Common use of Obligations of the Custodian Clause in Contracts

Obligations of the Custodian. With respect to the Mortgage Note, the Mortgage and the Assignment of Mortgage and other documents constituting each Custodial File which is delivered to the Custodian or which come into the possession of the Custodian, the Custodian is the custodian for the Purchaser exclusively. The Custodian shall hold all mortgage documents received by it constituting the Custodial File for the exclusive use and benefit of the Purchaser, and shall make disposition thereof only in accordance with this Custodial Agreement and the instructions furnished by the Purchaser. The Custodian shall segregate and maintain continuous custody of all mortgage documents constituting the Custodial File in secure and fire resistant facilities in accordance with customary standards for such custody. During the term of this Agreement, if the Custodian discovers any defect with respect to the Custodial File, the Custodian shall give written specification of such defect to the Servicer and the Purchaser. RELEASE FOR SERVICING. From time to time and as appropriate for the foreclosure or servicing of any of the Mortgage Loans, the Custodian is hereby authorized, upon written receipt from the Servicer of a request for release of documents and receipt in the form annexed hereto as Exhibit 2, to release to the Servicer the related Custodial File or the documents set forth in such request and receipt to the Servicer. All documents so released to the Servicer shall be held by the Servicer in trust for the benefit of the Purchaser in accordance with the Servicing Agreement. The Servicer shall return to the Custodian the Custodial File or other such documents when the Servicer's need therefor in connection with such foreclosure or servicing no longer exists, unless the Mortgage Loan shall be liquidated in which case, upon receipt of an additional request for release of documents and receipt certifying such liquidation from the Servicer to the Custodian in the form annexed hereto as Exhibit 2, the Servicer's request and receipt submitted pursuant to the first sentence of this Section 6 shall be released by the Custodian to the Servicer.

Obligations of the Custodian. With respect to the Mortgage Note, the Mortgage and the Assignment of Mortgage and other documents constituting each Custodial File which is delivered to the Custodian or which come into the possession of the Custodian, the Custodian is the custodian for the Purchaser exclusively. (a) The Custodian shall hold all mortgage documents received by it maintain the items constituting the Custodial File for Custodian Files at its principal office or, subject to the exclusive use and benefit prior written consent of the PurchaserMajority Holders, at such other office as shall from time to time be identified to the Indenture Trustee and the Agent in writing, and shall make disposition thereof only the Custodian will hold the items constituting the Custodian Files in accordance with this Custodial Agreement such office on behalf of the Indenture Trustee clearly segregated from any other instruments and the instructions furnished files on its records, including other instruments and files held by the PurchaserCustodian with respect to other trusts established by the Depositor or any of its Affiliates. The Custodian shall segregate and maintain continuous custody of all mortgage documents items constituting the Custodial File Custodian Files in secure and secure, fire resistant facilities cabinets (with respect to retail installment contracts and Certificates of Title only) in accordance with customary standards for such custody. During of a commercial bank acting in the term capacity of this Agreement, if the Custodian discovers any defect custodian with respect to the Custodial File, similar receivables. The Custodian shall hold the Custodian shall give written specification of such defect to the Servicer and the Purchaser. RELEASE FOR SERVICING. From time to time and as appropriate for the foreclosure or servicing of any Files on behalf of the Mortgage Loans, the Custodian is hereby authorized, upon written receipt from the Servicer of a request for release of documents and receipt in the form annexed hereto as Exhibit 2, to release to the Servicer the related Custodial File or the documents set forth in such request and receipt to the Servicer. All documents so released to the Servicer shall be held by the Servicer in trust Indenture Trustee for the benefit of the Purchaser Noteholders, and shall maintain such accurate and complete accounts, records and computer systems pertaining to each Custodian File as will enable the Issuer to comply with the terms and conditions of the Sale and Servicing Agreement, the Indenture and the other Transaction Documents. Each original retail installment sale contract shall be stamped on both the first page and the signature page (if different) in accordance with the Servicing instructions from time to time provided by the Agent and the form and content of the stamp shall be acceptable to the Majority Holders. Each Receivable shall be identified on the books and records of the Custodian in a manner that (i) is consistent with the practices of a commercial bank or other financial institution acting in the capacity of custodian with respect to similar receivables, (ii) indicates that the Receivable is held by the Custodian on behalf of the Indenture Trustee for the benefit of the Noteholders, and (iii) is otherwise necessary, as reasonably determined by the Custodian, to comply with the terms of this Custodian Agreement. The Servicer Custodian shall return conduct, or cause to be conducted, periodic physical inspections of the Custodian Files held by it under this Custodian Agreement, and of the Custodial File or other related accounts, records and computer systems, in such documents when a manner as shall enable the ServicerIndenture Trustee, the Agent and the Custodian to verify the accuracy of the Custodian's need therefor in connection with such foreclosure or servicing no longer exists, unless the Mortgage Loan inventory and recordkeeping. Such inspections shall be liquidated conducted at such times, in which casesuch manner and by such persons including, upon receipt without limitation, independent accountants, as the Indenture Trustee for the benefit of an additional request for release the Noteholders and the Agent may request, and the reasonable cost of documents and receipt certifying one such liquidation from the Servicer to the Custodian in the form annexed hereto as Exhibit 2, the Servicer's request and receipt submitted pursuant to the first sentence of this Section 6 inspection per calendar year shall be released borne directly by the Custodian and not by the Issuer. Upon becoming aware, the Custodian shall promptly report to the ServicerIndenture Trustee and the Agent any failure on its part to hold the Custodian Files and maintain its accounts, records and computer systems as herein provided and promptly take appropriate action to remedy any such failure. Notwithstanding the above, the Custodian may make microfiche or other electronic copies of the Custodian Files and may maintain such copies of the Custodian Files in lieu of maintaining physical possession of the Custodian Files; provided, however, that such copies shall duplicate the entire contents of each Custodian File and, provided further, that the Custodian shall at all times maintain the related retail installment contract and the original Certificate of Title or, if not yet received, evidence that an application therefor has been submitted with the appropriate authority, evidencing the security interest of Bay View Acceptance and the originals of all assumption, consolidation, extension, modification or waiver agreements, if any, relating to such Receivable.

Obligations of the Custodian. With respect to the Mortgage Note, the Mortgage and the Assignment of Mortgage and other documents constituting each Custodial File which is delivered to the Custodian or which come into the possession of the Custodian, the Custodian is the custodian for the Purchaser Trustee exclusively. The Custodian shall hold all mortgage documents received by it constituting the Custodial File for the exclusive use and benefit of the PurchaserTrustee, and shall make disposition thereof only in accordance with this Custodial Agreement and the written instructions furnished by the PurchaserTrustee; provided, however, that in the event of a conflict between the terms of this Custodial Agreement and the written instructions of the Trustee, the Trustee's written instructions shall control. The Custodian shall segregate and maintain continuous custody of all mortgage documents constituting the Custodial File in secure and fire fire-resistant facilities in accordance with its customary standards for such custody. During The Custodian shall not be responsible to verify (i) the term validity, legality, enforceability, sufficiency, due authorization or genuineness of this Agreementany document in the Custodial File or of any Mortgage Loans or (ii) the collectability, if insurability, effectiveness including the Custodian discovers authority or capacity of any defect with respect Person to execute or issue any document in the Custodial File, or suitability of any Mortgage Loan. The Custodian shall promptly report to the Trustee any failure on its part to hold the Custodial Files and maintain its accounts, records and computer systems as herein provided and promptly take appropriate action to remedy such failure. In addition, the Custodian shall give written specification of such defect to the Servicer and the Purchaser. RELEASE FOR SERVICING. From time to time and as appropriate for the foreclosure or servicing of any of the Mortgage Loans, the Custodian is hereby authorized, upon written receipt from the Servicer of a request for release of documents and receipt in the form annexed hereto as Exhibit 2, be obligated to release to the Servicer the related any Custodial File or the documents set forth in such request and receipt to the Servicer. All documents so released to the Servicer shall be held by the Servicer in trust for the benefit of the Purchaser in accordance with the instructions of the Trustee as set forth in Section 2.03 of the Pooling and Servicing Agreement. The Servicer shall return to the Custodian the Custodial File or other such documents when the Servicer's need therefor in connection with such foreclosure or servicing no longer exists, unless the Mortgage Loan shall be liquidated in which case, upon receipt of an additional request for release of documents and receipt certifying such liquidation from the Servicer to the Custodian in the form annexed hereto as Exhibit 2, the Servicer's request and receipt submitted pursuant to the first sentence of this Section 6 shall be released by the Custodian to the Servicer.

Obligations of the Custodian. With respect to the Mortgage Note, the Mortgage and the Assignment of Mortgage and other documents constituting each Custodial File which is delivered to the Custodian or which come into the possession of the Custodian, the Custodian is the custodian for the Purchaser exclusively. (a) The Custodian shall hold all mortgage documents received by it maintain the items constituting the Custodial File for Custodian Files at its principal office or, subject to the exclusive use and benefit prior written consent of the PurchaserMajority Holders, at such other office as shall from time to time be identified to the Indenture Trustee and the Agent in writing, and shall make disposition thereof only the Custodian will hold the items constituting the Custodian Files in accordance with this Custodial Agreement such office on behalf of the Indenture Trustee clearly segregated from any other instruments and the instructions furnished files on its records, including other instruments and files held by the PurchaserCustodian with respect to other trusts established by the Depositor or any of its Affiliates. The Custodian shall segregate and maintain continuous custody of all mortgage documents items constituting the Custodial File Custodian Files in secure and secure, fire resistant facilities cabinets (with respect to retail installment contracts and Certificates of Title only) in accordance with customary standards for such custody. During of a commercial bank acting in the term capacity of this Agreement, if the Custodian discovers any defect custodian with respect to the Custodial File, similar receivables. The Custodian shall hold the Custodian shall give written specification of such defect to the Servicer and the Purchaser. RELEASE FOR SERVICING. From time to time and as appropriate for the foreclosure or servicing of any Files on behalf of the Mortgage Loans, the Custodian is hereby authorized, upon written receipt from the Servicer of a request for release of documents and receipt in the form annexed hereto as Exhibit 2, to release to the Servicer the related Custodial File or the documents set forth in such request and receipt to the Servicer. All documents so released to the Servicer shall be held by the Servicer in trust Indenture Trustee for the benefit of the Purchaser Noteholders, and maintain such accurate and complete accounts, records and computer systems pertaining to each Custodian File as will enable the Issuer to comply with the terms and conditions of the Sale and Servicing Agreement, the Indenture and the other Transaction Documents. Each original retail installment sale contract shall be stamped on both the first page and the signature page (if different) in accordance with the Servicing instructions from time to time provided by the Agent and the form and content of the stamp shall be acceptable to the Majority Holders. Each Receivable shall be identified on the books and records of the Custodian in a manner that (i) is consistent with the practices of a commercial bank acting in the capacity of custodian with respect to similar receivables, (ii) indicates that the Receivable is held by the Custodian on behalf of the Indenture Trustee for the benefit of the Noteholders, and (iii) is otherwise necessary, as reasonably determined by the Custodian, to comply with the terms of this Custodian Agreement. The Servicer Custodian shall return conduct, or cause to be conducted, periodic physical inspections of the Custodian Files held by it under this Custodian Agreement, and of the Custodial File or other related accounts, records and computer systems, in such documents when a manner as shall enable the ServicerIndenture Trustee, the Agent and the Custodian to verify the accuracy of the Custodian's need therefor in connection with such foreclosure or servicing no longer exists, unless the Mortgage Loan inventory and recordkeeping. Such inspections shall be liquidated conducted at such times, in which casesuch manner and by such persons including, upon receipt without limitation, independent accountants, as the Indenture Trustee for the benefit of an additional request for release the Noteholders and the Agent may request, and the reasonable cost of documents and receipt certifying one such liquidation from the Servicer to the Custodian in the form annexed hereto as Exhibit 2, the Servicer's request and receipt submitted pursuant to the first sentence of this Section 6 inspections per calendar year shall be released borne directly by the Custodian and not by the Issuer. Upon becoming aware, the Custodian shall promptly report to the ServicerIndenture Trustee and the Agent any failure on its part to hold the Custodian Files and maintain its accounts, records and computer systems as herein provided and promptly take appropriate action to remedy any such failure. Notwithstanding the above, the Custodian may make microfiche or other electronic copies of the Custodian Files and may maintain such copies of the Custodian Files in lieu of maintaining physical possession of the Custodian Files; provided, however, that such copies shall duplicate the entire contents of each Custodian File and, provided further, that the Custodian shall at all times maintain the related contract and the original Certificate of Title or, if not yet received, evidence that an application therefor has been submitted with the appropriate authority, evidencing the security interest of Bay View Acceptance and the originals of all assumption, consolidation, extension, modification or waiver agreements, if any, relating to such Receivable.

Obligations of the Custodian. With respect to the Mortgage Note, the Mortgage and the Assignment of Mortgage and other documents constituting each Custodial File which is delivered to the Custodian or which come into the possession of the Custodian, the Custodian is the custodian for the Purchaser Trustee exclusively. The Custodian shall hold all mortgage documents received by it constituting the Custodial File for the exclusive use and benefit of the PurchaserTrustee, and shall make disposition thereof only in accordance with this Custodial Agreement and the instructions furnished by the PurchaserTrustee. The Custodian shall segregate and maintain continuous custody of all mortgage documents constituting the Custodial File in secure and fire fire-resistant facilities in accordance with customary standards for such custody. During The Custodian shall not be responsible to verify (i) the term validity, legality, enforceability, sufficiency, due authorization or genuineness of this Agreementany document in the Custodial File or of any Mortgage Loans or (ii) the collectability, if insurability, effectiveness including the Custodian discovers authority or capacity of any defect with respect Person to execute or issue any document in the Custodial File, or suitability of any Mortgage Loan unless specified otherwise in this Custodial Agreement. The Custodian shall promptly report to the Trustee any failure on its part to hold the Custodial Files and maintain its accounts, records and computer systems as herein provided and promptly take appropriate action to remedy such failure. On or before March 1st of each calendar year, beginning with March 1, 2007, the Custodian shall, at its own expense, cause a firm of independent public accountants (who may also render other services to Custodian), which is a member of the American Institute of Certified Public Accountants, to furnish to DLJMC, the Trustee and the Depositor a report to the effect that such firm that attests to, and reports on, the assessment made by such asserting party pursuant to Section 5(c) below, which report shall be made in accordance with standards for attestation engagements issued or adopted by the Public Company Accounting Oversight Board. On or before March 1st of each calendar year, beginning with March 1, 2007, the Custodian shall give written specification deliver to DLJMC, the Trustee and the Depositor a report regarding its assessment of such defect compliance with the applicable servicing criteria identified in Exhibit 7 attached hereto, as of and for the period ending the end of the fiscal year ending no later than December 31 of the year prior to the Servicer and year of delivery of the Purchaser. RELEASE FOR SERVICING. From time report, with respect to time and asset-backed security transactions taken as appropriate for a whole in which the foreclosure or servicing of Custodian is performing any of the Mortgage Loansservicing criteria specified in Exhibit 7 and that are backed by the same asset type backing such asset-backed securities. Each such report shall include (a) a statement of the party’s responsibility for assessing compliance with the servicing criteria applicable to such party, (b) a statement that such party used the criteria identified in Item 1122(d) of Regulation AB (§ 229.1122(d)) to assess compliance with the applicable servicing criteria, (c) disclosure of any material instance of noncompliance identified by such party, and (d) a statement that a registered public accounting firm has issued an attestation report on such party’s assessment of compliance with the applicable servicing criteria, which report shall be delivered by the Custodian as provided in Section 5(b). The Custodian has not and shall not engage any Subcontractor which is hereby authorized, upon written receipt from the Servicer of a request for release of documents and receipt “participating in the form annexed hereto as Exhibit 2, to release to servicing function” within the Servicer the related Custodial File or the documents set forth in such request and receipt to the Servicer. All documents so released to the Servicer shall be held by the Servicer in trust for the benefit meaning of the Purchaser in accordance with the Servicing Agreement. The Servicer shall return to the Custodian the Custodial File or other such documents when the Servicer's need therefor in connection with such foreclosure or servicing no longer existsItem 1122 of Regulation AB, unless the Mortgage Loan Custodian shall be liquidated cause such Subcontractor to provide, beginning March 1, 2007, and annually thereafter, a report and a statement of a registered public accounting firm certifying its compliance with the applicable servicing criteria in which case, upon receipt Item 1122(d) of an additional request for release of documents and receipt certifying such liquidation from the Servicer to the Custodian in the form annexed hereto as Exhibit 2, the Servicer's request and receipt submitted pursuant to the first sentence of this Section 6 shall be released by the Custodian to the ServicerRegulation AB.

Obligations of the Custodian. With respect to the Mortgage Note, the Mortgage and the Assignment of Mortgage and other documents constituting each Custodial File and Credit File which is delivered to the Custodian or which come into the possession of the Custodian, the Custodian is the custodian for the Purchaser Trustee exclusively. The Custodian shall hold all mortgage documents received by it constituting the Custodial File File, and the Credit File, for the exclusive use and benefit of the PurchaserTrustee, and shall make disposition thereof only in accordance with this Custodial Agreement and the instructions furnished by the PurchaserTrustee, Master Servicer or Servicers, as applicable, in accordance with the terms of this Custodial Agreement, the Pooling and Servicing Agreement and the Servicing Agreements. The Custodian shall segregate and maintain continuous custody of all mortgage documents constituting the Custodial File in secure and fire fire-resistant facilities in accordance with customary standards for such custody. During The Custodian shall not be responsible to verify (i) the term validity, legality, ownership, title, enforceability, recordability, priority, perfection, sufficiency, due authorization or genuineness of this Agreement, if the Custodian discovers any defect with respect to document in the Custodial File, the Custodian shall give written specification of such defect to the Servicer and the Purchaser. RELEASE FOR SERVICING. From time to time and as appropriate for the foreclosure Credit File or servicing of any Mortgage Loans or (ii) the collectability, insurability, effectiveness, including the authority or capacity of the Mortgage Loans, the Custodian is hereby authorized, upon written receipt from the Servicer of a request for release of documents and receipt any Person to execute or issue any document in the form annexed hereto as Exhibit 2, to release to the Servicer the related Custodial File or the documents set forth in such request and receipt to the Servicer. All documents so released to the Servicer shall be held by the Servicer in trust for the benefit of the Purchaser in accordance with the Servicing Agreement. The Servicer shall return to the Custodian the Custodial File or other such documents when the Servicer's need therefor in connection with such foreclosure Credit File, or servicing no longer exists, unless the suitability of any Mortgage Loan unless specified otherwise in this Custodial Agreement. The Custodian shall be liquidated in which case, upon receipt of an additional request for release of documents and receipt certifying such liquidation from the Servicer promptly report to the Trustee any failure on its part to hold the Custodial Files or Credit Files or maintain its accounts, records and computer systems as herein provided and promptly take appropriate action to remedy such failure. The Custodian shall use the same degree of care and skill as is reasonably expected of financial institutions acting in comparable capacities; provided that the form annexed hereto as Exhibit 2, the Servicer's request and receipt submitted pursuant foregoing shall not be interpreted to the first sentence of this Section 6 shall be released by impose upon the Custodian to the Servicera higher standard of care than that set forth in this Custodial Agreement.