 5.5000 1.0000 II-1 2YR Yes
66202 0.0000 0.0000 0.0000 II-1 Yes
53018 14.3250 5.7500 1.0000 II-2 2YR Yes
55448 14.7750 6.0000 1.0000 II-1 2YR Yes
64057 15.7000 5.5000 1.0000 II-1 2YR Yes
67901 16.4500 5.5000 1.0000 II-1 2YR Yes
56379 15.0000 6.7500 1.0000 II-1 2YR Yes
68104 17.0500 5.5000 1.0000 II-2 2YR Yes
50322 14.3500 5.5000 1.0000 II-2 2YR Yes
53209 15.9000 5.5000 1.0000 II-2 2YR Yes
33772 14.3000 6.0000 1.0000 II-1 2YR Yes
98375 16.8900 6.0000 1.0000 II-1 2YR Yes
44614 0.0000 0.0000 0.0000 II-1 Yes
44614 15.3000 5.5000 1.0000 II-1 2YR Yes
18347 16.4900 7.0000 1.0000 II-1 2YR Yes
97006 0.0000 0.0000 0.0000 II-1 No
97006 15.0000 5.5000 1.0000 II-1 2YR Yes
34243 15.2000 5.5000 1.0000 II-1 2YR Yes
40514 15.8500 5.5000 1.0000 II-1 2YR Yes
46814 16.1000 5.5000 1.0000 II-1 2YR No
46140 15.9500 6.7500 1.0000 II-1 2YR Yes
66006 15.2000 5.5000 1.0000 II-1 2YR Yes
44256 17.2000 5.5000 1.0000 II-1 2YR No
98541 16.6000 5.5000 1.0000 II-2 2YR Yes
23834 16.8000 7.0000 1.0000 II-1 2YR Yes
46017 0.0000 0.0000 0.0000 II-2 Yes
16323 15.9000 5.5000 1.0000 II-1 2YR Yes
61614 15.5120 5.5000 1.0000 II-2 2YR No
45223 0.0000 0.0000 0.0000 II-2 Yes
68111 17.2000 5.5000 1.0000 II-2 3YR Yes
64123 17.3000 5.5000 1.0000 II-1 3YR Yes
29172 0.0000 0.0000 0.0000 II-2 No
23464 0.0000 0.0000 0.0000 II-1 Yes
24141 15.6000 5.5000 1.0000 II-1 2YR Yes
23325 16.0000 5.5000 1.0000 II-2 2YR Yes
87120 17.0000 6.2500 1.0000 II-1 2YR No
23323 14.5750 5.5000 1.0000 II-1 2YR Yes
45872 0.0000 0.0000 0.0000 II-1 Yes
95628 14.6000 5.5000 1.0000 II-1 2YR Yes
48066 17.3900 5.5000 1.0000 II-2 2YR No
45406 15.5500 5.5000 1.0000 II-2 2YR Yes
98203 15.6500 8.6250 1.0000 II-1 3YR Yes
98503 13.7500 7.7500 1.0000 II-1 3YR Yes
92201 14.7500 8.7500 1.0000 II-1 3YR Yes
66002 15.3500 9.3500 1.0000 II-1 3YR No
50320 13.5000 7.5000 1.0000 II-2 3YR No
93551 15.0500 9.0500 1.0000 II-1 3YR No
94621 14.3100 8.3100 1.0000 II-1 3YR Yes
98118 14.3500 8.3500 1.0000 II-1 3YR Yes
95210 14.8500 8.8500 1.0000 II-1 3YR Yes
92653 14.2500 8.2500 1.0000 II-1 2YR Yes
90016 13.5000 7.5000 1.0000 II-2 3YR Yes
95820 14.2000 8.2000 1.0000 II-1 2YR Yes
92264 13.6500 7.6500 1.0000 II-1 3YR Yes
92583 13.9000 7.9000 1.0000 II-1 3YR No
90744 13.5500 7.5500 1.0000 II-2 3YR No
30189 15.6000 9.6000 1.0000 II-1 3YR No
34606 14.1000 8.1000 1.0000 II-1 3YR Yes
93065 14.9900 8.9900 1.0000 II-1 3YR Yes
90065 14.0500 8.0500 1.0000 II-1 3YR Yes
95965 16.4500 8.0000 1.0000 II-1 2YR Yes
96789 14.7100 8.7100 1.0000 II-1 3YR Yes
94579 14.5000 8.5000 1.0000 II-1 3YR Yes
92509 14.1000 8.1000 1.0000 II-1 3YR Yes
23320 13.9500 7.9500 1.0000 II-1 3YR Yes
92870 0.0000 0.0000 0.0000 II-2 Yes
93552 14.8000 8.8000 1.0000 II-1 3YR Yes
90062 14.4750 8.4750 1.0000 II-1 3YR Yes
34116 13.5000 7.5000 1.0000 II-1 3YR Yes
91722 13.5000 7.5000 1.0000 II-1 2YR Yes
92113 13.6500 7.6500 1.0000 II-1 2YR Yes
93534 13.9000 7.4000 1.0000 II-2 3YR Yes
85037 13.9500 7.4500 1.0000 II-1 2YR Yes
92703 13.8000 7.3000 1.0000 II-1 3YR Yes
94509 0.0000 0.0000 0.0000 II-1 Yes
90650 14.4000 7.9000 1.0000 II-1 3YR Yes
93710 0.0000 0.0000 0.0000 II-1 Yes
6226 14.9800 8.4800 1.0000 II-1 3YR Yes
92065 0.0000 0.0000 0.0000 II-1 Yes
60154 0.0000 0.0000 0.0000 II-1 No
60154 0.0000 0.0000 0.0000 II-1 No
56342 14.1000 7.8000 1.0000 II-1 2YR No
43701 0.0000 0.0000 0.0000 II-1 No
29650 0.0000 0.0000 0.0000 II-1 No
7205 14.5000 8.2500 1.0000 II-1 3YR No
60443 14.8750 6.1250 1.0000 II-1 3YR No
70056 0.0000 0.0000 0.0000 II-1 Yes
30032 0.0000 0.0000 0.0000 II-2 No
70592 0.0000 0.0000 0.0000 II-2 Yes
23702 15.1250 9.1250 1.0000 II-1 3YR Yes
19120 13.8500 7.8500 1.0000 II-2 3YR Yes
80907 0.0000 0.0000 0.0000 I No
30047 0.0000 0.0000 0.0000 I Yes
91722 0.0000 0.0000 0.0000 I Yes
55346 0.0000 0.0000 0.0000 I Yes
85213 0.0000 0.0000 0.0000 I Yes
33953 13.3500 7.3500 1.0000 II-1 2YR Yes
95660 14.9900 8.9900 1.0000 II-2 2YR Yes
95824 16.1250 10.1250 1.0000 II-2 2YR Yes
80013 14.8750 8.8750 1.0000 II-2 2YR Yes
92262 14.8750 8.8750 1.0000 II-2 2YR Yes
30157 16.2500 10.2500 1.0000 II-1 2YR No
30506 14.8750 8.8750 1.0000 II-1 2YR Yes
30013 14.7500 8.7500 1.0000 II-2 2YR Yes
30024 13.3750 7.3750 1.0000 II-1 2YR Yes
30519 14.1250 8.1250 1.0000 II-1 2YR No
33648 14.7500 8.7500 1.0000 II-1 2YR Yes
30233 16.3750 10.3750 1.0000 II-2 3YR Yes
34222 15.6250 9.6250 1.0000 II-1 2YR Yes
44095 15.5000 9.5000 1.0000 II-1 2YR Yes
60466 14.5000 8.5000 1.0000 II-1 2YR No
8865 15.5000 9.5000 1.0000 II-1 2YR No
8332 15.5000 9.5000 1.0000 II-2 2YR No
24486 0.0000 0.0000 0.0000 II-1 Yes
19030 0.0000 0.0000 0.0000 II-1 Yes
18067 15.5000 9.5000 1.0000 II-1 2YR Yes
7045 15.6250 9.6250 1.0000 II-2 2YR No
6515 13.9990 7.9990 1.0000 II-2 2YR Yes
7107 13.7500 7.7500 1.0000 II-2 2YR No
8876 15.0000 9.0000 1.0000 II-2 2YR No
21044 15.2500 9.2500 1.0000 II-2 2YR No
6706 14.3750 8.3750 1.0000 II-2 2YR Yes
8753 14.8750 8.8750 1.0000 II-1 2YR No
7039 15.8750 9.8750 1.0000 II-1 2YR No
60123 14.2500 8.2500 1.0000 II-1 2YR No
46356 13.7500 7.7500 1.0000 II-1 2YR Yes
47963 13.9900 7.9900 1.0000 II-1 2YR Yes
33308 14.9900 8.9900 1.0000 II-1 2YR Yes
29072 13.7500 7.7500 1.0000 II-1 2YR Yes
30044 0.0000 0.0000 0.0000 II-1 Yes
30044 13.5000 7.5000 1.0000 II-1 2YR Yes
33629 14.6250 8.6250 1.0000 II-1 2YR Yes
34983 14.8750 8.8750 1.0000 II-1 2YR Yes
32358 14.8750 8.8750 1.0000 II-2 2YR Yes
19027 15.3750 9.3750 1.0000 II-1 2YR Yes
33611 15.1250 9.1250 1.0000 II-1 2YR Yes
19115 14.3750 8.3750 1.0000 II-1 2YR Yes
33463 15.6250 9.6250 1.0000 II-1 2YR Yes
33463 14.7500 8.7500 1.0000 II-2 2YR Yes
11234 0.0000 0.0000 0.0000 II-1 No
8901 15.3750 9.3750 1.0000 II-2 2YR No
6484 14.5000 8.5000 1.0000 II-1 2YR Yes
7003 15.0000 9.0000 1.0000 II-1 2YR No
6614 0.0000 0.0000 0.0000 II-2 Yes
6515 0.0000 0.0000 0.0000 II-2 Yes
7205 15.8750 9.8750 1.0000 II-1 2YR No
43623 0.0000 0.0000 0.0000 II-1 Yes
6052 15.1250 9.1250 1.0000 II-1 2YR Yes
7028 15.3750 9.3750 1.0000 II-1 2YR No
7003 13.7500 7.7500 1.0000 II-2 2YR No
7202 14.7500 8.7500 1.0000 II-1 2YR No
44118 14.2500 8.2500 1.0000 II-1 2YR Yes
12501 14.0000 8.0000 1.0000 II-1 2YR No
43160 0.0000 0.0000 0.0000 II-2 Yes
18466 17.1250 11.1250 1.0000 II-2 2YR No
43206 14.0000 8.0000 1.0000 II-2 2YR Yes
33321 0.0000 0.0000 0.0000 II-2 Yes
6401 12.9900 6.9900 1.0000 II-1 2YR Yes
11207 16.2500 10.2500 1.0000 II-1 2YR No
19136 14.3750 8.3750 1.0000 II-2 2YR Yes
13069 16.2500 10.2500 1.0000 II-2 2YR No
12414 0.0000 0.0000 0.0000 II-1 No
1007 14.5000 8.5000 1.0000 II-2 2YR No
98501 15.6750 5.9900 1.5000 II-1 2YR Yes
85249 16.0000 9.0000 1.5000 II-1 2YR Yes
89113 15.2500 6.5000 1.5000 II-1 2YR Yes
92220 0.0000 0.0000 0.0000 II-2 Yes
95210 14.8750 6.2400 1.5000 II-1 2YR Yes
95376 15.2500 5.9900 1.5000 II-1 2YR Yes
93534 16.9500 6.9500 1.5000 II-2 2YR Yes
95828 15.6000 6.4900 1.5000 II-1 3YR Yes
92570 15.4000 6.8650 1.5000 II-1 2YR Yes
85204 15.2500 6.2400 1.5000 II-1 2YR Yes
85226 14.1500 6.4900 1.5000 II-1 2YR Yes
86314 0.0000 0.0000 0.0000 II-1 Yes
86314 15.4750 6.4900 1.5000 II-1 3YR Yes
85340 15.4000 7.4900 1.5000 II-1 2YR Yes
95401 0.0000 0.0000 0.0000 II-1 Yes
85242 13.6500 5.9900 1.5000 II-1 3YR Yes
92780 15.6000 7.2400 1.5000 II-1 2YR Yes
55432 14.3000 5.9900 1.5000 II-2 2YR Yes
45653 16.2000 8.2000 1.5000 I 2YR Yes
95246 0.0000 0.0000 0.0000 I Yes
53209 14.7000 5.5000 1.0000 I 2YR Yes
30019 16.2500 7.5000 1.0000 I 2YR Yes
27217 16.0000 5.5000 1.0000 I 2YR No
20109 16.7500 5.5000 1.0000 I 2YR Yes
46229 16.2500 5.5000 1.0000 I 2YR Yes
20784 14.5000 5.5000 1.0000 I 2YR No
93725 14.5500 5.5000 1.0000 I 2YR Yes
71601 15.9500 5.5000 1.0000 I 2YR Yes
36010 16.5000 10.5000 1.0000 I 3YR No
1588 13.3750 5.7500 1.0000 I 2YR Yes
89131 0.0000 0.0000 0.0000 I Yes
32792 15.8500 5.5000 1.0000 I 2YR Yes
63069 0.0000 0.0000 0.0000 I Yes
80906 0.0000 0.0000 0.0000 I Yes
87102 14.5000 8.5000 1.0000 I 2YR No
38751 0.0000 0.0000 0.0000 I Yes
48227 16.9900 5.5000 1.0000 I 2YR Yes
43062 15.0500 9.0500 1.0000 I 3YR Yes
93550 15.0250 5.5000 1.0000 I 2YR Yes
34952 14.3800 6.2500 1.0000 I 2YR Yes
20017 13.5000 5.5000 1.0000 I 2YR Yes
32807 15.6250 5.7500 1.0000 I 2YR Yes
33351 13.9900 5.5000 1.0000 I 2YR Yes
65802 0.0000 0.0000 0.0000 I Yes
1604 15.3500 9.3500 1.0000 I 2YR Yes
86327 13.9750 7.9750 1.0000 I 2YR Yes
85033 0.0000 0.0000 0.0000 I Yes
85033 14.8000 5.5000 1.0000 I 2YR Yes
46241 17.5400 5.5400 1.0000 I 2YR Yes
33954 0.0000 0.0000 0.0000 I Yes
93702 15.2500 5.5000 1.0000 I 2YR Yes
45064 15.1000 5.5000 1.0000 I 2YR Yes
8080 0.0000 0.0000 0.0000 I No
34436 15.5500 5.7500 1.0000 I 2YR Yes
7882 0.0000 0.0000 0.0000 I No
89110 13.1000 5.5000 1.0000 I 2YR Yes
62301 16.9500 5.5000 1.0000 I 2YR No
53209 15.7000 5.7500 1.0000 I 2YR Yes
23072 0.0000 0.0000 0.0000 I Yes
30253 15.3000 9.3000 1.0000 I 2YR Yes
23320 13.4500 7.4500 1.0000 I 2YR Yes
94589 15.6750 5.5000 1.0000 I 2YR Yes
85739 0.0000 0.0000 0.0000 I Yes
85739 14.3000 5.5000 1.0000 I 2YR Yes
95209 14.7250 6.0000 1.0000 I 2YR Yes
70129 0.0000 0.0000 0.0000 I Yes
70129 14.9900 5.5000 1.0000 I 2YR Yes
53218 14.5000 5.5000 1.0000 I 2YR Yes
91342 0.0000 0.0000 0.0000 I No
38654 13.7000 5.5000 1.0000 I 2YR Yes
30152 14.8750 5.7500 1.0000 I 2YR Yes
23832 0.0000 0.0000 0.0000 I Yes
23832 14.7500 5.5000 1.0000 I 2YR Yes
33311 0.0000 0.0000 0.0000 I Yes
49827 0.0000 0.0000 0.0000 I Yes
92021 0.0000 0.0000 0.0000 I No
92021 14.4500 8.4500 1.0000 I 2YR Yes
20111 13.9500 7.9500 1.0000 I 2YR Yes
23504 15.7750 9.7750 1.0000 I 2YR Yes
64132 15.4500 9.4500 1.0000 I 2YR Yes
30094 0.0000 0.0000 0.0000 I Yes
30044 0.0000 0.0000 0.0000 I Yes
33569 15.6000 5.5000 1.0000 I 2YR Yes
85037 14.9900 5.5000 1.0000 I 2YR Yes
92345 0.0000 0.0000 0.0000 I Yes
92345 14.9900 5.5000 1.0000 I 2YR Yes
15234 15.5500 6.0000 1.0000 I 2YR Yes
20723 15.2500 6.0000 1.0000 I 2YR Yes
18466 0.0000 0.0000 0.0000 I Yes
85208 14.8000 6.0500 1.0000 I 2YR Yes
17236 0.0000 0.0000 0.0000 I No
17236 0.0000 0.0000 0.0000 I Yes
20874 14.3000 5.5000 1.0000 I 2YR No
20716 15.2500 6.7500 1.0000 I 2YR No
22101 15.8750 5.5000 1.0000 I 2YR Yes
21784 14.5000 8.5000 1.0000 I 2YR Yes
56377 13.7000 7.7000 1.0000 I 2YR Yes
54730 15.3000 9.3000 1.0000 I 2YR No
29527 17.0250 11.0250 1.0000 I 2YR No
85713 0.0000 0.0000 0.0000 I Yes
55016 15.8750 5.5000 1.0000 I 2YR Yes
22015 0.0000 0.0000 0.0000 I Yes
22015 13.5750 7.5750 1.0000 I 2YR Yes
75028 0.0000 0.0000 0.0000 I Yes
90813 14.1250 5.5000 1.0000 I 2YR Yes
33024 0.0000 0.0000 0.0000 I Yes
21901 0.0000 0.0000 0.0000 I No
21901 14.0000 5.7500 1.0000 I 2YR No
83110 0.0000 0.0000 0.0000 I Yes
17406 14.7500 5.5000 1.0000 I 2YR Yes
11764 14.6250 5.5000 1.0000 I 2YR No
30349 0.0000 0.0000 0.0000 I Yes
30680 16.8000 6.2500 1.0000 I 2YR Yes
2072 15.4000 5.5000 1.0000 I 2YR Yes
97756 15.3500 5.5000 1.0000 I 2YR Yes
55445 0.0000 0.0000 0.0000 I Yes
55445 12.3760 5.5000 1.0000 I 2YR Yes
34747 15.9000 9.9000 1.0000 I 2YR Yes
54025 14.6500 8.6500 1.0000 I 2YR No
65202 13.9500 7.9500 1.0000 I 2YR Yes
30045 0.0000 0.0000 0.0000 I Yes
30092 14.8000 8.8000 1.0000 I 2YR Yes
17110 15.5000 6.0000 1.0000 I 2YR Yes
46203 14.7500 6.7500 1.0000 I 2YR Yes
32725 13.4000 5.5000 1.0000 I 2YR Yes
21216 15.8500 5.7500 1.0000 I 2YR No
27804 16.3500 5.5000 1.0000 I 2YR No
95127 12.7750 5.5000 1.0000 I 2YR Yes
33147 16.7250 6.0000 1.0000 I 2YR Yes
61088 15.1500 5.7500 1.0000 I 2YR No
92301 0.0000 0.0000 0.0000 I Yes
92301 14.1750 5.5000 1.0000 I 2YR Yes
60629 0.0000 0.0000 0.0000 I No
60629 14.1250 8.1250 1.0000 I 2YR No
22310 0.0000 0.0000 0.0000 I Yes
95060 15.6500 5.5000 1.0000 II-1 2YR Yes
98052 0.0000 0.0000 0.0000 II-1 Yes
98052 13.3750 5.5000 1.0000 II-1 2YR Yes
95132 0.0000 0.0000 0.0000 II-1 Yes
95132 13.7500 5.5000 1.0000 II-1 2YR Yes
98366 0.0000 0.0000 0.0000 II-1 Yes
98122 13.7500 5.2500 1.0000 II-1 2YR Yes
97224 14.1250 7.1250 1.0000 II-1 2YR Yes
94928 13.8750 6.8750 1.0000 II-1 2YR Yes
97007 13.9900 5.9500 1.0000 II-1 2YR Yes
28078 0.0000 0.0000 0.0000 II-2 No
85213 14.3150 5.9500 1.0000 II-1 3YR Yes
52356 0.0000 0.0000 0.0000 II-1 No
93535 14.2400 5.9500 1.0000 II-1 2YR Yes
30331 15.7000 5.5000 1.0000 I 2YR Yes
32738 17.0500 7.7500 1.0000 I 2YR Yes
55075 16.0500 5.7500 1.0000 I 2YR Yes
93637 14.4000 5.5000 1.0000 I 2YR Yes
60172 16.4000 5.5000 1.0000 I 2YR No
48209 0.0000 0.0000 0.0000 I Yes
85306 14.2000 5.5000 1.0000 I 2YR Yes
92591 15.0800 5.5000 1.0000 I 2YR No
80233 14.2000 7.2000 1.0000 I 2YR Yes
30349 0.0000 0.0000 0.0000 I Yes
30349 14.9500 5.5000 1.0000 I 2YR Yes
1876 15.0750 5.5000 1.0000 I 2YR Yes
62232 16.9250 10.9250 1.0000 I 2YR No
30135 0.0000 0.0000 0.0000 I No
55125 0.0000 0.0000 0.0000 I Yes
55376 0.0000 0.0000 0.0000 I No
55376 15.8750 9.8750 1.0000 I 2YR Yes
92124 0.0000 0.0000 0.0000 I Yes
92124 14.3250 5.5000 1.0000 I 2YR Yes
91706 15.3500 5.5000 1.0000 I 2YR Yes
92707 0.0000 0.0000 0.0000 I Yes
92707 13.8750 5.5000 1.0000 I 2YR Yes
40205 17.1000 9.1000 1.0000 I 2YR Yes
54982 0.0000 0.0000 0.0000 I Yes
23413 0.0000 0.0000 0.0000 I Yes
11722 15.3500 7.3500 1.0000 I 2YR No
24064 14.9000 5.7500 1.0000 I 2YR Yes
32209 15.8500 5.5000 1.0000 I 2YR Yes
23523 16.4950 6.2500 1.0000 I 2YR Yes
72118 14.5000 5.5000 1.0000 I 2YR Yes
23454 0.0000 0.0000 0.0000 I Yes
22041 15.3750 6.0000 1.0000 I 2YR Yes
29170 15.8750 5.5000 1.0000 I 2YR No
52803 15.7500 5.7500 1.0000 I 2YR No
23454 14.8550 5.5000 1.0000 I 2YR Yes
29556 16.4500 5.5000 1.0000 I 2YR No
37914 17.2500 6.2500 1.0000 I 2YR Yes
64138 13.2500 5.5000 1.0000 I 2YR Yes
46060 14.2050 5.5000 1.0000 I 2YR Yes
33771 12.8750 6.2500 3.0000 I 2YR Yes
32811 15.9300 5.5000 1.0000 I 2YR Yes
4062 15.6750 9.6750 1.0000 I 2YR No
49203 14.6000 8.6000 1.0000 I 2YR Yes
85053 15.7000 9.7000 1.0000 I 2YR No
99031 0.0000 0.0000 0.0000 I Yes
85204 14.9500 8.9500 1.0000 I 2YR Yes
89121 0.0000 0.0000 0.0000 I Yes
89074 0.0000 0.0000 0.0000 I Yes
89121 13.8750 5.7500 1.0000 I 2YR Yes
89074 14.9000 8.9000 1.0000 I 3YR Yes
91770 14.8750 8.8750 1.0000 I 2YR Yes
34949 14.7500 5.5000 1.0000 I 2YR Yes
15235 15.9000 6.2500 1.0000 I 2YR Yes
90220 17.9000 6.0000 1.0000 I 2YR Yes
7083 14.8000 5.5000 1.0000 I 2YR No
22191 0.0000 0.0000 0.0000 I Yes
22191 13.5500 5.5000 1.0000 I 2YR Yes
85041 15.9000 9.9000 1.0000 I 2YR No
4106 0.0000 0.0000 0.0000 I Yes
81007 14.3000 8.3000 1.0000 I 2YR Yes
19064 15.8750 9.8750 1.0000 II-1 2YR Yes
18360 17.5000 7.5000 1.0000 II-2 2YR Yes
19153 14.5000 6.5000 1.0000 II-2 2YR No
19014 15.5000 9.5000 1.0000 II-1 2YR No
40444 15.7500 9.7500 1.0000 II-1 2YR No
37615 0.0000 0.0000 0.0000 II-1 No
8080 15.1250 9.1250 1.0000 II-1 2YR No
8753 15.2500 9.2500 1.0000 II-2 2YR No
21216 15.6250 9.6250 1.0000 II-2 2YR No
22193 15.0000 9.0000 1.0000 II-1 2YR Yes
8731 16.0000 10.0000 1.0000 II-1 2YR No
7106 14.8750 8.8750 1.0000 II-2 2YR No
8619 15.8750 9.8750 1.0000 II-1 2YR No
8302 15.2500 9.2500 1.0000 II-2 2YR No
20906 16.3750 7.5000 1.0000 II-1 2YR No
19083 15.8750 9.8750 1.0000 II-1 2YR Yes
72802 15.2500 9.2500 1.0000 II-1 2YR No
18103 15.8750 9.8750 1.0000 II-2 2YR Yes
19012 14.0000 6.0000 1.0000 II-2 2YR Yes
19026 15.5000 9.5000 1.0000 II-2 2YR Yes
7461 15.8750 9.8750 1.0000 II-1 2YR No
7885 14.6250 8.6250 1.0000 II-1 2YR No
13788 15.7500 9.7500 1.0000 II-1 2YR No
21401 0.0000 0.0000 0.0000 I Yes
95035 16.0750 5.5000 1.0000 I 2YR Yes
46140 17.1000 5.5000 1.0000 I 2YR Yes
93552 0.0000 0.0000 0.0000 I Yes
93552 12.9750 5.5000 1.0000 I 2YR Yes
22026 14.9000 5.5000 1.0000 I 2YR No
48238 15.3750 5.5000 1.0000 I 2YR Yes
32937 15.5000 6.0000 1.0000 I 2YR Yes
33810 0.0000 0.0000 0.0000 I Yes
33810 14.1250 5.5000 1.0000 I 2YR Yes
32908 15.0500 5.5000 1.0000 I 2YR Yes
24017 15.8000 5.5000 1.0000 I 2YR Yes
33905 0.0000 0.0000 0.0000 I Yes
33905 14.5000 5.5000 1.5000 I 2YR Yes
94603 0.0000 0.0000 0.0000 I Yes
22485 14.3500 8.3500 1.0000 I 2YR Yes
90805 14.4750 8.4750 1.0000 I 2YR Yes
33704 14.6000 8.6000 1.0000 I 2YR Yes
83642 0.0000 0.0000 0.0000 I No
53186 14.2500 5.5000 1.0000 I 2YR Yes
53511 14.7500 6.2500 1.0000 I 2YR Yes
46394 16.6000 5.5000 1.0000 I 2YR Yes
91324 13.1250 5.5000 1.0000 I 2YR Yes
75503 16.6500 6.2500 1.0000 I 2YR Yes
32750 14.2500 5.5000 1.0000 I 2YR Yes
33024 15.3750 6.2500 1.0000 I 2YR Yes
6416 14.9900 5.5000 1.0000 I 2YR Yes
91910 14.8500 5.5000 1.0000 I 2YR No
33309 14.8300 5.5000 1.0000 I 2YR Yes
55803 13.8500 7.8500 1.0000 I 2YR Yes
64030 0.0000 0.0000 0.0000 I Yes
64030 14.5000 8.5000 1.0000 I 2YR Yes
94545 13.4750 7.4750 1.0000 I 2YR Yes
91977 13.9750 7.9750 1.0000 I 2YR Yes
92544 0.0000 0.0000 0.0000 I Yes
92223 13.3500 5.5000 1.0000 I 2YR Yes
93292 14.7750 8.7750 1.0000 I 2YR Yes
85340 14.2400 5.5000 1.0000 I 2YR Yes
21061 0.0000 0.0000 0.0000 I Yes
30052 14.9900 5.5000 1.0000 I 2YR Yes
8850 14.3000 6.2500 1.0000 I 2YR No
30064 14.9500 5.5000 1.0000 I 2YR Yes
45245 0.0000 0.0000 0.0000 I Yes
45245 15.5000 5.5000 1.0000 I 2YR Yes
33196 13.3800 6.2500 1.0000 I 2YR Yes
55016 15.1500 9.1500 1.0000 I 3YR Yes
20783 15.7500 6.2500 1.0000 I 2YR Yes
34232 14.7500 5.5000 1.0000 I 2YR Yes
53154 16.9000 5.5000 1.0000 I 2YR Yes
60638 15.2000 5.5000 1.0000 I 2YR No
19363 15.1250 5.7500 1.0000 I 2YR Yes
60155 0.0000 0.0000 0.0000 I No
60155 15.3000 9.3000 1.0000 I 2YR No
20882 14.1700 8.1700 1.0000 I 2YR No
91911 0.0000 0.0000 0.0000 I Yes
89052 0.0000 0.0000 0.0000 I Yes
89052 14.3750 5.5000 1.0000 I 2YR Yes
92243 0.0000 0.0000 0.0000 I Yes
21226 17.3500 5.5000 1.0000 I 2YR Yes
85331 15.1000 9.1000 1.0000 I 3YR Yes
75068 13.7500 5.5000 1.0000 I 2YR Yes
89120 13.6500 5.5000 1.0000 I 2YR Yes
90007 15.6500 5.5000 1.0000 I 2YR Yes
85329 14.9900 5.5000 1.0000 I 2YR Yes
21213 13.5000 5.5000 1.0000 I 2YR Yes
6117 16.6250 5.7500 1.0000 I 2YR Yes
92327 15.9250 6.2500 1.0000 I 2YR Yes
3902 15.5500 6.2500 1.0000 I 2YR No
30135 12.7000 7.7000 1.0000 I 2YR Yes
3032 0.0000 0.0000 0.0000 I Yes
33312 0.0000 0.0000 0.0000 II-1 Yes
33312 14.0900 5.9500 1.0000 II-1 2YR Yes
20743 14.6400 5.9500 1.0000 II-2 3YR No
92376 0.0000 0.0000 0.0000 II-1 Yes
93618 13.6500 7.6500 1.0000 I 3YR Yes
29910 0.0000 0.0000 0.0000 I Yes
43207 0.0000 0.0000 0.0000 I Yes
46307 15.0500 5.5000 1.0000 I 2YR Yes
49064 0.0000 0.0000 0.0000 I Yes
43206 15.9900 5.5000 1.0000 I 2YR Yes
32703 14.9700 8.9700 1.0000 I 3YR Yes
32177 16.2000 10.2000 1.0000 I 3YR Yes
49064 14.6900 5.5000 1.0000 I 2YR Yes
45840 14.9500 5.5000 1.0000 I 2YR Yes
49001 15.7500 5.5000 1.0000 I 2YR Yes
43148 14.7000 5.5000 1.0000 I 2YR Yes
90305 15.2500 5.5000 1.0000 I 2YR Yes
48503 16.6750 5.5000 1.0000 I 2YR Yes
44095 13.9900 5.5000 1.0000 I 2YR Yes
6106 14.7500 5.5000 1.0000 I 2YR Yes
33154 16.7500 8.7500 1.0000 I 2YR No
23322 14.0000 5.5000 1.0000 I 2YR Yes
98444 15.0500 5.5000 1.0000 I 2YR Yes
49316 16.1950 7.6950 1.0000 I 2YR Yes
61878 0.0000 0.0000 0.0000 I No
8247 15.5200 5.5000 1.0000 I 2YR No
56649 16.9250 5.5000 1.0000 I 2YR Yes
22192 0.0000 0.0000 0.0000 I No
22192 13.8500 7.8500 1.0000 I 2YR Yes
4401 14.6000 8.6000 1.0000 I 2YR No
48238 0.0000 0.0000 0.0000 I Yes
92316 17.9500 6.2500 1.0000 I 2YR Yes
15317 16.7500 5.5000 1.0000 I 2YR Yes
93704 15.3000 6.0000 1.0000 I 2YR Yes
89084 14.1750 5.5000 1.0000 I 2YR Yes
22508 15.6000 5.5000 1.0000 I 2YR Yes
35080 14.8750 5.5000 3.0000 I 2YR Yes
32222 15.6500 6.8000 1.0000 I 2YR Yes
29229 14.7500 5.5000 1.0000 I 2YR No
41015 16.5000 7.0000 1.0000 I 2YR Yes
1542 16.5000 6.0000 1.0000 I 2YR No
20147 0.0000 0.0000 0.0000 I Yes
21040 14.8750 7.3750 1.0000 I 2YR Yes
92630 16.9000 6.9500 1.0000 I 2YR Yes
23324 15.1700 6.2500 1.0000 I 2YR Yes
20748 15.8650 5.5000 1.0000 I 2YR No
20850 0.0000 0.0000 0.0000 I No
20850 0.0000 0.0000 0.0000 I No
53558 0.0000 0.0000 0.0000 I Yes
53511 0.0000 0.0000 0.0000 I No
53558 14.7500 5.5000 1.0000 I 2YR Yes
23602 15.6250 5.5000 1.0000 I 2YR Yes
40391 16.8000 5.5000 1.0000 I 2YR Yes
63701 14.4000 8.4000 1.0000 I 2YR Yes
29505 14.7000 8.7000 1.0000 I 2YR No
89121 14.1500 5.9900 1.5000 II-2 2YR Yes
85027 14.0250 5.9900 1.5000 II-2 2YR Yes
90221 14.8750 6.2400 1.5000 II-2 3YR Yes
93550 0.0000 0.0000 0.0000 II-1 Yes
98801 15.6500 6.4900 1.5000 II-1 2YR Yes
92692 13.8500 5.9900 1.5000 II-1 2YR Yes
95215 16.5000 5.9900 1.5000 II-2 3YR Yes
85242 13.6500 5.9900 1.5000 II-1 5YR Yes
85302 0.0000 0.0000 0.0000 II-1 Yes
85302 14.3750 5.9900 1.5000 II-1 3YR Yes
92804 0.0000 0.0000 0.0000 II-1 Yes
92804 15.1250 5.9900 1.5000 II-1 2YR Yes
89139 0.0000 0.0000 0.0000 II-1 Yes
91740 0.0000 0.0000 0.0000 II-1 Yes
84770 16.1250 9.1250 1.0000 II-1 5YR Yes
99504 15.6000 5.9900 1.5000 II-1 3YR No
90016 14.1000 6.4900 1.5000 II-2 2YR Yes
93442 15.8000 5.9900 1.5000 II-1 2YR Yes
94513 16.4000 9.4000 1.5000 II-2 2YR Yes
93250 16.7500 6.2500 1.0000 I 2YR Yes
95823 14.3000 5.5000 1.0000 I 2YR Yes
89436 13.4800 5.5000 1.0000 I 2YR Yes
91342 13.7750 5.5000 1.0000 I 2YR Yes
23505 16.7500 10.7500 1.0000 I 3YR Yes
22193 15.8750 5.5000 1.0000 I 2YR Yes
32503 0.0000 0.0000 0.0000 I Yes
20707 0.0000 0.0000 0.0000 I No
63043 0.0000 0.0000 0.0000 I Yes
63043 15.5500 9.5500 1.0000 I 2YR Yes
53218 0.0000 0.0000 0.0000 I No
53218 15.1250 9.1250 1.0000 I 2YR No
85202 14.3500 8.3500 1.0000 I 2YR No
33594 13.9900 5.9500 1.0000 II-1 3YR Yes
33012 0.0000 0.0000 0.0000 II-1 Yes
33012 0.0000 0.0000 0.0000 II-1 Yes
89103 14.5000 8.5000 1.0000 II-2 2YR Yes
63377 14.2500 8.2500 1.0000 II-1 2YR Yes
89123 15.2500 9.2500 1.0000 II-1 3YR Yes
92376 14.5000 8.5000 1.0000 II-1 2YR Yes
92604 0.0000 0.0000 0.0000 II-2 Yes
85614 14.9500 8.9500 1.0000 II-2 2YR Yes
89032 0.0000 0.0000 0.0000 II-2 Yes
94561 14.5000 6.9900 1.0000 II-1 2YR Yes
92201 14.2500 8.2500 1.0000 II-2 2YR Yes
92392 0.0000 0.0000 0.0000 II-2 Yes
92337 15.5000 9.5000 1.0000 II-1 2YR Yes
91730 14.5000 8.5000 1.0000 II-1 2YR Yes
92509 14.2500 8.2500 1.0000 II-1 2YR Yes
90059 14.9500 8.9500 1.0000 II-2 2YR Yes
85326 15.0000 6.9900 1.0000 II-2 2YR Yes
92563 14.9900 8.9900 1.0000 II-1 2YR Yes
93728 13.5000 7.5000 1.0000 II-2 2YR Yes
93307 0.0000 0.0000 0.0000 II-2 Yes
20832 0.0000 0.0000 0.0000 I No
7112 14.8550 5.5000 1.0000 I 2YR No
92509 0.0000 0.0000 0.0000 I Yes
32311 15.3750 5.5000 3.0000 I 2YR Yes
92509 14.5250 5.5000 1.0000 I 2YR Yes
97113 13.9300 5.5000 1.0000 I 2YR Yes
95206 16.8000 5.5000 1.0000 I 2YR Yes
20735 15.4000 6.2500 1.0000 I 2YR No
92236 15.1500 5.5000 1.0000 I 2YR Yes
35080 16.2500 7.2500 1.0000 I 2YR Yes
84020 0.0000 0.0000 0.0000 I No
84020 15.7250 5.5000 1.0000 I 2YR Yes
32835 0.0000 0.0000 0.0000 I Yes
32835 14.5000 8.5000 1.0000 I 3YR Yes
85268 13.7500 5.5000 1.0000 I 2YR Yes
33004 15.6250 9.6250 1.0000 I 2YR Yes
33155 15.3750 5.5000 1.0000 I 2YR Yes
10023 14.8250 8.8250 1.0000 I 2YR Yes
8110 14.2000 8.2000 1.0000 I 2YR No
64052 15.4500 9.4500 1.0000 I 2YR Yes
22630 15.8250 5.5000 1.0000 I 2YR Yes
75232 0.0000 0.0000 0.0000 I No
5850 14.9900 7.9900 2.0000 II-1 2YR No
32720 16.8900 9.8900 2.0000 II-1 2YR Yes
82901 14.5000 8.5000 1.0000 II-1 2YR Yes
34655 16.2900 9.2900 2.0000 II-1 2YR Yes
30114 17.8900 10.8900 2.0000 II-1 2YR No
20112 15.6900 8.6900 1.5000 II-1 3YR Yes
94928 0.0000 0.0000 0.0000 II-1 Yes
23456 0.0000 0.0000 0.0000 II-1 Yes
85042 15.4900 8.4900 2.0000 II-2 2YR Yes
23323 0.0000 0.0000 0.0000 II-1 Yes
44685 14.7900 7.7900 2.0000 II-1 3YR Yes
85296 14.5900 7.5900 1.5000 II-1 2YR Yes
12594 15.8900 6.9900 2.0000 II-2 2YR No
36532 15.9900 8.9900 2.0000 II-1 2YR No
92376 16.6900 9.6900 2.0000 II-1 2YR No
97045 14.3900 7.3900 2.0000 II-1 3YR Yes
60005 0.0000 0.0000 0.0000 II-2 No
61065 16.1900 9.1900 2.0000 II-2 2YR No
72113 14.8900 7.8900 2.0000 II-1 2YR Yes
85205 15.0900 6.9900 2.0000 II-2 2YR Yes
28562 16.8400 9.8400 2.0000 II-1 2YR No
85222 15.0900 8.0900 1.5000 II-1 2YR Yes
92346 15.5900 8.5900 1.5000 II-1 2YR Yes
29579 0.0000 0.0000 0.0000 II-1 No
10469 15.5900 8.5900 2.0000 II-1 2YR No
30134 15.5650 8.5650 2.0000 II-2 2YR No
40403 0.0000 0.0000 0.0000 II-1 Yes
46323 16.3900 9.3900 2.0000 II-2 2YR Yes
32818 15.3900 8.3900 2.0000 II-1 2YR Yes
46410 14.7900 7.7900 2.0000 II-2 2YR Yes
32825 15.7900 8.7900 2.0000 II-1 2YR Yes
96084 14.9900 7.9900 2.0000 II-1 2YR Yes
11731 15.7900 8.7900 2.0000 II-2 3YR No
91384 15.4900 8.4900 2.0000 II-1 2YR Yes
33990 15.3900 8.3900 1.5000 II-1 2YR Yes
33603 15.2400 8.2400 2.0000 II-1 3YR Yes
24293 15.2900 8.2900 1.5000 II-1 2YR Yes
13088 15.0900 8.0900 2.0000 II-1 2YR No
95621 15.0900 8.0900 1.5000 II-2 2YR Yes
85374 15.3900 8.3900 2.0000 II-2 2YR Yes
23602 0.0000 0.0000 0.0000 II-1 Yes
30739 16.9900 9.9900 2.0000 II-2 3YR No
85233 14.6900 7.6900 1.5000 II-1 2YR No
23602 15.2900 8.2900 1.5000 II-1 2YR Yes
70003 15.2900 8.2900 1.5000 II-2 2YR Yes
30152 15.4900 8.4900 1.5000 II-1 2YR No
33068 15.1900 8.1900 2.0000 II-1 2YR Yes
85201 14.5900 7.5900 2.0000 II-1 3YR Yes
28078 15.3400 8.3400 2.0000 II-1 2YR No
11704 14.3900 6.9900 2.00