Common use of Optional Termination Clause in Contracts

Optional Termination. On or after any Payment Date on which the Pool Principal Balance declines to 10% or less of the Original Pool Principal Balance, then the Majority Residual Interestholders may, at their option, effect an early termination of the Issuer. On or after any Payment Date on which the Pool Principal Balance declines to 5% or less of the Original Pool Principal Balance, then the Securities Insurer or the Master Servicer may, at their respective options, effect an early termination of the Issuer. The Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, shall effect such early termination by providing prior notice thereof to the Servicer, the Indenture Trustee, the Master Servicer, the Securities Insurer and Owner Trustee and by purchasing all of the Home Loans from the Issuer at a purchase price, payable in cash, equal to or greater than the Termination Price. The expense of any Independent appraiser required under this Section 11.02 shall be a nonreimbursable expense of Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable. Any such early termination by the Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, shall be accomplished by depositing into the Collection Account on the third Business Day prior to the Payment Date on which the purchase is to occur the amount of the Termination Price to be paid. The Termination Price and any amounts then on deposit in the Collection Account (other than any amounts not required to have been deposited therein pursuant to Section 5.01(b)(1) hereof and any amounts withdrawn therefrom by the Indenture Trustee pursuant to Section 5.01(b)(3) hereof) shall be transferred to the Note Payment Account pursuant to Section 5.01(b)(2) hereof for payment to Noteholders and the Securities Insurer on the succeeding Payment Date; and any amounts received with respect to the Home Loans and Foreclosure Properties subsequent to the Due Period immediately preceding such final Payment Date shall belong to the purchaser thereof or the Securities Insurer, as applicable. For purposes of calculating the Available Payment Amount for such final Payment Date, amounts transferred to the Note Payment Account immediately preceding such final Payment Date shall in all cases be deemed to have been received during the related Due Period, and amounts so transferred shall be applied pursuant to Section 5.01(d) and (e) hereof.

Optional Termination. [(a) On any Payment Date on or after any the first Payment Date on which the Pool Principal Asset Balance declines to 10% or for such date is less than [ ] percent of the Original Pool Principal Cut-off Date Asset Balance, then [ ], acting directly or through one or more Affiliates, may purchase from the Majority Residual Interestholders may, at their option, effect an early termination Issuer all (but not fewer than all) of the Issuer. On or after any Payment Date on which the Pool Principal Balance declines to 5% or less Loan Assets and all other property of the Original Pool Principal Balance, then the Securities Insurer or the Master Servicer may, at their respective options, effect an early termination of the Issuer. The Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, shall effect such early termination by providing prior notice thereof to the Servicer, the Indenture Trustee, the Master Servicer, the Securities Insurer and Owner Trustee and by purchasing all of the Home Loans from the Issuer at a purchase price, payable in cash, cash price equal to or the sum of (A) the sum of (w) the greater than of (i) the sum of the unpaid principal balance of each Mortgage Loan and the Underlying Securities Balance immediately prior to the date of purchase and (ii) the fair market value of such Mortgage Loans and Underlying Securities (disregarding accrued interest), (x) any accrued and unpaid interest on the Mortgage Loans from the date as to which interest was last paid to (but not including) the Due Date in the Due Period immediately preceding the related Payment Date, calculated at the Mortgage Rate thereon and any accrued and unpaid interest on the Underlying Securities to but not including the related Payment Date, (y) any unreimbursed Servicing Advances with respect to such Mortgage Loan and (z) the fair market value of all other property of the Trust, and (B) the Yield Maintenance Amount (such amount, the “Termination Price”). [ ] shall deliver written notice of its intention to exercise such option to the Issuer, the Indenture Trustee and the Master Servicer not less than ten days prior to the applicable Payment Date. The expense right of any Independent appraiser required under this Section 11.02 shall be a nonreimbursable expense [ ] so to exercise such optional purchase right is superior to such right of Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable. Any The Master Servicer may only exercise such early termination by the Majority Residual Interestholdersoptional right if [ ] explicitly declines to do so. In connection with such purchase, the Securities Insurer or the Master Servicer, as applicable, Servicer shall be accomplished by depositing into the Collection Account on the third Business Day prior remit to the Payment Date on which the purchase is to occur the amount of the Termination Price to be paid. The Termination Price and any Indenture Trustee all amounts then on deposit in the Collection Account (other than any amounts not required to have been deposited therein pursuant to Section 5.01(b)(1) hereof and any amounts withdrawn therefrom by in respect of the Indenture Trustee pursuant to Section 5.01(b)(3) hereof) shall be transferred related Total Distribution Amount for deposit to the Note Payment Account pursuant to Section 5.01(b)(2) hereof for payment to Noteholders and the Securities Insurer on the succeeding Payment Date; and any amounts received with respect to the Home Loans and Foreclosure Properties subsequent to the Due Period immediately preceding such final Payment Date Distribution Account, which deposit shall belong to the purchaser thereof or the Securities Insurer, as applicable. For purposes of calculating the Available Payment Amount for such final Payment Date, amounts transferred to the Note Payment Account immediately preceding such final Payment Date shall in all cases be deemed to have been received during the related Due Period, and amounts so transferred shall be applied pursuant to Section 5.01(d) and (e) hereofoccurred immediately preceding such purchase.]

Optional Termination. On The Majority Residual Interestholders may, at their option, effect an early termination of the Issuer and the Grantor Trust on or after any Payment Date on which the Pool Principal Balance declines to 10% or less of the Original Pool Principal Balance, then the Majority Residual Interestholders may, at their option, effect an early termination of the Issuer. On or after any Payment Date on which the Pool Principal Balance declines to 5% or less of the Original Pool Principal Balance, then the Securities Insurer or the Master Servicer may, at their respective options, effect an early termination of the IssuerMaximum Collateral Amount. The Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, Interestholders shall effect such early termination by providing prior notice thereof to the Servicer, the Indenture Trustee, the Master Servicer, the Securities Insurer Grantor Trustee and Owner Trustee and by purchasing all of the Home Loans from the Issuer Grantor Trustee at a purchase price, payable in cash, equal to or greater than the Termination Price. The expense of any Independent appraiser required under this Section 11.02 shall be a nonreimbursable expense of Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable. Any such early termination by the Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, Interestholders shall be accomplished by depositing into the Collection Account on the third Business Day prior to the Payment Date on which the purchase is to occur the amount of the Termination Price to be paid. The Termination Price and any amounts then on deposit in the Collection Account (other than any amounts not required to have been deposited therein pursuant to Section 5.01(b)(1) hereof and any amounts withdrawn withdrawable therefrom by the Indenture Trustee pursuant to Section 5.01(b)(3) hereof) shall be transferred to the Note Payment Account pursuant to Section 5.01(b)(2) hereof as a terminating distribution in respect of the Grantor Trust Certificate pursuant to Section 5.02 of the Grantor Trust Agreement for payment to Noteholders and the Securities Insurer on the succeeding Payment Date; and any amounts received with respect to the Home Loans and Foreclosure Properties subsequent to the Due Period immediately preceding such final Payment Date shall belong to the purchaser thereof or the Securities Insurer, as applicablethereof. For purposes of calculating the Available Payment Amount for such final Payment Date, amounts transferred to the Note Payment Account immediately preceding such final Payment Date shall in all cases be deemed to have been received during the related Due Period, and amounts so transferred shall be applied pursuant to Section 5.01(d) and (e) hereof.

Optional Termination. On The Majority Residual Interestholders may, at their option, effect an early termination of the Issuer and the Grantor Trust on or after any Payment Date on which the Pool Principal Balance declines to 10% or less of the Original Pool Principal Balance, then the Majority Residual Interestholders may, at their option, effect an early termination of the Issuer. On or after any Payment Date on which the Pool Principal Balance declines to 5% or less of the Original Pool Principal Balance, then the Securities Insurer or the Master Servicer may, at their respective options, effect an early termination of the Issuer. The Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, Interestholders shall effect such early termination by providing prior notice thereof to the Servicer, the Indenture Trustee, the Master Servicer, the Securities Insurer Grantor Trustee and Owner Trustee and by purchasing all of the Home Loans from the Issuer Grantor Trustee at a purchase price, payable in cash, equal to or greater than the Termination Price. The expense of any Independent appraiser required under this Section 11.02 shall be a nonreimbursable expense of Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable. Any such early termination by the Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, Interestholders shall be accomplished by depositing into the Collection Account on the third Business Day prior to the Payment Date on which the purchase is to occur the amount of the Termination Price to be paid. The Termination Price and any amounts then on deposit in the Collection Account (other than any amounts not required to have been deposited therein pursuant to Section 5.01(b)(1) hereof and any amounts withdrawn withdrawable therefrom by the Indenture Trustee pursuant to Section 5.01(b)(3) hereof) shall be transferred to the Note Payment Account pursuant to Section 5.01(b)(2) hereof as a terminating distribution in respect of the Grantor Trust Certificate pursuant to Section 5.02 of the Grantor Trust Agreement for payment to Noteholders and the Securities Insurer on the succeeding Payment Date; and any amounts received with respect to the Home Loans and Foreclosure Properties subsequent to the Due Period immediately preceding such final Payment Date shall belong to the purchaser thereof or the Securities Insurer, as applicablethereof. For purposes of calculating the Available Payment Amount for such final Payment Date, amounts transferred to the Note Payment Account immediately preceding such final Payment Date shall in all cases be deemed to have been received during the related Due Period, and amounts so transferred shall be applied pursuant to Section 5.01(d) and (e) hereof.

Optional Termination. [(a) On any Distribution Date on or after any Payment the first Distribution Date on which the Pool Principal Asset Balance declines to 10% or for such date is less than [ ] percent of the Original Pool Principal Cut-off Date Asset Balance, then [ ], acting directly or through one or more Affiliates, may purchase from the Majority Residual Interestholders may, at their option, effect an early termination Issuer all (but not fewer than all) of the Issuer. On or after any Payment Date on which the Pool Principal Balance declines to 5% or less Loan Assets and all other property of the Original Pool Principal Balance, then the Securities Insurer or the Master Servicer may, at their respective options, effect an early termination of the Issuer. The Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, shall effect such early termination by providing prior notice thereof to the Servicer, the Indenture Trustee, the Master Servicer, the Securities Insurer and Owner Trustee and by purchasing all of the Home Loans from the Issuer at a purchase price, payable in cash, cash price equal to or the sum of (A) the sum of (w) the greater than of (i) the sum of the unpaid principal balance of each Mortgage Loan and the Underlying Securities Balance immediately prior to the date of purchase and (ii) the fair market value of such Mortgage Loans and Underlying Securities (disregarding accrued interest), (x) any accrued and unpaid interest on the Mortgage Loans from the date as to which interest was last paid to (but not including) the Due Date in the Due Period immediately preceding the related Distribution Date, calculated at the Mortgage Rate thereon and any accrued and unpaid interest on the Underlying Securities to but not including the related Distribution Date, (y) any unreimbursed Servicing Advances with respect to such Mortgage Loan and (z) the fair market value of all other property of the Trust, and (B) the Yield Maintenance Amount (such amount, the “Termination Price”). [ ] shall deliver written notice of its intention to exercise such option to the Issuer, the Indenture Trustee and the Master Servicer not less than ten days prior to the applicable Distribution Date. The expense right of any Independent appraiser required under this Section 11.02 shall be a nonreimbursable expense [ ] so to exercise such optional purchase right is superior to such right of Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable. Any The Master Servicer may only exercise such early termination by the Majority Residual Interestholdersoptional right if [ ] explicitly declines to do so. In connection with such purchase, the Securities Insurer or the Master Servicer, as applicable, Servicer shall be accomplished by depositing into the Collection Account on the third Business Day prior remit to the Payment Date on which the purchase is to occur the amount of the Termination Price to be paid. The Termination Price and any Indenture Trustee all amounts then on deposit in the Collection Account (other than any amounts not required to have been deposited therein pursuant to Section 5.01(b)(1) hereof and any amounts withdrawn therefrom by in respect of the Indenture Trustee pursuant to Section 5.01(b)(3) hereof) shall be transferred related Total Distribution Amount for deposit to the Note Payment Account pursuant to Section 5.01(b)(2) hereof for payment to Noteholders and the Securities Insurer on the succeeding Payment Date; and any amounts received with respect to the Home Loans and Foreclosure Properties subsequent to the Due Period immediately preceding such final Payment Date Distribution Account, which deposit shall belong to the purchaser thereof or the Securities Insurer, as applicable. For purposes of calculating the Available Payment Amount for such final Payment Date, amounts transferred to the Note Payment Account immediately preceding such final Payment Date shall in all cases be deemed to have been received during the related Due Period, and amounts so transferred shall be applied pursuant to Section 5.01(d) and (e) hereofoccurred immediately preceding such purchase.]

Optional Termination. (a) On or after any Payment Date on or after -------------------- the date on which the Pool Principal outstanding aggregate Loan Balance declines of the Mortgage Loans is equal to 10% or less than 5% of the Original Pool Principal BalanceAggregate Loan Balance (the "Optional Termination Date") and provided that the Swap Agreements are no longer outstanding, then the Majority Residual Interestholders may, at their option, effect an early termination Servicer may purchase from the Trust all (but not fewer than all) of the Issuer. On Mortgage Loans, the Pooled Certificates, and all Property theretofore acquired in respect of any Mortgage by foreclosure, deed in lieu of foreclosure, or after any Payment Date on which otherwise then remaining in the Pool Principal Balance declines Trust (the "Optional Termination Right") at a price (the "Optional Termination Price") equal to 5the sum of (i) 100% or less of the Original Pool Principal Balance, then the Securities Insurer or the Master Servicer may, at their respective options, effect an early termination aggregate Loan Balances of the Issuer. The Majority Residual InterestholdersMortgage Loans as of the day of purchase minus amounts remitted from the Servicer Collection Account to the Trustee Collection Account, representing collections of principal on the Mortgage Loans during the current Remittance Period, (ii) one month's interest on such amount computed at the LIBOR Rate less the portion of Available Interest Amounts available to pay interest on the Notes on such Payment Date, (iii) the outstanding principal balance of the Pooled Certificates, the Securities Insurer or the Master Servicer, as applicable, shall effect such early termination by providing prior notice thereof unpaid amounts due and owing to the ServicerNote Insurer under the Insurance Agreement and reimbursement of any draws under the Note Insurance Policy, (iv) the aggregate amount of any related unreimbursed Delinquency Advances and Servicing Advances and (v) any LIBOR Interest Carryover Amount. In connection with such purchase, the Indenture Trustee, the Master Servicer, the Securities Insurer and Owner Trustee and by purchasing all of the Home Loans from the Issuer at a purchase price, payable in cash, equal to or greater than the Termination Price. The expense of any Independent appraiser required under this Section 11.02 Servicer shall be a nonreimbursable expense of Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable. Any such early termination by the Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, shall be accomplished by depositing into the Collection Account on the third Business Day prior remit to the Payment Date on which the purchase is to occur the amount of the Termination Price to be paid. The Termination Price and any Indenture Trustee all amounts then on deposit in the Servicer Collection Account (other than any amounts not required to have been deposited therein pursuant to Section 5.01(b)(1) hereof and any amounts withdrawn therefrom by the Indenture Trustee pursuant to Section 5.01(b)(3) hereof) shall be transferred for deposit to the Note Payment Account pursuant to Section 5.01(b)(2) hereof for payment to Noteholders and the Securities Insurer on the succeeding Payment Date; and any amounts received with respect to the Home Loans and Foreclosure Properties subsequent to the Due Period immediately preceding such final Payment Date Trustee Collection Account, which deposit shall belong to the purchaser thereof or the Securities Insurer, as applicable. For purposes of calculating the Available Payment Amount for such final Payment Date, amounts transferred to the Note Payment Account immediately preceding such final Payment Date shall in all cases be deemed to have been received during the related Due Period, and amounts so transferred shall be applied pursuant to Section 5.01(d) and (e) hereofoccurred immediately preceding such purchase.

Optional Termination. On or after any Payment Date on which the Pool Principal Balance declines to 10% or less of the Original Pool Principal Balance, then the Majority Residual Interestholders may, at their option, effect an early termination of the IssuerIssuer and the Grantor Trust. On or after any Payment Date on which the Pool Principal Balance declines to 5% or less of the Original Pool Principal Balance, then the Securities Insurer or the Master Servicer may, at their respective options, effect an early termination of the IssuerIssuer and the Grantor Trust. The Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, shall effect such early termination by providing prior notice thereof to the Servicer, the Indenture Trustee, the Grantor Trustee, the Master Servicer, the Securities Insurer and Owner Trustee and by purchasing all of the Home Loans from the Issuer Grantor Trustee at a purchase price, payable in cash, equal to or greater than the Termination Price. The expense of any Independent appraiser required under this Section 11.02 shall be a nonreimbursable expense of Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable. Any such early termination by the Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, shall be accomplished by depositing into the Collection Account on the third Business Day prior to the Payment Date on which the purchase is to occur the amount of the Termination Price to be paid. The Termination Price and any amounts then on deposit in the Collection Account (other than any amounts not required to have been deposited therein pursuant to Section 5.01(b)(1) hereof and any amounts withdrawn therefrom by the Indenture Trustee pursuant to Section 5.01(b)(3) hereof) shall be transferred to the Note Payment Account pursuant to Section 5.01(b)(2) hereof as a terminating distribution in respect of the Grantor Trust Certificate pursuant to Section 5.02 of the Grantor Trust Agreement for payment to Noteholders and the Securities Insurer on the succeeding Payment Date; and any amounts received with respect to the Home Loans and Foreclosure Properties subsequent to the Due Period immediately preceding such final Payment Date shall belong to the purchaser thereof or the Securities Insurer, as applicable. For purposes of calculating the Available Payment Amount for such final Payment Date, amounts transferred to the Note Payment Account immediately preceding such final Payment Date shall in all cases be deemed to have been received during the related Due Period, and amounts so transferred shall be applied pursuant to Section 5.01(d) and (e) hereof.

Optional Termination. On or after any Payment Date on which or after the Pool Principal Balance declines to 10% or less of the Original Pool Principal BalanceCall Option Date, then the Majority Residual Interestholders may, at their option, effect an early termination of the Issuer. On or after any Payment Date on which the Aggregate Pool Principal Balance declines to 5% or less of the Original Cut-Off Date Aggregate Pool Principal Balance, then the Securities Insurer or the Master Servicer may, at their respective optionsits option, effect an early termination of the Issuer. If the Securities Insurer does not exercise this option, the Servicer may do so, at its option. The Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, shall effect such early termination by providing prior notice thereof to the Servicer, the Indenture Trustee, the Master Servicer, the Securities Insurer and Owner Trustee and by purchasing all of the Home Loans from the Issuer at a purchase price, payable in cash, equal to or greater than the Termination Price. The expense of any Independent appraiser required under this Section 11.02 shall be a nonreimbursable expense of Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable. Any such early termination by the Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, shall be accomplished by depositing into the Collection Account on the third Business Day prior to the Payment Date on which the purchase is to occur the amount of the Termination Price to be paid. The Termination Price and any amounts then on deposit in the Collection Account (other than any amounts not required to have been deposited therein pursuant to Section 5.01(b)(1) hereof and any amounts withdrawn therefrom by the Indenture Trustee pursuant to Section 5.01(b)(35.01(b)(4) hereof) shall be transferred to the Note Payment Account pursuant to Section 5.01(b)(2) hereof for payment to Noteholders and the Securities Insurer on the succeeding Payment Date; and any amounts received with respect to the Home Loans and Foreclosure Properties subsequent to the Due Period immediately preceding such final Payment Date shall belong to the purchaser thereof or the Securities Insurer, as applicable. For purposes of calculating the Available Payment Amount for each Class of Notes for such final Payment DateDate for any Class of Notes, amounts transferred to the Note Payment Account immediately preceding such final Payment Date shall in all cases be deemed to have been received during the related Due Period, and amounts so transferred shall be applied pursuant to Section 5.01(d) and (e) hereof.

Optional Termination. On The Residual Interest Certificateholders may, at their option, (or if the Residual Interest Certificateholders fail to exercise such option the Certificate Insurer may, at its option) effect an early termination of REMIC I and REMIC II on or after any Payment Distribution Date on which the aggregate Pool Principal Balance for Fixed Rate Mortgage Loans and Adjustable Rate Mortgage Loans declines to 10% or less of the Original Pool Principal Balance, then the Majority Residual Interestholders may, at their option, effect an early termination of the Issuer. On or after any Payment Date on which the Pool Principal Balance declines to 5% or less of the Original Pool Principal Balance, then the Securities Insurer or the Master Servicer may, at their respective options, effect an early termination of the Issuer. The Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, Interest Certificateholders shall effect such early termination by providing prior notice thereof to the Servicer, Trustee and the Indenture Trustee, the Master Servicer, the Securities Certificate Insurer and Owner Trustee and by purchasing all of the Home related Mortgage Loans from the Issuer at a purchase price, payable in cash, equal to or greater price not less than the Termination Price. The expense of any Independent appraiser required under this Section 11.02 shall be a nonreimbursable expense of Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable. Any such early termination by the Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, Interest Certificateholders shall be accomplished by depositing into the related Collection Account on the third Business Day prior to Determination Date immediately preceding the Payment Distribution Date on which the purchase is to occur the amount of the Termination Price to be paid. The Termination Price and any amounts then on deposit in the related Collection Account (other than any amounts not required to have been deposited therein pursuant to Section 5.01(b)(1) hereof 6.1 and any amounts withdrawn withdrawable therefrom by the Indenture Trustee pursuant to Section 5.01(b)(3) hereof6.1) shall be transferred to the Note Payment related Certificate Account pursuant for distribution to Section 5.01(b)(2) hereof for payment to Noteholders and the Securities Insurer related Certificateholders on the succeeding Payment Distribution Date; and any amounts received with respect to 133 the Home Mortgage Loans and Foreclosure Properties subsequent to the Due Period immediately preceding such final Payment Distribution Date shall belong to the purchaser thereof or the Securities Insurer, as applicablethereof. For purposes of calculating the related Available Payment Distribution Amount for such final Payment Distribution Date, amounts transferred to the Note Payment related Certificate Account immediately preceding such final Payment Distribution Date shall in all cases be deemed to have been received during the related Due Period, and amounts so transferred . Any such early termination shall be applied pursuant conducted so as to Section 5.01(d) and (e) hereofconstitute a qualified liquidation under the REMIC Provisions.

Optional Termination. On or after any Payment Date on which the Pool Principal Balance declines to 10% or less of the Original Pool Principal Balance, then the Majority Residual Interestholders may, at their option, effect an early termination of the Issuer. On or after any Payment Date on which the Pool Principal Balance declines to 5% or less of the Original Pool Principal Balance, then [the Securities Insurer or or] the Master Servicer may, at their respective options, effect an early termination of the Issuer. The Majority Residual Interestholders[, the Securities Insurer Insurer] or the Master Servicer, as applicable, shall effect such early termination by providing prior notice thereof to the Servicer, the Indenture Trustee, the Master Servicer[, the Securities Insurer Insurer] and Owner Trustee and by purchasing all of the Home Loans from the Issuer at a purchase price, payable in cash, equal to or greater than the Termination Price. The expense of any Independent appraiser required under this Section 11.02 shall be a nonreimbursable expense of Majority Residual Interestholders[, the Securities Insurer Insurer] or the Master Servicer, as applicable. Any such early termination by the Majority Residual Interestholders[, the Securities Insurer Insurer] or the Master Servicer, as applicable, shall be accomplished by depositing into the Collection Account on the third Business Day prior to the Payment Date on which the purchase is to occur the amount of the Termination Price to be paid. The Termination Price and any amounts then on deposit in the Collection Account (other than any amounts not required to have been deposited therein pursuant to Section 5.01(b)(1) hereof and any amounts withdrawn therefrom by the Indenture Trustee pursuant to Section 5.01(b)(3) hereof) shall be transferred to the Note Payment Account pursuant to Section 5.01(b)(2) hereof for payment to Noteholders [and the Securities Insurer Insurer] on the succeeding Payment Date; and any amounts received with respect to the Home Loans and Foreclosure Properties subsequent to the Due Period immediately preceding such final Payment Date shall belong to the purchaser thereof [or the Securities Insurer, as applicable]. For purposes of calculating the Available Payment Amount for such final Payment Date, amounts transferred to the Note Payment Account immediately preceding such final Payment Date shall in all cases be deemed to have been received during the related Due Period, and amounts so transferred shall be applied pursuant to Section 5.01(d) and (e) hereof.

Optional Termination. On The Issuer may, at its option, effect an early redemption of the Notes and an early termination of the Issuer and the Grantor Trust on or after any Payment Date on which the Pool Principal Balance declines to 10% or less of the Original Pool Principal Balance, then the Majority Residual Interestholders may, at their option, effect an Maximum Collateral Amount. Such redemption and early termination of may be effected at the Issuer. On or after any Payment Date on which Servicer's election by the Pool Principal Balance declines to 5% or less of the Original Pool Principal Balance, then the Securities Insurer or the Master Servicer may, at their respective options, effect an early termination of the Issuer. The Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, shall effect such early termination by providing prior notice thereof to the Servicer, the Indenture Trustee, the Master Servicer, the Securities Insurer Grantor Trustee and Owner Trustee and by purchasing all of the Home Loans from the Issuer Grantor Trustee at a purchase price, payable in cash, equal to or greater than the Termination Price. The expense of any Independent appraiser required under this Section 11.02 shall be a nonreimbursable expense of Majority Residual Interestholders, the Securities Insurer or Servicer. Any amount received from such sale with respect to FHA Pending Claims shall be considered FHA Insurance Payment Amounts. The expense of any Independent appraiser required under this Section 11.02 shall be a non-reimbursable expense of the Master Servicer, as applicable. Any such early termination by the Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, Servicer shall be accomplished by depositing into the Collection Account on the third Business Day prior to the Payment Date on which the purchase is to occur the amount of the Termination Price to be paid. The Termination Price and any amounts then on deposit in the Collection Account (other than any amounts not required to have been deposited therein pursuant to Section 5.01(b)(1) hereof and any amounts withdrawn withdrawable therefrom by the Indenture Trustee pursuant to Section 5.01(b)(3) hereof) shall be transferred to the Note Payment Account pursuant to Section 5.01(b)(2) hereof as a terminating distribution in respect of the Grantor Trust Certificate pursuant to Section 5.02 of the Grantor Trust Agreement for payment to Noteholders and the Securities Insurer on the succeeding Payment Date; and any amounts received with respect to the Home Loans and Foreclosure Properties subsequent to the Due Period immediately preceding such final Payment Date shall belong to the purchaser thereof or the Securities Insurer, as applicablethereof. For purposes of calculating the Available Payment Amount for such final Payment Date, amounts transferred to the Note Payment Account immediately preceding such final Payment Date shall in all cases be deemed to have been received during the related Due Period, and amounts so transferred shall be applied pursuant to Section 5.01(d) and (e) hereof.

Optional Termination. On The Majority Residual Interestholders may, at their option, effect an early termination of the Issuer on or after any Payment Date on which the Pool Principal Balance declines to 10% or less of the Original Pool Principal Balance, then the Majority Residual Interestholders may, at their option, effect an early termination of the Issuer. On or after any Payment Date on which the Pool Principal Balance declines to 5% or less of the Original Pool Principal Balance, then the Securities Insurer or the Master Servicer may, at their respective options, effect an early termination of the IssuerMaximum Collateral Amount. The Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, Interestholders shall effect such early termination by providing prior notice thereof to the Servicer, the Indenture Trustee, the Master Servicer, the Securities Insurer Trustee and Owner Trustee and by purchasing all of the Home Loans from the Issuer at a purchase price, payable in cash, equal to or greater than the Termination Price. The expense of any Independent appraiser required under this Section 11.02 shall be a nonreimbursable expense of Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable. Any such early termination by the Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, Interestholders shall be accomplished by depositing into the Collection Account on the third Business Day prior to the Payment Date on which the purchase is to occur the amount of the Termination Price to be paid. The Termination Price and any amounts then on deposit in the Collection Account (other than any amounts not required to have been deposited therein pursuant to Section 5.01(b)(1) hereof and any amounts withdrawn withdrawable therefrom by the Indenture Trustee pursuant to Section 5.01(b)(3) hereof) shall be transferred to the Note Payment Account pursuant to Section 5.01(b)(2) hereof for payment distribution to Noteholders and the Securities Insurer on the succeeding Payment Date; and any amounts received with respect to the Home Loans and Foreclosure Properties subsequent to the Due Period immediately preceding such final Payment Date shall belong to the purchaser thereof or the Securities Insurer, as applicablethereof. For purposes of calculating the Available Payment Amount for such final Payment Date, amounts transferred to the Note Payment Account immediately preceding such final Payment Date shall in all cases be deemed to have been received during the related Due Period, and amounts so transferred shall be applied pursuant to Section 5.01(d) and (e) hereof.

Optional Termination. On or after any Payment Date on which the Pool Principal Balance declines to 10% or less of the Original Pool Principal Balance, then the Majority Residual Interestholders may, at their option, effect an early termination of the IssuerIssuing Entity. On or after any Payment Date on which the Pool Principal Balance declines to 5% or less of the Original Pool Principal Balance, then the Securities Insurer or the Master Servicer may, at their respective options, effect an early termination of the IssuerIssuing Entity. The Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, shall effect such early termination by providing prior notice thereof to the Servicer, the Indenture Trustee, the Master Servicer, the Securities Insurer and Owner Trustee and by purchasing all of the Home Loans from the Issuer Issuing Entity at a purchase price, payable in cash, equal to or greater than the Termination Price. The expense of any Independent appraiser required under this Section 11.02 shall be a nonreimbursable expense of Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable. Any such early termination by the Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, shall be accomplished by depositing into the Collection Account on the third Business Day prior to the Payment Date on which the purchase is to occur the amount of the Termination Price to be paid. The Termination Price and any amounts then on deposit in the Collection Account (other than any amounts not required to have been deposited therein pursuant to Section 5.01(b)(1) hereof and any amounts withdrawn therefrom by the Indenture Trustee pursuant to Section 5.01(b)(3) hereof) shall be transferred to the Note Payment Account pursuant to Section 5.01(b)(2) hereof for payment to Noteholders and the Securities Insurer on the succeeding Payment Date; and any amounts received with respect to the Home Loans and Foreclosure Properties subsequent to the Due Period immediately preceding such final Payment Date shall belong to the purchaser thereof or the Securities Insurer, as applicable. For purposes of calculating the Available Payment Amount for such final Payment Date, amounts transferred to the Note Payment Account immediately preceding such final Payment Date shall in all cases be deemed to have been received during the related Due Period, and amounts so transferred shall be applied pursuant to Section 5.01(d) and (e) hereof.

Optional Termination. On or after any Payment Date on which the Pool Principal Balance declines to 10% or less of the Original Pool Principal Balance, then the Majority Residual Interestholders may, at their option, effect an early termination of the IssuerIssuer and the Grantor Trust. On or after any Payment Date on which the Pool Principal Balance declines to 5% or less of the Original Pool Principal Balance, then the Securities Insurer or the Master Servicer may, at their respective optionsits option, effect an early termination of the IssuerIssuer and the Grantor Trust. The Majority Residual Interestholders, the Securities Insurer Interestholders or the Master Servicer, as applicable, shall effect such early termination by providing prior notice thereof to the ServicerIndenture Trustee, the Indenture Grantor Trustee, the Master Servicer, the Securities Insurer and Owner Trustee and by purchasing all of the Home Loans from the Issuer Grantor Trustee at a purchase price, payable in cash, equal to or greater than the Termination Price. The expense of any Independent appraiser required under this Section SECTION 11.02 shall be a nonreimbursable expense of Majority Residual Interestholders, the Securities Insurer Interestholders or the Master Servicer, as applicable. Any such early termination by the Majority Residual Interestholders, the Securities Insurer Interestholders or the Master Servicer, as applicable, Servicer shall be accomplished by depositing into the Collection Account on the third Business Day prior to the Payment Date on which the purchase is to occur the amount of the Termination Price to be paid. The Termination Price and any amounts then on deposit in the Collection Account (other than any amounts not required to have been deposited therein pursuant to Section 5.01(b)(1SECTION 5.01(B)(I) hereof and any amounts withdrawn withdrawable therefrom by the Indenture Trustee pursuant to Section 5.01(b)(3SECTION 5.01(B)(III) hereof) shall be transferred to the Note Payment Account pursuant to Section 5.01(b)(2SECTION 5.01(B)(II) hereof as a terminating distribution in respect of the Grantor Trust Certificate pursuant to SECTION 5.01 of the Grantor Trust Agreement for payment to Noteholders and the Securities Insurer on the succeeding Payment Date; and any amounts received with respect to the Home Loans and Foreclosure Properties subsequent to the Due Period immediately preceding such final Payment Date shall belong to the purchaser thereof or the Securities Insurer, as applicablethereof. For purposes of calculating the Available Payment Amount for such final Payment Date, amounts transferred to the Note Payment Account immediately preceding such final Payment Date shall in all cases be deemed to have been received during the related Due Period, and amounts so transferred shall be applied pursuant to Section 5.01(dSECTION 5.01(D) and (eE) hereof.

Optional Termination. On or after any Payment Date on which the Pool Principal Balance declines to 10___% or less of the Original Pool Principal Balance, then the Majority Residual Interestholders may, at their option, effect an early termination of the Issuer. On or after any Payment Date on which the Pool Principal Balance declines to 5___% or less of the Original Pool Principal Balance, then [the Securities Insurer or or] the Master Servicer may, at their respective options, effect an early termination of the Issuer. The Majority Residual Interestholders[, the Securities Insurer Insurer] or the Master Servicer, as applicable, shall effect such early termination by providing prior notice thereof to the Servicer, the Indenture Trustee, the Master Servicer[, the Securities Insurer Insurer] and Owner Trustee and by purchasing all of the Home Mortgage Loans from the Issuer at a purchase price, payable in cash, equal to or greater than the Termination Price. The expense of any Independent appraiser required under this Section 11.02 shall be a nonreimbursable expense of Majority Residual Interestholders[, the Securities Insurer Insurer] or the Master Servicer, as applicable. Any such early termination by the Majority Residual Interestholders[, the Securities Insurer Insurer] or the Master Servicer, as applicable, shall be accomplished by depositing into the Collection Account on the third Business Day prior to the Payment Date on which the purchase is to occur the amount of the Termination Price to be paid. The Termination Price and any amounts then on deposit in the Collection Account (other than any amounts not required to have been deposited therein pursuant to Section 5.01(b)(1) hereof and any amounts withdrawn therefrom by the Indenture Trustee pursuant to Section 5.01(b)(3) hereof) shall be transferred to the Note Payment Account pursuant to Section 5.01(b)(2) hereof for payment to Noteholders [and the Securities Insurer Insurer] on the succeeding Payment Date; and any amounts received with respect to the Home Mortgage Loans and Foreclosure Properties subsequent to the Due Period immediately preceding such final Payment Date shall belong to the purchaser thereof [or the Securities Insurer, as applicable]. For purposes of calculating the Available Payment Amount for such final Payment Date, amounts transferred to the Note Payment Account immediately preceding such final Payment Date shall in all cases be deemed to have been received during the related Due Period, and amounts so transferred shall be applied pursuant to Section 5.01(d) and (e) hereof.

Optional Termination. On or after any Thornburg, as a servicer, may, at its option, terminate this Agreemexx xx xxx Payment Date on which the Pool aggregate of the Scheduled Principal Balances of the Mortgage Loans is equal to or less than 10% of the Scheduled Principal Balance declines to 10% or less as of the Original Pool Cut-Off Date, by purchasing, on such Payment Date, all of the outstanding Mortgage Loans, REO Properties and other property of the Issuer (an "Optional Termination") at a price equal to the sum of (i) the outstanding Scheduled Principal BalanceBalances of the Mortgage Loans (other than in respect of REO Properties), (ii) the lesser of (x) the appraised value of any REO Property as determined by the higher of two appraisals completed by two independent appraisers selected by the Depositor at the expense of the Holder of the Trust Certificate and (y) the outstanding principal balance of each Mortgage Loan related to any REO Property, and (iii) in all cases, accrued and unpaid interest thereon at the applicable Mortgage Rate through the end of the Due Period preceding the final Payment Date, plus unreimbursed Servicing Advances and Advances and any unpaid Master Servicing Fees and Servicing Fees allocable to such Mortgage Loans and REO Properties, plus all amounts, if any, then the Majority Residual Interestholders may, at their option, effect an early termination of the Issuer. On or after any Payment Date on which the Pool Principal Balance declines due and owing to 5% or less of the Original Pool Principal Balance, then the Securities Insurer or the Master Servicer may, at their respective options, effect an early termination of the Issuer. The Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, shall effect such early termination by providing prior notice thereof to the Servicer, the Indenture Trustee, the Master ServicerOwner Trustee, the Securities Insurer Administrator, the Yield Maintenance Counterparty (including Net Yield Maintenance Payments) and Owner Trustee and by purchasing all of the Home Loans from Master Servicer under the Issuer at a purchase price, payable in cash, equal to or greater than Operative Agreements (the "Termination Price. The expense of any Independent appraiser required under this Section 11.02 shall be a nonreimbursable expense of Majority Residual Interestholders"); provided, the Securities Insurer or the Master Servicerhowever, as applicable. Any such early termination by the Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, shall be accomplished by depositing into the Collection Account on the third Business Day prior to the Payment Date on which the purchase is to occur the amount of if the Termination Price is insufficient to pay the Noteholders the full Redemption Price required to be paid. The paid under the Indenture after paying all expenses due under clause (iv) above, then the Termination Price and any amounts then on deposit in shall also include the Collection Account (other than any amounts not required to have been deposited therein pursuant to Section 5.01(b)(1) hereof and any amounts withdrawn therefrom by fair market value of the Indenture Trustee pursuant to Section 5.01(b)(3) hereof) shall be transferred to the Note Payment Account pursuant to Section 5.01(b)(2) hereof for payment to Noteholders and the Securities Insurer on the succeeding Payment Date; and any amounts received with respect to the Home Loans and Foreclosure Properties subsequent to the Due Period immediately preceding such final Payment Date shall belong to the purchaser thereof or the Securities Insurer, as applicable. For purposes of calculating the Available Payment Amount for such final Payment Date, amounts transferred to the Note Payment Account immediately preceding such final Payment Date shall in all cases be deemed to have been received during the related Due Period, and amounts so transferred shall be applied pursuant to Section 5.01(d) and (e) hereofoutstanding Yield Maintenance Agreements.

Optional Termination. On The Majority Residual Interestholders may, at their option, effect an early termination of the Issuer and the Grantor Trust on or after any Payment Date on which the Pool Principal Balance declines to 10% or less of the Original Pool Principal Balance, then the Majority Residual Interestholders may, at their option, effect an early termination of the Issuer. On or after any Payment Date on which the Pool Principal Balance declines to 5% or less of the Original Pool Principal Balance, then the Securities Insurer or the Master Servicer may, at their respective options, effect an early termination of the IssuerMaximum Collateral Amount. The Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, Interestholders shall effect such early termination by providing prior notice thereof to the Servicer, the Indenture Trustee, the Master Servicer, the Securities Insurer Grantor Trustee and Owner Trustee and by purchasing all of the Home Loans from the Issuer Grantor Trustee at a purchase price, payable in cash, equal to or greater than the Termination Price. The expense of any Independent appraiser required under this Section 11.02 shall be a nonreimbursable expense of the Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable. Any such early termination by the Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, Interestholders shall be accomplished by depositing into the Collection Account on the third Business Day prior to the Payment Date on which the purchase is to occur the amount of the Termination Price to be paid. The Termination Price and any amounts then on deposit in the Collection Account (other than any amounts not required to have been deposited therein pursuant to Section 5.01(b)(1) hereof and any amounts withdrawn withdrawable therefrom by the Indenture Trustee pursuant to Section 5.01(b)(3) hereof) shall be transferred to the Note Payment Account pursuant to Section 5.01(b)(2) hereof as a terminating distribution in respect of the Grantor Trust Certificate pursuant to Section 5.02 of the Grantor Trust Agreement for payment to Noteholders and the Securities Insurer on the succeeding Payment Date; and any amounts received with respect to the Home Loans and Foreclosure Properties subsequent to the Due Period immediately preceding such final Payment Date shall belong to the purchaser thereof or the Securities Insurer, as applicablethereof. For purposes of calculating the Available Payment Amount for such final Payment Date, amounts transferred to the Note Payment Account immediately preceding such final Payment Date shall in all cases be deemed to have been received during the related Due Period, and amounts so transferred shall be applied pursuant to Section 5.01(d) and (e) hereof.

Optional Termination. On or (a) The Servicer, on behalf of the Terminating Entity, at the direction of the Terminating Entity, shall have the right, but not the obligation, upon the Aggregate Collateral Balance (after any applying payments received in the related Collection Period) as of such Payment Date on which the Pool Principal Balance declines to 10% or being less than ten percent of the Original Pool Principal Balance, then the Majority Residual Interestholders may, at their option, effect an early termination Aggregate Collateral Balance as of the Issuer. On or after any Payment Date on which Cut-off Date, to purchase from the Pool Principal Balance declines to 5% or less Issuer (with the consent of the Original Pool Principal Balance, then Insurer if such exercise would result in a claim on the Securities Insurer or the Master Servicer may, at their respective options, effect an early termination of the Issuer. The Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, shall effect such early termination by providing prior notice thereof to the Servicer, the Indenture Trustee, the Master Servicer, the Securities Insurer and Owner Trustee and by purchasing Policy) all of the Home Loans from assets of the Issuer Trust Estate at a purchase price, payable in cash, price equal to or greater than the Termination Price. The expense sum of any Independent appraiser required under this Section 11.02 shall be a nonreimbursable expense of Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable. Any such early termination by the Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, shall be accomplished by depositing into the Collection Account on the third Business Day prior to the Payment Date on which the purchase is to occur the amount (A) 100% of the Termination Price to be paid. The Termination Price and any amounts then on deposit in the Collection Account Aggregate Collateral Balance (other than in respect of REO) plus one month’s accrued interest thereon at the applicable Mortgage Interest Rate with respect to each Loan, (B) with respect to any amounts not required REO, the lesser of (x) the appraised value of any REO as determined by the higher of two independent valuations completed by two independent companies selected by the Depositor at the expense of the Depositor and (y) the Principal Balance of each Loan related to have been deposited therein pursuant any REO, in each case plus accrued and unpaid interest thereon at the applicable Mortgage Interest Rate, (C) any remaining unreimbursed Servicing Advances and Servicing Fees payable to Section 5.01(b)(1a Servicer (other than a Servicer that is the Terminating Entity) hereof or the Indenture Trustee and any amounts withdrawn therefrom unreimbursed Advances (made by the Indenture Trustee as a successor Servicer) and expenses payable to the Indenture Trustee and (D) any outstanding Insurer Reimbursement Amounts; If any right to purchase is exercised, the Servicer on behalf of the Terminating Entity shall deposit the applicable purchase price with the Indenture Trustee pursuant to Section 5.01(b)(3) hereof) 4.10 hereof and, upon the receipt of such deposit, the Indenture Trustee or the Custodians shall be transferred release to the Note Payment Account designee appointed by the Terminating Entity the files pertaining to the Loans being purchased. The Servicer on behalf of the Terminating Entity shall prepare and deliver to the Indenture Trustee or the Custodian, for execution, at the time the Loans are to be released to the Terminating Entity appropriate documents assigning each such Loan from the Indenture Trustee and the Issuer to the Terminating Entity. The Terminating Entity shall reimburse the Servicer for its reasonable out-of-pocket expenses incurred in connection with its termination of the Trust Fund on behalf of the Terminating Entity and shall indemnify and hold harmless the Servicer for any losses, liabilities or expenses resulting from any claims relating to the Servicer's termination of the Trust Fund on behalf of the Terminating Entity. If the Terminating Entity elects to direct the Servicer to terminate the Trust Fund on behalf of the Terminating Entity pursuant to Section 5.01(b)(2) hereof 10.18(a), at least 20 days prior to the first day of the Optional Termination Notice Period such Person shall notify the Servicer, the Insurer and the Indenture Trustee of the date the Servicer, on behalf of the Terminating Entity, intends to terminate the Trust Fund and of the applicable purchase price of the Loans. Notice of any termination of the Trust Fund, specifying the Payment Date on which Noteholders shall surrender their Notes and/or Certificateholders shall surrender their Certificates for payment of the final distribution and cancellation (whether upon Optional Termination or otherwise), shall be given promptly by the Indenture Trustee by letter to Noteholders Holders of Securities mailed not earlier than the 15th day and not later than the 10th day preceding the applicable Optional Termination Date or date of final distribution, as the case may be (such period, the “Optional Termination Notice Period”). Any such notice shall specify (a) the Payment Date upon which final distribution on the Securities will be made upon presentation and surrender of Securities 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 Payment Date is not applicable, distributions being made only upon presentation and surrender of the Securities at the office therein specified. The Indenture Trustee shall give such notice to each Rating Agency and the Servicer at the time such notice is given to Holders of Securities. Upon presentation and surrender of the Notes and Certificates, the Indenture Trustee shall cause the final distribution to the Holders of Securities Insurer of each Class on the succeeding Payment Date; and any amounts received with respect to the Home Loans and Foreclosure Properties subsequent to the Due Period immediately preceding such final Payment Date shall belong to be made in accordance with the purchaser thereof or priorities of Section 3.05. On the Securities Insurer, as applicable. For purposes of calculating the Available Payment Amount for such final Payment Date, amounts transferred the Overcollateralization Amount shall be distributed to the Note Payment Account immediately preceding such final Payment Date shall Class X-1 Certificates in all cases be deemed to have been received during the related Due Period, and amounts so transferred shall be applied pursuant to accordance with Section 5.01(d) and (e3.05(d)(ix) hereof.

Optional Termination. On The Majority Residual Interestholders may, at their option, effect an early termination of the Trust on or after any Payment Distribution Date on which the Pool Principal Balance declines to 10% or less of the Original Pool Principal Balance, then the Majority Residual Interestholders may, at their option, effect an early termination of the Issuer. On or after any Payment Date on which the Pool Principal Balance declines to 5% or less of the Original Pool Principal Balance, then the Securities Insurer or the Master Servicer may, at their respective options, effect an early termination of the IssuerMaximum Collateral Amount. The Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, Interestholders shall effect such early termination by providing prior notice thereof to the Servicer, the Indenture Trustee, the Master Servicer, the Securities Insurer Trustee and Owner Trustee and by purchasing all of the Home Loans from the Issuer at a purchase price, payable in cash, equal to or greater than the Termination Price. The expense of any Independent appraiser required under this Section 11.02 shall be a nonreimbursable expense of Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable. Any such early termination by the Majority Residual Interestholders, the Securities Insurer or the Master Servicer, as applicable, Interestholders shall be accomplished by depositing into the Collection Account on the third Business Day prior to the Payment Distribution Date on which the purchase is to occur the amount of the Termination Price to be paid. The Termination Price and any amounts then on deposit in the Collection Account (other than any amounts not required to have been deposited therein pursuant to Section 5.01(b)(1) hereof and any amounts withdrawn withdrawable therefrom by the Indenture Trustee pursuant to Section 5.01(b)(3) hereof) shall be transferred to the Note Payment Distribution Account pursuant to Section 5.01(b)(2) hereof for payment distribution to Noteholders and the Securities Insurer on the succeeding Payment Distribution Date; and any amounts received with respect to the Home Loans and Foreclosure Properties subsequent to the Due Period immediately preceding such final Payment Distribution Date shall belong to the purchaser thereof or the Securities Insurer, as applicablethereof. For purposes of calculating the Available Payment Distribution Amount for such final Payment Distribution Date, amounts transferred to the Note Payment Distribution Account immediately preceding such final Payment Distribution Date shall in all cases be deemed to have been received during the related Due Period, and amounts so transferred shall be applied pursuant to Section 5.01(d) and (e) hereof.