Common use of Acceptance of Grantor Clause in Contracts

Acceptance of Grantor. Trust Assets by Trustee; Issuance of the Class V Certificates. (a) It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Additional Interest Received by the Trust on or with respect to the ARD Trust Mortgage Loans, if any, and any successor REO Trust Mortgage Loans with respect thereto constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust Assets, if any, and declares that it holds and will hold any such assets in trust for the exclusive use and benefit of all present and future Holders of the Class V Certificates. Concurrently with the assignment to it of the Grantor Trust Assets, subject to Section 2.05(b), the Certificate Registrar shall execute, and the Authenticating Agent shall authenticate and deliver, to or upon the order of the Depositor, the Class V Certificates in authorized denominations evidencing, in the aggregate, the entire beneficial ownership of the Grantor Trust. Subject to Section 2.05(b): (i) the Class V Certificates shall evidence the entire beneficial ownership of the Grantor Trust; and (ii) the rights of Holders of the Class V Certificates to receive distributions from the proceeds of the Grantor Trust Assets, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement. (b) Notwithstanding Section 2.05(a) or anything else to the contrary set forth in this Agreement, if the Mortgage Pool does not, on the Closing Date, include any ARD Trust Mortgage Loans, then: (i) there shall be no Grantor Trust; (ii) no Class V Certificates shall be issued; (iii) insofar as, but only insofar as, the provisions of this Agreement specifically relate to the Grantor Trust, Grantor Trust Assets, Class V Certificates, the Class V Sub-Account, ARD Mortgage Loans, ARD Trust Mortgage Loan and/or Additional Interest, such provisions (other than this Section 2.05(b), the definitions of such terms set forth in Section 1.01 and Schedule VII annexed hereto) shall, without otherwise affecting the enforceability or validity of this Agreement with respect to any other matters, be of no force and effect; and (iv) the parties hereto shall have no rights or obligations with respect to the Grantor Trust, Grantor Trust Assets, Class V Certificates, the Class V Sub-Account, ARD Mortgage Loans, ARD Trust Mortgage Loans and/or Additional Interest.

Acceptance of Grantor. Trust Assets Trusts and Group Terrorism Insurance Policy by Trustee; Issuance of the Class V Y and Class R Certificates. (a) It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Post-ARD Additional Interest Received by the Trust received on or with respect to the ARD Trust Mortgage Loans, if any, and any successor REO Trust Mortgage Loans with respect thereto constitute a grantor trust Grantor Trust for federal income tax purposespurposes and, further, that such segregated pool of assets be designated as "GRANTOR TRUST Y". The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the assets of Grantor Trust Assets, if any, Y and declares that it holds and will hold any such assets in trust for the exclusive use and benefit of all present and future Holders of the Class V Y Certificates. Concurrently with the assignment to it of the assets included in Grantor Trust Assets, subject to Section 2.05(b)Y, the Certificate Registrar Trustee shall execute, and the Authenticating Agent Certificate Registrar shall authenticate and deliver, to or upon the order of the Depositor, the Class V Y Certificates in authorized denominations evidencing, in the aggregate, evidencing the entire beneficial ownership of the Grantor Trust. Subject to Section 2.05(b): (i) the Class V Certificates shall evidence the entire beneficial ownership Trust Y. The rights of the Grantor Trust; and (ii) the rights of Holders of the Class V Y Certificates to receive distributions from the proceeds of the Grantor Trust AssetsY, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement. (b) Notwithstanding Section 2.05(a) or anything else The Depositor, as of the Closing Date, and concurrently with the execution and delivery of this Agreement, does hereby assign without recourse, all right, title and interest of the Depositor in and to the contrary REMIC I Residual Interest, the REMIC II Residual Interest, the REMIC III Residual Interest and the Loan REMIC Residual Interests to the Trustee for the benefit of the Holders of the Class R Certificates. It is the intention of the parties hereto that the segregated pool of assets consisting of the REMIC I Residual Interest, the REMIC II Residual Interest, the REMIC III Residual Interest and the Loan REMIC Residual Interests constitute a Grantor Trust for federal income tax purposes and, further, that such segregated pool of assets be designated as "GRANTOR TRUST R". The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the assets of Grantor Trust R and declares that it will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class R Certificates. Concurrently with the assignment to it of the assets included in Grantor Trust R, the Trustee shall execute, and the Certificate Registrar shall authenticate and deliver, to or upon the order of the Depositor, the Class R Certificates in authorized denominations evidencing the entire beneficial ownership of Grantor Trust R. The rights of the Holders of the Class R Certificates to receive distributions from the proceeds of Grantor Trust R, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement, if . (c) It is the Mortgage Pool does not, on the Closing Date, include any ARD Trust Mortgage Loans, then: (i) there shall be no Grantor Trust; (ii) no Class V Certificates shall be issued; (iii) insofar as, but only insofar as, the provisions intention of this Agreement specifically relate to the Grantor Trust, Grantor Trust Assets, Class V Certificates, the Class V Sub-Account, ARD Mortgage Loans, ARD Trust Mortgage Loan and/or Additional Interest, such provisions (other than this Section 2.05(b), the definitions of such terms set forth in Section 1.01 and Schedule VII annexed hereto) shall, without otherwise affecting the enforceability or validity of this Agreement with respect to any other matters, be of no force and effect; and (iv) the parties hereto that the Group Terrorism Insurance Policy and any amounts paid thereunder shall have no rights or obligations collectively constitute an "outside reserve fund" within the meaning of Treasury regulation section 1.860G-2(h), designated as the "GROUP TERRORISM INSURANCE POLICY RESERVE FUND". The Trustee, by execution and delivery hereof, acknowledges the assignment to it of the assets of the Group Terrorism Insurance Policy Reserve Fund and declares that it holds and will hold such assets, through the Special Servicer, in accordance with respect SECTION 3.07(E), in trust and for the benefit of Certificateholders and the Depositor, as their interests may appear. Notwithstanding anything herein to the Grantor Trustcontrary, Grantor Trust Assetsunless there is a change in applicable law occurring after the date hereof, Class V Certificatesfor all income and franchise tax purposes, the Class V Sub-Account, ARD Mortgage Loans, ARD Trust Mortgage Loans and/or Additional InterestDepositor shall be treated and reported as the sole beneficial owner of the Group Terrorism Insurance Policy Reserve Fund.

Acceptance of Grantor. Trust Assets Trusts by Trustee; Issuance of the Class V Certificates. (a) It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Additional Interest Received by the Trust on or with respect to the ARD Trust Mortgage Loans, if any, Loans and any successor REO Trust Mortgage Loans with respect thereto constitute a grantor trust Grantor Trust for federal income tax purposespurposes and, further, that such segregated pool of assets be designated as "Grantor Trust V". The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the assets of Grantor Trust Assets, if any, V and declares that it holds and will hold any such assets in trust for the exclusive use and benefit of all present and future Holders of the Class V Certificates. Concurrently with the assignment to it of the assets included in Grantor Trust Assets, subject to Section 2.05(b)V, the Certificate Registrar Trustee shall execute, and the Authenticating Agent Certificate Registrar shall authenticate and deliver, to or upon the order of the Depositor, the Class V Certificates in authorized denominations evidencing, in the aggregate, the entire beneficial ownership of the Grantor Trust. Subject to Section 2.05(b): (i) the Class V Certificates shall evidence the entire beneficial ownership of the Grantor Trust; and (ii) the Trust V. The rights of Holders of the Class V Certificates Certificates, to receive distributions from the proceeds of the Grantor Trust AssetsV, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement. (b) Notwithstanding Section 2.05(a) or anything else to It is the contrary set forth in this Agreement, if intention of the Mortgage Pool does not, on parties hereto that the Closing Date, include any ARD segregated pool of assets consisting of the Excess Servicing Strip shall constitute a Grantor Trust Mortgage Loans, then: (i) there for federal income tax purposes and the beneficial ownership interest therein shall not be certificated and shall be no Grantor Trust; (ii) no Class V Certificates shall be issued; (iii) insofar as, but only insofar as, subject to the provisions of this Agreement specifically relate to the Grantor Trust, Grantor Trust Assets, Class V Certificates, the Class V Sub-Account, ARD Mortgage Loans, ARD Trust Mortgage Loan and/or Additional Interest, such provisions (other than this Section 2.05(b), the definitions of such terms set forth in Section 1.01 and Schedule VII annexed 3.11(a) hereto) shall, without otherwise affecting the enforceability or validity of this Agreement with respect to any other matters, be of no force and effect; and (iv) the parties hereto shall have no rights or obligations with respect to the Grantor Trust, Grantor Trust Assets, Class V Certificates, the Class V Sub-Account, ARD Mortgage Loans, ARD Trust Mortgage Loans and/or Additional Interest.

Acceptance of Grantor. Trust Assets Trusts and Group Terrorism Insurance Policy by Trustee; Issuance of the Class V Y and Class R Certificates. (a) It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Post-ARD Additional Interest Received by the Trust received on or with respect to the ARD Trust Mortgage Loans, if any, and any successor REO Trust Mortgage Loans with respect thereto constitute a grantor trust Grantor Trust for federal income tax purposespurposes and, further, that such segregated pool of assets be designated as "Grantor Trust Y". The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the assets of Grantor Trust Assets, if any, Y and declares that it holds and will hold any such assets in trust for the exclusive use and benefit of all present and future Holders of the Class V Y Certificates. Concurrently with the assignment to it of the assets included in Grantor Trust Assets, subject to Section 2.05(b)Y, the Certificate Registrar Trustee shall execute, and the Authenticating Agent Certificate Registrar shall authenticate and deliver, to or upon the order of the Depositor, the Class V Y Certificates in authorized denominations evidencing, in the aggregate, evidencing the entire beneficial ownership of the Grantor Trust. Subject to Section 2.05(b): (i) the Class V Certificates shall evidence the entire beneficial ownership Trust Y. The rights of the Grantor Trust; and (ii) the rights of Holders of the Class V Y Certificates to receive distributions from the proceeds of the Grantor Trust AssetsY, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement. (b) Notwithstanding Section 2.05(a) or anything else The Depositor, as of the Closing Date, and concurrently with the execution and delivery of this Agreement, does hereby assign without recourse, all right, title and interest of the Depositor in and to the contrary REMIC I Residual Interest, the REMIC II Residual Interest, the REMIC III Residual Interest and the Loan REMIC Residual Interests to the Trustee for the benefit of the Holders of the Class R Certificates. It is the intention of the parties hereto that the segregated pool of assets consisting of the REMIC I Residual Interest, the REMIC II Residual Interest, the REMIC III Residual Interest and the Loan REMIC Residual Interests constitute a Grantor Trust for federal income tax -101- purposes and, further, that such segregated pool of assets be designated as "Grantor Trust R". The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the assets of Grantor Trust R and declares that it will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class R Certificates. Concurrently with the assignment to it of the assets included in Grantor Trust R, the Trustee shall execute, and the Certificate Registrar shall authenticate and deliver, to or upon the order of the Depositor, the Class R Certificates in authorized denominations evidencing the entire beneficial ownership of Grantor Trust R. The rights of the Holders of the Class R Certificates to receive distributions from the proceeds of Grantor Trust R, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement, if . (c) It is the Mortgage Pool does not, on the Closing Date, include any ARD Trust Mortgage Loans, then: (i) there shall be no Grantor Trust; (ii) no Class V Certificates shall be issued; (iii) insofar as, but only insofar as, the provisions intention of this Agreement specifically relate to the Grantor Trust, Grantor Trust Assets, Class V Certificates, the Class V Sub-Account, ARD Mortgage Loans, ARD Trust Mortgage Loan and/or Additional Interest, such provisions (other than this Section 2.05(b), the definitions of such terms set forth in Section 1.01 and Schedule VII annexed hereto) shall, without otherwise affecting the enforceability or validity of this Agreement with respect to any other matters, be of no force and effect; and (iv) the parties hereto that the Group Terrorism Insurance Policy and any amounts paid thereunder shall have no rights or obligations collectively constitute an "outside reserve fund" within the meaning of Treasury regulation section 1.860G-2(h), designated as the "Group Terrorism Insurance Policy Reserve Fund". The Trustee, by execution and delivery hereof, acknowledges the assignment to it of the assets of the Group Terrorism Insurance Policy Reserve Fund and declares that it holds and will hold such assets, through the Special Servicer, in accordance with respect Section 3.07(e), in trust and for the benefit of Certificateholders and the Depositor, as their interests may appear. Notwithstanding anything herein to the Grantor Trustcontrary, Grantor Trust Assetsunless there is a change in applicable law occurring after the date hereof, Class V Certificatesfor all income and franchise tax purposes, the Class V Sub-Account, ARD Mortgage Loans, ARD Trust Mortgage Loans and/or Additional InterestDepositor shall be treated and reported as the sole beneficial owner of the Group Terrorism Insurance Policy Reserve Fund.

Acceptance of Grantor. Trust Assets Trusts by Trustee; Issuance of the Class V E and Class R-I Certificates. (a) It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Additional Interest Received by the Trust received on or with respect to the ARD Trust Mortgage Loans, if any, and any successor REO Trust Mortgage Loans with respect thereto constitute a grantor trust Grantor Trust for federal income tax purposespurposes and, further, that such segregated pool of assets be designated as "Grantor Trust E". The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the assets of Grantor Trust Assets, if any, E and declares that it holds and will hold any such assets in trust for the exclusive use and benefit of all present and future Holders of the Class V E Certificates. Concurrently with the assignment to it of the assets included in Grantor Trust Assets, subject to Section 2.05(b)E, the Certificate Registrar Trustee shall execute, and the Authenticating Agent shall authenticate and deliver, deliver to or upon the order of the Depositor, Depositor the Class V E Certificates in authorized denominations evidencing, in the aggregate, evidencing the entire beneficial ownership of the Grantor Trust. Subject to Section 2.05(b): (i) the Class V Certificates shall evidence the entire beneficial ownership Trust E. The rights of the Grantor Trust; and (ii) the rights of Holders of the Class V E Certificates to receive distributions from the proceeds of the Grantor Trust AssetsE, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement. (b) Notwithstanding Section 2.05(a) or anything else The Depositor, as of the Closing Date, and concurrently with the execution and delivery of this Agreement, does hereby assign without recourse all right, title and interest of the Depositor in and to the contrary REMIC I Residual Interest to the Trustee for the benefit of the Holders of the Class R-I Certificates. It is the intention of the parties hereto that the segregated pool of assets consisting of the REMIC I Residual Interest constitute a Grantor Trust for federal income tax purposes and, further, that such segregated pool of assets be designated as "Grantor Trust R-I". The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the assets of Grantor Trust R-I and declares that it will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class R-I Certificates. Concurrently with the assignment to it of the assets included in Grantor Trust R-I, the Trustee shall execute, authenticate and deliver to or upon the order of the Depositor the Class R-I Certificates in authorized denominations evidencing the entire beneficial ownership of Grantor Trust R-I. The rights of the Holders of the Class R-I Certificates to receive distributions from the proceeds of Grantor Trust R-I, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement, if the Mortgage Pool does not, on the Closing Date, include any ARD Trust Mortgage Loans, then: (i) there shall be no Grantor Trust; (ii) no Class V Certificates shall be issued; (iii) insofar as, but only insofar as, the provisions of this Agreement specifically relate to the Grantor Trust, Grantor Trust Assets, Class V Certificates, the Class V Sub-Account, ARD Mortgage Loans, ARD Trust Mortgage Loan and/or Additional Interest, such provisions (other than this Section 2.05(b), the definitions of such terms set forth in Section 1.01 and Schedule VII annexed hereto) shall, without otherwise affecting the enforceability or validity of this Agreement with respect to any other matters, be of no force and effect; and (iv) the parties hereto shall have no rights or obligations with respect to the Grantor Trust, Grantor Trust Assets, Class V Certificates, the Class V Sub-Account, ARD Mortgage Loans, ARD Trust Mortgage Loans and/or Additional Interest.

Acceptance of Grantor. Trust Assets and the Loss of Value Reserve Fund by Trustee; Issuance of the Class V Certificates. (a) It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Additional Interest Received by the Trust on or with respect to the ARD Trust Mortgage Loans, if any, Loans and any successor REO Trust Mortgage Loans with respect thereto constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust Assets, if any, Assets and declares that it holds and will hold any such assets in trust for the exclusive use and benefit of all present and future Holders of the Class V Certificates. Concurrently with the assignment to it of the Grantor Trust Assets, subject to Section 2.05(b), the Certificate Registrar Trustee shall execute, and the Authenticating Agent Certificate Registrar shall authenticate and deliver, to or upon the order of the Depositor, the Class V Certificates in authorized denominations evidencing, in the aggregate, the entire beneficial ownership of the Grantor Trust. Subject to Section 2.05(b): (i) the Class V Certificates shall evidence the entire beneficial ownership of the Grantor Trust; and (ii) the The rights of Holders of the Class V Certificates Certificates, to receive distributions from the proceeds of the Grantor Trust Assets, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement. The Class V Certificates shall evidence the entire beneficial ownership of the Grantor Trust. (b) It is the intention of the parties hereto that any Loss of Value Payments Received by the Trust pursuant to Section 2.03(e), together with the Loss of Value Reserve Fund, shall collectively constitute an "outside reserve fund" within the meaning of Treasury regulation section 1.860G-2(h). The Trustee, by execution and delivery hereof, acknowledges the assignment to it of the assets consisting of the Loss of Value Reserve Fund, including the amounts held therein, and declares that it holds and will hold such assets, through the Special Servicer, in accordance with Section 3.04(e), in trust and for the benefit of the Certificateholders, as their interests may appear. Notwithstanding Section 2.05(a) or anything else herein to the contrary set forth in this Agreementcontrary, if based on applicable law as of the Mortgage Pool does notdate hereof, on for all income and franchise tax purposes, the Closing Date, include any ARD Trust Mortgage Loans, then: (i) there shall be no Grantor Trust; (ii) no Holder or Holders of the Class V R-III Certificates shall be issued; (iiitreated and reported as the sole beneficial owner(s) insofar as, but only insofar as, of the provisions Loss of this Agreement specifically relate to the Grantor Trust, Grantor Trust Assets, Class V Certificates, the Class V Sub-Account, ARD Mortgage Loans, ARD Trust Mortgage Loan and/or Additional Interest, such provisions (other than this Section 2.05(b), the definitions of such terms set forth in Section 1.01 and Schedule VII annexed hereto) shall, without otherwise affecting the enforceability or validity of this Agreement with respect to any other matters, be of no force and effect; and (iv) the parties hereto shall have no rights or obligations with respect to the Grantor Trust, Grantor Trust Assets, Class V Certificates, the Class V Sub-Account, ARD Mortgage Loans, ARD Trust Mortgage Loans and/or Additional InterestValue Reserve Fund.

Acceptance of Grantor. Trust Assets by Trustee; Issuance of the Class V Certificates. (a) It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Additional Interest Received by the Trust on or with respect to the ARD Trust Mortgage Loans, if any, and any successor REO Trust Mortgage Loans with respect thereto constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust Assets, if any, and declares that it holds and will hold any such assets in trust for the exclusive use and benefit of all present and future Holders of the Class V Certificates. Concurrently with the assignment to it of the Grantor Trust Assets, subject to Section 2.05(b), the Certificate Registrar shall execute, and the Authenticating Agent shall authenticate and deliver, to or upon the order of the Depositor, the Class V Certificates in authorized denominations evidencing, in the aggregate, the entire beneficial ownership of the Grantor Trust. Subject to Section 2.05(b): (i) the Class V Certificates shall evidence the entire beneficial ownership of the Grantor Trust; and (ii) the rights of Holders of the Class V Certificates to receive distributions from the proceeds of the Grantor Trust Assets, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement. (b) Notwithstanding Section 2.05(a) or anything else to the contrary set forth in this Agreement, if the Mortgage Pool does not, on the Closing Date, include any ARD Trust Mortgage Loans, then: (i) there shall be no Grantor Trust; (ii) no Class V Certificates shall be issued; (iii) insofar as, but only insofar as, the provisions of this Agreement specifically relate to the Grantor Trust, Grantor Trust Assets, Class V Certificates, the Class V Sub-Account, ARD Mortgage Loans, ARD Trust Mortgage Loan Loans and/or Additional Interest, such provisions (other than this Section 2.05(b), the definitions of such terms set forth in Section 1.01 and Schedule VII V annexed hereto) shall, without otherwise affecting the enforceability or validity of this Agreement with respect to any other matters, be of no force and effect; and (iv) the parties hereto shall have no rights or obligations with respect to the Grantor Trust, Grantor Trust Assets, Class V Certificates, the Class V Sub-Account, ARD Mortgage Loans, ARD Trust Mortgage Loans and/or Additional Interest.