Common use of Advance Facility Clause in Contracts

Advance Facility. (a) The Servicer is hereby authorized to enter into a financing or other facility (any such arrangement, an “Advance Facility”) under which (1) the Servicer assigns or pledges to another Person (an “Advancing Person”) the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. No consent of the Owner is required before the Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the Servicer's behalf, the Servicer shall remain obligated pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement, and shall not be relieved of such obligations by virtue of such Advance Facility. To the extent that an Advancing Person makes all or a portion of any Advance or any Servicing Advance and provides the Owner with notice acknowledged by the Servicer that such Advancing Person is entitled to reimbursement, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(b). Such notice from the Advancing Person must specify the amount of the reimbursement and must specify which Section of this Agreement permits the applicable Advance or Servicing Advance to be reimbursed. The Owner shall be entitled to rely without independent investigation on the Advancing Person's statement with respect to the amount of any reimbursement pursuant to this 9.07 and with respect to the Advancing Person's statement with respect to the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursed. An Advancing Person whose obligations are limited to the making of Advances and/or Servicing Advances shall not be required to meet the qualifications of a Servicer or a Sub-Servicer and will not be deemed to be a Sub-Servicer under this Agreement. (b) If the Advancing Person and the Servicer submit to the Owner the notice set forth in subsection (a) above, then the Servicer shall be permitted to pay to the Advancing Person reimbursements for Advances and Servicing Advances from the Collection Account to the same extent the Servicer would have been permitted to reimburse itself for such Advances and/or Servicing Advances in accordance with this Agreement prior to the remittance to the Owner. (c) All Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basis.

Advance Facility. (a) The Servicer is hereby authorized to enter into a financing or other facility (any such arrangement, an “Advance Facility”) under with any Person which (1) the Servicer assigns or pledges to another provides that such Person (an “Advancing Person”) the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all of the Delinquency Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. No consent of the Owner is required before Agreement or that the Servicer may enter pledge or assign its rights to be reimbursed for Delinquency Advances and/or Servicing Advances, directly or indirectly, to an Advancing Person, although no such Advance Facility shall reduce or otherwise affect the Servicer’s obligation to fund such Delinquency Advances and/or Servicing Advances. If the Servicer enters into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the Servicer's behalf, the Servicer and the related Advancing Person shall remain obligated deliver to the Trustee at the address set forth in Section 11.19 hereof a written notice (an “Advance Facility Notice”), stating the identity of the Advancing Person. If the Servicer enters into such an Advance Facility pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required Section 8.29, upon reasonable request of the Advancing Person, the Trustee shall execute a letter of acknowledgment prepared by this Agreementthe Servicer, and shall not be relieved confirming its receipt of such obligations by virtue notice of the existence of such Advance Facility. To the extent that an Advancing Person makes all or a portion of previously identified in the Advance Facility Notice funds any Delinquency Advance or any Servicing Advance and the Servicer provides the Owner Trustee with notice acknowledged by the Servicer an Officer’s Certificate that such Advancing Person is entitled to reimbursement, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 8.29(c). Such notice from the Advancing Person Officer’s Certificate must specify the amount of the reimbursement and must specify which Section of this Agreement permits reimbursement, the applicable Advance or Servicing Advance to be reimbursed. The Owner shall be entitled to rely without independent investigation on remittance date, the written payment instructions for the Advancing Person's statement with respect to the amount of any reimbursement pursuant to this 9.07 and with respect to the Advancing Person's statement with respect to , the Section of this Agreement that permits the applicable Delinquency Advance or Servicing Advance to be reimbursedreimbursed and either the section(s) of the Advance Facility that entitle the Advancing Person to receive reimbursement from the Trustee, rather than the Servicer, or proof of an Event of Default by the Servicer under the Advance Facility entitling the Advancing Person to reimbursement from the Trustee. The Trustee shall have no duty or liability with respect to any calculation of any reimbursement to be paid to an Advancing Person and shall be entitled to conclusively rely without independent investigation on the Officer’s Certificate provided pursuant to this Section 8.29. An Advancing Person whose obligations hereunder are limited to the making funding of Delinquency Advances and/or Servicing Advances, or who merely receives an assignment or pledge of the Servicer’s rights to be reimbursed for Delinquency Advances and/or Servicing Advances, shall not be required to meet the qualifications of a the Servicer or a any Sub-Servicer and will not be deemed to be a Sub-Servicer under this Agreement. (b) If None of the Depositor or the Trustee shall, as a result of the existence of any Advance Facility, have any additional duty or liability with respect to the calculation or payment of any reimbursement for Delinquency Advances or Servicing Advances, nor, as a result of the existence of any Advance Facility, shall the Depositor or the Trustee have any additional responsibility to track or monitor the administration of the Advance Facility or the reimbursement for Delinquency Advances or Servicing Advances, except to remit reimbursements in accordance with payment instructions received pursuant to Section 8.29(a). The Servicer shall indemnify the Depositor, the Trustee, any successor Servicer, any Owner and the Trust for any claim, loss, liability or damage resulting from any claim by the Advancing Person Person, except to the extent that such claim, loss, liability or damage resulted from or arose out of the gross negligence, recklessness or willful misconduct on the part of the Depositor, the Trustee, any successor Servicer or any Owner, as the case may be, or failure by the successor Servicer or the Trustee, as the case may be, to remit funds as required by this Agreement or the commission of an act or omission to act by the successor Servicer or the Trustee, as the case may be, and the passage of any applicable cure or grace period, such that a Servicer submit Termination Event under this Agreement occurs or such entity is subject to termination for cause under this Agreement. (c) If an Advance Facility is entered into, and if the Owner Servicer so notifies the notice set forth in subsection (a) aboveTrustee, then the Servicer shall be permitted not seek reimbursement for any Delinquency Advance or Servicing Advance made by an Advancing Person under Section 7.03(b) clause C.29, Section 8.08(d)(D) and (E) and Section 8.09, but instead the Servicer shall remit the amounts relating to Advances to the Trustee in the monthly remittance made to the Trustee on a Monthly Remittance Date in accordance with this Agreement. The Trustee, upon its receipt of an Officer’s Certificate in accordance with Section 8.29 hereof, shall pay to the Advancing Person or to a trustee, agent or custodian designated in the Officer’s Certificate specified in Section 8.29(a), reimbursements for Delinquency Advances and Servicing Advances from the Collection Certificate Account to the same extent the Servicer would have been permitted to reimburse itself from the Principal and Interest Account for such Delinquency Advances and/or Servicing Advances in accordance with this Agreement prior to Section 7.03(b) clause C.29, Sections 8.08(d)(D) and (E) and Section 8.09, as the remittance to case may be, had the OwnerServicer itself funded such Delinquency Advance or Servicing Advance. (cd) All Delinquency Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basis, such that an advance made earlier in time with respect to any Home Equity Loan shall be reimbursed to the Servicer who made that advance, before reimbursement of an advance made later in time with respect to that Home Equity Loan, and a predecessor Servicer’s advances with respect to any particular Home Equity Loan shall be reimbursed before reimbursement of a successor Servicer’s advances with respect to such Home Equity Loan. (e) In making its determination that any Delinquency Advance or Servicing Advance theretofore made has become a Nonrecoverable Advance, the Servicer shall apply the same criteria in making such determination regardless of whether such Delinquency Advance or Servicing Advance shall have been made by the Servicer or any predecessor Servicer. (f) The Servicer shall maintain and provide to any successor Servicer and, upon request, the Trustee a detailed accounting on a loan-by-loan basis as to amounts advanced by, pledged or assigned to, and reimbursed to any Advancing Person. The successor Servicer shall be entitled to rely on any such information provided by the predecessor Servicer, and the successor Servicer shall not be liable for any errors in such information. (g) Any amendment to this Section 8.29 or to any other provision of this Agreement that may be necessary or appropriate to effect the terms of an Advance Facility as described generally in this Section 8.29, including amendments to add provisions relating to a successor Servicer, may be entered into by the Depositor, the Sellers, the Trustee and the Servicer without the consent of any Certificateholder, provided that such amendment complies with Section 11.14. All reasonable costs and expenses (including attorneys’ fees) of each party hereto of any such amendment shall be borne solely by the Servicer. The parties hereto hereby acknowledge and agree that: (a) the Delinquency Advances and/or Servicing Advances financed by and/or pledged to an Advancing Person under any Advance Facility are obligations owed to the Servicer payable only from the cash flows and proceeds received under this Agreement for reimbursement of Delinquency Advances and/or Servicing Advances only to the extent provided herein, and the Trustee and the Trust are not, as a result of the existence of any Advance Facility, separately obligated or liable to repay any Delinquency Advances and/or Servicing Advances financed by the Advancing Person; (b) the Servicer will be responsible for remitting to the Advancing Person the applicable amounts collected by it as reimbursement for Delinquency Advances and/or Servicing Advances funded by the Advancing Person, subject to the provisions of this Agreement and except to the extent an election is made to remit all such reimbursements to the Trustee as described in Section 8.29(c); and (c) the Trustee shall not have any responsibility to track or monitor the administration of the financing arrangement between the Servicer and any Advancing Person.

Advance Facility. (a) The With respect to the Non-Designated Mortgage Loans, with the prior written consent of FSA, each Servicer is hereby authorized to enter into a financing or other facility (any such arrangement, an “Advance Facility”) under which (1) the each such Servicer assigns or pledges to another Person (an “Advancing Person”) the such Servicer's ’s rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all Advances and/or Servicing Advances required to be made by the such Servicer pursuant to this Agreement. No consent of the Owner Trustee, Certificateholders or any other party (other than FSA) is required before the such Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner Trustee shall be required before the such Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the a Servicer's ’s behalf, the each such Servicer shall remain obligated pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement, and shall not be relieved of such obligations by virtue of such Advance Facility. To the extent that If each such Servicer enters into an Advance Facility, and for so long as an Advancing Person makes all remains entitled to receive reimbursement for any Advances or a portion Servicing Advances outstanding and previously unreimbursed pursuant to this Agreement, then such Servicer may elect by providing written notice to the Trustee not to be permitted to reimburse itself for Advances and/or Servicing Advances, as applicable, pursuant to Section 3.09(a) of this Agreement, but following any such election such Servicer shall be required to include amounts collected that would otherwise be retained by such Servicer to reimburse it for previously unreimbursed Advances (“Advance or any Reimbursement Amounts”) and/or previously unreimbursed Servicing Advances (“Servicing Advance Reimbursement Amounts” and provides together with Advance Reimbursement Amounts, “Reimbursement Amounts”) (in each case to the Owner extent such type of Reimbursement Amount is included in the Advance Facility) in the remittance to the Trustee made pursuant to this Agreement to the extent of amounts on deposit in the Collection Account on the Servicer Remittance Date. Notwithstanding anything to the contrary herein, in no event shall Advance Reimbursement Amounts or Servicing Advance Reimbursement Amounts be included in Interest Remittance Amounts or Principal Remittance Amounts or distributed to Certificateholders. Each Servicer making the election set forth herein shall report to the Trustee the portions of the Reimbursement Amounts that consist of Advance Reimbursement Amounts and Servicing Advance Reimbursement Amounts, respectively. (b) If a Servicer enters into an Advance Facility and makes the election set forth in Section 3.22(a), such Servicer and the related Advancing Person shall deliver to the Trustee a written notice and payment instruction (an “Advance Facility Notice”), providing the Trustee with notice acknowledged written payment instructions as to where to remit Advance Reimbursement Amounts and/or Servicing Advance Reimbursement Amounts (each to the extent such type of Reimbursement Amount is included within the Advance Facility) on subsequent Distribution Dates. The payment instruction shall require the applicable Reimbursement Amounts to be distributed to the Advancing Person or to a trustee or custodian (an “Advance Facility Trustee”) designated in the Advance Facility Notice. An Advance Facility Notice may only be terminated by the joint written direction of the related Servicer that such and the related Advancing Person is entitled (and any related Advance Facility Trustee); provided, however, that the provisions of this Section 3.22 shall cease to reimbursementbe applicable when all Advances and Servicing Advances funded by an Advancing Person, and when all Advances and Servicing Advances (the rights to be reimbursed for which have been assigned or pledged to an Advancing Person), have been repaid to the related Advancing Person in full. (c) Reimbursement Amounts shall consist solely of amounts in respect of Advances and/or Servicing Advances made with respect to the Mortgage Loans for which the related Servicer would be permitted to reimburse itself in accordance with Section 3.09(a)(ii), (iii) and (iv) hereof, assuming such Advancing Servicer had made the related Advance(s) and/or Servicing Advance(s). Notwithstanding the foregoing, no Person shall be entitled to receive reimbursement from funds held in the Collection Account for future distribution to Certificateholders pursuant to this Agreement for such amount the provisions of Section 4.01. Neither the Trustee nor FSA shall have any duty or liability with respect to the extent provided in 9.07(b). Such notice from the Advancing Person must specify the amount calculation of the reimbursement any Reimbursement Amount and must specify which Section of this Agreement permits the applicable Advance or Servicing Advance to be reimbursed. The Owner shall be entitled to rely without independent investigation on the Advancing Person's statement with respect to Advance Facility Notice and on such Servicer’s report of the amount of any reimbursement Advance Reimbursement Amounts and Servicing Advance Reimbursement Amounts that were included in the remittance from such Servicer to the Trustee pursuant to this 9.07 Section 3.09(a)(viii) or (ix). Such Servicer shall maintain and with respect provide to the any successor Servicer and (upon request) to FSA a detailed accounting on a loan-by-loan basis as to amounts advanced by, pledged or assigned to, and reimbursed to any Advancing Person's statement with respect . The successor Servicer shall be entitled to rely on any such information provided by the Section of this Agreement that permits predecessor Servicer, and the applicable Advance or Servicing Advance to successor Servicer shall not be reimbursed. liable for any errors in such information. (d) An Advancing Person who receives an assignment or pledge of the rights to be reimbursed for Advances and/or Servicing Advances, and/or whose obligations hereunder are limited to the making funding of Advances and/or Servicing Advances shall not be required to meet the qualifications criteria for qualification of a Servicer or a Sub-Servicer set forth in Section 3.02 hereof. (e) With respect to any Advance Facility pursuant to which the Servicer has made the election set forth in Section 3.22(a), the documentation establishing any Advance Facility shall require that Reimbursement Amounts distributed with respect to each Mortgage Loan be allocated to outstanding unreimbursed Advances or Servicing Advances (as the case may be) made with respect to that Mortgage Loan on a “first-in, first-out” (FIFO) basis. Such documentation shall also require each electing Servicer to provide to the related Advancing Person or Advance Facility Trustee loan-by-loan information with respect to each Reimbursement Amount distributed by the Trustee to such Advancing Person or Advance Facility Trustee on each Distribution Date, to enable the Advancing Person or Advance Facility Trustee to make the FIFO allocation of each Reimbursement Amount with respect to each Mortgage Loan. Each Servicer shall remain entitled to be reimbursed by the Advancing Person or Advance Facility Trustee for all Advances and will Servicing Advances funded by such Servicer to the extent the related rights to be reimbursed therefor have not been assigned or pledged to an Advancing Person. (f) Notwithstanding anything to the contrary in this Agreement, FSA is not and shall not be deemed responsible to track or monitor Reimbursement Amounts or any Advance Facility, and is not and shall not be a Sub-obligated to make any payment with respect to any Reimbursement Amount. Each Servicer who enters into an Advance Facility shall indemnify FSA, the Trustee, the Trust and any successor Servicer, as applicable, from and against any claims, losses, liabilities or damages resulting from any claim by the related Advancing Person, except to the extent that such claim, loss, liability or damage resulted from or arose out of negligence, recklessness or willful misconduct on the part of FSA, the Trustee or the successor Servicer, or failure by the successor Servicer or the Trustee to remit funds as required by this Agreement or the commission of an act or omission to act by the successor Servicer or the Trustee, and the passage of any applicable cure or grace period, such that an Event of Default under this Agreement occurs or such entity is subject to termination for cause under this Agreement. (bg) If the Advancing Person and the Servicer submit Notwithstanding anything to the Owner the notice set forth contrary in subsection (a) abovethis Section 3.22, then the a Servicer shall be permitted consult with FSA in determining the manner in which any Advance Facility shall affect a successor Servicer before such Servicer shall enter into an Advance Facility. Any amendment to pay this Section 3.22 or to the Advancing Person reimbursements for Advances and Servicing Advances from the Collection Account to the same extent the Servicer would have been permitted to reimburse itself for such Advances and/or Servicing Advances in accordance with any other provision of this Agreement prior that may be necessary or appropriate to the remittance to the Owner. (c) All Advances and Servicing Advances made pursuant to effect the terms of an Advance Facility as described generally in this Agreement shall Section 3.22, including amendments to add provisions relating to a successor Servicer, may be deemed made entered into by the Trustee, the Seller and shall be reimbursed on a “first in-first out” (FIFO) basissuch Servicer without the consent of any Certificateholder, but only with the consent of FSA, notwithstanding anything to the contrary in Section 11.01 of or elsewhere in this Agreement.

Advance Facility. (a) The With the prior written consent of FSA, each Servicer is hereby authorized to enter into a financing or other facility (any such arrangement, an “Advance Facility”) under which (1) the each such Servicer assigns or pledges to another Person (an “Advancing Person”) the such Servicer's ’s rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all Advances and/or Servicing Advances required to be made by the such Servicer pursuant to this Agreement. No consent of the Owner Trustee, Certificateholders or any other party (other than FSA) is required before the such Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner Trustee shall be required before the such Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the a Servicer's ’s behalf, the each such Servicer shall remain obligated pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement, and shall not be relieved of such obligations by virtue of such Advance Facility. To the extent that If each such Servicer enters into an Advance Facility, and for so long as an Advancing Person makes all remains entitled to receive reimbursement for any Advances or a portion Servicing Advances outstanding and previously unreimbursed pursuant to this Agreement, then such Servicer may elect by providing written notice to the Trustee not to be permitted to reimburse itself for Advances and/or Servicing Advances, as applicable, pursuant to Section 3.09(a) of this Agreement, but following any such election Servicer shall be required to include amounts collected that would otherwise be retained by such Servicer to reimburse it for previously unreimbursed Advances (“Advance or any Reimbursement Amounts”) and/or previously unreimbursed Servicing Advances (“Servicing Advance Reimbursement Amounts” and provides together with Advance Reimbursement Amounts, “Reimbursement Amounts”) (in each case to the Owner extent such type of Reimbursement Amount is included in the Advance Facility) in the remittance to the Trustee made pursuant to this Agreement to the extent of amounts on deposit in the Collection Account on the related Servicer Remittance Date. Notwithstanding anything to the contrary herein, in no event shall Advance Reimbursement Amounts or Servicing Advance Reimbursement Amounts be included in Interest Remittance Amounts or Principal Remittance Amounts or distributed to Certificateholders. Each Servicer making the election set forth herein shall report to the Trustee the portions of the Reimbursement Amounts that consist of Advance Reimbursement Amounts and Servicing Advance Reimbursement Amounts, respectively. (b) If a Servicer enters into an Advance Facility and makes the election set forth in Section 3.22(a), such Servicer and the related Advancing Person shall deliver to the Trustee a written notice and payment instruction (an “Advance Facility Notice”), providing the Trustee with notice acknowledged written payment instructions as to where to remit Advance Reimbursement Amounts and/or Servicing Advance Reimbursement Amounts (each to the extent such type of Reimbursement Amount is included within the Advance Facility) on subsequent Distribution Dates. The payment instruction shall require the applicable Reimbursement Amounts to be distributed to the Advancing Person or to a trustee or custodian (an “Advance Facility Trustee”) designated in the Advance Facility Notice. An Advance Facility Notice may only be terminated by the joint written direction of the related Servicer that such and the related Advancing Person is entitled (and any related Advance Facility Trustee); provided, however, that the provisions of this Section 3.22 shall cease to reimbursementbe applicable when all Advances and Servicing Advances funded by an Advancing Person, and when all Advances and Servicing Advances (the rights to be reimbursed for which have been assigned or pledged to an Advancing Person), have been repaid to the related Advancing Person in full. (c) Reimbursement Amounts shall consist solely of amounts in respect of Advances and/or Servicing Advances made with respect to the Mortgage Loans for which the related Servicer would be permitted to reimburse itself in accordance with Section 3.09(ii), (iii) and (iv) hereof, assuming such Advancing Servicer had made the related Advance(s) and/or Servicing Advance(s). Notwithstanding the foregoing, no Person shall be entitled to receive reimbursement from funds held in the Collection Account for future distribution to Certificateholders pursuant to this Agreement for such amount the provisions of Section 4.01. Neither the Trustee nor FSA shall have any duty or liability with respect to the extent provided in 9.07(b). Such notice from the Advancing Person must specify the amount calculation of the reimbursement any Reimbursement Amount and must specify which Section of this Agreement permits the applicable Advance or Servicing Advance to be reimbursed. The Owner shall be entitled to rely without independent investigation on the Advancing Person's statement with respect to Advance Facility Notice and on such Servicer’s report of the amount of any reimbursement Advance Reimbursement Amounts and Servicing Advance Reimbursement Amounts that were included in the remittance from such Servicer to the Trustee pursuant to this 9.07 Section 3.09(a)(viii) or (ix). Such Servicer shall maintain and with respect provide to the any successor Servicer and (upon request) to FSA a detailed accounting on a loan-by-loan basis as to amounts advanced by, pledged or assigned to, and reimbursed to any Advancing Person's statement with respect . The successor Servicer shall be entitled to rely on any such information provided by the Section of this Agreement that permits predecessor Servicer, and the applicable Advance or Servicing Advance to successor Servicer shall not be reimbursed. liable for any errors in such information. (d) An Advancing Person who receives an assignment or pledge of the rights to be reimbursed for Advances and/or Servicing Advances, and/or whose obligations hereunder are limited to the making funding of Advances and/or Servicing Advances shall not be required to meet the qualifications criteria for qualification of a Servicer or a Sub-Servicer set forth in Section 3.02 hereof. (e) With respect to any Advance Facility pursuant to which the Servicer has made the election set forth in Section 3.22(a), the documentation establishing any Advance Facility shall require that Reimbursement Amounts distributed with respect to each Mortgage Loan be allocated to outstanding unreimbursed Advances or Servicing Advances (as the case may be) made with respect to that Mortgage Loan on a “first-in, first-out” (FIFO) basis. Such documentation shall also require each electing Servicer to provide to the related Advancing Person or Advance Facility Trustee loan-by-loan information with respect to each Reimbursement Amount distributed by the Trustee to such Advancing Person or Advance Facility Trustee on each Distribution Date, to enable the Advancing Person or Advance Facility Trustee to make the FIFO allocation of each Reimbursement Amount with respect to each Mortgage Loan. Each Servicer shall remain entitled to be reimbursed by the Advancing Person or Advance Facility Trustee for all Advances and will Servicing Advances funded by such Servicer to the extent the related rights to be reimbursed therefor have not been assigned or pledged to an Advancing Person. (f) Notwithstanding anything to the contrary in this Agreement, FSA is not and shall not be deemed responsible to track or monitor Reimbursement Amounts or any Advance Facility, and is not and shall not be a Sub-obligated to make any payment with respect to any Reimbursement Amount. Each Servicer who enters into an Advance Facility shall indemnify FSA, the Trustee, the Trust and any successor Servicer, as applicable, from and against any claims, losses, liabilities or damages resulting from any claim by the related Advancing Person, except to the extent that such claim, loss, liability or damage resulted from or arose out of negligence, recklessness or willful misconduct on the part of the FSA, the Trustee or the successor Servicer, or failure by the successor Servicer or the Trustee to remit funds as required by this Agreement or the commission of an act or omission to act by the successor Servicer or the Trustee, and the passage of any applicable cure or grace period, such that an Event of Default under this Agreement occurs or such entity is subject to termination for cause under this Agreement. (bg) If the Advancing Person and the Servicer submit Notwithstanding anything to the Owner the notice set forth contrary in subsection (a) abovethis Section 3.22, then the a Servicer shall be permitted consult with FSA in determining the manner in which any Advance Facility shall affect a successor Servicer before such Servicer shall enter into an Advance Facility. Any amendment to pay this Section 3.22 or to the Advancing Person reimbursements for Advances and Servicing Advances from the Collection Account to the same extent the Servicer would have been permitted to reimburse itself for such Advances and/or Servicing Advances in accordance with any other provision of this Agreement prior that may be necessary or appropriate to the remittance to the Owner. (c) All Advances and Servicing Advances made pursuant to effect the terms of an Advance Facility as described generally in this Agreement shall Section 3.22, including amendments to add provisions relating to a successor Servicer, may be deemed made entered into by the Trustee, the Seller and shall be reimbursed on a “first in-first out” (FIFO) basissuch Servicer without the consent of any Certificateholder, but only with the consent of FSA, notwithstanding anything to the contrary in Section 11.01 of or elsewhere in this Agreement.

Advance Facility. (a) The Servicer on behalf of the Issuing Entity, is hereby authorized to enter into a financing or other facility (any such an arrangement, an “Advance Facility”) under with any Person which (1) the Servicer assigns or pledges to another provides that such Person (an “Advancing Person”) the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to may fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all Delinquency Advances and/or Servicing Advances required to be made by the Servicer pursuant to under this Agreement, although no such facility shall reduce or otherwise affect the Servicer’s obligation to fund such Delinquency Advances and/or Servicing Advances. No consent of the Owner is Indenture Trustee, the Noteholders, the Note Insurer or any other party shall be required before the Servicer may enter into an Advance Facility; providedFacility nor shall the Indenture Trustee, however, that the consent of Note Insurer or the Owner shall Noteholders be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence a third party beneficiary of any Advance Facility under which obligation of an Advancing Person agrees to fund the Servicer. If the Servicer enters into an Advance Facility, the Servicer and the related Advancing Person shall deliver to the Indenture Trustee at the address set forth in Section 10.06 hereof a written notice (an “Advance Facility Notice”), stating (a) the identity of the Advancing Person and (b) the identity of the Person (the “Servicer’s Assignee”) that will, subject to Section 5.24(b) hereof, have the right to make withdrawals from the Collection Account pursuant to Section 5.03(b) hereof to reimburse previously unreimbursed Delinquency Advances and/or Servicing Advances on the Servicer's behalf, (“Advance Reimbursement Amounts”). If the Servicer shall remain obligated enters into such an Advance Facility pursuant to this Agreement to make Advances and Servicing Advances pursuant to and Section 5.24, upon reasonable request of the Advancing Person, the Indenture Trustee shall execute a letter of acknowledgment, as required prepared by this Agreement, and shall not be relieved the Servicer confirming its receipt of such obligations by virtue written notice of the existence of such Advance Facility. To the extent that an Advancing Person makes all purchases or a portion of funds any Delinquency Advance or any Servicing Advance and provides the Owner Indenture Trustee with written notice acknowledged by the Servicer that such Advancing Person is entitled to reimbursementreimbursement directly from the Indenture Trustee pursuant to the terms of the Advance Facility, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 5.24(b). Such notice from the Advancing Person must specify the amount of the reimbursement and must specify which reimbursement, the Section of this Agreement that permits the applicable Delinquency Advance or Servicing Advance to be reimbursedreimbursed and the section(s) of the Advance Facility that entitle the Advancing Person to request reimbursement from the Indenture Trustee, rather than the Servicer, and include the Servicer’s acknowledgment thereto or proof of an Event of Default under the Advance Facility. The Owner Indenture Trustee shall have no duty or liability with respect to any calculation of any reimbursement to be paid to an Advancing Person and shall be entitled to rely without independent investigation on the Advancing Person's statement with respect to the amount of any reimbursement ’s notice provided pursuant to this 9.07 and with respect to Section 5.24. For the Advancing Person's statement with respect to the Section avoidance of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursed. An doubt, an Advancing Person whose obligations under the Advance Facility are limited to the making funding of Delinquency Advances and/or Servicing Advances shall not be required to meet the qualifications of a Servicer or a Sub-Servicer and will not be deemed considered to be a Sub-Servicer under this Agreementsubservicer hereunder. (b) If Notwithstanding the Advancing Person foregoing, and for the avoidance of doubt, (i) the Servicer and/or the Servicer’s Assignee shall only be entitled to reimbursement of Delinquency Advance reimbursement amounts hereunder from withdrawals from the Collection Account pursuant to Section 5.03(b) and (c) of this Agreement and shall not otherwise be entitled to make withdrawals or receive amounts that shall be deposited in each Payment Account, and (ii) none of the Indenture Trustee. the Note Insurer or the Noteholders shall have any right to, or otherwise be entitled to, receive any Delinquency Advance reimbursement amounts to which the Servicer or Servicer’s Assignee, as applicable, shall be entitled pursuant to Section 5.03(b) and (c) hereof. An Advance Facility may be terminated by the joint written direction of the Servicer and the Servicer submit related Advancing Person. Written notice of such termination shall be delivered to the Owner Indenture Trustee in the notice manner set forth in subsection Section 10.06 hereof. Neither the Issuing Entity nor the Indenture Trustee shall, as a result of the existence of any Advance Facility, have any additional duty or liability with respect to the calculation or payment of any Delinquency Advance reimbursement amount, nor, as a result of the existence of any Advance Facility, shall the Issuing Entity or the Indenture Trustee have any additional responsibility to track or monitor the administration of the Advance Facility or the payment of Delinquency Advance reimbursement amounts to the Servicer’s Assignee. The Servicer shall indemnify the Indenture Trustee, any successor Servicer and the Issuing Entity for any claim, loss, liability or damage resulting from any claim by the related Advancing Person, except to the extent that such claim, loss, liability or damage resulted from or arose out of negligence, recklessness or willful misconduct on the part of the Indenture Trustee or any successor Servicer, as the case may be, or failure by the successor Servicer to remit funds as required by this Agreement or the commission of an act or omission to act by the successor Servicer and the passage of any applicable cure or grace period, such that an Event of Default under this Agreement occurs or such entity is subject to termination for cause under this Agreement. The Servicer shall maintain and provide to any successor Servicer and, upon request, the Indenture Trustee a detailed accounting on a loan-by-loan basis as to amounts advanced by, pledged or assigned to, and reimbursed to any Advancing Person. The successor Servicer and the Indenture Trustee, as applicable, shall be entitled to rely on any such information provided by the predecessor Servicer, and the successor Servicer and the Indenture Trustee, as applicable, shall not be liable for any errors in such information. (ac) aboveIf an Advancing Person is entitled to reimbursement for any particular Delinquency Advance or Servicing Advance as set forth in Section 5.24(a), then the Servicer shall not be permitted to reimburse itself therefor under Section 5.03(b) and (c), but instead the Servicer shall include such amounts in the applicable remittance to the Indenture Trustee made pursuant to Section 5.02 to the extent of amounts on deposit in the Collection Account on the related Servicer Remittance Date. The Indenture Trustee is hereby authorized to pay to the an Advancing Person reimbursements for Delinquency Advances and Servicing Advances from the Collection each Payment Account to the same extent the Servicer would have been permitted to reimburse itself for such Delinquency Advances and/or Servicing Advances in accordance with this Agreement prior to Section 5.03(b) and (c), had the remittance to the OwnerServicer made such Delinquency Advance or Servicing Advance. (cd) All Delinquency Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-in first out” (FIFO) basis. In the event the Servicer’s Assignee shall have received some or all of an Delinquency Advance reimbursement amount related to Delinquency Advances and/or Servicing Advances that were made by a Person other than the Servicer or its related Advancing Person in error, then such Servicer’s Assignee shall be required to remit any portion of such Delinquency Advance reimbursement amount to each Person entitled to such portion of such Delinquency Advance reimbursement amount. Without limiting the generality of the foregoing, the Servicer shall remain entitled to be reimbursed pursuant to Section 5.03(b) and (c) for all Delinquency Advances and/or Servicing Advances funded by the Servicer to the extent the related Delinquency Advance reimbursement amounts have not been assigned, sold or pledged to such Advancing Person or Servicer’s Assignee. (e) In the event the Servicer is terminated pursuant to Section 7.01, the Advancing Person shall succeed to the terminated Servicer’s right of reimbursement set forth in Section 5.03(b) and (c) to the extent of such Advancing Person’s financing of Delinquency Advances or Servicing Advances hereunder then remaining unreimbursed. (f) Any amendment to this Section 5.24 or to any other provision of this Agreement that may be necessary or appropriate to effect the terms of an Advance Facility as described generally in this Section 5.24, including amendments to add provisions relating to a successor Servicer, may be entered into by the Indenture Trustee, the Sponsor, the Depositor, the Issuing Entity and the Servicer without the consent of any Noteholder or the Note Insurer, provided such amendment complies with Section 10.03 hereof. All reasonable costs and expenses (including attorneys’ fees) of each party hereto of any such amendment shall be borne solely by the Servicer. The parties hereto hereby acknowledge and agree that: (a) the Delinquency Advances and/or Servicing Advances financed by, sold and/or pledged to an Advancing Person under any Advance Facility are obligations owed to the Servicer payable only from the cash flows and proceeds received under this Agreement for reimbursement of Delinquency Advances and/or Servicing Advances only to the extent provided herein, and the Indenture Trustee and the Issuing Entity are not, as a result of the existence of any Advance Facility, obligated or liable to repay any Delinquency Advances and/or Servicing Advances financed by the Advancing Person; (b) the Servicer will be responsible for remitting to the Advancing Person the applicable amounts collected by it as reimbursement for Delinquency Advances and/or Servicing Advances purchased or funded by the Advancing Person, subject to the provisions of this Agreement; and (c) the Indenture Trustee shall not have any responsibility to track or monitor the administration of the financing arrangement between the Servicer and any Advancing Person.

Advance Facility. (a) The Servicer is hereby authorized to enter into a financing or other facility (any such arrangement, an “Advance Facility”) under with any Person which (1) the Servicer assigns or pledges to another provides that such Person (an “Advancing Person”) the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all of the Delinquency Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. No consent of the Owner is required before Agreement or that the Servicer may enter pledge or assign its rights to be reimbursed for Delinquency Advances and/or Servicing Advances, directly or indirectly, to an Advancing Person, although no such Advance Facility shall reduce or otherwise affect the Servicer’s obligation to fund such Delinquency Advances and/or Servicing Advances. If the Servicer enters into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the Servicer's behalf, the Servicer and the related Advancing Person shall remain obligated deliver to the Trustee at the address set forth in Section 11.19 hereof a written notice (an “Advance Facility Notice”), stating the identity of the Advancing Person. If the Servicer enters into such an Advance Facility pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required Section 8.29, upon reasonable request of the Advancing Person, the Trustee shall execute a letter of acknowledgment prepared by this Agreementthe Servicer, and shall not be relieved confirming its receipt of such obligations by virtue notice of the existence of such Advance Facility. To the extent that an Advancing Person makes all or a portion of previously identified in the Advance Facility Notice funds any Delinquency Advance or any Servicing Advance and the Servicer provides the Owner Trustee with notice acknowledged by the Servicer an Officer’s Certificate that such Advancing Person is entitled to reimbursement, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 8.29(c). Such notice from the Advancing Person Officer’s Certificate must specify the amount of the reimbursement and must specify which Section of this Agreement permits reimbursement, the applicable Advance or Servicing Advance to be reimbursed. The Owner shall be entitled to rely without independent investigation on remittance date, the written payment instructions for the Advancing Person's statement with respect to the amount of any reimbursement pursuant to this 9.07 and with respect to the Advancing Person's statement with respect to , the Section of this Agreement that permits the applicable Delinquency Advance or Servicing Advance to be reimbursedreimbursed and either the section(s) of the Advance Facility that entitle the Advancing Person to receive reimbursement from the Trustee, rather than the Servicer, or proof of an Event of Default by the Servicer under the Advance Facility entitling the Advancing Person to reimbursement from the Trustee. The Trustee shall have no duty or liability with respect to any calculation of any reimbursement to be paid to an Advancing Person and shall be entitled to conclusively rely without independent investigation on the Officer’s Certificate provided pursuant to this Section 8.29. An Advancing Person whose obligations hereunder are limited to the making funding of Delinquency Advances and/or Servicing Advances, or who merely receives an assignment or pledge of the Servicer’s rights to be reimbursed for Delinquency Advances and/or Servicing Advances, shall not be required to meet the qualifications of a the Servicer or a any Sub-Servicer and will not be deemed to be a Sub-Servicer under this Agreement. (b) If None of the Depositor or the Trustee shall, as a result of the existence of any Advance Facility, have any additional duty or liability with respect to the calculation or payment of any reimbursement for Delinquency Advances or Servicing Advances, nor, as a result of the existence of any Advance Facility, shall the Depositor or the Trustee have any additional responsibility to track or monitor the administration of the Advance Facility or the reimbursement for Delinquency Advances or Servicing Advances, except to remit reimbursements in accordance with payment instructions received pursuant to Section 8.29(a). The Servicer shall indemnify the Depositor, the Trustee, any successor Servicer, any Owner and the Trust for any claim, loss, liability or damage resulting from any claim by the Advancing Person Person, except to the extent that such claim, loss, liability or damage resulted from or arose out of the gross negligence, recklessness or willful misconduct on the part of the Depositor, the Trustee, any successor Servicer or any Owner, as the case may be, or failure by the successor Servicer or the Trustee, as the case may be, to remit funds as required by this Agreement or the commission of an act or omission to act by the successor Servicer or the Trustee, as the case may be, and the passage of any applicable cure or grace period, such that a Servicer submit Termination Event under this Agreement occurs or such entity is subject to termination for cause under this Agreement. (c) If an Advance Facility is entered into, and if the Owner Servicer so notifies the notice set forth in subsection (a) aboveTrustee, then the Servicer shall be permitted not seek reimbursement for any Delinquency Advance or Servicing Advance made by an Advancing Person under Section 7.03(b)(D)(25), Section 8.08(d)(D) and (E) and Section 8.09, but instead the Servicer shall remit the amounts relating to Advances to the Trustee in the monthly remittance made to the Trustee on a Monthly Remittance Date in accordance with this Agreement. The Trustee, upon its receipt of an Officer’s Certificate in accordance with Section 8.29 hereof, shall pay to the Advancing Person or to a trustee, agent or custodian designated in the Officer’s Certificate specified in Section 8.29(a), reimbursements for Delinquency Advances and Servicing Advances from the Collection Certificate Account to the same extent the Servicer would have been permitted to reimburse itself from the Principal and Interest Account for such Delinquency Advances and/or Servicing Advances in accordance with this Agreement prior to Section 7.03(b)(D)(25), Section 8.08(d)(D) and (E) and Section 8.09, as the remittance to case may be, had the OwnerServicer itself funded such Delinquency Advance or Servicing Advance. (cd) All Delinquency Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basis, such that an advance made earlier in time with respect to any Home Equity Loan shall be reimbursed to the Servicer who made that advance, before reimbursement of an advance made later in time with respect to that Home Equity Loan, and a predecessor Servicer’s advances with respect to any particular Home Equity Loan shall be reimbursed before reimbursement of a successor Servicer’s advances with respect to such Home Equity Loan. (e) In making its determination that any Delinquency Advance or Servicing Advance theretofore made has become a Nonrecoverable Advance, the Servicer shall apply the same criteria in making such determination regardless of whether such Delinquency Advance or Servicing Advance shall have been made by the Servicer or any predecessor Servicer. (f) The Servicer shall maintain and provide to any successor Servicer and, upon request, the Trustee a detailed accounting on a loan-by-loan basis as to amounts advanced by, pledged or assigned to, and reimbursed to any Advancing Person. The successor Servicer shall be entitled to rely on any such information provided by the predecessor Servicer, and the successor Servicer shall not be liable for any errors in such information. (g) Any amendment to this Section 8.29 or to any other provision of this Agreement that may be necessary or appropriate to effect the terms of an Advance Facility as described generally in this Section 8.29, including amendments to add provisions relating to a successor Servicer, may be entered into by the Depositor, the Sellers, the Trustee and the Servicer without the consent of any Certificateholder, provided that such amendment complies with Section 11.14. All reasonable costs and expenses (including attorneys’ fees) of each party hereto of any such amendment shall be borne solely by the Servicer. The parties hereto hereby acknowledge and agree that: (a) the Delinquency Advances and/or Servicing Advances financed by and/or pledged to an Advancing Person under any Advance Facility are obligations owed to the Servicer payable only from the cash flows and proceeds received under this Agreement for reimbursement of Delinquency Advances and/or Servicing Advances only to the extent provided herein, and the Trustee and the Trust are not, as a result of the existence of any Advance Facility, separately obligated or liable to repay any Delinquency Advances and/or Servicing Advances financed by the Advancing Person; (b) the Servicer will be responsible for remitting to the Advancing Person the applicable amounts collected by it as reimbursement for Delinquency Advances and/or Servicing Advances funded by the Advancing Person, subject to the provisions of this Agreement and except to the extent an election is made to remit all such reimbursements to the Trustee as described in Section 8.29(c); and (c) the Trustee shall not have any responsibility to track or monitor the administration of the financing arrangement between the Servicer and any Advancing Person.

Advance Facility. (a) The Servicer and/or the Trustee on behalf of the Trust Fund is hereby authorized to enter into a financing or other facility (any such arrangement, an “Advance Facility”) under which (1) the Servicer assigns or pledges to another with any Person (an “Advancing Person”) (1) under which the Servicer sells, assigns or pledges to the Advancing Person the Servicer's ’s rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all P&I Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. No consent of the Owner is required before the Servicer may enter into an Advance Facility; provided, however, or (2) which provides that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to may fund P&I Advances and/or Servicing Advances on to the Trust Fund under this Agreement, although no such facility shall reduce or otherwise affect the Servicer's behalf, ’s obligation to fund such P&I Advances and/or Servicing Advances. If the Servicer shall remain obligated enters into such an Advance Facility pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this AgreementSection 3.26, and upon reasonable request of the Advancing Person, the Trust Administrator shall not be relieved execute a letter of such obligations by virtue acknowledgment, confirming its receipt of notice of the existence of such Advance Facility. To the extent that an Advancing Person makes all or a portion of funds any P&I Advance or any Servicing Advance or is assigned the right to be reimbursed for any P&I Advance or Servicing Advance and provides the Owner Trust Administrator with notice acknowledged by the Servicer that such Advancing Person is entitled to reimbursementreimbursement directly from the Trust Administrator pursuant to the terms of the Advance Facility, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 3.26(b). Such notice from the Advancing Person must specify the amount of the reimbursement and must specify which Section of this Agreement permits the applicable Advance or Servicing Advance to be reimbursed. The Owner shall be entitled to rely without independent investigation on the Advancing Person's statement with respect to the amount of any reimbursement pursuant to this 9.07 and with respect to the Advancing Person's statement with respect to reimbursement, the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursedreimbursed and the section(s) of the Advance Facility that entitle the Advancing Person to request reimbursement from the Trust Administrator, rather than the Servicer, and include the Servicer’s acknowledgment thereto or proof of an event of default under the Advance Facility. The Trust Administrator shall have no duty or liability with respect to any calculation of any reimbursement to be paid to an Advancing Person and shall be entitled to rely without independent investigation on the Advancing Person’s notice provided pursuant to this Section 3.26. An Advancing Person whose obligations hereunder are limited to the making funding of P&I Advances and/or Servicing Advances shall not be required to meet the qualifications of a Servicer or a Sub-Servicer pursuant to Section 3.02 hereof and will shall not be deemed to be a Sub-Servicer under this Agreement. (b) If If, pursuant to the terms of the Advance Facility, an Advancing Person and is entitled to reimbursement directly from the Servicer submit to the Owner the notice set forth in subsection (a) aboveTrust Administrator, then the Servicer shall be permitted not reimburse itself therefor under Section 3.11(a)(ii), Section 3.11(a)(iii) or Section 3.11(a)(vi) prior to the remittance to the Trust Fund, but instead the Servicer shall include such amounts in the applicable remittance to the Trust Administrator made pursuant to Section 3.10 to the extent of amounts on deposit in the Collection Account on the related Servicer Remittance Date. The Trust Administrator is hereby authorized to pay to the Advancing Person reimbursements for Advances and Servicing Advances from the Collection Account Distribution Account, to the extent permitted under the terms of the Advance Facility, to the same extent the Servicer would have been permitted to reimburse itself for such Advances and/or Servicing Advances in accordance with this Agreement prior Section 3.11(a)(ii), Section 3.11(a)(iii) or Section 3.11(a)(vi), as the case may be, had the Servicer itself funded such Advance or Servicing Advance. The Trust Administrator is hereby authorized to pay directly to the remittance Advancing Person such portion of the Servicing Fee as the parties to any Advance Facility agree to in writing delivered to the OwnerTrust Administrator. An Advance Facility may provide that the Servicer will otherwise cause the remittance of P&I Advance and/or Servicing Advance reimbursement amounts to the Advancing Person, in which case the foregoing sentences in this Section 3.26(b) shall not apply. (c) All P&I Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-in first out” (FIFO) basis. (d) None of the Trust Fund, any party to this Agreement or any other Person shall have any right or claim (including without limitation any right of offset or recoupment) to any amounts allocable under this Agreement to the reimbursement of P&I Advances or Servicing Advances that have been assigned, conveyed or pledged to an Advancing Person, or that relate to P&I Advances or Servicing Advances that were funded by an Advancing Person. (e) Any amendment to this Section 3.26 or to any other provision of this Agreement that may be necessary or appropriate to effect the terms of an Advance Facility as described generally in this Section 3.26, including amendments to add provisions relating to a successor master servicer, may be entered into by the parties to this Agreement without the consent of any Certificateholder but with written confirmation from each Rating Agency that the amendment shall not result in the reduction or withdrawal of the then-current ratings of any outstanding Class of Certificates or any other notes secured by collateral which includes all or a portion of the Class CE Certificates, the Class P Certificates and/or the Residual Certificates, notwithstanding anything to the contrary in this Agreement.

Advance Facility. (a) The With the prior written consent of FSA, each Servicer is hereby authorized to enter into a financing or other facility (any such arrangement, an “Advance Facility”) under which (1) the each such Servicer assigns or pledges to another Person (an “Advancing Person”) the such Servicer's ’s rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all Advances and/or Servicing Advances required to be made by the such Servicer pursuant to this Agreement. No consent of the Owner Trustee, Certificateholders or any other party (other than FSA) is required before the such Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner Trustee shall be required before the such Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the a Servicer's ’s behalf, the each such Servicer shall remain obligated pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement, and shall not be relieved of such obligations by virtue of such Advance Facility. To the extent that If each such Servicer enters into an Advance Facility, and for so long as an Advancing Person makes all remains entitled to receive reimbursement for any Advances or a portion Servicing Advances outstanding and previously unreimbursed pursuant to this Agreement, then such Servicer may elect by providing written notice to the Trustee not to be permitted to reimburse itself for Advances and/or Servicing Advances, as applicable, pursuant to Section 3.09(a) of this Agreement, but following any such election such Servicer shall be required to include amounts collected that would otherwise be retained by such Servicer to reimburse it for previously unreimbursed Advances (“Advance or any Reimbursement Amounts”) and/or previously unreimbursed Servicing Advances (“Servicing Advance Reimbursement Amounts” and provides together with Advance Reimbursement Amounts, “Reimbursement Amounts”) (in each case to the Owner extent such type of Reimbursement Amount is included in the Advance Facility) in the remittance to the Trustee made pursuant to this Agreement to the extent of amounts on deposit in the Collection Account on the Servicer Remittance Date. Notwithstanding anything to the contrary herein, in no event shall Advance Reimbursement Amounts or Servicing Advance Reimbursement Amounts be included in Interest Remittance Amounts or Principal Remittance Amounts or distributed to Certificateholders. Each Servicer making the election set forth herein shall report to the Trustee the portions of the Reimbursement Amounts that consist of Advance Reimbursement Amounts and Servicing Advance Reimbursement Amounts, respectively. (b) If a Servicer enters into an Advance Facility and makes the election set forth in Section 3.22(a), such Servicer and the related Advancing Person shall deliver to the Trustee a written notice and payment instruction (an “Advance Facility Notice”), providing the Trustee with notice acknowledged written payment instructions as to where to remit Advance Reimbursement Amounts and/or Servicing Advance Reimbursement Amounts (each to the extent such type of Reimbursement Amount is included within the Advance Facility) on subsequent Distribution Dates. The payment instruction shall require the applicable Reimbursement Amounts to be distributed to the Advancing Person or to a trustee or custodian (an “Advance Facility Trustee”) designated in the Advance Facility Notice. An Advance Facility Notice may only be terminated by the joint written direction of the related Servicer that such and the related Advancing Person is entitled (and any related Advance Facility Trustee); provided, however, that the provisions of this Section 3.22 shall cease to reimbursementbe applicable when all Advances and Servicing Advances funded by an Advancing Person, and when all Advances and Servicing Advances (the rights to be reimbursed for which have been assigned or pledged to an Advancing Person), have been repaid to the related Advancing Person in full. (c) Reimbursement Amounts shall consist solely of amounts in respect of Advances and/or Servicing Advances made with respect to the Mortgage Loans for which the related Servicer would be permitted to reimburse itself in accordance with Section 3.09(ii), (iii) and (iv) hereof, assuming such Advancing Servicer had made the related Advance(s) and/or Servicing Advance(s). Notwithstanding the foregoing, no Person shall be entitled to receive reimbursement from funds held in the Collection Account for future distribution to Certificateholders pursuant to this Agreement for such amount the provisions of Section 4.01. Neither the Trustee nor FSA shall have any duty or liability with respect to the extent provided in 9.07(b). Such notice from the Advancing Person must specify the amount calculation of the reimbursement any Reimbursement Amount and must specify which Section of this Agreement permits the applicable Advance or Servicing Advance to be reimbursed. The Owner shall be entitled to rely without independent investigation on the Advancing Person's statement with respect to Advance Facility Notice and on such Servicer’s report of the amount of any reimbursement Advance Reimbursement Amounts and Servicing Advance Reimbursement Amounts that were included in the remittance from such Servicer to the Trustee pursuant to this 9.07 Section 3.09(a)(viii) or (ix). Such Servicer shall maintain and with respect provide to the any successor Servicer and (upon request) to FSA a detailed accounting on a loan-by-loan basis as to amounts advanced by, pledged or assigned to, and reimbursed to any Advancing Person's statement with respect . The successor Servicer shall be entitled to rely on any such information provided by the Section of this Agreement that permits predecessor Servicer, and the applicable Advance or Servicing Advance to successor Servicer shall not be reimbursed. liable for any errors in such information. (d) An Advancing Person who receives an assignment or pledge of the rights to be reimbursed for Advances and/or Servicing Advances, and/or whose obligations hereunder are limited to the making funding of Advances and/or Servicing Advances shall not be required to meet the qualifications criteria for qualification of a Servicer or a Sub-Servicer set forth in Section 3.02 hereof. (e) With respect to any Advance Facility pursuant to which the Servicer has made the election set forth in Section 3.22(a), the documentation establishing any Advance Facility shall require that Reimbursement Amounts distributed with respect to each Mortgage Loan be allocated to outstanding unreimbursed Advances or Servicing Advances (as the case may be) made with respect to that Mortgage Loan on a “first-in, first-out” (FIFO) basis. Such documentation shall also require each electing Servicer to provide to the related Advancing Person or Advance Facility Trustee loan-by-loan information with respect to each Reimbursement Amount distributed by the Trustee to such Advancing Person or Advance Facility Trustee on each Distribution Date, to enable the Advancing Person or Advance Facility Trustee to make the FIFO allocation of each Reimbursement Amount with respect to each Mortgage Loan. Each Servicer shall remain entitled to be reimbursed by the Advancing Person or Advance Facility Trustee for all Advances and will Servicing Advances funded by such Servicer to the extent the related rights to be reimbursed therefor have not been assigned or pledged to an Advancing Person. (f) Notwithstanding anything to the contrary in this Agreement, FSA is not and shall not be deemed responsible to track or monitor Reimbursement Amounts or any Advance Facility, and is not and shall not be a Sub-obligated to make any payment with respect to any Reimbursement Amount. Each Servicer who enters into an Advance Facility shall indemnify FSA, the Trustee, the Trust and any successor Servicer, as applicable, from and against any claims, losses, liabilities or damages resulting from any claim by the related Advancing Person, except to the extent that such claim, loss, liability or damage resulted from or arose out of negligence, recklessness or willful misconduct on the part of FSA, the Trustee or the successor Servicer, or failure by the successor Servicer or the Trustee to remit funds as required by this Agreement or the commission of an act or omission to act by the successor Servicer or the Trustee, and the passage of any applicable cure or grace period, such that an Event of Default under this Agreement occurs or such entity is subject to termination for cause under this Agreement. (bg) If the Advancing Person and the Servicer submit Notwithstanding anything to the Owner the notice set forth contrary in subsection (a) abovethis Section 3.22, then the a Servicer shall be permitted consult with FSA in determining the manner in which any Advance Facility shall affect a successor Servicer before such Servicer shall enter into an Advance Facility. Any amendment to pay this Section 3.22 or to the Advancing Person reimbursements for Advances and Servicing Advances from the Collection Account to the same extent the Servicer would have been permitted to reimburse itself for such Advances and/or Servicing Advances in accordance with any other provision of this Agreement prior that may be necessary or appropriate to the remittance to the Owner. (c) All Advances and Servicing Advances made pursuant to effect the terms of an Advance Facility as described generally in this Agreement shall Section 3.22, including amendments to add provisions relating to a successor Servicer, may be deemed made entered into by the Trustee, the Seller and shall be reimbursed on a “first in-first out” (FIFO) basissuch Servicer without the consent of any Certificateholder, but only with the consent of FSA, notwithstanding anything to the contrary in Section 11.01 of or elsewhere in this Agreement.

Advance Facility. (a) The Servicer is hereby authorized to enter into a financing or other any facility with any Person (any such arrangementPerson, an “"Advance Facility”Facility Counterparty") under which (1) provides that the Servicer assigns may pledge or pledges sell its rights to another Person (an “Advancing Person”) the Servicer's rights under receive reimbursement of Advances pursuant to this Agreement ("Advance Reimbursement Rights") pursuant to be reimbursed credit facilities, repurchase facilities, or similar facilities providing liquidity for any Advances the funding of Advances, including facilities providing that such Advance Facility Counterparty may make all or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of Advances (any such facility, an "Advance Facility"), although no Advance Facility shall reduce or otherwise affect the servicing rights attributable Servicer's obligations to fund such Advances. If so required pursuant to the Mortgage Loans or (ii) some or all Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. No consent terms of the Owner is required before the Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the Servicer's behalf, the Servicer shall remain obligated pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement, and shall not be relieved of such obligations by virtue of such Advance Facility. To the extent that an Advancing Person Advance Facility Counterparty makes all or a portion of any Advance or any Servicing and the Advance Facility Counterparty and provides the Owner Servicer provide the Trustee with notice acknowledged by the Servicer that such Advancing Person Servicer is entitled to reimbursement, such Advancing Person Servicer shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(b)provided. Such notice from the Advancing Person Advance Facility Counterparty and the Servicer must specify the amount of the reimbursement and must specify which Section of this Agreement permits the applicable Advance or Servicing Advance to be reimbursed. The Owner Trustee shall be entitled to rely without independent investigation on the Advancing PersonAdvance Facility Counterparty's statement with respect to the amount of any reimbursement pursuant to this 9.07 Section 3.20 and with respect to the Advancing PersonAdvance Facility Counterparty's statement with respect to the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursed. An Advancing Person Advance Facility Counterparty whose obligations are limited to the making of Advances and/or Servicing Advances shall not be required to meet the qualifications of a Servicer or a Sub-Servicer and will not be deemed to be a Sub-Servicer Subservicer under this Agreement. (b) If so required pursuant to the Advancing Person and terms of an Advance Facility, the Servicer submit may direct, and if so directed the Trustee is hereby authorized to the Owner the notice set forth in subsection (a) above, then the Servicer and shall be permitted to pay to the Advancing Person Advance Facility Counterparty (i) reimbursements for Advances Advances; and (ii) all or such portion of the Servicing Advances from Fee as may be so specified in the Collection Account Advance Facility, that would otherwise be payable to the same extent the Servicer would have been permitted pursuant to reimburse itself for such Advances and/or Servicing Advances in accordance with this Agreement prior to or the remittance to the OwnerServicing Agreement. (c) All Advances Upon request of the Servicer, the Trustee agrees to execute such acknowledgments, certificates, and other documents recognizing the interests of any Advance Facility Counterparty in such Advance Reimbursement Rights and Servicing Advances Fees as the Servicer may cause to be made subject to Advance Facilities pursuant to this Section 3.20, and such other documents in connection with such Advance Facilities as may be reasonably requested from time to time by any Advance Facility Counterparty. The implementation of the terms arrangement described in this Section shall not require the consent of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basisCertificateholders or the Trustee.

Advance Facility. (a) The Servicer on behalf of the Trust Fund is hereby authorized to enter into a financing or other facility (with any Person which provides that such arrangement, an “Advance Facility”) under which (1) the Servicer assigns or pledges to another Person (an “"Advancing Person”Servicer") the Servicer's rights under this Agreement to be reimbursed for any Advances may make all or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable Advances to the Mortgage Loans or (ii) some or all Advances and/or Servicing Advances required to be made by the Servicer pursuant to Trust Fund under this Agreement. No consent of the Owner is required before the Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner although no such facility shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances reduce or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on otherwise affect the Servicer's behalf, the Servicer shall remain obligated pursuant obligations to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement, and shall not be relieved of fund such obligations by virtue of such Advance FacilityAdvances. To the extent that an Advancing Person Servicer makes all or a portion of any Advance or any Servicing Advance and provides the Owner Trustee with notice acknowledged by the Servicer that such Advancing Person Servicer is entitled to reimbursement, such Advancing Person Servicer shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 3.06(b). Such notice from the Advancing Person Servicer must specify the amount of the reimbursement and must specify which Section of this Agreement permits the applicable Advance or Servicing Advance to be reimbursed. The Owner Trustee shall be entitled to rely without independent investigation on the Advancing PersonServicer's statement with respect to the amount of any reimbursement pursuant to this 9.07 Section 3.06 and with respect to the Advancing PersonServicer's statement with respect to the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursed. An Advancing Person Servicer whose obligations are limited to the making of Advances and/or Servicing Advances shall not be required to meet the qualifications of a Servicer or a Sub-Servicer and will not be deemed to be a Sub-Servicer under this Agreement. (b) If the Advancing Person and the Servicer submit to the Owner the notice set forth in subsection (a) abovean advancing facility is entered into, then the Servicer shall not be permitted to reimburse itself therefor under Section 3.01(c) of the Standard Terms prior to the remittance to the Trust Fund, but instead the Servicer shall include such amounts in the applicable remittance to the Trustee made pursuant to Section 3.02(a) of the Standard Terms. The Trustee is hereby authorized to pay to the Advancing Person Servicer, reimbursements for Advances and Servicing Advances from the Collection Asset Proceeds Account to the same extent (except as provided below) the Servicer would have been permitted to reimburse itself for such Advances and/or Servicing Advances in accordance with this Agreement prior Section 3.01(c) of the Standard Terms had the Servicer itself funded such Advance. An Advancing Servicer is NOT entitled to the remittance to the Owner. (c) All Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basis.by the Trustee from the Asset Proceeds Account for any reimbursed Advances from funds held in the Asset Proceeds Account for future distribution pursuant to

Advance Facility. (a) The Servicer is hereby authorized to enter into a financing or other facility (any such arrangement, an “Advance Facility”) under with any Person which (1) the Servicer assigns or pledges to another provides that such Person (an “Advancing Person”) the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all of the Delinquency Advances and/or Servicing Advances required to be made by the Servicer pursuant to this AgreementAgreement or that the Servicer may pledge or assign its rights to be reimbursed for Delinquency Advances and/or Servicing Advances, directly or indirectly, to an Advancing Person, although no such Advance Facility shall reduce or otherwise affect the Servicer’s obligation to fund such Delinquency Advances and/or Servicing Advances. No consent of the Owner is Depositor, the Trustee, the Certificateholders or any other party shall be required before the Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner shall be required before . If the Servicer may cause to be outstanding at one time more than one enters into an Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the Servicer's behalfFacility, the Servicer and the related Advancing Person shall remain obligated deliver to the Trustee at the address set forth in Section 11.19 hereof a written notice (an “Advance Facility Notice”), stating the identity of the Advancing Person. If the Servicer enters into such an Advance Facility pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required Section 8.29, upon reasonable request of the Advancing Person, the Trustee shall execute a letter of acknowledgment prepared by this Agreementthe Servicer, and shall not be relieved confirming its receipt of such obligations by virtue notice of the existence of such Advance Facility. To the extent that an Advancing Person makes all or a portion of previously identified in the Advance Facility Notice funds any Delinquency Advance or any Servicing Advance and the Servicer provides the Owner Trustee with notice acknowledged by the Servicer an Officer’s Certificate that such Advancing Person is entitled to reimbursement, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 8.29(c). Such notice from the Advancing Person Officer’s Certificate must specify the amount of the reimbursement and must specify which Section of this Agreement permits reimbursement, the applicable Advance or Servicing Advance to be reimbursed. The Owner shall be entitled to rely without independent investigation on remittance date, the written payment instructions for the Advancing Person's statement with respect to the amount of any reimbursement pursuant to this 9.07 and with respect to the Advancing Person's statement with respect to , the Section of this Agreement that permits the applicable Delinquency Advance or Servicing Advance to be reimbursedreimbursed and either the section(s) of the Advance Facility that entitle the Advancing Person to receive reimbursement from the Trustee, rather than the Servicer, or proof of an event of default by the Servicer under the Advance Facility entitling the Advancing Person to reimbursement from the Trustee. The Trustee shall have no duty or liability with respect to any calculation of any reimbursement to be paid to an Advancing Person and shall be entitled to conclusively rely without independent investigation on the Officer’s Certificate provided pursuant to this Section 8.29. An Advancing Person whose obligations hereunder are limited to the making funding of Delinquency Advances and/or Servicing Advances, or who merely receives an assignment or pledge of the Servicer’s rights to be reimbursed for Delinquency Advances and/or Servicing Advances, shall not be required to meet the qualifications of a the Servicer or a any Sub-Servicer and will not be deemed to be a Sub-Servicer under this Agreement. An Advancing Person may designate a trustee, agent or custodian to receive any reimbursements due it in accordance with the documentation establishing the Advance Facility. (b) If None of the Depositor or the Trustee shall, as a result of the existence of any Advance Facility, have any additional duty or liability with respect to the calculation or payment of any reimbursement for Delinquency Advances or Servicing Advances, nor, as a result of the existence of any Advance Facility, shall the Depositor or the Trustee have any additional responsibility to track or monitor the administration of the Advance Facility or the reimbursement for Delinquency Advances or Servicing Advances, except to remit reimbursements in accordance with payment instructions received pursuant to Section 8.29(a). The Servicer shall indemnify the Depositor, the Trustee, any successor Servicer, any Owner and the Trust for any claim, loss, liability or damage resulting from any claim by the Advancing Person Person, except to the extent that such claim, loss, liability or damage resulted from or arose out of the gross negligence, recklessness or willful misconduct on the part of the Depositor, the Trustee, any successor Servicer or any Owner, as the case may be, or failure by the successor Servicer or the Trustee, as the case may be, to remit funds as required by this Agreement or the commission of an act or omission to act by the successor Servicer or the Trustee, as the case may be, and the passage of any applicable cure or grace period, such that a Servicer submit Termination Event under this Agreement occurs or such entity is subject to termination for cause under this Agreement. (c) If an Advance Facility is entered into, and if the Owner Servicer so notifies the notice set forth in subsection (a) aboveTrustee, then the Servicer shall be permitted not seek reimbursement for any Delinquency Advance or Servicing Advance made by an Advancing Person under Section 8.08(d)(D) and (E) and Section 8.09, but instead the Servicer shall remit the amounts relating to Advances to the Trustee in the monthly remittance made to the Trustee on a Monthly Remittance Date in accordance with this Agreement. The Trustee, upon its receipt of an Officer’s Certificate in accordance with Section 8.29 hereof, shall pay to the Advancing Person or to a trustee, agent or custodian designated in the Officer’s Certificate specified in Section 8.29(a), reimbursements for Delinquency Advances and Servicing Advances from the Collection Certificate Account to the same extent the Servicer would have been permitted to reimburse itself from the Principal and Interest Account for such Delinquency Advances and/or Servicing Advances in accordance with this Agreement prior to Sections 8.08(d)(D) and (E) and Section 8.09, as the remittance to case may be, had the OwnerServicer itself funded such Delinquency Advance or Servicing Advance. (cd) All Delinquency Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basis, such that an advance made earlier in time with respect to any Home Equity Loan shall be reimbursed to the Servicer who made that advance, before reimbursement of an advance made later in time with respect to that Home Equity Loan, and a predecessor Servicer’s advances with respect to any particular Home Equity Loan shall be reimbursed before reimbursement of a successor Servicer’s advances with respect to such Home Equity Loan. (e) In making its determination that any Arrearages, Delinquency Advance or Servicing Advance theretofore made has become a Nonrecoverable Advance, the Servicer shall apply the same criteria in making such determination regardless of whether such Arrearages, Delinquency Advance or Servicing Advance shall have been made by the Servicer or any predecessor Servicer. (f) The Servicer shall maintain and provide to any successor Servicer and, upon request, the Trustee a detailed accounting on a loan-by-loan basis as to amounts advanced by, pledged or assigned to, and reimbursed to any Advancing Person. The successor Servicer shall be entitled to rely on any such information provided by the predecessor Servicer, and the successor Servicer shall not be liable for any errors in such information. (g) Any amendment to this Section 8.29 or to any other provision of this Agreement that may be necessary or appropriate to effect the terms of an Advance Facility as described generally in this Section 8.29, including amendments to add provisions relating to a successor Servicer, may be entered into by the Depositor, the Sellers, the Trustee and the Servicer without the consent of any Certificateholder, provided that such amendment complies with Section 11.14. All reasonable costs and expenses (including attorneys’ fees) of each party hereto of any such amendment shall be borne solely by the Servicer. The parties hereto hereby acknowledge and agree that: (a) the Delinquency Advances and/or Servicing Advances financed by and/or pledged to an Advancing Person under any Advance Facility are obligations owed to the Servicer payable only from the cash flows and proceeds received under this Agreement for reimbursement of Delinquency Advances and/or Servicing Advances only to the extent provided herein, and the Trustee and the Trust are not, as a result of the existence of any Advance Facility, separately obligated or liable to repay any Delinquency Advances and/or Servicing Advances financed by the Advancing Person; (b) the Servicer will be responsible for remitting to the Advancing Person the applicable amounts collected by it as reimbursement for Delinquency Advances and/or Servicing Advances funded by the Advancing Person, subject to the provisions of this Agreement and except to the extent an election is made to remit all such reimbursements to the Trustee as described in Section 8.29(c); and (c) the Trustee shall not have any responsibility to track or monitor the administration of the financing arrangement between the Servicer and any Advancing Person.

Advance Facility. (a) The Applicable Servicer is hereby authorized to enter into a financing or other facility (any such arrangement, arrangement an “Advance Facility”) under with any Person which (1) the Servicer assigns or pledges to another provides that such Person (an “Advancing Person”) the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. No consent of the Owner is required before the Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on to the Servicer's behalfTrust Fund under this Agreement (in which event, the Applicable Servicer shall remain obligated promptly provide notice thereof to the Trustee and Securities Administrator), although no such facility shall reduce or otherwise affect the Applicable Servicer’s obligation to fund such Advances and/or Servicing Advances. If the Applicable Servicer enters into such an Advance Facility pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this AgreementSection 3.26, and upon reasonable request of the Advancing Person, the Trustee shall not be relieved execute a letter of such obligations by virtue acknowledgment, confirming its receipt of notice of the existence of such Advance Facility. To the extent that an Advancing Person makes all or a portion of funds any Advance or any Servicing Advance and the Applicable Servicer provides the Owner Trustee and the Securities Administrator with notice acknowledged by the Servicer an Officer’s Certificate that such Advancing Person is entitled to reimbursement, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 3.26(b). Such notice from the Advancing Person Officer’s Certificate must specify the amount of the reimbursement and must specify which Section of this Agreement permits the applicable Advance or Servicing Advance to be reimbursed. The Owner shall be entitled to rely without independent investigation on the Advancing Person's statement with respect to the amount of any reimbursement pursuant to this 9.07 and with respect to the Advancing Person's statement with respect to reimbursement, the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursedreimbursed and the section(s) of the Advance Facility that entitle the Advancing Person to request reimbursement from the Securities Administrator, rather than the Applicable Servicer or proof of an event of default under the Advance Facility. The Securities Administrator and the Master Servicer shall have no duty or liability with respect to any calculation of any reimbursement to be paid to an Advancing Person and shall be entitled to rely without independent investigation on the Advancing Person’s notice provided pursuant to this Section 3.26. The Securities Administrator and the Master Servicer shall have no responsibility to track or monitor the administration of the Advance Facility. An Advancing Person whose obligations hereunder are limited to the making funding of Advances and/or Servicing Advances shall not be required to meet the qualifications of a the Applicable Servicer or a Sub-Servicer pursuant to Section 3.02 hereof and will not be deemed to be a Sub-Servicer under this Agreement. (b) If the Advancing Person and the Servicer submit to the Owner the notice set forth in subsection (a) abovean advancing facility is entered into, then the Applicable Servicer shall not be permitted to reimburse itself therefor under Section 3.11(a)(ii), Section 3.11(a)(iii) and Section 3.11(a)(vi) prior to the remittance to the Trust Fund, but instead the Applicable Servicer shall remit such amounts in accordance with the documentation establishing the Advance Facility to such Advancing Person or to a trustee, agent or custodian (an “Advance Facility Trustee”) designated by such Advancing Person. The Securities Administrator is hereby authorized to pay to the Advancing Person Person, reimbursements for Advances and Servicing Advances from the Collection Certificate Account to the same extent the Applicable Servicer would have been permitted to reimburse itself for such Advances and/or Servicing Advances in accordance with this Agreement prior Section 3.11(a)(ii), Section 3.11(a)(iii) and Section 3.11(a)(vi), as the case may be, had the Applicable Servicer itself funded such Advance or Servicing Advance. The Securities Administrator is hereby authorized to pay directly to the remittance Advancing Person such portion of the Servicing Fee as the parties to the Ownerany advancing facility agree in writing. (c) All Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basis. (d) Any amendment to this Section 3.26 or to any other provision of this Agreement that may be necessary or appropriate to effect the terms of an Advance Facility as described generally in this Section 3.26, including amendments to add provisions relating to a successor Servicer, may be entered into by the Trustee, the Interim Servicer, the Master Servicer, the Securities Administrator, the Servicer and the Depositor without the consent of any Certificateholder, notwithstanding anything to the contrary in this Agreement; provided, however, such amendment shall otherwise comply with Section 14.01 hereof. All costs and expenses (including attorneys’ fees) of each party hereto related to such amendment shall be borne by the Applicable Servicer without reimbursement from the Trust Fund.

Advance Facility. (a) The Master Servicer is hereby authorized to enter into a financing or other facility (with any Person which provides that such arrangement, an “Advance Facility”) under which (1) the Servicer assigns or pledges to another Person (an “"Advancing Person”") the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to may fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all Monthly Advances and/or Servicing Advances required to be made by the Servicer pursuant to under this Agreement. No consent of , although no such facility shall reduce or otherwise affect the Owner is required before the Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees Master Servicer's obligation to fund such Monthly Advances and/or Servicing Advances on the Servicer's behalf, the Servicer shall remain obligated pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement, and shall not be relieved of such obligations by virtue of such Advance FacilityAdvances. To the extent that an Advancing Person makes all or a portion of funds any Monthly Advance or any Servicing Advance and provides the Owner Trustee with notice acknowledged by the Master Servicer that such Advancing Person is entitled to reimbursement, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 3.21(b). Such notice from the Advancing Person must specify the amount of the reimbursement and must specify which Section of this Agreement permits the applicable Monthly Advance or Servicing Advance to be reimbursed. The Owner Trustee shall have no duty or liability with respect to any calculation of any reimbursement to be paid to an Advancing Person and shall be entitled to rely without independent investigation on the Advancing Person's statement with respect to the amount of any reimbursement notice provided pursuant to this 9.07 and with respect to the Advancing Person's statement with respect to the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursed3.21. An Advancing Person whose obligations hereunder are limited to the making funding of Monthly Advances and/or Servicing Advances shall not be required to meet the qualifications of a Servicer or a Sub-Servicer and will not be deemed Subservicer pursuant to be a Sub-Servicer under this AgreementSection 3.02 hereof. (b) If the an Advancing Person and the Servicer submit is entitled to the Owner the notice set forth in subsection (a) abovereimbursement for any particular Monthly Advance or Servicing Advance, then the Master Servicer shall not be permitted to reimburse itself therefor under Section 3.07(a)(iv) or Section 3.07(a)(v), but instead the Master Servicer shall remit such amounts to the Trustee (at the same time that the Master Servicer makes the monthly remittance to the Trustee to the extent of amounts on deposit in the Certificate Account on the related Determination Date). The Trustee is hereby authorized to pay to the an Advancing Person reimbursements for Monthly Advances and Servicing Advances from the Collection Distribution Account to the same extent the Master Servicer would have been permitted to reimburse itself for such Monthly Advances and/or Servicing Advances in accordance with this Agreement prior to Section 3.07(a)(iv) or Section 3.07(a)(v), as the remittance to case may be, had the OwnerMaster Servicer made such Monthly Advance or Servicing Advance. (c) All Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basis.

Advance Facility. (a) The Servicer is hereby authorized to enter into a financing or other facility (any such arrangement, an “Advance Facility”) under with any Person which (1) the Servicer assigns or pledges to another provides that such Person (an “Advancing Person”) the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all of the Delinquency Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. No consent of the Owner is required before Agreement or that the Servicer may enter pledge or assign its rights to be reimbursed for Delinquency Advances and/or Servicing Advances, directly or indirectly, to an Advancing Person, although no such Advance Facility shall reduce or otherwise affect the Servicer’s obligation to fund such Delinquency Advances and/or Servicing Advances. If the Servicer enters into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the Servicer's behalf, the Servicer and the related Advancing Person shall remain obligated deliver to the Trustee at the address set forth in Section 11.19 hereof a written notice (an “Advance Facility Notice”), stating the identity of the Advancing Person. If the Servicer enters into such an Advance Facility pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required Section 8.29, upon reasonable request of the Advancing Person, the Trustee shall execute a letter of acknowledgment prepared by this Agreementthe Servicer, and shall not be relieved confirming its receipt of such obligations by virtue notice of the existence of such Advance Facility. To the extent that an Advancing Person makes all or a portion of previously identified in the Advance Facility Notice funds any Delinquency Advance or any Servicing Advance and the Servicer provides the Owner Trustee with notice acknowledged by the Servicer an Officer’s Certificate that such Advancing Person is entitled to reimbursement, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 8.29(c). Such notice from the Advancing Person Officer’s Certificate must specify the amount of the reimbursement and must specify which Section of this Agreement permits reimbursement, the applicable Advance or Servicing Advance to be reimbursed. The Owner shall be entitled to rely without independent investigation on remittance date, the written payment instructions for the Advancing Person's statement with respect to the amount of any reimbursement pursuant to this 9.07 and with respect to the Advancing Person's statement with respect to , the Section of this Agreement that permits the applicable Delinquency Advance or Servicing Advance to be reimbursedreimbursed and either the section(s) of the Advance Facility that entitle the Advancing Person to receive reimbursement from the Trustee, rather than the Servicer, or proof of an Event of Default by the Servicer under the Advance Facility entitling the Advancing Person to reimbursement from the Trustee. The Trustee shall have no duty or liability with respect to any calculation of any reimbursement to be paid to an Advancing Person and shall be entitled to conclusively rely without independent investigation on the Officer’s Certificate provided pursuant to this Section 8.29. An Advancing Person whose obligations hereunder are limited to the making funding of Delinquency Advances and/or Servicing Advances, or who merely receives an assignment or pledge of the Servicer’s rights to be reimbursed for Delinquency Advances and/or Servicing Advances, shall not be required to meet the qualifications of a the Servicer or a any Sub-Servicer and will not be deemed to be a Sub-Servicer under this Agreement. (b) If None of the Depositor or the Trustee shall, as a result of the existence of any Advance Facility, have any additional duty or liability with respect to the calculation or payment of any reimbursement for Delinquency Advances or Servicing Advances, nor, as a result of the existence of any Advance Facility, shall the Depositor or the Trustee have any additional responsibility to track or monitor the administration of the Advance Facility or the reimbursement for Delinquency Advances or Servicing Advances, except to remit reimbursements in accordance with payment instructions received pursuant to Section 8.29(a). The Servicer shall indemnify the Depositor, the Trustee, any successor Servicer, any Owner and the Trust for any claim, loss, liability or damage resulting from any claim by the Advancing Person Person, except to the extent that such claim, loss, liability or damage resulted from or arose out of the gross negligence, recklessness or willful misconduct on the part of the Depositor, the Trustee, any successor Servicer or any Owner, as the case may be, or failure by the successor Servicer or the Trustee, as the case may be, to remit funds as required by this Agreement or the commission of an act or omission to act by the successor Servicer or the Trustee, as the case may be, and the passage of any applicable cure or grace period, such that a Servicer submit Termination Event under this Agreement occurs or such entity is subject to termination for cause under this Agreement. (c) If an Advance Facility is entered into, and if the Owner Servicer so notifies the notice set forth in subsection (a) aboveTrustee, then the Servicer shall be permitted not seek reimbursement for any Delinquency Advance or Servicing Advance made by an Advancing Person under Section 7.03(b) clause 23, Section 8.08(d)(D) and (E) and Section 8.09, but instead the Servicer shall remit the amounts relating to Advances to the Trustee in the monthly remittance made to the Trustee on a Monthly Remittance Date in accordance with this Agreement. The Trustee, upon its receipt of an Officer’s Certificate in accordance with Section 8.29 hereof, shall pay to the Advancing Person or to a trustee, agent or custodian designated in the Officer’s Certificate specified in Section 8.29(a), reimbursements for Delinquency Advances and Servicing Advances from the Collection Certificate Account to the same extent the Servicer would have been permitted to reimburse itself from the Principal and Interest Account for such Delinquency Advances and/or Servicing Advances in accordance with this Agreement prior to Section 7.03(b) clause 23, Sections 8.08(d)(D) and (E) and Section 8.09, as the remittance to case may be, had the OwnerServicer itself funded such Delinquency Advance or Servicing Advance. (cd) All Delinquency Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basis, such that an advance made earlier in time with respect to any Home Equity Loan shall be reimbursed to the Servicer who made that advance, before reimbursement of an advance made later in time with respect to that Home Equity Loan, and a predecessor Servicer’s advances with respect to any particular Home Equity Loan shall be reimbursed before reimbursement of a successor Servicer’s advances with respect to such Home Equity Loan. (e) In making its determination that any Delinquency Advance or Servicing Advance theretofore made has become a Nonrecoverable Advance, the Servicer shall apply the same criteria in making such determination regardless of whether such Delinquency Advance or Servicing Advance shall have been made by the Servicer or any predecessor Servicer. (f) The Servicer shall maintain and provide to any successor Servicer and, upon request, the Trustee a detailed accounting on a loan-by-loan basis as to amounts advanced by, pledged or assigned to, and reimbursed to any Advancing Person. The successor Servicer shall be entitled to rely on any such information provided by the predecessor Servicer, and the successor Servicer shall not be liable for any errors in such information. (g) Any amendment to this Section 8.29 or to any other provision of this Agreement that may be necessary or appropriate to effect the terms of an Advance Facility as described generally in this Section 8.29, including amendments to add provisions relating to a successor Servicer, may be entered into by the Depositor, the Sellers, the Trustee and the Servicer without the consent of any Certificateholder, provided that such amendment complies with Section 11.14. All reasonable costs and expenses (including attorneys’ fees) of each party hereto of any such amendment shall be borne solely by the Servicer. The parties hereto hereby acknowledge and agree that: (a) the Delinquency Advances and/or Servicing Advances financed by and/or pledged to an Advancing Person under any Advance Facility are obligations owed to the Servicer payable only from the cash flows and proceeds received under this Agreement for reimbursement of Delinquency Advances and/or Servicing Advances only to the extent provided herein, and the Trustee and the Trust are not, as a result of the existence of any Advance Facility, separately obligated or liable to repay any Delinquency Advances and/or Servicing Advances financed by the Advancing Person; (b) the Servicer will be responsible for remitting to the Advancing Person the applicable amounts collected by it as reimbursement for Delinquency Advances and/or Servicing Advances funded by the Advancing Person, subject to the provisions of this Agreement and except to the extent an election is made to remit all such reimbursements to the Trustee as described in Section 8.29(c); and (c) the Trustee shall not have any responsibility to track or monitor the administration of the financing arrangement between the Servicer and any Advancing Person.

Advance Facility. (a) The Servicer is hereby authorized to enter into a financing or other facility (any such arrangement, an “"Advance Facility”") under with any Person which (1) the Servicer assigns or pledges to another provides that such Person (an “"Advancing Person”") the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all of the Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. No consent of the Owner is required before Agreement or that the Servicer may enter pledge or assign its rights to be reimbursed for Advances and/or Servicing Advances, directly or indirectly, to an Advancing Person, although no such Advance Facility shall reduce or otherwise affect the Servicer's obligation to fund such Advances and/or Servicing Advances. If the Servicer enters into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the Servicer's behalf, the Servicer and the related Advancing Person shall remain obligated deliver to the Indenture Trustee, the Master Servicer and the Trust Administrator at the respective addresses set forth in Section 10.07 hereof a written notice (an "Advance Facility Notice"), stating the identity of the Advancing Person. If the Servicer enters into such an Advance Facility pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required Section 4.11, upon reasonable request of the Advancing Person, the Trust Administrator shall execute a letter of acknowledgment prepared by this Agreementthe Servicer, and shall not be relieved confirming its receipt of such obligations by virtue notice of the existence of such Advance Facility. To the extent that an Advancing Person makes all or a portion of previously identified in the Advance Facility Notice funds any Advance or any Servicing Advance and the Servicer provides the Owner Trust Administrator with notice acknowledged by the Servicer an Officer's Certificate that such Advancing Person is entitled to reimbursement, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 4.11(c). Such notice from the Advancing Person Officer's Certificate must specify the amount of the reimbursement and must specify which Section of this Agreement permits reimbursement, the applicable Advance or Servicing Advance to be reimbursed. The Owner shall be entitled to rely without independent investigation on remittance date, the written payment instructions for the Advancing Person's statement with respect to the amount of any reimbursement pursuant to this 9.07 and with respect to the Advancing Person's statement with respect to , the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursedreimbursed and either the section(s) of the Advance Facility that entitle the Advancing Person to receive reimbursement from the Trust Administrator, rather than the Servicer, or proof of an event of default by the Servicer under the Advance Facility entitling the Advancing Person to reimbursement from the Trust Administrator. The Trust Administrator shall not have any duty or liability with respect to any calculation of any reimbursement to be paid to an Advancing Person and shall be entitled to conclusively rely without independent investigation on the Officer's Certificate provided pursuant to this Section 4.11. An Advancing Person whose obligations hereunder are limited to the making funding of Advances and/or Servicing Advances, or who merely receives an assignment or pledge of the Servicer's rights to be reimbursed for Advances and/or Servicing Advances, shall not be required to meet the qualifications of a the Servicer or a Subany sub-Servicer servicer and will not be deemed to be a Subsub-Servicer servicer under this Agreement. (b) If None of the Depositor, the Master Servicer, the Trust Administrator or the Indenture Trustee shall, as a result of the existence of any Advance Facility, have any additional duty or liability with respect to the calculation or payment of any reimbursement for Advances or Servicing Advances, nor, as a result of the existence of any Advance Facility, shall the Depositor, the Master Servicer, the Trust Administrator or the Indenture Trustee have any additional responsibility to track or monitor the administration of the Advance Facility or the reimbursement for Advances or Servicing Advances, except, in the case of the Trust Administrator, to remit reimbursements in accordance with payment instructions received pursuant to Section 4.11(a). The Servicer shall indemnify the Depositor, the Master Servicer, the Trust Administrator, the Indenture Trustee, any successor Servicer and the Issuer for any claim, loss, liability or damage resulting from any claim by the Advancing Person Person, except to the extent that such claim, loss, liability or damage resulted from or arose out of the negligence, recklessness or willful misconduct on the part of the Depositor, the Master Servicer, the Trust Administrator, the Indenture Trustee, any successor Servicer or the Issuer, as the case may be, or failure by the successor Servicer, the Master Servicer or the Trust Administrator, as the case may be, to remit funds as required by this Agreement or the commission of an act or omission to act by the successor Servicer, the Master Servicer or the Trust Administrator, as the case may be, and the passage of any applicable cure or grace period, such that, in the case of the Master Servicer, a Master Servicer submit Event of Default occurs under this Agreement, or in the case of the successor Servicer, the Master Servicer or the Trust Administrator, such entity is subject to termination for cause under this Agreement. (c) If an Advance Facility is entered into, and if the Owner Servicer so notifies the notice set forth in subsection (a) aboveTrust Administrator, then the Servicer shall be permitted not seek reimbursement for any Advance or Servicing Advance made by an Advancing Person under Section 6.05, but instead the Servicer shall remit the amounts relating to Advances to the Master Servicer for inclusion in the monthly remittance made to the Trust Administrator on a Servicer Remittance Date in accordance with this Agreement. The Trust Administrator, upon its receipt of an Officer's Certificate in accordance with Section 4.11 hereof, shall pay to the Advancing Person or to a trustee, agent or custodian designated in the Officer's Certificate specified in Section 4.11(a), reimbursements for Advances and Servicing Advances from the Collection Account to the same extent the Servicer would have been permitted to reimburse itself from its Custodial Account for such Advances and/or Servicing Advances in accordance with this Agreement prior to Sections 4.02(e) and 6.05, had the remittance to the OwnerServicer itself funded such Advance or Servicing Advance. (cd) All Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “"first in-first out” " (FIFO) basis, such that an advance made earlier in time with respect to any Mortgage Loan shall be reimbursed to the Servicer who made that advance, before reimbursement of an advance made later in time with respect to that Mortgage Loan, and a predecessor Servicer's advances with respect to any particular Mortgage Loan shall be reimbursed before reimbursement of a successor Servicer's advances with respect to such Mortgage Loan. (e) In making its determination that any Advance or Servicing Advance theretofore made has become a Nonrecoverable Advance, the Servicer shall apply the same criteria in making such determination regardless of whether such Advance or Servicing Advance shall have been made by the Servicer or any predecessor Servicer. (f) The Servicer shall maintain and provide to any successor Servicer and, upon request, the Master Servicer, the Trust Administrator and the Indenture Trustee a detailed accounting on a loan-by-loan basis as to amounts advanced by, pledged or assigned to, and reimbursed to any Advancing Person. The successor Servicer shall be entitled to rely on any such information provided by the predecessor Servicer, and the successor Servicer shall not be liable for any errors in such information. (g) Any amendment to this Section 4.11 or to any other provision of this Agreement that may be necessary or appropriate to effect the terms of an Advance Facility as described generally in this Section 4.11, including amendments to add provisions relating to a successor Servicer, may be entered into by the parties hereto without the consent of any Noteholder, provided that such amendment complies with Section 10.

Advance Facility. (a) The Servicer is hereby authorized to enter into a financing or other facility (any such arrangement, an “Advance Facility”) under with any Person which (1) the Servicer assigns or pledges to another provides that such Person (an “Advancing Person”) the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all of the Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. No consent of the Owner is required before Agreement or that the Servicer may enter pledge or assign its rights to be reimbursed for Advances and/or Servicing Advances, directly or indirectly, to an Advancing Person, although no such Advance Facility shall reduce or otherwise affect the Servicer’s obligation to fund such Advances and/or Servicing Advances. If the Servicer enters into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the Servicer's behalf, the Servicer and the related Advancing Person shall remain obligated deliver to the Indenture Trustee, the Master Servicer and the Trust Administrator at the respective addresses set forth in Section 10.07 hereof a written notice (an “Advance Facility Notice”), stating the identity of the Advancing Person. If the Servicer enters into such an Advance Facility pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required Section 4.11, upon reasonable request of the Advancing Person, the Trust Administrator shall execute a letter of acknowledgment prepared by this Agreementthe Servicer, and shall not be relieved confirming its receipt of such obligations by virtue notice of the existence of such Advance Facility. To the extent that an Advancing Person makes all or a portion of previously identified in the Advance Facility Notice funds any Advance or any Servicing Advance and the Servicer provides the Owner Trust Administrator with notice acknowledged by the Servicer an Officer’s Certificate that such Advancing Person is entitled to reimbursement, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 4.11(c). Such notice from the Advancing Person Officer’s Certificate must specify the amount of the reimbursement and must specify which Section of this Agreement permits reimbursement, the applicable Advance or Servicing Advance to be reimbursed. The Owner shall be entitled to rely without independent investigation on remittance date, the written payment instructions for the Advancing Person's statement with respect to the amount of any reimbursement pursuant to this 9.07 and with respect to the Advancing Person's statement with respect to , the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursedreimbursed and either the section(s) of the Advance Facility that entitle the Advancing Person to receive reimbursement from the Trust Administrator, rather than the Servicer, or proof of an event of default by the Servicer under the Advance Facility entitling the Advancing Person to reimbursement from the Trust Administrator. The Trust Administrator shall not have any duty or liability with respect to any calculation of any reimbursement to be paid to an Advancing Person and shall be entitled to conclusively rely without independent investigation on the Officer’s Certificate provided pursuant to this Section 4.11. An Advancing Person whose obligations hereunder are limited to the making funding of Advances and/or Servicing Advances, or who merely receives an assignment or pledge of the Servicer’s rights to be reimbursed for Advances and/or Servicing Advances, shall not be required to meet the qualifications of a the Servicer or a Subany sub-Servicer servicer and will not be deemed to be a Subsub-Servicer servicer under this Agreement. (b) If None of the Depositor, the Master Servicer, the Trust Administrator or the Indenture Trustee shall, as a result of the existence of any Advance Facility, have any additional duty or liability with respect to the calculation or payment of any reimbursement for Advances or Servicing Advances, nor, as a result of the existence of any Advance Facility, shall the Depositor, the Master Servicer, the Trust Administrator or the Indenture Trustee have any additional responsibility to track or monitor the administration of the Advance Facility or the reimbursement for Advances or Xxxxxxxxx Advances, except, in the case of the Trust Administrator, to remit reimbursements in accordance with payment instructions received pursuant to Section 4.11(a). The Servicer shall indemnify the Depositor, the Master Servicer, the Trust Administrator, the Indenture Trustee, any successor Servicer and the Issuer for any claim, loss, liability or damage resulting from any claim by the Advancing Person Person, except to the extent that such claim, loss, liability or damage resulted from or arose out of the negligence, recklessness or willful misconduct on the part of the Depositor, the Master Servicer, the Trust Administrator, the Indenture Trustee, any successor Servicer or the Issuer, as the case may be, or failure by the successor Servicer, the Master Servicer or the Trust Administrator, as the case may be, to remit funds as required by this Agreement or the commission of an act or omission to act by the successor Servicer, the Master Servicer or the Trust Administrator, as the case may be, and the passage of any applicable cure or grace period, such that, in the case of the Master Servicer, a Master Servicer submit Event of Default occurs under this Agreement, or in the case of the successor Servicer, the Master Servicer or the Trust Administrator, such entity is subject to termination for cause under this Agreement. (c) If an Advance Facility is entered into, and if the Owner Servicer so notifies the notice set forth in subsection (a) aboveTrust Administrator, then the Servicer shall be permitted not seek reimbursement for any Advance or Servicing Advance made by an Advancing Person under Section 6.05, but instead the Servicer shall remit the amounts relating to Advances to the Master Servicer for inclusion in the monthly remittance made to the Trust Administrator on a Servicer Remittance Date in accordance with this Agreement. The Trust Administrator, upon its receipt of an Officer’s Certificate in accordance with Section 4.11 hereof, shall pay to the Advancing Person or to a trustee, agent or custodian designated in the Officer’s Certificate specified in Section 4.11(a), reimbursements for Advances and Servicing Advances from the Collection Account to the same extent the Servicer would have been permitted to reimburse itself from its Custodial Account for such Advances and/or Servicing Advances in accordance with this Agreement prior to Sections 4.02(e) and 6.05, had the remittance to the OwnerServicer itself funded such Advance or Servicing Advance. (cd) All Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basis, such that an advance made earlier in time with respect to any Mortgage Loan shall be reimbursed to the Servicer who made that advance, before reimbursement of an advance made later in time with respect to that Mortgage Loan, and a predecessor Servicer’s advances with respect to any particular Mortgage Loan shall be reimbursed before reimbursement of a successor Xxxxxxxx’s advances with respect to such Mortgage Loan. (e) In making its determination that any Advance or Servicing Advance theretofore made has become a Nonrecoverable Advance, the Servicer shall apply the same criteria in making such determination regardless of whether such Advance or Servicing Advance shall have been made by the Servicer or any predecessor Servicer. (f) The Servicer shall maintain and provide to any successor Servicer and, upon request, the Master Servicer, the Trust Administrator and the Indenture Trustee a detailed accounting on a loan-by-loan basis as to amounts advanced by, pledged or assigned to, and reimbursed to any Advancing Person. The successor Servicer shall be entitled to rely on any such information provided by the predecessor Servicer, and the successor Servicer shall not be liable for any errors in such information. (g) Any amendment to this Section 4.11 or to any other provision of this Agreement that may be necessary or appropriate to effect the terms of an Advance Facility as described generally in this Section 4.11, including amendments to add provisions relating to a successor Servicer, may be entered into by the parties hereto without the consent of any Noteholder, provided that such amendment complies with Section 10.03. All reasonable costs and expenses (including attorneys’ fees) of each party hereto of any such amendment shall be borne solely by the Servicer. The parties hereto hereby acknowledge and agree that: (a) the Advances and/or Servicing Advances financed by and/or pledged to an Advancing Person under any Advance Facility are obligations owed to the Servicer payable only from the cash flows and proceeds received under this Agreement for reimbursement of Advances and/or Servicing Advances only to the extent provided herein, and the Indenture Trustee, the Owner Trustee, the Trust Administrator, the Master Servicer and the Issuer are not, as a result of the existence of any Advance Facility, separately obligated or liable to repay any Advances and/or Servicing Advances financed by the Advancing Person; (b) the Servicer will be responsible for remitting to the Advancing Person the applicable amounts collected by it as reimbursement for Advances and/or Servicing Advances funded by the Advancing Person, subject to the provisions of this Agreement and except to the extent an election is made to remit all such reimbursements to the Trust Administrator as described in Section 4.11(c); and (c) none of the Master Servicer, the Trust Administrator and the Indenture Trustee shall have any responsibility to track or monitor the administration of the financing arrangement between the Servicer and any Advancing Person.

Advance Facility. (a) The Servicer is Option One and Wilshire are each hereby authorized to enter into a financing or other facility (any such arrangement, an “"Advance Facility”") under which (1) the Servicer Option One or Wilshire, as applicable, assigns or pledges to another Person (an “"Advancing Person”") the such Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all Advances and/or Servicing Advances required to be made by the Servicer Option One or Wilshire, as applicable, pursuant to this Agreement. No consent of the Owner Trustee, Certificateholders or any other party is required before the Servicer Option One or Wilshire, as applicable, may enter into an Advance Facility; providedPROVIDED, howeverHOWEVER, that the consent of the Owner Trustee (which consent shall not be unreasonably withheld) shall be required before the Servicer Option One or Wilshire, as applicable, may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the such Servicer's behalf, the Servicer Option One or Wilshire, as applicable, shall remain obligated pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement, and shall not be relieved of such obligations by virtue of such Advance Facility. To the extent that If Option One or Wilshire enters into an Advance Facility, and for so long as an Advancing Person makes all or a portion of any Advance or any Servicing Advance and provides the Owner with notice acknowledged by the Servicer that such Advancing Person is entitled to reimbursement, such Advancing Person shall be remains entitled to receive reimbursement for any Advances or Servicing Advances outstanding and previously unreimbursed pursuant to this Agreement for such amount Agreement, then Option One or Wilshire, as applicable, may elect by providing written notice to the extent provided in 9.07(b). Such notice from the Advancing Person must specify the amount of the reimbursement and must specify which Section of this Agreement permits the applicable Advance or Servicing Advance Trustee not to be reimbursed. The Owner shall be entitled to rely without independent investigation on the Advancing Person's statement with respect to the amount of any reimbursement pursuant to this 9.07 and with respect to the Advancing Person's statement with respect to the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursed. An Advancing Person whose obligations are limited to the making of Advances and/or Servicing Advances shall not be required to meet the qualifications of a Servicer or a Sub-Servicer and will not be deemed to be a Sub-Servicer under this Agreement. (b) If the Advancing Person and the Servicer submit to the Owner the notice set forth in subsection (a) above, then the Servicer shall be permitted to pay to the Advancing Person reimbursements for Advances and Servicing Advances from the Collection Account to the same extent the Servicer would have been permitted to reimburse itself for such Advances and/or Servicing Advances, as applicable, pursuant to Section 3.08 of this Agreement, but following any such election Option One or Wilshire, as applicable, shall be required to include amounts collected that would otherwise be retained by Option One or Wilshire, as applicable, to reimburse it for previously unreimbursed Advances ("Advance Reimbursement Amounts") and/or previously unreimbursed Servicing Advances ("Servicing Advance Reimbursement Amounts" and together with Advance Reimbursement Amounts, "Reimbursement Amounts") (in accordance with this Agreement prior each case to the extent such type of Reimbursement Amount is included in the Advance Facility) in the remittance to the Owner. (c) All Advances and Servicing Advances Trustee made pursuant to the terms of this Agreement to the extent of amounts on deposit in the Collection Account on the related Servicer Cash Remittance Date. Notwithstanding anything to the contrary herein, in no event shall Advance Reimbursement Amounts or Servicing Advance Reimbursement Amounts be deemed made included in Interest Remittance Amounts or Principal Remittance Amounts or distributed to Certificateholders. Option One or Wilshire, as applicable, if making the election set forth herein, shall report to the Trustee the portions of the Reimbursement Amounts that consist of Advance Reimbursement Amounts and shall be reimbursed on a “first in-first out” (FIFO) basisServicing Advance Reimbursement Amounts, respectively.

Advance Facility. (a) The Servicer Trustee or the Trust Administrator on behalf of the Trust, is hereby authorized authorized, with the consent of the Master Servicer and the Certificate Insurer, to enter into a financing or other facility (with any Person which provides that such arrangement, an “Advance Facility”) under which (1) the Servicer assigns or pledges to another Person (an “"Advancing Person”") the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to may fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all Delinquency Advances and/or Servicing Advances required to be made by the Servicer pursuant to under this Agreement. No consent of , although no such facility shall reduce or otherwise affect the Owner is required before the Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees Master Servicer's obligation to fund such Delinquency Advances and/or Servicing Advances on the Servicer's behalf, the Servicer shall remain obligated pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement, and shall not be relieved of such obligations by virtue of such Advance FacilityAdvances. To the extent that an Advancing Person makes all or a portion of funds any Delinquency Advance or any Servicing Advance and provides the Owner Trust Administrator and the Certificate Insurer with notice acknowledged by the Master Servicer that such Advancing Person is entitled to reimbursement, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 3.29(b). Such notice from the Advancing Person must specify the amount of the reimbursement and must specify which Section of this Agreement permits the applicable Delinquency Advance or Servicing Advance to be reimbursed. The Owner Trust Administrator shall have no duty or liability to the Master Servicer with respect to any calculation of any reimbursement to be paid to an Advancing Person and shall be entitled to rely without independent investigation on the Advancing Person's statement with respect to the amount of any reimbursement notice provided pursuant to this 9.07 and with respect to the Advancing Person's statement with respect to the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursed3.29. An Advancing Person whose obligations hereunder are limited to the making funding of Delinquency Advances and/or Servicing Advances shall not be required to meet the qualifications of a Servicer or a Sub-Servicer and will not be deemed Subservicer pursuant to be a Sub-Servicer under this AgreementSection 3.02 hereof. (b) If the an Advancing Person and the Servicer submit is entitled to the Owner the notice set forth in subsection (a) abovereimbursement for any particular Delinquency Advance or Servicing Advance, then the Master Servicer shall not be permitted to reimburse itself therefor under Section 3.11(a)(ii), Section 3.11(a)(iii), Section 3.11(a)(vi) or Section 3.11(a)(ix), but instead the Master Servicer shall deposit such amount in the Collection Account as collected and include such amounts in the applicable remittance to the Trust Administrator made pursuant to Section 3.10(b) to the extent of amounts on deposit in the Collection Account on the related Master Servicer Remittance Date. The Trust Administrator is hereby authorized to pay to the an Advancing Person Person, reimbursements for Delinquency Advances and Servicing Advances from the Collection Certificate Account to the same extent the Master Servicer would have been permitted to reimburse itself for such Delinquency Advances and/or Servicing Advances in accordance with this Agreement prior to Section 3.11(a)(ii), Section 3.11(a)(iii), Section 3.11(a)(vi) or Section 3.11(a)(ix), as the remittance to case may be, had the OwnerMaster Servicer made such Delinquency Advance or Servicing Advance. (c) All Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basis.

Advance Facility. (a) The Servicer is hereby authorized to enter into a financing or other any facility with any Person (any such arrangementPerson, an “"Advance Facility”Facility Counterparty") under which (1) provides that the Servicer assigns may pledge or pledges sell its rights to another Person (an “Advancing Person”) the Servicer's rights under receive reimbursement of Advances pursuant to this Agreement ("Advance Reimbursement Rights") pursuant to be reimbursed credit facilities, repurchase facilities, or similar facilities providing liquidity for any Advances the funding of Advances, including facilities providing that such Advance Facility Counterparty may make all or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of Advances (any such facility, an "Advance Facility"), although no Advance Facility shall reduce or otherwise affect the servicing rights attributable Servicer's obligations to fund such Advances. If so required pursuant to the Mortgage Loans or (ii) some or all Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. No consent terms of the Owner is required before the Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the Servicer's behalf, the Servicer shall remain obligated pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement, and shall not be relieved of such obligations by virtue of such Advance Facility. To the extent that an Advancing Person Advance Facility Counterparty makes all or a portion of any Advance or any Servicing and the Advance Facility Counterparty and provides the Owner Servicer provide the Trustee with notice acknowledged by the Servicer that such Advancing Person Advance Facility Counterparty is entitled to reimbursement, such Advancing Person Advance Facility Counterparty shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(b)provided. Such notice from the Advancing Person Advance Facility Counterparty and the Servicer must specify the amount of the reimbursement and must specify which Section of this Agreement permits the applicable Advance or Servicing Advance to be reimbursed. The Owner Trustee shall be entitled to rely without independent investigation on the Advancing PersonAdvance Facility Counterparty's statement with respect to the amount of any reimbursement pursuant to this 9.07 Section 3.20 and with respect to the Advancing PersonAdvance Facility Counterparty's statement with respect to the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursed. An Advancing Person Advance Facility Counterparty whose obligations are limited to the making of Advances and/or Servicing Advances shall not be required to meet the qualifications of a Servicer or a Sub-Servicer and will not be deemed to be a Sub-Servicer Subservicer under this Agreement. (b) If so required pursuant to the Advancing Person and terms of an Advance Facility, the Servicer submit may direct, and if so directed the Trustee is hereby authorized to the Owner the notice set forth in subsection (a) above, then the Servicer and shall be permitted to pay to the Advancing Person Advance Facility Counterparty (i) reimbursements for Advances Advances; and (ii) all or such portion of the Servicing Advances from Fee as may be so specified in the Collection Account Advance Facility, that would otherwise be payable to the same extent the Servicer would have been permitted pursuant to reimburse itself for such Advances and/or Servicing Advances in accordance with this Agreement prior to or the remittance to the OwnerServicing Agreement. (c) All Advances Upon request of the Servicer, the Trustee agrees to execute such acknowledgments, certificates, and other documents recognizing the interests of any Advance Facility Counterparty in such Advance Reimbursement Rights and Servicing Advances Fees as the Servicer may cause to be made subject to Advance Facilities pursuant to this Section 3.20, and such other documents in connection with such Advance Facilities as may be reasonably requested from time to time by any Advance Facility Counterparty. The implementation of the terms arrangement described in this Section shall not require the consent of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basisCertificateholders or the Trustee.

Advance Facility. (a) The Master Servicer is hereby authorized to enter into a financing or other facility (with any Person which provides that such arrangement, an “Advance Facility”) under which (1) the Servicer assigns or pledges to another Person (an “"Advancing Person”") the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to may fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all Monthly Advances and/or Servicing Advances required to be made by the Servicer pursuant to under this Agreement. No consent of , although no such facility shall reduce or otherwise affect the Owner is required before the Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees Master Servicer's obligation to fund such Monthly Advances and/or Servicing Advances on the Servicer's behalf, the Servicer shall remain obligated pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement, and shall not be relieved of such obligations by virtue of such Advance FacilityAdvances. To the extent that an Advancing Person makes all or a portion of funds any Monthly Advance or any Servicing Advance and provides the Owner Trustee with notice acknowledged by the Master Servicer that such Advancing Person is entitled to reimbursement, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 5.15(b). Such notice from the Advancing Person must specify the amount of the reimbursement and must specify which Section of this Agreement permits the applicable Advance or Servicing Advance to be reimbursed. The Owner shall be entitled to rely without independent investigation on the Advancing Person's statement with respect to the amount of any reimbursement pursuant to this 9.07 and with respect to the Advancing Person's statement with respect to the Section of this Agreement that permits the applicable Monthly Advance or Servicing Advance to be reimbursed. An Advancing Person whose obligations hereunder are limited to the making funding of Monthly Advances and/or Servicing Advances shall not be required to meet the qualifications of a Servicer or a Sub-Servicer and will not be deemed Subservicer pursuant to be a Sub-Servicer under this AgreementSection 5.01(b) hereof. (b) If the an Advancing Person and the Servicer submit is entitled to the Owner the notice set forth in subsection (a) abovereimbursement for any particular Monthly Advance or Servicing Advance, then the Master Servicer shall not be permitted to reimburse itself therefor under Section 5.04(ii) or Section 5.04(viii), and shall include such amounts in the applicable deposits to the Certificate Account. The Trustee is hereby authorized to pay to the an Advancing Person reimbursements for Monthly Advances and Servicing Advances from the Collection Certificate Account to the same extent the Master Servicer would have been permitted to reimburse itself for such Monthly Advances and/or Servicing Advances in accordance with this Agreement prior Section 5.04 (ii) or Section 5.04(viii), as the case may be, had the Master Servicer made such Monthly Advance or Servicing Advance. Any such payment will be deemed to be a payment by the Trust to the remittance Master Servicer and a payment by the Master Servicer to the Owner. (c) All Advances and Servicing Advances Advancing Person. This section shall not create any rights of the Advancing Person against the Trust. In no event may an Advancing Person determine that an advance is a Nonrecoverable Advance; such determination shall be made pursuant to by the Master Servicer in accordance with the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basishereof.

Advance Facility. (a) The Servicer is hereby authorized to enter into a financing or other facility (any such arrangement, an “Advance Facility”) under with any Person which (1) the Servicer assigns or pledges to another provides that such Person (an “Advancing Person”) the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all of the Delinquency Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. No consent of the Owner is required before Agreement or that the Servicer may enter pledge or assign its rights to be reimbursed for Delinquency Advances and/or Servicing Advances, directly or indirectly, to an Advancing Person, although no such Advance Facility shall reduce or otherwise affect the Servicer’s obligation to fund such Delinquency Advances and/or Servicing Advances. If the Servicer enters into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the Servicer's behalf, the Servicer and the related Advancing Person shall remain obligated deliver to the Trustee at the address set forth in Section 11.19 hereof a written notice (an “Advance Facility Notice”), stating the identity of the Advancing Person. If the Servicer enters into such an Advance Facility pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required Section 8.29, upon reasonable request of the Advancing Person, the Trustee shall execute a letter of acknowledgment prepared by this Agreementthe Servicer, and shall not be relieved confirming its receipt of such obligations by virtue notice of the existence of such Advance Facility. To the extent that an Advancing Person makes all or a portion of previously identified in the Advance Facility Notice funds any Delinquency Advance or any Servicing Advance and the Servicer provides the Owner Trustee with notice acknowledged by the Servicer an Officer’s Certificate that such Advancing Person is entitled to reimbursement, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 8.29(c). Such notice from the Advancing Person Officer’s Certificate must specify the amount of the reimbursement and must specify which Section of this Agreement permits reimbursement, the applicable Advance or Servicing Advance to be reimbursed. The Owner shall be entitled to rely without independent investigation on remittance date, the written payment instructions for the Advancing Person's statement with respect to the amount of any reimbursement pursuant to this 9.07 and with respect to the Advancing Person's statement with respect to , the Section of this Agreement that permits the applicable Delinquency Advance or Servicing Advance to be reimbursedreimbursed and either the section(s) of the Advance Facility that entitle the Advancing Person to receive reimbursement from the Trustee, rather than the Servicer, or proof of an Event of Default by the Servicer under the Advance Facility entitling the Advancing Person to reimbursement from the Trustee. The Trustee shall have no duty or liability with respect to any calculation of any reimbursement to be paid to an Advancing Person and shall be entitled to conclusively rely without independent investigation on the Officer’s Certificate provided pursuant to this Section 8.29. An Advancing Person whose obligations hereunder are limited to the making funding of Delinquency Advances and/or Servicing Advances, or who merely receives an assignment or pledge of the Servicer’s rights to be reimbursed for Delinquency Advances and/or Servicing Advances, shall not be required to meet the qualifications of a the Servicer or a any Sub-Servicer and will not be deemed to be a Sub-Servicer under this Agreement. (b) If None of the Depositor or the Trustee shall, as a result of the existence of any Advance Facility, have any additional duty or liability with respect to the calculation or payment of any reimbursement for Delinquency Advances or Servicing Advances, nor, as a result of the existence of any Advance Facility, shall the Depositor or the Trustee have any additional responsibility to track or monitor the administration of the Advance Facility or the reimbursement for Delinquency Advances or Servicing Advances, except to remit reimbursements in accordance with payment instructions received pursuant to Section 8.29(a). The Servicer shall indemnify the Depositor, the Trustee, any successor Servicer, any Owner and the Trust for any claim, loss, liability or damage resulting from any claim by the Advancing Person Person, except to the extent that such claim, loss, liability or damage resulted from or arose out of the gross negligence, recklessness or willful misconduct on the part of the Depositor, the Trustee, any successor Servicer or any Owner, as the case may be, or failure by the successor Servicer or the Trustee, as the case may be, to remit funds as required by this Agreement or the commission of an act or omission to act by the successor Servicer or the Trustee, as the case may be, and the passage of any applicable cure or grace period, such that a Servicer submit Termination Event under this Agreement occurs or such entity is subject to termination for cause under this Agreement. (c) If an Advance Facility is entered into, and if the Owner Servicer so notifies the notice set forth in subsection (a) aboveTrustee, then the Servicer shall be permitted not seek reimbursement for any Delinquency Advance or Servicing Advance made by an Advancing Person under Section 8.08(d)(D) and (E) and Section 8.09, but instead the Servicer shall remit the amounts relating to Advances to the Trustee in the monthly remittance made to the Trustee on a Monthly Remittance Date in accordance with this Agreement. The Trustee, upon its receipt of an Officer’s Certificate in accordance with Section 8.29 hereof, shall pay to the Advancing Person or to a trustee, agent or custodian designated in the Officer’s Certificate specified in Section 8.29(a), reimbursements for Delinquency Advances and Servicing Advances from the Collection Certificate Account to the same extent the Servicer would have been permitted to reimburse itself from the Principal and Interest Account for such Delinquency Advances and/or Servicing Advances in accordance with this Agreement prior to Sections 8.08(d)(D) and (E) and Section 8.09, as the remittance to case may be, had the OwnerServicer itself funded such Delinquency Advance or Servicing Advance. (cd) All Delinquency Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basis, such that an advance made earlier in time with respect to any Home Equity Loan shall be reimbursed to the Servicer who made that advance, before reimbursement of an advance made later in time with respect to that Home Equity Loan, and a predecessor Servicer’s advances with respect to any particular Home Equity Loan shall be reimbursed before reimbursement of a successor Servicer’s advances with respect to such Home Equity Loan. (e) In making its determination that any Arrearages, Delinquency Advance or Servicing Advance theretofore made has become a Nonrecoverable Advance, the Servicer shall apply the same criteria in making such determination regardless of whether such Arrearages, Delinquency Advance or Servicing Advance shall have been made by the Servicer or any predecessor Servicer. (f) The Servicer shall maintain and provide to any successor Servicer and, upon request, the Trustee a detailed accounting on a loan-by-loan basis as to amounts advanced by, pledged or assigned to, and reimbursed to any Advancing Person. The successor Servicer shall be entitled to rely on any such information provided by the predecessor Servicer, and the successor Servicer shall not be liable for any errors in such information. (g) Any amendment to this Section 8.29 or to any other provision of this Agreement that may be necessary or appropriate to effect the terms of an Advance Facility as described generally in this Section 8.29, including amendments to add provisions relating to a successor Servicer, may be entered into by the Depositor, the Seller, the Trustee and the Servicer without the consent of any Certificateholder, provided that such amendment complies with Section 11.14. All reasonable costs and expenses (including attorneys’ fees) of each party hereto of any such amendment shall be borne solely by the Servicer. The parties hereto hereby acknowledge and agree that: (a) the Delinquency Advances and/or Servicing Advances financed by and/or pledged to an Advancing Person under any Advance Facility are obligations owed to the Servicer payable only from the cash flows and proceeds received under this Agreement for reimbursement of Delinquency Advances and/or Servicing Advances only to the extent provided herein, and the Trustee and the Trust are not, as a result of the existence of any Advance Facility, separately obligated or liable to repay any Delinquency Advances and/or Servicing Advances financed by the Advancing Person; (b) the Servicer will be responsible for remitting to the Advancing Person the applicable amounts collected by it as reimbursement for Delinquency Advances and/or Servicing Advances funded by the Advancing Person, subject to the provisions of this Agreement and except to the extent an election is made to remit all such reimbursements to the Trustee as described in Section 8.29(c); and (c) the Trustee shall not have any responsibility to track or monitor the administration of the financing arrangement between the Servicer and any Advancing Person.

Advance Facility. (a) The Servicer is hereby authorized to enter into a financing or other any facility with any Person (any such arrangementPerson, an “Advance Facility Counterparty”) under which the Servicer may pledge or sell its rights to receive reimbursement of Advances pursuant to this Agreement (“Advance Reimbursement Rights”) pursuant to credit facilities, repurchase facilities, or similar facilities providing liquidity for the funding of Advances, including facilities providing that such Advance Facility Counterparty may make all or a portion of the Advances (any such facility, an “Advance Facility”) under which (1) the Servicer assigns ), although no Advance Facility shall reduce or pledges to another Person (an “Advancing Person”) otherwise affect the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees ’s obligations to fund (i) a portion of the purchase price of the servicing rights attributable such Advances. If so required pursuant to the Mortgage Loans or (ii) some or all Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. No consent terms of the Owner is required before the Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the Servicer's behalf, the Servicer shall remain obligated pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement, and shall not be relieved of such obligations by virtue of such Advance Facility. To the extent that an Advancing Person Advance Facility Counterparty makes all or a portion of any Advance or any Servicing Delinquency Advance and provides the Owner Advance Facility Counterparty and the Servicer provide the Securities Administrator and the NIMS Insurer, if any, with notice acknowledged by the Servicer that such Advancing Person Advance Facility Counterparty is entitled to reimbursement, such Advancing Person Advance Facility Counterparty shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(b)provided. Such notice from the Advancing Person Advance Facility Counterparty, if so required, and the Servicer must specify the amount of the reimbursement and must specify which Section of this Agreement permits the applicable Advance or Servicing Delinquency Advance to be reimbursed. The Owner Securities Administrator and the NIMS Insurer, if any, shall be entitled to rely without independent investigation on the Advancing Person's Advance Facility Counterparty’s statement with respect to the amount of any reimbursement pursuant to this 9.07 Section 3.20 and with respect to the Advancing Person's Advance Facility Counterparty’s statement with respect to the Section of this Agreement that permits the applicable Advance or Servicing Delinquency Advance to be reimbursed. An Advancing Person Advance Facility Counterparty whose obligations are limited to the making of Advances and/or Servicing Advances shall not be required to meet the qualifications of a Servicer or a Sub-Servicer and will not be deemed to be a Sub-Servicer subservicer under this Agreement. (b) If so required pursuant to the Advancing Person and terms of an Advance Facility, the Servicer submit is hereby authorized to the Owner the notice set forth in subsection (a) above, then the Servicer and shall be permitted to pay to the Advancing Person Advance Facility Counterparty, or cause the payment to the Advance Facility Counterparty of, (i) reimbursements for Advances Advances; and (ii) all or such portion of the Servicing Advances from Fee as may be so specified in the Collection Account Advance Facility, that would otherwise be payable to the same extent Servicer pursuant to this Agreement, it being understood that neither the Servicer would Trust Fund nor any party hereto shall have been permitted to reimburse itself for such Advances and/or Servicing Advances in accordance with this Agreement prior a right or claim (including without limitation any right of offset) to the remittance portion of the Servicing Fee or the Servicer’s right to reimbursement of Advances so assigned, provided that any successor Servicer shall have no obligation to pay any portion of the OwnerServicing Fee or its right to reimbursement of Advances to any such Advance Facility. (c) All Advances and Servicing Whether or not an Advance Facility is in place, reimbursement amounts allocated to reimburse Advances made pursuant with respect to any particular Mortgage Loan shall be allocated to the terms reimbursement of this Agreement shall be deemed the unreimbursed Advances made and shall be reimbursed with respect to that Mortgage Loan on a “first first-in-, first out” (“FIFO”) basis, such that the reimbursement amounts shall be applied to reimburse the Advance for that Mortgage Loan that was disbursed earliest in time first, and to reimburse the Advance for that Mortgage Loan that was disbursed latest in time last. Liquidation Proceeds with respect to a Mortgage Loan shall be applied to reimburse Servicing Advances outstanding with respect to that Mortgage Loan before being applied to reimburse Delinquency Advances outstanding with respect to that Mortgage Loan. The Servicer shall provide to the related Advance Facility Counterparty loan-by-loan information with respect to each reimbursement amount remitted to such Advance Facility Counterparty, to enable the Advance Facility Counterparty to make the FIFO allocation of each such reimbursement amount with respect to each Mortgage Loan. (d) Upon request of the Servicer and provision by the Servicer of all necessary forms, the Securities Administrator agrees to execute such reasonable acknowledgments, certificates, and other reasonable documents recognizing the interests of any Advance Facility Counterparty in such Advance Reimbursement Rights and Servicing Fees as the Servicer may cause to be made subject to Advance Facilities pursuant to this Section 3.20, and such other documents in connection with such Advance Facilities as may be reasonably requested from time to time by any Advance Facility Counterparty. The implementation of the arrangement described in this Section shall not require the consent of Certificateholders, the NIMS Insurer, if any, the Securities Administrator or the Trustee. (e) The Servicer shall indemnify the Trustee, the Securities Administrator, the Master Servicer, the Trust Fund, each Certificateholder and any NIMS Insurer for any and all claims, losses, liabilities, damages, costs and expenses resulting from any claim by the Advance Facility Counterparty, except (with respect to the Trustee, the Securities Administrator, the Master Servicer and any successor Servicer) to the extent that such claim, loss, liability, damages or expense results from or arises out of the negligence, recklessness or willful misconduct of the Trustee, the Securities Administrator, the Master Servicer or successor Servicer, as applicable. (f) Any amendment to this Section 3.20 or to any other provision of this Agreement that may be necessary or appropriate to effect the terms of an Advance Facility as described generally in this Section, including amendments to add provisions relating to a successor Servicer, may be entered into by the Seller, the Depositor, the Servicer, the Master Servicer, the Securities Administrator, the Custodian, the Credit Risk Manager and the Trustee without the consent of any Certificateholder, provided that such amendment is otherwise effected in compliance with the provisions of Section 10.01. All reasonable costs and expenses (including attorneys’ fees) incurred by each party hereto or incurred by (or that would otherwise be incurred by) the Trust Fund shall be borne solely by the Servicer. The parties hereto acknowledge and agree that (i) any Advances financed by and/or pledged to an Advance Facility Counterparty under any Advance Facility are obligations owed to the Servicer payable only from the cash flows and proceeds received under this Agreement for reimbursement of Advances to the extent provided herein, and none of the Master Servicer, the Securities Administrator or the Trustee is, as a result of the existence of any Advance Facility, obligated or liable to repay any Advances financed by the Advance Facility Counterparty; (ii) the Servicer will be responsible for remitting to the Advance Facility Counterparty the applicable amounts collected by it as reimbursement for Advances funded by the Advance Facility Counterparty, subject to the provisions of this Agreement; and (iii) none of the Master Servicer, the Securities Administrator or the Trustee shall have any responsibility to track or monitor the administration of the financing arrangement between the Servicer and any Advance Facility Counterparty.

Advance Facility. (a) The Servicer is hereby authorized to enter into a financing or other facility (any such arrangement, an “Advance Facility”) under with any Person which (1) the Servicer assigns or pledges to another provides that such Person (an “Advancing Person”) the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all of the Delinquency Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. No consent of the Owner is required before Agreement or that the Servicer may enter pledge or assign its rights to be reimbursed for Delinquency Advances and/or Servicing Advances, directly or indirectly, to an Advancing Person, although no such Advance Facility shall reduce or otherwise affect the Servicer’s obligation to fund such Delinquency Advances and/or Servicing Advances. If the Servicer enters into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the Servicer's behalf, the Servicer and the related Advancing Person shall remain obligated deliver to the Trustee at the address set forth in Section 11.19 hereof a written notice (an “Advance Facility Notice”), stating the identity of the Advancing Person. If the Servicer enters into such an Advance Facility pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required Section 8.29, upon reasonable request of the Advancing Person, the Trustee shall execute a letter of acknowledgment prepared by this Agreementthe Servicer, and shall not be relieved confirming its receipt of such obligations by virtue notice of the existence of such Advance Facility. To the extent that an Advancing Person makes all or a portion of previously identified in the Advance Facility Notice funds any Delinquency Advance or any Servicing Advance and the Servicer provides the Owner Trustee with notice acknowledged by the Servicer an Officer’s Certificate that such Advancing Person is entitled to reimbursement, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 8.29(c). Such notice from the Advancing Person Officer’s Certificate must specify the amount of the reimbursement and must specify which Section of this Agreement permits reimbursement, the applicable Advance or Servicing Advance to be reimbursed. The Owner shall be entitled to rely without independent investigation on remittance date, the written payment instructions for the Advancing Person's statement with respect to the amount of any reimbursement pursuant to this 9.07 and with respect to the Advancing Person's statement with respect to , the Section of this Agreement that permits the applicable Delinquency Advance or Servicing Advance to be reimbursedreimbursed and either the section(s) of the Advance Facility that entitle the Advancing Person to receive reimbursement from the Trustee, rather than the Servicer, or proof of an Event of Default by the Servicer under the Advance Facility entitling the Advancing Person to reimbursement from the Trustee. The Trustee shall have no duty or liability with respect to any calculation of any reimbursement to be paid to an Advancing Person and shall be entitled to conclusively rely without independent investigation on the Officer’s Certificate provided pursuant to this Section 8.29. An Advancing Person whose obligations hereunder are limited to the making funding of Delinquency Advances and/or Servicing Advances, or who merely receives an assignment or pledge of the Servicer’s rights to be reimbursed for Delinquency Advances and/or Servicing Advances, shall not be required to meet the qualifications of a the Servicer or a any Sub-Servicer and will not be deemed to be a Sub-Servicer under this Agreement. (b) If None of the Depositor or the Trustee shall, as a result of the existence of any Advance Facility, have any additional duty or liability with respect to the calculation or payment of any reimbursement for Delinquency Advances or Servicing Advances, nor, as a result of the existence of any Advance Facility, shall the Depositor or the Trustee have any additional responsibility to track or monitor the administration of the Advance Facility or the reimbursement for Delinquency Advances or Servicing Advances, except to remit reimbursements in accordance with payment instructions received pursuant to Section 8.29(a). The Servicer shall indemnify the Depositor, the Trustee, any successor Servicer, any Owner and the Trust for any claim, loss, liability or damage resulting from any claim by the Advancing Person Person, except to the extent that such claim, loss, liability or damage resulted from or arose out of the gross negligence, recklessness or willful misconduct on the part of the Depositor, the Trustee, any successor Servicer or any Owner, as the case may be, or failure by the successor Servicer or the Trustee, as the case may be, to remit funds as required by this Agreement or the commission of an act or omission to act by the successor Servicer or the Trustee, as the case may be, and the passage of any applicable cure or grace period, such that a Servicer submit Termination Event under this Agreement occurs or such entity is subject to termination for cause under this Agreement. (c) If an Advance Facility is entered into, and if the Owner Servicer so notifies the notice set forth in subsection (a) aboveTrustee, then the Servicer shall be permitted not seek reimbursement for any Delinquency Advance or Servicing Advance made by an Advancing Person under Section 8.08(d)(D) and (E) and Section 8.09, but instead the Servicer shall remit the amounts relating to Advances to the Trustee in the monthly remittance made to the Trustee on a Monthly Remittance Date in accordance with this Agreement. The Trustee, upon its receipt of an Officer’s Certificate in accordance with Section 8.29 hereof, shall pay to the Advancing Person or to a trustee, agent or custodian designated in the Officer’s Certificate specified in Section 8.29(a), reimbursements for Delinquency Advances and Servicing Advances from the Collection Certificate Account to the same extent the Servicer would have been permitted to reimburse itself from the Principal and Interest Account for such Delinquency Advances and/or Servicing Advances in accordance with this Agreement prior to Sections 8.08(d)(D) and (E) and Section 8.09, as the remittance to case may be, had the OwnerServicer itself funded such Delinquency Advance or Servicing Advance. (cd) All Delinquency Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basis, such that an advance made earlier in time with respect to any Home Equity Loan shall be reimbursed to the Servicer who made that advance, before reimbursement of an advance made later in time with respect to that Home Equity Loan, and a predecessor Servicer’s advances with respect to any particular Home Equity Loan shall be reimbursed before reimbursement of a successor Servicer’s advances with respect to such Home Equity Loan. (e) In making its determination that any Delinquency Advance or Servicing Advance theretofore made has become a Nonrecoverable Advance, the Servicer shall apply the same criteria in making such determination regardless of whether such Delinquency Advance or Servicing Advance shall have been made by the Servicer or any predecessor Servicer. (f) The Servicer shall maintain and provide to any successor Servicer and, upon request, the Trustee a detailed accounting on a loan-by-loan basis as to amounts advanced by, pledged or assigned to, and reimbursed to any Advancing Person. The successor Servicer shall be entitled to rely on any such information provided by the predecessor Servicer, and the successor Servicer shall not be liable for any errors in such information. (g) Any amendment to this Section 8.29 or to any other provision of this Agreement that may be necessary or appropriate to effect the terms of an Advance Facility as described generally in this Section 8.29, including amendments to add provisions relating to a successor Servicer, may be entered into by the Depositor, the Sellers, the Trustee and the Servicer without the consent of any Certificateholder, provided that such amendment complies with Section 11.14. All reasonable costs and expenses (including attorneys’ fees) of each party hereto of any such amendment shall be borne solely by the Servicer. The parties hereto hereby acknowledge and agree that: (a) the Delinquency Advances and/or Servicing Advances financed by and/or pledged to an Advancing Person under any Advance Facility are obligations owed to the Servicer payable only from the cash flows and proceeds received under this Agreement for reimbursement of Delinquency Advances and/or Servicing Advances only to the extent provided herein, and the Trustee and the Trust are not, as a result of the existence of any Advance Facility, separately obligated or liable to repay any Delinquency Advances and/or Servicing Advances financed by the Advancing Person; (b) the Servicer will be responsible for remitting to the Advancing Person the applicable amounts collected by it as reimbursement for Delinquency Advances and/or Servicing Advances funded by the Advancing Person, subject to the provisions of this Agreement and except to the extent an election is made to remit all such reimbursements to the Trustee as described in Section 8.29(c); and (c) the Trustee shall not have any responsibility to track or monitor the administration of the financing arrangement between the Servicer and any Advancing Person.

Advance Facility. (a) The Each of (i) the Trustee on behalf of the Trust Fund, with the consent of the Servicer and (ii) the Servicer is hereby authorized to enter into a financing or other facility (any such arrangement, an “"Advance Facility”") under which (1) the Servicer assigns or pledges to another Person (an “"Advancing Person”") the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. The Trustee is further authorized, subject to Section 11.01, to enter into any amendment of this Agreement in connection with such facility. No consent of the Owner Trustee, the Certificateholders or any other party is required before the Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner Trustee shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the Servicer's behalf, the Servicer shall remain obligated pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement, and shall not be relieved of such obligations by virtue of such Advance Facility. To the extent that an Advancing Person makes all or a portion of any Advance or any Servicing Advance and provides the Owner Trustee with notice acknowledged by the Servicer that such Advancing Person is entitled to reimbursement, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 8.16(b). Such notice from the Advancing Person must specify the amount of the reimbursement and must specify which Section of this Agreement permits the applicable Advance or Servicing Advance to be reimbursed. The Owner Trustee shall be entitled to rely without independent investigation on the Advancing Person's statement with respect to the amount of any reimbursement pursuant to this 9.07 Section 8.16 and with respect to the Advancing Person's statement with respect to the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursed. An Advancing Person whose obligations are limited to the making of Advances and/or Servicing Advances shall not be required to meet the qualifications of a Servicer or a Sub-Servicer and will not be deemed to be a Sub-Servicer under this Agreement. (b) If the Advancing Person an advancing facility is entered into and the Servicer submit to the Owner the notice set forth in subsection (a) aboveso provides, then the Servicer shall not be permitted to reimburse itself therefor under Section 3.11(ii), Section 3.11(iii), Section 3.11(v), Section 3.11(vi), Section 3.11(vii) and Section 4.04(b) prior to the remittance to the Trust Fund, but instead, in such event, the Servicer shall include such amounts in the applicable remittance to the Trustee made pursuant to Section 3.10(a). The Trustee is hereby authorized to pay to the Advancing Person Person, reimbursements for Advances and Servicing Advances from the Collection Distribution Account to the same extent the Servicer would have been permitted to reimburse itself for such Advances and/or Servicing Advances in accordance with this Agreement prior to the remittance to the Owner. (c) All Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basis.Section 3.11(ii), Section 3.11(iii), Section 3.11(v), Section

Advance Facility. (a) The Each Servicer (other than PNC) is hereby authorized to enter into a financing or other facility (any such arrangement, an “Advance Facility”) under which (1) the such Servicer assigns or pledges to another Person (an “Advancing Person”) the such Servicer's ’s rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all Advances and/or Servicing Advances required to be made by the such Servicer pursuant to this Agreement. No consent of the Owner Master Servicer, Trust Administrator, Indenture Trustee, Noteholders or Certificateholders or any other party is required before the a Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner Trust Administrator (which consent shall not be unreasonably withheld) shall be required before the a Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the a Servicer's ’s behalf, the such Servicer shall remain obligated pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement, and shall not be relieved of such obligations by virtue of such Advance Facility. To the extent that If a Servicer enters into an Advance Facility, and for so long as an Advancing Person makes all remains entitled to receive reimbursement for any Advances or a portion Servicing Advances outstanding and previously unreimbursed pursuant to this Agreement, then such Servicer may elect by providing written notice to the Trust Administrator not to be permitted to reimburse itself for Advances and/or Servicing Advances, as applicable, pursuant to Section 3.03 of this Agreement, but following any such election such Servicer shall be required to include amounts collected that would otherwise be retained by such Servicer to reimburse it for previously unreimbursed Advances (“Advance or any Reimbursement Amounts”) and/or previously unreimbursed Servicing Advances (“Servicing Advance Reimbursement Amounts” and provides together with Advance Reimbursement Amounts, “Reimbursement Amounts”) (in each case to the Owner extent such type of Reimbursement Amount is included in the Advance Facility) in the remittance to the Trust Administrator made pursuant to this Agreement to the extent of amounts on deposit in the related Custodial Account on the related Servicer Remittance Date. Notwithstanding anything to the contrary herein, in no event shall Advance Reimbursement Amounts or Servicing Advance Reimbursement Amounts be included in Interest Remittance Amounts or Principal Remittance Amounts or distributed to Noteholders. Any Servicer, if making the election set forth herein, shall report to the Trust Administrator the portions of the Reimbursement Amounts that consist of Advance Reimbursement Amounts and Servicing Advance Reimbursement Amounts, respectively. (b) If a Servicer enters into an Advance Facility and makes the election set forth in Section 3.23(a), such Servicer and the related Advancing Person shall deliver to the Trust Administrator a written notice and payment instruction (an “Advance Facility Notice”), providing the Trust Administrator with notice acknowledged written payment instructions as to where to remit Advance Reimbursement Amounts and/or Servicing Advance Reimbursement Amounts (each to the extent such type of Reimbursement Amount is included within the Advance Facility) on subsequent Payment Dates. The payment instruction shall require the applicable Reimbursement Amounts to be distributed to the Advancing Person or to a trustee or custodian (an “Advance Facility Trustee”) designated in the Advance Facility Notice. An Advance Facility Notice may only be terminated by the joint written direction of the related Servicer that such and the related Advancing Person is entitled (and any related Advance Facility Trustee); provided, however, that the provisions of this Section 3.23 shall cease to reimbursementbe applicable when all Advances and Servicing Advances funded by an Advancing Person, and when all Advances and Servicing Advances (the rights to be reimbursed for which have been assigned or pledged to an Advancing Person), have been repaid to the related Advancing Person in full. (c) Reimbursement Amounts shall consist solely of amounts in respect of Advances and/or Servicing Advances made with respect to the Loans for which the related Servicer would be permitted to reimburse itself in accordance with Section 3.03(xii), (xiii), (xiv) and (xvi) hereof, assuming such Advancing Servicer had made the related Advance(s) and/or Servicing Advance(s). Notwithstanding the foregoing, no Person shall be entitled to receive reimbursement from funds held in the related Custodial Account for future distribution to Noteholders pursuant to this Agreement for such amount the provisions of Section 3.19. The Trust Administrator shall not have any duty or liability with respect to the extent provided in 9.07(b). Such notice from the Advancing Person must specify the amount calculation of the reimbursement any Reimbursement Amount and must specify which Section of this Agreement permits the applicable Advance or Servicing Advance to be reimbursed. The Owner shall be entitled to rely without independent investigation on the Advance Facility Notice and on the applicable Servicer’s report of the amount of Advance Reimbursement Amounts and Servicing Advance Reimbursement Amounts that were included in the remittance from the related Servicer to the Trustee pursuant to Section 3.03(ii). Each Servicer (other than PNC) shall maintain and provide to any successor Servicer a detailed accounting on a loan-by-loan basis as to amounts advanced by, pledged or assigned to, and reimbursed to any Advancing Person's statement . The successor Servicer shall be entitled to rely on any such information provided by the related Servicer and the successor Servicer shall not be liable for any errors in such information. (d) With respect to any Advance Facility pursuant to which a Servicer has made the election set forth in Section 3.23(a), the documentation establishing any Advance Facility shall require that Reimbursement Amounts distributed with respect to each Loan be allocated to outstanding unreimbursed Advances or Servicing Advances (as the amount of any reimbursement pursuant to this 9.07 and case may be) made with respect to the Advancing Person's statement with respect to the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursed. An Advancing Person whose obligations are limited to the making of Advances and/or Servicing Advances shall not be required to meet the qualifications of a Servicer or a Sub-Servicer and will not be deemed to be a Sub-Servicer under this Agreement. (b) If the Advancing Person and the Servicer submit to the Owner the notice set forth in subsection (a) above, then the Servicer shall be permitted to pay to the Advancing Person reimbursements for Advances and Servicing Advances from the Collection Account to the same extent the Servicer would have been permitted to reimburse itself for such Advances and/or Servicing Advances in accordance with this Agreement prior to the remittance to the Owner. (c) All Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed Loan on a “first first-in, first-first out” (FIFO) basis. Such documentation shall also require the related Servicer to provide to the related Advancing Person or Advance Facility Trustee loan-by-loan information with respect to each Reimbursement Amount distributed by the Trust Administrator to such Advancing Person or Advance Facility Trustee on each Payment Date, to enable the Advancing Person or Advance Facility Trustee to make the FIFO allocation of each Reimbursement Amount with respect to each Loan. The related Servicer shall remain entitled to be reimbursed by the Advancing Person or Advance Facility Trustee for all Advances and Servicing Advances funded by such Servicer to the extent the related rights to be reimbursed therefor have not been assigned or pledged to an Advancing Person. If a Servicer enters into an Advance Facility, such Servicer shall indemnify the Trust Administrator and the Trust and any successor Servicer, as applicable, from and against any claims, losses, liabilities or damages resulting from the establishment of such Advance Facility and any claim by the related Advancing Person or any other Person, except to the extent that such claim, loss, liability or damage resulted from or arose out of negligence, recklessness or willful misconduct on the part of the successor Servicer or the Trust Administrator, or failure by the successor Servicer or the Trust Administrator to remit funds as required by Section 3.23(b). Any amendment to this Section 3.23 or to any other provision of this Agreement that may be necessary or appropriate to effect the terms of an Advance Facility as described generally in this Section 3.23, including amendments to add provisions relating to a successor Servicer, may be entered into by the parties hereto without the consent of any Noteholder notwithstanding anything to the contrary in Section 8.01 of or elsewhere in this Agreement or the Indenture.

Advance Facility. (a) The Servicer and/or the Trustee on behalf of the Trust Fund is hereby authorized to enter into a financing or other facility (any such arrangement, an “Advance Facility”) under which (1) the Servicer assigns or pledges to another with any Person (an “Advancing Person”) (1) under which the Servicer sells, assigns or pledges to the Advancing Person the Servicer's ’s rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all P&I Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. No consent of the Owner is required before the Servicer may enter into an Advance Facility; provided, however, or (2) which provides that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to may fund P&I Advances and/or Servicing Advances on to the Trust Fund under this Agreement, although no such facility shall reduce or otherwise affect the Servicer's behalf, ’s obligation to fund such P&I Advances and/or Servicing Advances. If the Servicer shall remain obligated enters into such an Advance Facility pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this AgreementSection 3.26, and upon reasonable request of the Advancing Person, the Trust Administrator shall not be relieved execute a letter of such obligations by virtue acknowledgment, confirming its receipt of notice of the existence of such Advance Facility. To the extent that an Advancing Person makes all or a portion of funds any P&I Advance or any Servicing Advance or is assigned the right to be reimbursed for any P&I Advance or Servicing Advance and provides the Owner Trust Administrator with notice acknowledged by the Servicer that such Advancing Person is entitled to reimbursementreimbursement directly from the Trust Administrator pursuant to the terms of the Advance Facility, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 3.26(b). Such notice from the Advancing Person must specify the amount of the reimbursement and must specify which Section of this Agreement permits the applicable Advance or Servicing Advance to be reimbursed. The Owner shall be entitled to rely without independent investigation on the Advancing Person's statement with respect to the amount of any reimbursement pursuant to this 9.07 and with respect to the Advancing Person's statement with respect to reimbursement, the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursedreimbursed and the section(s) of the Advance Facility that entitle the Advancing Person to request reimbursement from the Trust Administrator, rather than the Servicer, and include the Servicer’s acknowledgment thereto or proof of an event of default under the Advance Facility. The Trust Administrator shall have no duty or liability with respect to any calculation of any reimbursement to be paid to an Advancing Person and shall be entitled to rely without independent investigation on the Advancing Person’s notice provided pursuant to this Section 3.26. An Advancing Person whose obligations hereunder are limited to the making funding of P&I Advances and/or Servicing Advances shall not be required to meet the qualifications of a Servicer or a Sub-Servicer pursuant to Section 3.02 hereof and will shall not be deemed to be a Sub-Servicer under this Agreement. (b) If If, pursuant to the terms of the Advance Facility, an Advancing Person and is entitled to reimbursement directly from the Servicer submit to the Owner the notice set forth in subsection (a) aboveTrust Administrator, then the Servicer shall be permitted not reimburse itself therefor under Section 3.11(a)(ii), Section 3.11(a)(iii) or Section 3.11(a)(vi) prior to the remittance to the Trust Fund, but instead the Servicer shall include such amounts in the applicable remittance to the Trust Administrator made pursuant to Section 3.10 to the extent of amounts on deposit in the Collection Account on the Servicer Remittance Date. The Trust Administrator is hereby authorized to pay to the Advancing Person reimbursements for Advances and Servicing Advances from the Collection Account Distribution Account, to the extent permitted under the terms of the Advance Facility, to the same extent the Servicer would have been permitted to reimburse itself for such Advances and/or Servicing Advances in accordance with this Agreement prior Section 3.11(a)(ii), Section 3.11(a)(iii) or Section 3.11(a)(vi), as the case may be, had the Servicer itself funded such Advance or Servicing Advance. The Trust Administrator is hereby authorized to pay directly to the remittance Advancing Person such portion of the Servicing Fee as the parties to any Advance Facility agree to in writing delivered to the OwnerTrust Administrator. An Advance Facility may provide that the Servicer will otherwise cause the remittance of P&I Advance and/or Servicing Advance reimbursement amounts to the Advancing Person, in which case the foregoing sentences in this Section 3.26(b) shall not apply. (c) All P&I Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-in first out” (FIFO) basis. (d) None of the Trust Fund, any party to this Agreement or any other Person shall have any right or claim (including without limitation any right of offset or recoupment) to any amounts allocable under this Agreement to the reimbursement of P&I Advances or Servicing Advances that have been assigned, conveyed or pledged to an Advancing Person, or that relate to P&I Advances or Servicing Advances that were funded by an Advancing Person. (e) Any amendment to this Section 3.26 or to any other provision of this Agreement that may be necessary or appropriate to effect the terms of an Advance Facility as described generally in this Section 3.26, including amendments to add provisions relating to a successor master servicer, may be entered into by the parties to this Agreement without the consent of any Certificateholder but with written confirmation from each Rating Agency that the amendment shall not result in the reduction or withdrawal of the then-current ratings of any outstanding Class of Certificates or any other notes secured by collateral which includes all or a portion of the Class CE Certificates, the Class P Certificates and/or the Residual Certificates, notwithstanding anything to the contrary in this Agreement.

Advance Facility. (a) The Servicer is hereby authorized to enter into a financing or other any facility with any Person (any such arrangementPerson, an “"Advance Facility”Facility Counterparty") under which (1) provides that the Servicer assigns may pledge or pledges sell its rights to another Person (an “Advancing Person”) the Servicer's rights under receive reimbursement of Advances pursuant to this Agreement ("Advance Reimbursement Rights") pursuant to be reimbursed credit facilities, repurchase facilities, or similar facilities providing liquidity for any Advances the funding of Advances, including facilities providing that such Advance Facility Counterparty may make all or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of Advances (any such facility, an "Advance Facility"), although no Advance Facility shall reduce or otherwise affect the servicing rights attributable Servicer’s obligations to fund such Advances. If so required pursuant to the Mortgage Loans or (ii) some or all Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. No consent terms of the Owner is required before the Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the Servicer's behalf, the Servicer shall remain obligated pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement, and shall not be relieved of such obligations by virtue of such Advance Facility. To the extent that an Advancing Person Advance Facility Counterparty makes all or a portion of any Advance or any Servicing and the Advance Facility Counterparty and provides the Owner Servicer provide the Trustee with notice acknowledged by the Servicer that such Advancing Person Servicer is entitled to reimbursement, such Advancing Person Servicer shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(b)provided. Such notice from the Advancing Person Advance Facility Counterparty and the Servicer must specify the amount of the reimbursement and must specify which Section of this Agreement permits the applicable Advance or Servicing Advance to be reimbursed. The Owner Trustee shall be entitled to rely without independent investigation on the Advancing Person's Advance Facility Counterparty’s statement with respect to the amount of any reimbursement pursuant to this 9.07 Section 3.20 and with respect to the Advancing Person's Advance Facility Counterparty’s statement with respect to the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursed. An Advancing Person Advance Facility Counterparty whose obligations are limited to the making of Advances and/or Servicing Advances shall not be required to meet the qualifications of a Servicer or a Sub-Servicer and will not be deemed to be a Sub-Servicer Subservicer under this Agreement. (b) If so required pursuant to the Advancing Person and terms of an Advance Facility, the Servicer submit may direct, and if so directed the Trustee is hereby authorized to the Owner the notice set forth in subsection (a) above, then the Servicer and shall be permitted to pay to the Advancing Person Advance Facility Counterparty (i) reimbursements for Advances Advances; and (ii) all or such portion of the Servicing Advances from Fee as may be so specified in the Collection Account Advance Facility, that would otherwise be payable to the same extent the Servicer would have been permitted pursuant to reimburse itself for such Advances and/or Servicing Advances in accordance with this Agreement prior to or the remittance to the OwnerServicing Agreement. (c) All Advances Upon request of the Servicer, the Trustee agrees to execute such acknowledgments, certificates, and other documents recognizing the interests of any Advance Facility Counterparty in such Advance Reimbursement Rights and Servicing Advances Fees as the Servicer may cause to be made subject to Advance Facilities pursuant to this Section 3.20, and such other documents in connection with such Advance Facilities as may be reasonably requested from time to time by any Advance Facility Counterparty. The implementation of the terms arrangement described in this Section shall not require the consent of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basisCertificateholders or the Trustee.

Advance Facility. (a) The Servicer and/or the Trustee on behalf of the Trust Fund is hereby authorized to enter into a financing or other facility (any such arrangement, an “Advance Facility”) under which (1) the Servicer assigns or pledges to another with any Person (an “Advancing Person”) (1) under which the Servicer sells, assigns or pledges to the Advancing Person the Servicer's ’s rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all P&I Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. No consent of the Owner is required before the Servicer may enter into an Advance Facility; provided, however, or (2) which provides that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to may fund P&I Advances and/or Servicing Advances on to the Trust Fund under this Agreement, although no such facility shall reduce or otherwise affect the Servicer's behalf, ’s obligation to fund such P&I Advances and/or Servicing Advances. If the Servicer shall remain obligated enters into such an Advance Facility pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this AgreementSection 3.26, and upon reasonable request of the Advancing Person, the Trust Administrator shall not be relieved execute a letter of such obligations by virtue acknowledgment, confirming its receipt of notice of the existence of such Advance Facility. To the extent that an Advancing Person makes all or a portion of funds any P&I Advance or any Servicing Advance or is assigned the right to be reimbursed for any P&I Advance or Servicing Advance and provides the Owner Trust Administrator with notice acknowledged by the Servicer that such Advancing Person is entitled to reimbursementreimbursement directly from the Trust Administrator pursuant to the terms of the Advance Facility, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 3.26(b). Such notice from the Advancing Person must specify the amount of the reimbursement and must specify which Section of this Agreement permits the applicable Advance or Servicing Advance to be reimbursed. The Owner shall be entitled to rely without independent investigation on the Advancing Person's statement with respect to the amount of any reimbursement pursuant to this 9.07 and with respect to the Advancing Person's statement with respect to reimbursement, the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursedreimbursed and the section(s) of the Advance Facility that entitle the Advancing Person to request reimbursement from the Trust Administrator, rather than the Servicer, and include the Servicer’s acknowledgment thereto or proof of an event of default under the Advance Facility. The Trust Administrator shall have no duty or liability with respect to any calculation of any reimbursement to be paid to an Advancing Person and shall be entitled to rely without independent investigation on the Advancing Person’s notice provided pursuant to this Section 3.26. An Advancing Person whose obligations hereunder are limited to the making funding of P&I Advances and/or Servicing Advances shall not be required to meet the qualifications of a the Servicer or a Sub-Servicer pursuant to Section 3.02 hereof and will shall not be deemed to be a Sub-Servicer under this Agreement. (b) If If, pursuant to the terms of the Advance Facility, an Advancing Person and is entitled to reimbursement directly from the Servicer submit to the Owner the notice set forth in subsection (a) aboveTrust Administrator, then the Servicer shall be permitted not reimburse itself therefor under Section 3.11(a)(ii), Section 3.11(a)(iii) or Section 3.11(a)(vi) prior to the remittance to the Trust Fund, but instead the Servicer shall include such amounts in the applicable remittance to the Trust Administrator made pursuant to Section 3.10 to the extent of amounts on deposit in the Collection Account on the Servicer Remittance Date. The Trust Administrator is hereby authorized to pay to the Advancing Person reimbursements for Advances and Servicing Advances from the Collection Account Distribution Account, to the extent permitted under the terms of the Advance Facility, to the same extent the Servicer would have been permitted to reimburse itself for such Advances and/or Servicing Advances in accordance with this Agreement prior Section 3.11(a)(ii), Section 3.11(a)(iii) or Section 3.11(a)(vi), as the case may be, had the Servicer itself funded such Advance or Servicing Advance. The Trust Administrator is hereby authorized to pay directly to the remittance Advancing Person such portion of the Servicing Fee as the parties to any Advance Facility agree to in writing delivered to the OwnerTrust Administrator. An Advance Facility may provide that the Servicer will otherwise cause the remittance of P&I Advance and/or Servicing Advance reimbursement amounts to the Advancing Person, in which case the foregoing sentences in this Section 3.26(b) shall not apply. (c) All P&I Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-in first out” (FIFO) basis. (d) None of the Trust Fund, any party to this Agreement or any other Person shall have any right or claim (including without limitation any right of offset or recoupment) to any amounts allocable under this Agreement to the reimbursement of P&I Advances or Servicing Advances that have been assigned, conveyed or pledged to an Advancing Person, or that relate to P&I Advances or Servicing Advances that were funded by an Advancing Person. (e) Any amendment to this Section 3.26 or to any other provision of this Agreement that may be necessary or appropriate to effect the terms of an Advance Facility as described generally in this Section 3.26, including amendments to add provisions relating to a successor master servicer, may be entered into by the parties to this Agreement without the consent of any Certificateholder but with written confirmation from each Rating Agency that the amendment shall not result in the reduction or withdrawal of the then-current ratings of any outstanding Class of Certificates or any other notes secured by collateral which includes all or a portion of the Class CE Certificates, the Class P Certificates and/or the Residual Certificates, notwithstanding anything to the contrary in this Agreement.

Advance Facility. (a) The Servicer is hereby authorized to enter into a financing or other facility (any such arrangement, an “Advance Facility”) under with any Person which (1) the Servicer assigns or pledges to another provides that such Person (an “Advancing Person”) the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all of the Delinquency Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. No consent of the Owner is required before Agreement or that the Servicer may enter pledge or assign its rights to be reimbursed for Delinquency Advances and/or Servicing Advances, directly or indirectly, to an Advancing Person, although no such Advance Facility shall reduce or otherwise affect the Servicer’s obligation to fund such Delinquency Advances and/or Servicing Advances. If the Servicer enters into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the Servicer's behalf, the Servicer and the related Advancing Person shall remain obligated deliver to the Trustee at the address set forth in Section 11.19 hereof a written notice (an “Advance Facility Notice”), stating the identity of the Advancing Person. If the Servicer enters into such an Advance Facility pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required Section 8.29, upon reasonable request of the Advancing Person, the Trustee shall execute a letter of acknowledgment prepared by this Agreementthe Servicer, and shall not be relieved confirming its receipt of such obligations by virtue notice of the existence of such Advance Facility. To the extent that an Advancing Person makes all or a portion of previously identified in the Advance Facility Notice funds any Delinquency Advance or any Servicing Advance and the Servicer provides the Owner Trustee with notice acknowledged by the Servicer an Officer’s Certificate that such Advancing Person is entitled to reimbursement, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 8.29(c). Such notice from the Advancing Person Officer’s Certificate must specify the amount of the reimbursement and must specify which Section of this Agreement permits reimbursement, the applicable Advance or Servicing Advance to be reimbursed. The Owner shall be entitled to rely without independent investigation on remittance date, the written payment instructions for the Advancing Person's statement with respect to the amount of any reimbursement pursuant to this 9.07 and with respect to the Advancing Person's statement with respect to , the Section of this Agreement that permits the applicable Delinquency Advance or Servicing Advance to be reimbursedreimbursed and either the section(s) of the Advance Facility that entitle the Advancing Person to receive reimbursement from the Trustee, rather than the Servicer, or proof of an event of default by the Servicer under the Advance Facility entitling the Advancing Person to reimbursement from the Trustee. The Trustee shall have no duty or liability with respect to any calculation of any reimbursement to be paid to an Advancing Person and shall be entitled to conclusively rely without independent investigation on the Officer’s Certificate provided pursuant to this Section 8.29. An Advancing Person whose obligations hereunder are limited to the making funding of Delinquency Advances and/or Servicing Advances, or who merely receives an assignment or pledge of the Servicer’s rights to be reimbursed for Delinquency Advances and/or Servicing Advances, shall not be required to meet the qualifications of a the Servicer or a any Sub-Servicer and will not be deemed to be a Sub-Servicer under this Agreement. (b) If None of the Depositor or the Trustee shall, as a result of the existence of any Advance Facility, have any additional duty or liability with respect to the calculation or payment of any reimbursement for Delinquency Advances or Servicing Advances, nor, as a result of the existence of any Advance Facility, shall the Depositor or the Trustee have any additional responsibility to track or monitor the administration of the Advance Facility or the reimbursement for Delinquency Advances or Servicing Advances, except to remit reimbursements in accordance with payment instructions received pursuant to Section 8.29(a). The Servicer shall indemnify the Depositor, the Trustee, any successor Servicer, any Owner and the Trust for any claim, loss, liability or damage resulting from any claim by the Advancing Person Person, except to the extent that such claim, loss, liability or damage resulted from or arose out of the gross negligence, recklessness or willful misconduct on the part of the Depositor, the Trustee, any successor Servicer or any Owner, as the case may be, or failure by the successor Servicer or the Trustee, as the case may be, to remit funds as required by this Agreement or the commission of an act or omission to act by the successor Servicer or the Trustee, as the case may be, and the passage of any applicable cure or grace period, such that a Servicer submit Termination Event under this Agreement occurs or such entity is subject to termination for cause under this Agreement. (c) If an Advance Facility is entered into, and if the Owner Servicer so notifies the notice set forth in subsection (a) aboveTrustee, then the Servicer shall be permitted not seek reimbursement for any Delinquency Advance or Servicing Advance made by an Advancing Person under Section 8.08(d)(D) and (E) and Section 8.09, but instead the Servicer shall remit the amounts relating to Advances to the Trustee in the monthly remittance made to the Trustee on a Monthly Remittance Date in accordance with this Agreement. The Trustee, upon its receipt of an Officer’s Certificate in accordance with Section 8.29 hereof, shall pay to the Advancing Person or to a trustee, agent or custodian designated in the Officer’s Certificate specified in Section 8.29(a), reimbursements for Delinquency Advances and Servicing Advances from the Collection Certificate Account to the same extent the Servicer would have been permitted to reimburse itself from the Principal and Interest Account for such Delinquency Advances and/or Servicing Advances in accordance with this Agreement prior to Sections 8.08(d)(D) and (E) and Section 8.09, as the remittance to case may be, had the OwnerServicer itself funded such Delinquency Advance or Servicing Advance. (cd) All Delinquency Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basis, such that an advance made earlier in time with respect to any Home Equity Loan shall be reimbursed to the Servicer who made that advance, before reimbursement of an advance made later in time with respect to that Home Equity Loan, and a predecessor Servicer’s advances with respect to any particular Home Equity Loan shall be reimbursed before reimbursement of a successor Servicer’s advances with respect to such Home Equity Loan. (e) In making its determination that any Arrearages, Delinquency Advance or Servicing Advance theretofore made has become a Nonrecoverable Advance, the Servicer shall apply the same criteria in making such determination regardless of whether such Arrearages, Delinquency Advance or Servicing Advance shall have been made by the Servicer or any predecessor Servicer. (f) The Servicer shall maintain and provide to any successor Servicer and, upon request, the Trustee a detailed accounting on a loan-by-loan basis as to amounts advanced by, pledged or assigned to, and reimbursed to any Advancing Person. The successor Servicer shall be entitled to rely on any such information provided by the predecessor Servicer, and the successor Servicer shall not be liable for any errors in such information. (g) Any amendment to this Section 8.29 or to any other provision of this Agreement that may be necessary or appropriate to effect the terms of an Advance Facility as described generally in this Section 8.29, including amendments to add provisions relating to a successor Servicer, may be entered into by the Depositor, the Sellers, the Trustee and the Servicer without the consent of any Certificateholder, provided that such amendment complies with Section 11.14. All reasonable costs and expenses (including attorneys’ fees) of each party hereto of any such amendment shall be borne solely by the Servicer. The parties hereto hereby acknowledge and agree that: (a) the Delinquency Advances and/or Servicing Advances financed by and/or pledged to an Advancing Person under any Advance Facility are obligations owed to the Servicer payable only from the cash flows and proceeds received under this Agreement for reimbursement of Delinquency Advances and/or Servicing Advances only to the extent provided herein, and the Trustee and the Trust are not, as a result of the existence of any Advance Facility, separately obligated or liable to repay any Delinquency Advances and/or Servicing Advances financed by the Advancing Person; (b) the Servicer will be responsible for remitting to the Advancing Person the applicable amounts collected by it as reimbursement for Delinquency Advances and/or Servicing Advances funded by the Advancing Person, subject to the provisions of this Agreement and except to the extent an election is made to remit all such reimbursements to the Trustee as described in Section 8.29(c); and (c) the Trustee shall not have any responsibility to track or monitor the administration of the financing arrangement between the Servicer and any Advancing Person.

Advance Facility. (a) The Servicer is Wilshire and Ocwen are each hereby authorized to enter into a financing or other facility (any such arrangement, an “Advance Facility”) under which (1) the Servicer Wilshire or Ocwen, as applicable, assigns or pledges to another Person (an “Advancing Person”) the such Servicer's ’s rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all Advances and/or Servicing Advances required to be made by the Servicer Wilshire or Ocwen, as applicable, pursuant to this Agreement. No consent of the Owner Trustee, Certificateholders or any other party is required before the Servicer Wilshire or Ocwen, as applicable, may enter into an Advance Facility; provided, however, that the consent of the Owner Trustee (which consent shall not be unreasonably withheld) shall be required before the Servicer Ocwen or Wilshire, as applicable, may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the such Servicer's ’s behalf, the Servicer Wilshire or Ocwen, as applicable, shall remain obligated pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement, and shall not be relieved of such obligations by virtue of such Advance Facility. To the extent that If Wilshire or Ocwen enters into an Advance Facility, and for so long as an Advancing Person makes all remains entitled to receive reimbursement for any Advances or a portion Servicing Advances outstanding and previously unreimbursed pursuant to this Agreement, then Wilshire or Ocwen, as applicable, may elect by providing written notice to the Trustee not to be permitted to reimburse itself for Advances and/or Servicing Advances, as applicable, pursuant to Section 3.08 of this Agreement, but following any such election Wilshire or Ocwen, as applicable, shall be required to include amounts collected that would otherwise be retained by Wilshire or Ocwen, as applicable, to reimburse it for previously unreimbursed Advances (“Advance or any Reimbursement Amounts”) and/or previously unreimbursed Servicing Advances (“Servicing Advance Reimbursement Amounts” and provides together with Advance Reimbursement Amounts, “Reimbursement Amounts”) (in each case to the Owner extent such type of Reimbursement Amount is included in the Advance Facility) in the remittance to the Trustee made pursuant to this Agreement to the extent of amounts on deposit in the Collection Account on the related Servicer Cash Remittance Date. Notwithstanding anything to the contrary herein, in no event shall Advance Reimbursement Amounts or Servicing Advance Reimbursement Amounts be included in Interest Remittance Amounts or Principal Remittance Amounts or distributed to Certificateholders. Wilshire or Ocwen, as applicable, if making the election set forth herein, shall report to the Trustee the portions of the Reimbursement Amounts that consist of Advance Reimbursement Amounts and Servicing Advance Reimbursement Amounts, respectively. (b) If Wilshire or Ocwen enters into an Advance Facility and makes the election set forth in Section 3.21(a), Wilshire or Ocwen, as applicable, and the related Advancing Person shall deliver to the Trustee a written notice and payment instruction (an “Advance Facility Notice”), providing the Trustee with notice acknowledged written payment instructions as to where to remit Advance Reimbursement Amounts and/or Servicing Advance Reimbursement Amounts (each to the extent such type of Reimbursement Amount is included within the Advance Facility) on subsequent Distribution Dates. The payment instruction shall require the applicable Reimbursement Amounts to be distributed to the Advancing Person or to a trustee or custodian (an “Advance Facility Trustee”) designated in the Advance Facility Notice. An Advance Facility Notice may only be terminated by the Servicer that such joint written direction of Wilshire or Ocwen, as applicable, and the related Advancing Person is entitled (and any related Advance Facility Trustee); provided, however, that the provisions of this Section 3.21 shall cease to reimbursementbe applicable when all Advances and Servicing Advances funded by an Advancing Person, such and when all Advances and Servicing Advances (the rights to be reimbursed for which have been assigned or pledged to an Advancing Person), have been repaid to the related Advancing Person in full. (c) Reimbursement Amounts shall consist solely of amounts in respect of Advances and/or Servicing Advances made with respect to the Mortgage Loans for which Wilshire or Ocwen, as applicable, would be permitted to reimburse itself in accordance with Section 3.08(ii), (iii) and (iv) hereof, assuming Wilshire or Ocwen, as applicable, had made the related Advance(s) and/or Servicing Advance(s). Notwithstanding the foregoing, no Person shall be entitled to receive reimbursement from funds held in the Collection Account for future distribution to Certificateholders pursuant to this Agreement for such amount the provisions of Section 4.01. The Trustee shall not have any duty or liability with respect to the extent provided in 9.07(b). Such notice from the Advancing Person must specify the amount calculation of the reimbursement any Reimbursement Amount and must specify which Section of this Agreement permits the applicable Advance or Servicing Advance to be reimbursed. The Owner shall be entitled to rely without independent investigation on the Advancing Person's statement with respect to Advance Facility Notice and on the applicable Servicer’s report of the amount of any reimbursement Advance Reimbursement Amounts and Servicing Advance Reimbursement Amounts that were included in the remittance from Wilshire or Ocwen, as applicable, to the Trustee pursuant to this 9.07 Section 3.08(viii). Wilshire or Ocwen, as applicable, shall maintain and with respect provide to the any successor Servicer a detailed accounting on a loan-by-loan basis as to amounts advanced by, pledged or assigned to, and reimbursed to any Advancing Person's statement with respect . The successor Servicer shall be entitled to rely on any such information provided by Wilshire or Ocwen, as applicable, and the Section of this Agreement that permits the applicable Advance or Servicing Advance to successor Servicer shall not be reimbursed. liable for any errors in such information. (d) An Advancing Person who receives an assignment or pledge of the rights to be reimbursed for Advances and/or Servicing Advances, and/or whose obligations hereunder are limited to the making funding of Advances and/or Servicing Advances shall not be required to meet the qualifications criteria for qualification of a Servicer or a Sub-Servicer and will not be deemed to be a Sub-Servicer under this AgreementSubservicer set forth in Section 3.02 hereof. (be) If With respect to any Advance Facility pursuant to which Wilshire or Ocwen has made the Advancing Person and the Servicer submit to the Owner the notice election set forth in subsection (a) aboveSection 3.21(a), then the Servicer documentation establishing any Advance Facility shall require that Reimbursement Amounts distributed with respect to each Mortgage Loan be permitted allocated to pay to the Advancing Person reimbursements for outstanding unreimbursed Advances and or Servicing Advances from (as the Collection Account case may be) made with respect to the same extent the Servicer would have been permitted to reimburse itself for such Advances and/or Servicing Advances in accordance with this Agreement prior to the remittance to the Owner. (c) All Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed that Mortgage Loan on a “first first-in, first-first out” (FIFO) basis. Such documentation shall also require Wilshire or Ocwen, as applicable, to provide to the related Advancing Person or Advance Facility Trustee loan-by-loan information with respect to each Reimbursement Amount distributed by the Trustee to such Advancing Person or Advance Facility Trustee on each Distribution Date, to enable the Advancing Person or Advance Facility Trustee to make the FIFO allocation of each Reimbursement Amount with respect to each Mortgage Loan. Wilshire or Ocwen, as applicable, shall remain entitled to be reimbursed by the Advancing Person or Advance Facility Trustee for all Advances and Servicing Advances funded by Wilshire or Ocwen, as applicable, to the extent the related rights to be reimbursed therefor have not been assigned or pledged to an Advancing Person. (f) If Wilshire or Ocwen enters into an Advance Facility, Wilshire or Ocwen, as applicable, shall indemnify the Trustee and the Trust and any successor Servicer, as applicable, from and against any claims, losses, liabilities or damages resulting from any claim by the related Advancing Person, except to the extent that such claim, loss, liability or damage resulted from or arose out of negligence, recklessness or willful misconduct on the part of the successor Servicer or the Trustee, or failure by the successor Servicer or the Trustee to remit funds as required by Section 3.21(b). Any amendment to this Section 3.21 or to any other provision of this Agreement that may be necessary or appropriate to effect the terms of an Advance Facility as described generally in this Section 3.21, including amendments to add provisions relating to a successor Servicer, may be entered into by the Trustee, the Seller and Wilshire or Ocwen, as applicable, without the consent of any Certificateholder notwithstanding anything to the contrary in Section 10.01 of or elsewhere in this Agreement.

Advance Facility. (a) The Servicer is hereby authorized to enter into a financing or other any facility with any Person (any such arrangementPerson, an “Advance Facility Counterparty”) which provides that the Servicer may pledge or sell its rights to receive reimbursement of Advances pursuant to this Agreement (“Advance Reimbursement Rights”) pursuant to credit facilities, repurchase facilities, or similar facilities providing liquidity for the funding of Advances, including facilities providing that such Advance Facility Counterparty may make all or a portion of the Advances (any such facility, an “Advance Facility”) under which (1) the Servicer assigns ), although no Advance Facility shall reduce or pledges to another Person (an “Advancing Person”) otherwise affect the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees ’s obligations to fund (i) a portion of the purchase price of the servicing rights attributable such Advances. If so required pursuant to the Mortgage Loans or (ii) some or all Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. No consent terms of the Owner is required before the Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the Servicer's behalf, the Servicer shall remain obligated pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement, and shall not be relieved of such obligations by virtue of such Advance Facility. To the extent that an Advancing Person Advance Facility Counterparty makes all or a portion of any Advance or any Servicing and the Advance Facility Counterparty and provides the Owner Servicer provide the Trustee and the NIMS Insurer, if any, with notice acknowledged by the Servicer that such Advancing Person Advance Facility Counterparty is entitled to reimbursement, such Advancing Person Advance Facility Counterparty shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(b)provided. Such notice from the Advancing Person Advance Facility Counterparty and the Servicer must specify the amount of the reimbursement and must specify which Section of this Agreement permits the applicable Advance or Servicing Advance to be reimbursed. The Owner Trustee and the NIMS Insurer, if any, shall be entitled to rely without independent investigation on the Advancing Person's Advance Facility Counterparty’s statement with respect to the amount of any reimbursement pursuant to this 9.07 Section 3.20 and with respect to the Advancing Person's Advance Facility Counterparty’s statement with respect to the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursed. An Advancing Person Advance Facility Counterparty whose obligations are limited to the making of Advances and/or Servicing Advances shall not be required to meet the qualifications of a Servicer or a Sub-Servicer and will not be deemed to be a Sub-Servicer Subservicer under this Agreement. (b) If so required pursuant to the Advancing Person and terms of an Advance Facility, the Servicer submit is hereby authorized to the Owner the notice set forth in subsection (a) above, then the Servicer and shall be permitted to pay to the Advancing Person Advance Facility Counterparty (i) reimbursements for Advances Advances; and (ii) all or such portion of the Servicing Advances from Fee as may be so specified in the Collection Account Advance Facility, that would otherwise be payable to the same extent the Servicer would have been permitted pursuant to reimburse itself for such Advances and/or Servicing Advances in accordance with this Agreement prior to the remittance to the OwnerAgreement. (c) All Advances Upon request of the Servicer, the Trustee agrees to execute such reasonable acknowledgments, certificates, and other reasonable documents recognizing the interests of any Advance Facility Counterparty in such Advance Reimbursement Rights and Servicing Advances Fees as the Servicer may cause to be made subject to Advance Facilities pursuant to this Section 3.20, and such other documents in connection with such Advance Facilities as may be reasonably requested from time to time by any Advance Facility Counterparty. The implementation of the terms arrangement described in this Section shall not require the consent of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basisCertificateholders, the NIMS Insurer, if any, or the Trustee.

Advance Facility. (a) The Servicer is hereby authorized to enter into a financing or other facility (any such arrangement, an “Advance Facility”) under with any Person which (1) the Servicer assigns or pledges to another provides that such Person (an “Advancing Person”) the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all of the Delinquency Advances and/or Servicing Advances required to be made by the Servicer pursuant to this AgreementAgreement or that the Servicer may pledge or assign its rights to be reimbursed for Delinquency Advances and/or Servicing Advances, directly or indirectly, to an Advancing Person, although no such Advance Facility shall reduce or otherwise affect the Servicer’s obligation to fund such Delinquency Advances and/or Servicing Advances. No consent of the Owner is Depositor, the Master Servicer, the Securities Administrator, the Trustee, the Certificateholders or any other party shall be required before the Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner shall be required before . If the Servicer may cause to be outstanding at one time more than one enters into an Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the Servicer's behalfFacility, the Servicer and the related Advancing Person shall remain obligated deliver to the Trustee and the Securities Administrator at the address set forth in Section 11.19 hereof a written notice (an “Advance Facility Notice”), stating the identity of the Advancing Person. If the Servicer enters into such an Advance Facility pursuant to this Agreement to make Advances Section 8.29, upon reasonable request of the Advancing Person, the Trustee and Servicing Advances pursuant to and as required the Securities Administrator shall execute a letter of acknowledgment prepared by this Agreementthe Servicer, and shall not be relieved confirming its receipt of such obligations by virtue notice of the existence of such Advance Facility. To the extent that an Advancing Person makes all or a portion of previously identified in the Advance Facility Notice funds any Delinquency Advance or any Servicing Advance and the Servicer provides the Owner Securities Administrator and the Trustee with notice acknowledged by the Servicer an Officer’s Certificate that such Advancing Person is entitled to reimbursement, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 8.29(c). Such notice from the Advancing Person Officer’s Certificate must specify the amount of the reimbursement and must specify which Section of this Agreement permits reimbursement, the applicable Advance or Servicing Advance to be reimbursed. The Owner shall be entitled to rely without independent investigation on remittance date, the written payment instructions for the Advancing Person's statement with respect to the amount of any reimbursement pursuant to this 9.07 and with respect to the Advancing Person's statement with respect to , the Section of this Agreement that permits the applicable Delinquency Advance or Servicing Advance to be reimbursedreimbursed and either the section(s) of the Advance Facility that entitle the Advancing Person to receive reimbursement from the Securities Administrator, rather than the Servicer, or proof of an event of default by the Servicer under the Advance Facility entitling the Advancing Person to reimbursement from the Securities Administrator. Neither the Trustee nor the Securities Administrator shall have any duty or liability with respect to any calculation of any reimbursement to be paid to an Advancing Person and shall be entitled to conclusively rely without independent investigation on the Officer’s Certificate provided pursuant to this Section 8.29. An Advancing Person whose obligations hereunder are limited to the making funding of Delinquency Advances and/or Servicing Advances, or who merely receives an assignment or pledge of the Servicer’s rights to be reimbursed for Delinquency Advances and/or Servicing Advances, shall not be required to meet the qualifications of a the Servicer or a any Sub-Servicer and will not be deemed to be a Sub-Servicer under this Agreement. An Advancing Person may designate a trustee, agent or custodian to receive any reimbursements due it in accordance with the documentation establishing the Advance Facility. (b) If None of the Depositor, the Master Servicer, the Securities Administrator or the Trustee shall, as a result of the existence of any Advance Facility, have any additional duty or liability with respect to the calculation or payment of any reimbursement for Delinquency Advances or Servicing Advances, nor, as a result of the existence of any Advance Facility, shall the Depositor, the Master Servicer, the Securities Administrator or the Trustee have any additional responsibility to track or monitor the administration of the Advance Facility or the reimbursement for Delinquency Advances or Servicing Advances, except to remit reimbursements in accordance with payment instructions received pursuant to Section 8.29(a). The Servicer shall indemnify the Depositor, the Trustee, the Master Servicer, the Securities Administrator any successor Servicer, any Owner and the Trust for any claim, loss, liability or damage resulting from any claim by the Advancing Person Person, except to the extent that such claim, loss, liability or damage resulted from or arose out of the gross negligence, recklessness or willful misconduct on the part of the Depositor, the Trustee, the Master Servicer, the Securities Administrator any successor Servicer or any Owner, as the case may be, or failure by the successor Servicer or the Master Servicer, as the case may be, to remit funds as required by this Agreement or the commission of an act or omission to act by the successor Servicer or the Master Servicer, as the case may be, and the passage of any applicable cure or grace period, such that a Servicer submit Termination Event under this Agreement occurs or such entity is subject to termination for cause under this Agreement. (c) If an Advance Facility is entered into, and if the Owner Servicer so notifies the notice set forth in subsection (a) aboveSecurities Administrator and the Trustee, then the Servicer shall be permitted not seek reimbursement for any Delinquency Advance or Servicing Advance made by an Advancing Person under Section 8.08(d)(D) and (E) and Section 8.09, but instead the Servicer shall remit the amounts relating to Advances to the Securities Administrator in the monthly remittance made to the Securities Administrator on a Monthly Remittance Date in accordance with this Agreement. The Securities Administrator, upon its receipt of an Officer’s Certificate in accordance with Section 8.29 hereof, shall pay to the Advancing Person or to a trustee, agent or custodian designated in the Officer’s Certificate specified in Section 8.29(a), reimbursements for Delinquency Advances and Servicing Advances from the Collection Certificate Account to the same extent the Servicer would have been permitted to reimburse itself from the Principal and Interest Account for such Delinquency Advances and/or Servicing Advances in accordance with this Agreement prior to Sections 8.08(d)(D) and (E) and Section 8.09, as the remittance to case may be, had the OwnerServicer itself funded such Delinquency Advance or Servicing Advance. (cd) All Delinquency Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basis, such that an advance made earlier in time with respect to any Home Equity Loan shall be reimbursed to the Servicer who made that advance, before reimbursement of an advance made later in time with respect to that Home Equity Loan, and a predecessor Servicer’s advances with respect to any particular Home Equity Loan shall be reimbursed before reimbursement of a successor Servicer’s advances with respect to such Home Equity Loan. (e) In making its determination that any Delinquency Advance or Servicing Advance theretofore made has become a Nonrecoverable Advance, the Servicer shall apply the same criteria in making such determination regardless of whether such Delinquency Advance or Servicing Advance shall have been made by the Servicer or any predecessor Servicer. (f) The Servicer shall maintain and provide to any successor Servicer (including the Master Servicer) and, upon request, the Trustee a detailed accounting on a loan-by-loan basis as to amounts advanced by, pledged or assigned to, and reimbursed to any Advancing Person. The successor Servicer shall be entitled to rely on any such information provided by the predecessor Servicer, and the successor Servicer shall not be liable for any errors in such information. (g) Any amendment to this Section 8.29 or to any other provision of this Agreement that may be necessary or appropriate to effect the terms of an Advance Facility as described generally in this Section 8.29, including amendments to add provisions relating to a successor Servicer, may be entered into by the Depositor, the Seller, the Master Servicer, the Securities Administrator, the Trustee and the Servicer without the consent of any Certificateholder, provided that such amendment complies with Section 11.14. All reasonable costs and expenses (including attorneys’ fees) of each party hereto of any such amendment shall be borne solely by the Servicer. The parties hereto hereby acknowledge and agree that: (a) the Delinquency Advances and/or Servicing Advances financed by and/or pledged to an Advancing Person under any Advance Facility are obligations owed to the Servicer payable only from the cash flows and proceeds received under this Agreement for reimbursement of Delinquency Advances and/or Servicing Advances only to the extent provided herein, and the Trustee, Securities Administrator and the Trust are not, as a result of the existence of any Advance Facility, separately obligated or liable to repay any Delinquency Advances and/or Servicing Advances financed by the Advancing Person; (b) the Servicer will be responsible for remitting to the Advancing Person the applicable amounts collected by it as reimbursement for Delinquency Advances and/or Servicing Advances funded by the Advancing Person, subject to the provisions of this Agreement and except to the extent an election is made to remit all such reimbursements to the Securities Administrator as described in Section 8.29(c); and (c) the Trustee and Securities Administrator shall not have any responsibility to track or monitor the administration of the financing arrangement between the Servicer and any Advancing Person. ARTICLE VIIIA MASTER SERVICING AND ADMINISTRATION OF HOME EQUITY LOANS Section 8A.01.

Advance Facility. (a) The With the prior consent of the Note Insurer (which consent shall not be unreasonably withheld) the Servicer is hereby authorized to enter into a financing or other facility (with any Person which provides that such arrangement, an “Advance Facility”) under which (1) the Servicer assigns or pledges to another Person (an “"Advancing Person”") the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to may fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all Monthly Advances and/or Servicing Advances required to be made by the Servicer pursuant to under this Agreement. No consent of , although no such facility shall reduce or otherwise affect the Owner is required before the Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees Servicer's obligation to fund such Monthly Advances and/or Servicing Advances on the Servicer's behalf, the Servicer shall remain obligated pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement, and shall not be relieved of such obligations by virtue of such Advance FacilityAdvances. To the extent that an Advancing Person makes all or a portion of funds any Monthly Advance or any Servicing Advance and provides the Owner Indenture Trustee with notice acknowledged by the Servicer that such Advancing Person is entitled to reimbursement, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 5.16(b). Such notice from the Advancing Person must specify the amount of the reimbursement and must specify which Section of this Agreement permits the applicable Monthly Advance or Servicing Advance to be reimbursed. The Owner Indenture Trustee shall have no duty or liability with respect to any calculation of any reimbursement to be paid to an Advancing Person and shall be entitled to rely without independent investigation on the Advancing Person's statement with respect to the amount of any reimbursement notice provided pursuant to this 9.07 and with respect to the Advancing Person's statement with respect to the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursed5.16. An Advancing Person whose obligations hereunder are limited to the making funding of Monthly Advances and/or Servicing Advances shall not be required to meet the qualifications of a Servicer or a Sub-Servicer and will not be deemed Subservicer pursuant to be a Sub-Servicer under this AgreementSection 5.01(a) hereof. (b) If the an Advancing Person and the Servicer submit is entitled to the Owner the notice set forth in subsection (a) abovereimbursement for any particular Monthly Advance or Servicing Advance, then the Servicer shall not be permitted to reimburse itself for such unreimbursed Monthly Advances or unreimbursed Servicing Advances under Section 5.04(ii), but instead the Servicer shall include such amounts in the applicable remittance to the Indenture Trustee to the extent of amounts on deposit in the Principal and Interest Account on the related Determination Date. The Indenture Trustee is hereby authorized to pay to the an Advancing Person reimbursements for Monthly Advances and Servicing Advances from the Collection Note Distribution Account to the same extent the Servicer would have been permitted to reimburse itself for such Monthly Advances and/or Servicing Advances in accordance with this Agreement prior to Section 5.04(ii), had the remittance to the OwnerServicer made such Monthly Advance or Servicing Advance. (c) All Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basis.

Advance Facility. (a) The Servicer is hereby authorized to enter into a financing or other any facility with any Person (any such arrangementPerson, an “Advance Facility Counterparty”) which provides that the Servicer may pledge or sell its rights to receive reimbursement of Advances pursuant to this Agreement (“Advance Reimbursement Rights”) pursuant to credit facilities, repurchase facilities, or similar facilities providing liquidity for the funding of Advances, including facilities providing that such Advance Facility Counterparty may make all or a portion of the Advances (any such facility, an “Advance Facility”) under which (1) the Servicer assigns ), although no Advance Facility shall reduce or pledges to another Person (an “Advancing Person”) otherwise affect the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees ’s obligations to fund (i) a portion of the purchase price of the servicing rights attributable such Advances. If so required pursuant to the Mortgage Loans or (ii) some or all Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. No consent terms of the Owner is required before the Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the Servicer's behalf, the Servicer shall remain obligated pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement, and shall not be relieved of such obligations by virtue of such Advance Facility. To the extent that an Advancing Person Advance Facility Counterparty makes all or a portion of any Advance or any Servicing and the Advance Facility Counterparty and provides the Owner Servicer provide the Indenture Trustee with notice acknowledged by the Servicer that such Advancing Person Advance Facility Counterparty is entitled to reimbursement, such Advancing Person Advance Facility Counterparty shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(b)provided. Such notice from the Advancing Person Advance Facility Counterparty and the Servicer must specify the amount of the reimbursement and must specify which Section of this Agreement permits the applicable Advance or Servicing Advance to be reimbursed. The Owner Indenture Trustee shall be entitled to rely without independent investigation on the Advancing Person's Advance Facility Counterparty’s statement with respect to the amount of any reimbursement pursuant to this 9.07 Section 3.20 and with respect to the Advancing Person's Advance Facility Counterparty’s statement with respect to the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursed. An Advancing Person Advance Facility Counterparty whose obligations are limited to the making of Advances and/or Servicing Advances shall not be required to meet the qualifications of a Servicer or a Sub-Servicer and will not be deemed to be a Sub-Servicer Subservicer under this Agreement. (b) If so required pursuant to the Advancing Person and terms of an Advance Facility, the Servicer submit may direct, and if so directed the Indenture Trustee is hereby authorized to the Owner the notice set forth in subsection (a) above, then the Servicer and shall be permitted to pay to the Advancing Person Advance Facility Counterparty (i) reimbursements for Advances Advances; and (ii) all or such portion of the Servicing Advances from Fee as may be so specified in the Collection Account Advance Facility, that would otherwise be payable to the same extent the Servicer would have been permitted pursuant to reimburse itself for such Advances and/or Servicing Advances in accordance with this Agreement prior to or the remittance to the OwnerServicing Agreement. (c) All Advances Upon request of the Servicer, the Indenture Trustee agrees to execute such acknowledgments, certificates, and other documents recognizing the interests of any Advance Facility Counterparty in such Advance Reimbursement Rights and Servicing Advances Fees as the Servicer may cause to be made subject to Advance Facilities pursuant to this Section 3.20, and such other documents in connection with such Advance Facilities as may be reasonably requested from time to time by any Advance Facility Counterparty. The implementation of the terms arrangement described in this Section shall not require the consent of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basisSecurityholders, the Issuer or the Indenture Trustee.

Advance Facility. (a) The Servicer is hereby authorized to enter into a financing or other facility (any such arrangement, an “Advance Facility”) under with any Person which (1) the Servicer assigns or pledges to another provides that such Person (an “Advancing Person”) the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to may fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all Delinquency Advances and/or Servicing Advances required to be made by the Trust under this Agreement, although no such facility shall reduce or otherwise affect the Servicer’s obligation to fund such Delinquency Advances and/or Servicing Advances. If the Servicer pursuant to this Agreement. No consent of the Owner is required before the Servicer may enter enters into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the Servicer's behalf, the Servicer and the related Advancing Person shall remain obligated deliver to the Trustee at the address set forth in Section 11.19 hereof a written notice (an “Advance Facility Notice”), stating the identity of the Advancing Person. If the Servicer enters into such an Advance Facility pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this AgreementSection 8.29, and upon reasonable request of the Advancing Person, the Trustee shall not be relieved execute a letter of such obligations by virtue acknowledgment, confirming its receipt of notice of the existence of such Advance Facility. To the extent that an Advancing Person makes all or a portion of funds any Delinquency Advance or any Servicing Advance and the Servicer provides the Owner Trustee with notice acknowledged by the Servicer an Officer’s Certificate that such Advancing Person is entitled to reimbursement, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 8.29(b). Such notice from the Advancing Person Officer’s Certificate must specify the amount of the reimbursement and must specify which reimbursement, the remittance date, the Section of this Agreement that permits the applicable Delinquency Advance or Servicing Advance to be reimbursedreimbursed and either the section(s) of the Advance Facility that entitle the Advancing Person to request reimbursement from the Trustee, rather than the Servicer, or proof of an Event of Default by the Servicer under the Advance Facility entitling the Advancing Person to reimbursement from the Trustee. The Owner Trustee shall have no duty or liability with respect to any calculation of any reimbursement to be paid to an Advancing Person and shall be entitled to rely without independent investigation on the Advancing Person's statement with respect to the amount of any reimbursement Officer’s Certificate provided pursuant to this 9.07 and with respect to the Advancing Person's statement with respect to the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursed8.29. An Advancing Person whose obligations hereunder are limited to the making funding of Delinquency Advances and/or Servicing Advances shall not be required to meet the qualifications of a the Servicer or a any Sub-Servicer and will not be deemed to be a Sub-Servicer under this Agreement. (b) If None of the Depositor or the Trustee shall, as a result of the existence of any Advance Facility, have any additional duty or liability with respect to the calculation or payment of any reimbursement for Delinquency Advances or Servicing Advances, nor, as a result of the existence of any Advance Facility, shall the Depositor or the Trustee have any additional responsibility to track or monitor the administration of the Advance Facility or the payment of reimbursement for Delinquency Advances or Servicing Advances to the Servicer’s Assignee. The Servicer shall indemnify the Depositor, the Trustee, any successor Servicer and the Trust for any claim, loss, liability or damage resulting from any claim by the Advancing Person Person, except to the extent that such claim, loss, liability or damage resulted from or arose out of negligence, recklessness or willful misconduct on the part of the Depositor, the Trustee or any successor Servicer, as the case may be, or failure by the successor Servicer or the Trustee, as the case may be, to remit funds as required by this Agreement or the commission of an act or omission to act by the successor Servicer or the Trustee, as the case may be, and the passage of any applicable cure or grace period, such that a Servicer submit Termination Event under this Agreement occurs or such entity is subject to the Owner the notice set forth in subsection termination for cause under this Agreement. (ac) aboveIf an Advancing Facility is entered into, then the Servicer shall not be permitted to reimburse itself for any Delinquency Advance or Servicing Advance made by an Advancing Person under Section 8.08(d)(D) and (E) and Section 8.09 prior to the remittance to the Trust, but instead the Servicer shall remit such amounts in accordance with the documentation establishing the Advance Facility to the Trustee. The Trustee is hereby authorized to pay to the Advancing Person Person, reimbursements for Delinquency Advances and Servicing Advances from the Collection Certificate Account to the same extent the Servicer would have been permitted to reimburse itself from the Principal and Interest Account for such Delinquency Advances and/or Servicing Advances in accordance with this Agreement prior Section 8.08(d)(D) and (E) and Section 8.09, as the case may be, had the Servicer itself funded such Delinquency Advance or Servicing Advance. The Trustee is hereby authorized to pay directly to the remittance Advancing Person such portion of the Servicing Fee as the parties to the Ownerany advancing facility agree in writing. (cd) All Delinquency Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basis. (e) In making its determination that any Delinquency Advance or Servicing Advance theretofore made has become a Nonrecoverable Advance, the Servicer shall apply the same criteria in making such determination regardless of whether such Delinquency Advance or Servicing Advance shall have been made by the Servicer or any predecessor Servicer. (f) The Servicer shall maintain and provide to any successor Servicer and, upon request, the Trustee a detailed accounting on a loan-by-loan basis as to amounts advanced by, pledged or assigned to, and reimbursed to any Advancing Person. The successor Servicer shall be entitled to rely on any such information provided by the predecessor Servicer, and the successor Servicer shall not be liable for any errors in such information. (g) Any amendment to this Section 8.29 or to any other provision of this Agreement that may be necessary or appropriate to effect the terms of an Advance Facility as described generally in this Section 8.29, including amendments to add provisions relating to a successor Servicer, may be entered into by the Depositor, the Sellers, the Trustee and the Servicer without the consent of any Certificateholder, provided that such amendment complies with Section 11.14. All reasonable costs and expenses (including attorneys’ fees) of each party hereto of any such amendment shall be borne solely by the Servicer. The parties hereto hereby acknowledge and agree that: (a) the Delinquency Advances and/or Servicing Advances financed by and/or pledged to an Advancing Person under any Advance Facility are obligations owed to the Servicer payable only from the cash flows and proceeds received under this Agreement for reimbursement of Delinquency Advances and/or Servicing Advances only to the extent provided herein, and the Trustee and the Trust are not, as a result of the existence of any Advance Facility, obligated or liable to repay any Delinquency Advances and/or Servicing Advances financed by the Advancing Person; (b) the Servicer will be responsible for remitting to the Advancing Person the applicable amounts collected by it as reimbursement for Delinquency Advances and/or Servicing Advances funded by the Advancing Person, subject to the provisions of this Agreement; and (c) the Trustee shall not have any responsibility to track or monitor the administration of the financing arrangement between the Servicer and any Advancing Person.

Advance Facility. (a) The Servicer on behalf of the Trust Fund is hereby authorized to enter into a financing or other facility (with any Person which provides that such arrangement, an “Advance Facility”) under which (1) the Servicer assigns or pledges to another Person (an “"Advancing Person”Servicer") the Servicer's rights under this Agreement to be reimbursed for any Advances may make all or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable Advances to the Mortgage Loans or (ii) some or all Advances and/or Servicing Advances required to be made by the Servicer pursuant to Trust Fund under this Agreement. No consent of the Owner is required before the Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner although no such facility shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances reduce or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on otherwise affect the Servicer's behalf, the Servicer shall remain obligated pursuant obligations to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement, and shall not be relieved of fund such obligations by virtue of such Advance FacilityAdvances. To the extent that an Advancing Person Servicer makes all or a portion of any Advance or any Servicing Advance and provides the Owner Trustee with notice acknowledged by the Servicer that such Advancing Person Servicer is entitled to reimbursement, such Advancing Person Servicer shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 3.06(b). Such notice from the Advancing Person Servicer must specify the amount of the reimbursement and must specify which Section of this Agreement permits the applicable Advance or Servicing Advance to be reimbursed. The Owner Trustee shall be entitled to rely without independent investigation on the Advancing PersonServicer's statement with respect to the amount of any reimbursement pursuant to this 9.07 Section 3.06 and with respect to the Advancing PersonServicer's statement with respect to the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursed. An Advancing Person Servicer whose obligations are limited to the making of Advances and/or Servicing Advances shall not be required to meet the qualifications of a Servicer or a Sub-Servicer and will not be deemed to be a Sub-Sub- Servicer under this Agreement. (b) If the Advancing Person and the Servicer submit to the Owner the notice set forth in subsection (a) abovean advancing facility is entered into, then the Servicer shall not be permitted to reimburse itself therefor under Section 3.01(c) of the Standard Terms prior to the remittance to the Trust Fund, but instead the Servicer shall include such amounts in the applicable remittance to the Trustee made pursuant to Section 3.02(a) of the Standard Terms. The Trustee is hereby authorized to pay to the Advancing Person Servicer, reimbursements for Advances and Servicing Advances from the Collection Distribution Account to the same extent (except as provided below) the Servicer would have been permitted to reimburse itself for such Advances and/or Servicing Advances in accordance with this Agreement prior Section 3.01(c) of the Standard Terms had the Servicer itself funded such Advance. An Advancing Servicer is not entitled to be reimbursed by the remittance to Trustee from the Owner. (c) All --- Distribution Account for any reimbursed Advances and Servicing Advances made from funds held in the Collection Account for future distribution pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basis.Section 3.04

Advance Facility. (a) The Servicer on behalf of the Trust Fund is hereby authorized to enter into a financing or other facility (with any Person which provides that such arrangement, an “Advance Facility”) under which (1) the Servicer assigns or pledges to another Person (an “"Advancing Person”Servicer") the Servicer's rights under this Agreement to be reimbursed for any Advances may make all or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable Advances to the Mortgage Loans or (ii) some or all Advances and/or Servicing Advances required to be made by the Servicer pursuant to Trust Fund under this Agreement. No consent of the Owner is required before the Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner although no such facility shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances reduce or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on otherwise affect the Servicer's behalf, the Servicer shall remain obligated pursuant obligations to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement, and shall not be relieved of fund such obligations by virtue of such Advance FacilityAdvances. To the extent that an Advancing Person Servicer makes all or a portion of any Advance or any Servicing Advance and provides the Owner Trustee with notice acknowledged by the Servicer that such Advancing Person Servicer is entitled to reimbursement, such Advancing Person Servicer shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 3.06(b). Such notice from the Advancing Person Servicer must specify the amount of the reimbursement and must specify which Section of this Agreement permits the applicable Advance or Servicing Advance to be reimbursed. The Owner Trustee shall be entitled to rely without independent investigation on the Advancing PersonServicer's statement with respect to the amount of any reimbursement pursuant to this 9.07 Section 3.06 and with respect to the Advancing PersonServicer's statement with respect to the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursed. An Advancing Person Servicer whose obligations are limited to the making of Advances and/or Servicing Advances shall not be required to meet the qualifications of a Servicer or a Sub-Servicer and will not be deemed to be a Sub-Servicer under this Agreement. (b) If the Advancing Person and the Servicer submit to the Owner the notice set forth in subsection (a) abovean advancing facility is entered into, then the Servicer shall not be permitted to reimburse itself therefor under Section 3.01(c) of the Standard Terms prior to the remittance to the Trust Fund, but instead the Servicer shall include such amounts in the applicable remittance to the Trustee made pursuant to Section 3.02(a) of the Standard Terms. The Trustee is hereby authorized to pay to the Advancing Person Servicer, reimbursements for Advances and Servicing Advances from the Collection Asset Proceeds Account to the same extent (except as provided below) the Servicer would have been permitted to reimburse itself for such Advances and/or Servicing Advances in accordance with this Agreement prior Section 3.01(c) of the Standard Terms had the Servicer itself funded such Advance. An Advancing Servicer is NOT entitled to be reimbursed by the Trustee from the Asset Proceeds Account for any reimbursed Advances from funds held in the Asset Proceeds Account for future distribution pursuant to Section 3.04 of the Standard Terms. The Trustee is hereby authorized to pay directly to the remittance Advancing Servicer such portion of the Servicing Fee as the parties to the Ownerany advancing facility agree. (c) All Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “first "first-in-first out” " (FIFO) basis; except to the extent that the Trustee is acting as Successor Servicer its Advances shall be reimbursed first.

Advance Facility. (a) The Either (i) the Servicer or (ii) the Trustee, on behalf of the Trust Fund, with the consent of the Servicer, is hereby authorized to enter into a financing or other facility (with any Person which provides that such arrangement, an “Advance Facility”) under which (1) the Servicer assigns or pledges to another Person (an “"Advancing Person”") the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. No consent of the Owner is required before the Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on to the Trust Fund under this Agreement, although no such facility shall reduce or otherwise affect the Servicer's behalfobligation to fund such Advances and/or Servicing Advances. If the Servicer enters into such an Advance Facility pursuant to this Section 3.26, upon reasonable request of the Advancing Person, the Trustee shall execute a letter of acknowledgment, confirming its receipt of notice of the existence of such Advance Facility. If the Trustee enters into such an Advance Facility pursuant to this Section 3.26, the Servicer shall remain obligated pursuant also be a party to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement, and shall not be relieved of such obligations by virtue of such Advance Facility. To the extent that an Advancing Person makes all or a portion of funds any Advance or any Servicing Advance and the Servicer provides the Owner Trustee with notice acknowledged by the Servicer an Officers' Certificate that such Advancing Person is entitled to reimbursement, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 3.26(b). Such notice from the Advancing Person Officers' Certificate must specify the amount of the reimbursement and must specify which Section of this Agreement permits the applicable Advance or Servicing Advance to be reimbursed. The Owner shall be entitled to rely without independent investigation on the Advancing Person's statement with respect to the amount of any reimbursement pursuant to this 9.07 and with respect to the Advancing Person's statement with respect to reimbursement, the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursedreimbursed and the section(s) of the Advance Facility that entitle the Advancing Person to request reimbursement from the Trustee, rather than the Servicer or proof of an Event of Default under the Advance Facility. The Trustee shall have no duty or liability with respect to any calculation of any reimbursement to be paid to an Advancing Person and shall be entitled to rely without independent investigation on the Advancing Person's notice provided pursuant to this Section 3.26. The Trustee shall have no responsibility to track or monitor the administration of the Advance Facility. An Advancing Person whose obligations hereunder are limited to the making funding of Advances and/or Servicing Advances shall not be required to meet the qualifications of a the Servicer or a Sub-Servicer pursuant to Section 3.02 hereof and will not be deemed to be a Sub-Servicer under this Agreement. (b) If the Advancing Person and the Servicer submit to the Owner the notice set forth in subsection (a) abovean advancing facility is entered into, then the Servicer shall not be permitted to reimburse itself therefor under Section 3.11(a)(ii), Section 3.11(a)(iii) and Section 3.11(a)(vi) prior to the remittance to the Trust Fund, but instead the Servicer shall remit such amounts in accordance with the documentation establishing the Advance Facility to such Advancing Person or to a trustee, agent or custodian (an "Advance Facility Trustee") designated by such Advancing Person. The Trustee is hereby authorized to pay to the Advancing Person Person, reimbursements for Advances and Servicing Advances from the Collection Distribution Account to the same extent the Servicer would have been permitted to reimburse itself for such Advances and/or Servicing Advances in accordance with this Agreement prior 3.11(a)(ii), Section 3.11(a)(iii) and Section 3.11(a)(vi), as the case may be, had the Servicer itself funded such Advance or Servicing Advance. The Trustee is hereby authorized to pay directly to the remittance Advancing Person such portion of the Servicing Fee as the parties to the Ownerany advancing facility agree in writing. (c) All Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “"first in-first out” " (FIFO) basis. (d) Any amendment to this Section 3.26 or to any other provision of this Agreement that may be necessary or appropriate to effect the terms of an Advance Facility as described generally in this Section 3.26, including amendments to add provisions relating to a successor Servicer, may be entered into by the Trustee and the Servicer without the consent of any Certificateholder, notwithstanding anything to the contrary in this Agreement; provided, however, such amendment shall otherwise comply with Section 11.01 hereof. All costs and expenses (including attorneys' fees) of each party hereto related to such amendment shall be borne by the Servicer without reimbursement from the Trust Fund.

Advance Facility. (a) The Servicer is hereby authorized to enter into a financing or other facility (any such arrangement, an “Advance Facility”) under with any Person which (1) the Servicer assigns or pledges to another provides that such Person (an “Advancing Person”) the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all of the Delinquency Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. No consent of the Owner is required before Agreement or that the Servicer may enter pledge or assign its rights to be reimbursed for Delinquency Advances and/or Servicing Advances, directly or indirectly, to an Advancing Person, although no such Advance Facility shall reduce or otherwise affect the Servicer’s obligation to fund such Delinquency Advances and/or Servicing Advances. If the Servicer enters into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the Servicer's behalf, the Servicer and the related Advancing Person shall remain obligated deliver to the Trustee at the address set forth in Section 11.19 hereof a written notice (an “Advance Facility Notice”), stating the identity of the Advancing Person. If the Servicer enters into such an Advance Facility pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required Section 8.29, upon reasonable request of the Advancing Person, the Trustee shall execute a letter of acknowledgment prepared by this Agreementthe Servicer, and shall not be relieved confirming its receipt of such obligations by virtue notice of the existence of such Advance Facility. To the extent that an Advancing Person makes all or a portion of previously identified in the Advance Facility Notice funds any Delinquency Advance or any Servicing Advance and the Servicer provides the Owner Trustee with notice acknowledged by the Servicer an Officer’s Certificate that such Advancing Person is entitled to reimbursement, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 8.29(c). Such notice from the Advancing Person Officer’s Certificate must specify the amount of the reimbursement and must specify which Section of this Agreement permits reimbursement, the applicable Advance or Servicing Advance to be reimbursed. The Owner shall be entitled to rely without independent investigation on remittance date, the written payment instructions for the Advancing Person's statement with respect to the amount of any reimbursement pursuant to this 9.07 and with respect to the Advancing Person's statement with respect to , the Section of this Agreement that permits the applicable Delinquency Advance or Servicing Advance to be reimbursedreimbursed and either the section(s) of the Advance Facility that entitle the Advancing Person to receive reimbursement from the Trustee, rather than the Servicer, or proof of an Event of Default by the Servicer under the Advance Facility entitling the Advancing Person to reimbursement from the Trustee. The Trustee shall have no duty or liability with respect to any calculation of any reimbursement to be paid to an Advancing Person and shall be entitled to conclusively rely without independent investigation on the Officer’s Certificate provided pursuant to this Section 8.29. An Advancing Person whose obligations hereunder are limited to the making funding of Delinquency Advances and/or Servicing Advances, or who merely receives an assignment or pledge of the Servicer’s rights to be reimbursed for Delinquency Advances and/or Servicing Advances, shall not be required to meet the qualifications of a the Servicer or a any Sub-Servicer and will not be deemed to be a Sub-Servicer under this Agreement. (b) If None of the Depositor or the Trustee shall, as a result of the existence of any Advance Facility, have any additional duty or liability with respect to the calculation or payment of any reimbursement for Delinquency Advances or Servicing Advances, nor, as a result of the existence of any Advance Facility, shall the Depositor or the Trustee have any additional responsibility to track or monitor the administration of the Advance Facility or the reimbursement for Delinquency Advances or Servicing Advances, except to remit reimbursements in accordance with payment instructions received pursuant to Section 8.29(a). The Servicer shall indemnify the Depositor, the Trustee, any successor Servicer, any Owner and the Trust for any claim, loss, liability or damage resulting from any claim by the Advancing Person Person, except to the extent that such claim, loss, liability or damage resulted from or arose out of the gross negligence, recklessness or willful misconduct on the part of the Depositor, the Trustee, any successor Servicer or any Owner, as the case may be, or failure by the successor Servicer or the Trustee, as the case may be, to remit funds as required by this Agreement or the commission of an act or omission to act by the successor Servicer or the Trustee, as the case may be, and the passage of any applicable cure or grace period, such that a Servicer submit Termination Event under this Agreement occurs or such entity is subject to termination for cause under this Agreement. (c) If an Advance Facility is entered into, and if the Owner Servicer so notifies the notice set forth in subsection (a) aboveTrustee, then the Servicer shall be permitted not seek reimbursement for any Delinquency Advance or Servicing Advance made by an Advancing Person under Section 7.03(b)(D)(27), Section 8.08(d)(D) and (E) and Section 8.09, but instead the Servicer shall remit the amounts relating to Advances to the Trustee in the monthly remittance made to the Trustee on a Monthly Remittance Date in accordance with this Agreement. The Trustee, upon its receipt of an Officer’s Certificate in accordance with Section 8.29 hereof, shall pay to the Advancing Person or to a trustee, agent or custodian designated in the Officer’s Certificate specified in Section 8.29(a), reimbursements for Delinquency Advances and Servicing Advances from the Collection Certificate Account to the same extent the Servicer would have been permitted to reimburse itself from the Principal and Interest Account for such Delinquency Advances and/or Servicing Advances in accordance with this Agreement prior to Section 7.03(b)(D)(27), Section 8.08(d)(D) and (E) and Section 8.09, as the remittance to case may be, had the OwnerServicer itself funded such Delinquency Advance or Servicing Advance. (cd) All Delinquency Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basis, such that an advance made earlier in time with respect to any Home Equity Loan shall be reimbursed to the Servicer who made that advance, before reimbursement of an advance made later in time with respect to that Home Equity Loan, and a predecessor Servicer’s advances with respect to any particular Home Equity Loan shall be reimbursed before reimbursement of a successor Servicer’s advances with respect to such Home Equity Loan. (e) In making its determination that any Delinquency Advance or Servicing Advance theretofore made has become a Nonrecoverable Advance, the Servicer shall apply the same criteria in making such determination regardless of whether such Delinquency Advance or Servicing Advance shall have been made by the Servicer or any predecessor Servicer. (f) The Servicer shall maintain and provide to any successor Servicer and, upon request, the Trustee a detailed accounting on a loan-by-loan basis as to amounts advanced by, pledged or assigned to, and reimbursed to any Advancing Person. The successor Servicer shall be entitled to rely on any such information provided by the predecessor Servicer, and the successor Servicer shall not be liable for any errors in such information. (g) Any amendment to this Section 8.29 or to any other provision of this Agreement that may be necessary or appropriate to effect the terms of an Advance Facility as described generally in this Section 8.29, including amendments to add provisions relating to a successor Servicer, may be entered into by the Depositor, the Sellers, the Trustee and the Servicer without the consent of any Certificateholder, provided that such amendment complies with Section 11.14. All reasonable costs and expenses (including attorneys’ fees) of each party hereto of any such amendment shall be borne solely by the Servicer. The parties hereto hereby acknowledge and agree that: (a) the Delinquency Advances and/or Servicing Advances financed by and/or pledged to an Advancing Person under any Advance Facility are obligations owed to the Servicer payable only from the cash flows and proceeds received under this Agreement for reimbursement of Delinquency Advances and/or Servicing Advances only to the extent provided herein, and the Trustee and the Trust are not, as a result of the existence of any Advance Facility, separately obligated or liable to repay any Delinquency Advances and/or Servicing Advances financed by the Advancing Person; (b) the Servicer will be responsible for remitting to the Advancing Person the applicable amounts collected by it as reimbursement for Delinquency Advances and/or Servicing Advances funded by the Advancing Person, subject to the provisions of this Agreement and except to the extent an election is made to remit all such reimbursements to the Trustee as described in Section 8.29(c); and (c) the Trustee shall not have any responsibility to track or monitor the administration of the financing arrangement between the Servicer and any Advancing Person.

Advance Facility. (a) The Servicer is hereby authorized to enter into a financing or other any facility with any Person (any such arrangementPerson, an “Advance Facility Counterparty”) which provides that the Servicer may pledge or sell its rights to receive reimbursement of Advances pursuant to this Agreement (“Advance Reimbursement Rights”) pursuant to credit facilities, repurchase facilities, or similar facilities providing liquidity for the funding of Advances, including facilities providing that such Advance Facility Counterparty may make all or a portion of the Advances (any such facility, an “Advance Facility”) under which (1) the Servicer assigns ), although no Advance Facility shall reduce or pledges to another Person (an “Advancing Person”) otherwise affect the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees ’s obligations to fund (i) a portion of the purchase price of the servicing rights attributable such Advances. If so required pursuant to the Mortgage Loans or (ii) some or all Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. No consent terms of the Owner is required before the Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the Servicer's behalf, the Servicer shall remain obligated pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement, and shall not be relieved of such obligations by virtue of such Advance Facility. To the extent that an Advancing Person Advance Facility Counterparty makes all or a portion of any Advance or any Servicing and the Advance Facility Counterparty and provides the Owner Servicer provide the Trustee and the NIMS Insurer, if any, with notice acknowledged by the Servicer that such Advancing Person Advance Facility Counterparty is entitled to reimbursement, such Advancing Person Advance Facility Counterparty shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(b)provided. Such notice from the Advancing Person Advance Facility Counterparty and the Servicer must specify the amount of the reimbursement and must specify which Section of this Agreement permits the applicable Advance or Servicing Advance to be reimbursed. The Owner Trustee and the NIMS Insurer, if any, shall be entitled to rely without independent investigation on the Advancing Person's Advance Facility Counterparty’s statement with respect to the amount of any reimbursement pursuant to this 9.07 Section 3.20 and with respect to the Advancing Person's Advance Facility Counterparty’s statement with respect to the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursed. An Advancing Person Advance Facility Counterparty whose obligations are limited to the making of Advances and/or Servicing Advances shall not be required to meet the qualifications of a Servicer or a Sub-Servicer and will not be deemed to be a Sub-Servicer subservicer under this Agreement. (b) If so required pursuant to the Advancing Person and terms of an Advance Facility, the Servicer submit is hereby authorized to and shall pay, to the Owner Advance Facility Counterparty (i) reimbursements for Advances; and (ii) all or such portion of the notice set forth Servicing Fee as may be so specified in subsection (a) abovethe Advance Facility, then that would otherwise be payable to the Servicer shall be permitted pursuant to pay to the Advancing Person reimbursements for Advances and Servicing Advances from the Collection Account to the same extent the Servicer would have been permitted to reimburse itself for such Advances and/or Servicing Advances in accordance with this Agreement prior to the remittance to the OwnerAgreement. (c) All Advances Upon request of the Servicer, the Trustee agrees to execute such reasonable acknowledgments, certificates, and other reasonable documents recognizing the interests of any Advance Facility Counterparty in such Advance Reimbursement Rights and Servicing Advances Fees as the Servicer may cause to be made subject to Advance Facilities pursuant to this Section 3.20, and such other documents in connection with such Advance Facilities as may be reasonably requested from time to time by any Advance Facility Counterparty. The implementation of the arrangement described in this Section shall not require the consent of Certificateholders, the NIMS Insurer, if any, or the Trustee. (d) The Servicer shall indemnify the Trustee, the Trust Fund, each Certificateholder and any NIMS Insurer for any and all claims, losses, liabilities, damages, costs and expenses resulting from any claim by the Advance Facility Counterparty, except (with respect to the trustee and any successor Servicer) to the extent that such claim, loss, liability, damages or expense results from or arises out of the negligence, recklessness or willful misconduct of the Trustee or successor Servicer, or failure by the Trustee or successor Servicer to remit funds as required by this Agreement, or the commission of any act or an omission to act by the Trustee or successor Servicer and the expiration of any applicable cure or grace period such that an Event of Default under this Agreement occurs or such entity is subject to termination for cause under this Agreement. (e) Any amendment to this Section 3.20 or to any other provision of this Agreement that may be necessary or appropriate to effect the terms of an Advance Facility as described generally in this Section, including amendments to add provisions relating to a successor Servicer, may be entered into by the Seller, the Depositor, the Servicer and the Trustee without the consent of any Certificateholder, provided that such amendment is otherwise effected in compliance with the provisions of Section 11.01. All reasonable costs and expenses (including attorneys’ fees) incurred by each party hereto or incurred by (or that would otherwise be incurred by) the Trust Fund shall be borne solely by the Servicer. The parties hereto acknowledge and agree that (i) any Advances and/or Servicing Advances financed by and/or pledged to an Advance Facility Counterparty under any Advance Facility are obligations owed to the Servicer payable only from the cash flows and proceeds received under this Agreement for reimbursement of Advances and/or Servicing Advances to the extent provided herein, and the Trustee is not, as a result of the existence of any Advance Facility, obligated or liable to repay any Advances or Servicing Advances financed by the Advance Facility Counterparty; (ii) the Servicer will be responsible for remitting to the Advance Facility Counterparty the applicable amounts collected by it as reimbursement for Advances and/or Servicing Advances funded by the Advance Facility Counterparty, subject to the provisions of this Agreement; and (iii) the Trustee shall be deemed made not have any responsibility to track or monitor the administration of the financing arrangement between the Servicer and shall be reimbursed on a “first in-first out” (FIFO) basisany Advance Facility Counterparty.

Advance Facility. (a) The Servicer is hereby authorized to enter into a financing or other any facility with any Person (any such arrangementPerson, an “"Advance Facility”Facility Counterparty") under which (1) provides that the Servicer assigns may pledge or pledges sell its rights to another Person (an “Advancing Person”) the Servicer's rights under receive reimbursement of Advances pursuant to this Agreement or the Servicing Agreement ("Advance Reimbursement Rights") pursuant to be reimbursed credit facilities, repurchase facilities, or similar facilities providing liquidity for any Advances the funding of Advances, including facilities providing that such Advance Facility Counterparty may make all or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of Advances (any such facility, an "Advance Facility"), although no Advance Facility shall reduce or otherwise affect the servicing rights attributable Servicer's obligations to fund such Advances. If so required pursuant to the Mortgage Loans or (ii) some or all Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. No consent terms of the Owner is required before the Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the Servicer's behalf, the Servicer shall remain obligated pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement, and shall not be relieved of such obligations by virtue of such Advance Facility. To the extent that an Advancing Person Advance Facility Counterparty makes all or a portion of any Advance or any Servicing and the Advance Facility Counterparty and provides the Owner Servicer provide the Trustee with notice acknowledged by the Servicer that such Advancing Person Servicer is entitled to reimbursement, such Advancing Person Servicer shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 3.04(b). Such notice from the Advancing Person Advance Facility Counterparty and the Servicer must specify the amount of the reimbursement and must specify which Section of this Agreement permits the applicable Advance or Servicing Advance to be reimbursed. The Owner Trustee shall be entitled to rely without independent investigation on the Advancing PersonAdvance Facility Counterparty's statement with respect to the amount of any reimbursement pursuant to this 9.07 Section 3.04 and with respect to the Advancing PersonAdvance Facility Counterparty's statement with respect to the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursed. An Advancing Person Advance Facility Counterparty whose obligations are limited to the making of Advances and/or Servicing Advances shall not be required to meet the qualifications of a Servicer or a Sub-Servicer and will not be deemed to be a Sub-Servicer under this Agreement. (b) If so required pursuant to the Advancing Person and terms of an Advance Facility, the Servicer submit may direct, and if so directed the Trustee is hereby authorized to the Owner the notice set forth in subsection (a) above, then the Servicer and shall be permitted to pay to the Advancing Person Advance Facility Counterparty (i) reimbursements for Advances Advances; and (ii) all or such portion of the Servicing Advances from Fee as may be so specified in the Collection Account Advance Facility, that would otherwise be payable to the same extent the Servicer would have been permitted pursuant to reimburse itself for such Advances and/or Servicing Advances in accordance with this Agreement prior to or the remittance to the OwnerServicing Agreement. (c) All Advances Upon request of the Servicer, the Trustee agrees to execute such acknowledgments, certificates, and other documents recognizing the interests of any Advance Facility Counterparty in such Advance Reimbursement Rights and Servicing Advances Fees as the Servicer may cause to be made subject to Advance Facilities pursuant to this Section 3.04, and such other documents in connection with such Advance Facilities as may be reasonably requested from time to time by any Advance Facility Counterparty. The implementation of the terms arrangement described in this Section shall not require the consent of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basis.Certificateholders or the Trustee

Advance Facility. (a) The Servicer is hereby authorized to enter into a financing or other facility (any such arrangement, an “Advance Facility”) under with any Person which (1) the Servicer assigns or pledges to another provides that such Person (an “Advancing Person”) the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all of the Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. No consent of the Owner is required before Agreement or that the Servicer may enter pledge or assign its rights to be reimbursed for Advances and/or Servicing Advances, directly or indirectly, to an Advancing Person, although no such Advance Facility shall reduce or otherwise affect the Servicer’s obligation to fund such Advances and/or Servicing Advances. If the Servicer enters into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the Servicer's behalf, the Servicer and the related Advancing Person shall remain obligated deliver to the Indenture Trustee, the Master Servicer and the Trust Administrator at the respective addresses set forth in Section 10.07 hereof a written notice (an “Advance Facility Notice”), stating the identity of the Advancing Person. If the Servicer enters into such an Advance Facility pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required Section 4.11, upon reasonable request of the Advancing Person, the Trust Administrator shall execute a letter of acknowledgment prepared by this Agreementthe Servicer, and shall not be relieved confirming its receipt of such obligations by virtue notice of the existence of such Advance Facility. To the extent that an Advancing Person makes all or a portion of previously identified in the Advance Facility Notice funds any Advance or any Servicing Advance and the Servicer provides the Owner Trust Administrator with notice acknowledged by the Servicer an Officer’s Certificate that such Advancing Person is entitled to reimbursement, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 4.11(c). Such notice from the Advancing Person Officer’s Certificate must specify the amount of the reimbursement and must specify which Section of this Agreement permits reimbursement, the applicable Advance or Servicing Advance to be reimbursed. The Owner shall be entitled to rely without independent investigation on remittance date, the written payment instructions for the Advancing Person's statement with respect to the amount of any reimbursement pursuant to this 9.07 and with respect to the Advancing Person's statement with respect to , the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursedreimbursed and either the section(s) of the Advance Facility that entitle the Advancing Person to receive reimbursement from the Trust Administrator, rather than the Servicer, or proof of an event of default by the Servicer under the Advance Facility entitling the Advancing Person to reimbursement from the Trust Administrator. The Trust Administrator shall not have any duty or liability with respect to any calculation of any reimbursement to be paid to an Advancing Person and shall be entitled to conclusively rely without independent investigation on the Officer’s Certificate provided pursuant to this Section 4.11. An Advancing Person whose obligations hereunder are limited to the making funding of Advances and/or Servicing Advances, or who merely receives an assignment or pledge of the Servicer’s rights to be reimbursed for Advances and/or Servicing Advances, shall not be required to meet the qualifications of a the Servicer or a Subany sub-Servicer servicer and will not be deemed to be a Subsub-Servicer servicer under this Agreement. (b) If None of the Depositor, the Master Servicer, the Trust Administrator or the Indenture Trustee shall, as a result of the existence of any Advance Facility, have any additional duty or liability with respect to the calculation or payment of any reimbursement for Advances or Servicing Advances, nor, as a result of the existence of any Advance Facility, shall the Depositor, the Master Servicer, the Trust Administrator or the Indenture Trustee have any additional responsibility to track or monitor the administration of the Advance Facility or the reimbursement for Advances or Servicing Advances, except, in the case of the Trust Administrator, to remit reimbursements in accordance with payment instructions received pursuant to Section 4.11(a). The Servicer shall indemnify the Depositor, the Master Servicer, the Trust Administrator, the Indenture Trustee, any successor Servicer and the Issuer for any claim, loss, liability or damage resulting from any claim by the Advancing Person Person, except to the extent that such claim, loss, liability or damage resulted from or arose out of the negligence, recklessness or willful misconduct on the part of the Depositor, the Master Servicer, the Trust Administrator, the Indenture Trustee, any successor Servicer or the Issuer, as the case may be, or failure by the successor Servicer, the Master Servicer or the Trust Administrator, as the case may be, to remit funds as required by this Agreement or the commission of an act or omission to act by the successor Servicer, the Master Servicer or the Trust Administrator, as the case may be, and the passage of any applicable cure or grace period, such that, in the case of the Master Servicer, a Master Servicer submit Event of Default occurs under this Agreement, or in the case of the successor Servicer, the Master Servicer or the Trust Administrator, such entity is subject to termination for cause under this Agreement. (c) If an Advance Facility is entered into, and if the Owner Servicer so notifies the notice set forth in subsection (a) aboveTrust Administrator, then the Servicer shall be permitted not seek reimbursement for any Advance or Servicing Advance made by an Advancing Person under Section 6.05, but instead the Servicer shall remit the amounts relating to Advances to the Master Servicer for inclusion in the monthly remittance made to the Trust Administrator on a Servicer Remittance Date in accordance with this Agreement. The Trust Administrator, upon its receipt of an Officer’s Certificate in accordance with Section 4.11 hereof, shall pay to the Advancing Person or to a trustee, agent or custodian designated in the Officer’s Certificate specified in Section 4.11(a), reimbursements for Advances and Servicing Advances from the Collection Account to the same extent the Servicer would have been permitted to reimburse itself from its Custodial Account for such Advances and/or Servicing Advances in accordance with this Agreement prior to Sections 4.02(e) and 6.05, had the remittance to the OwnerServicer itself funded such Advance or Servicing Advance. (cd) All Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basis, such that an advance made earlier in time with respect to any Mortgage Loan shall be reimbursed to the Servicer who made that advance, before reimbursement of an advance made later in time with respect to that Mortgage Loan, and a predecessor Servicer’s advances with respect to any particular Mortgage Loan shall be reimbursed before reimbursement of a successor Servicer’s advances with respect to such Mortgage Loan. (e) In making its determination that any Advance or Servicing Advance theretofore made has become a Nonrecoverable Advance, the Servicer shall apply the same criteria in making such determination regardless of whether such Advance or Servicing Advance shall have been made by the Servicer or any predecessor Servicer. (f) The Servicer shall maintain and provide to any successor Servicer and, upon request, the Master Servicer, the Trust Administrator and the Indenture Trustee a detailed accounting on a loan-by-loan basis as to amounts advanced by, pledged or assigned to, and reimbursed to any Advancing Person. The successor Servicer shall be entitled to rely on any such information provided by the predecessor Servicer, and the successor Servicer shall not be liable for any errors in such information. (g) Any amendment to this Section 4.11 or to any other provision of this Agreement that may be necessary or appropriate to effect the terms of an Advance Facility as described generally in this Section 4.11, including amendments to add provisions relating to a successor Servicer, may be entered into by the parties hereto without the consent of any Noteholder, provided that such amendment complies with Section 10.03. All reasonable costs and expenses (including attorneys’ fees) of each party hereto of any such amendment shall be borne solely by the Servicer. The parties hereto hereby acknowledge and agree that: (a) the Advances and/or Servicing Advances financed by and/or pledged to an Advancing Person under any Advance Facility are obligations owed to the Servicer payable only from the cash flows and proceeds received under this Agreement for reimbursement of Advances and/or Servicing Advances only to the extent provided herein, and the Indenture Trustee, the Owner Trustee, the Trust Administrator, the Master Servicer and the Issuer are not, as a result of the existence of any Advance Facility, separately obligated or liable to repay any Advances and/or Servicing Advances financed by the Advancing Person; (b) the Servicer will be responsible for remitting to the Advancing Person the applicable amounts collected by it as reimbursement for Advances and/or Servicing Advances funded by the Advancing Person, subject to the provisions of this Agreement and except to the extent an election is made to remit all such reimbursements to the Trust Administrator as described in Section 4.11(c); and (c) none of the Master Servicer, the Trust Administrator and the Indenture Trustee shall have any responsibility to track or monitor the administration of the financing arrangement between the Servicer and any Advancing Person.

Advance Facility. (a) The Each of (i) the Trustee on behalf of the Trust Fund, with the consent of the Servicer and (ii) the Servicer is hereby authorized to enter into a financing or other facility (any such arrangement, an “"Advance Facility”") under which (1) the Servicer assigns or pledges to another Person (an “"Advancing Person”") the Servicer's rights under this Agreement to be reimbursed for any Advances or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all Advances and/or Servicing Advances required to be made by the Servicer pursuant to this Agreement. The Trustee is further authorized, subject to Section 11.01, to enter into any amendment of this Agreement in connection with such facility. No consent of the Owner Trustee, the Certificateholders or any other party is required before the Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner Trustee shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees to fund Advances and/or Servicing Advances on the Servicer's behalf, the Servicer shall remain obligated pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement, and shall not be relieved of such obligations by virtue of such Advance Facility. To the extent that an Advancing Person makes all or a portion of any Advance or any Servicing Advance and provides the Owner Trustee with notice acknowledged by the Servicer that such Advancing Person is entitled to reimbursement, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 8.16(b). Such notice from the Advancing Person must specify the amount of the reimbursement and must specify which Section of this Agreement permits the applicable Advance or Servicing Advance to be reimbursed. The Owner Trustee shall be entitled to rely without independent investigation on the Advancing Person's statement with respect to the amount of any reimbursement pursuant to this 9.07 Section 8.16 and with respect to the Advancing Person's statement with respect to the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursed. An Advancing Person whose obligations are limited to the making of Advances and/or Servicing Advances shall not be required to meet the qualifications of a Servicer or a Sub-Servicer and will not be deemed to be a Sub-Servicer under this Agreement. (b) If the Advancing Person an advancing facility is entered into and the Servicer submit to the Owner the notice set forth in subsection (a) aboveso provides, then the Servicer shall not be permitted to reimburse itself therefor under Section 3.11(ii), Section 3.11(iii), Section 3.11(v), Section 3.11(vi), Section 3.11(vii) and Section 4.04(b) prior to the remittance to the Trust Fund, but instead, in such event, the Servicer shall include such amounts in the applicable remittance to the Trustee made pursuant to Section 3.10(a). The Trustee is hereby authorized to pay to the Advancing Person Person, reimbursements for Advances and Servicing Advances from the Collection Distribution Account to the same extent the Servicer would have been permitted to reimburse itself for such Advances and/or Servicing Advances in accordance with this Agreement prior Section 3.11(ii), Section 3.11(iii), Section 3.11(v), Section 3.11(vi), Section 3.11(vii) or Section 4.04(b), as the case may be, had the Servicer itself funded such Advance or Servicing Advance. The Trustee is hereby authorized to pay directly to the remittance Advancing Person such portion of the Servicing Fee as the parties to the Ownerany advancing facility agree. (c) All Upon request of the Servicer, the Trustee agrees to execute such acknowledgments, certificates and other documents recognizing the interests of any Advancing Person in the Servicer's reimbursements rights relating to such Advances and Servicing Advances made pursuant as may be reasonably requested from time to time by the terms of this Agreement shall be deemed made and shall be reimbursed on a “first in-first out” (FIFO) basisServicer or such Advancing Person.

Advance Facility. (a) The Trustee and the Trust Fund, at the direction of the Master Servicer and with the consent of the NIMS Insurer, after consultation with the Guarantor (or, if no NIM Notes are outstanding and the NIMS Insurer is not owed any amounts in respect of its guarantee of payment on such notes, the Guarantor), is hereby authorized to enter into a financing or other facility (with any Person which provides that such arrangement, an “Advance Facility”) under which (1) the Servicer assigns or pledges to another Person (an “"Advancing Person”") the Servicer's rights under this Agreement to be reimbursed for any Advances may make all or Servicing Advances and/or (2) an Advancing Person agrees to fund (i) a portion of the purchase price of the servicing rights attributable to the Mortgage Loans or (ii) some or all 101 Advances and/or Servicing Advances required to be made by the Servicer pursuant to Trust Fund under this Agreement. No consent of , although no such facility shall reduce or otherwise affect the Owner is required before the Servicer may enter into an Advance Facility; provided, however, that the consent of the Owner shall be required before the Servicer may cause to be outstanding at one time more than one Advance Facility with respect to Advances or more than one Advance Facility with respect to Servicing Advances. Notwithstanding the existence of any Advance Facility under which an Advancing Person agrees Master Servicer's obligation to fund such Advances and/or Servicing Advances on the Servicer's behalf, the Servicer shall remain obligated pursuant to this Agreement to make Advances and Servicing Advances pursuant to and as required by this Agreement, and shall not be relieved of such obligations by virtue of such Advance FacilityAdvances. To the extent that an Advancing Person makes all or a portion of any Advance or any Servicing Advance and provides the Owner Trustee with notice acknowledged by the Master Servicer that such Advancing Person is entitled to reimbursement, such Advancing Person shall be entitled to receive reimbursement pursuant to this Agreement for such amount to the extent provided in 9.07(bSection 3.27(b). Such notice from the Advancing Person must shall specify the amount of the reimbursement and must shall specify which Section of this Agreement permits the applicable Advance or Servicing Advance to be reimbursed. The Owner Trustee shall be entitled to rely without independent investigation on the Advancing Person's statement with respect to the amount of any reimbursement pursuant to this 9.07 Section 3.27 and with respect to the Advancing Person's statement with respect to the Section of this Agreement that permits the applicable Advance or Servicing Advance to be reimbursed. An Advancing Person whose obligations are limited to the making of Advances and/or Servicing Advances shall not be required to meet the qualifications of a Master Servicer or a Sub-Servicer pursuant to Section 6.06 hereof and will not be deemed to be a Sub-Servicer under this Agreement. If the terms of a facility proposed to be entered into with an Advancing Person by the Trust Fund would not materially and adversely affect the interests of any Certificateholder, then the NIMS Insurer shall not withhold its consent, after consultation with the Guarantor, to the Trust Fund's entering into such facility. (b) If an advancing facility is entered into, then the Master Servicer shall not be permitted to reimburse itself under any Section specified or for any amount specified by the Advancing Person in the notice described under Section 3.27(a) above and acknowledged by the Master Servicer submit prior to the Owner remittance to the notice set forth in subsection (a) aboveTrust Fund, then but instead the Master Servicer shall be permitted include such amounts in the applicable remittance to the Trustee made pursuant to Section 3.10(a). The Trustee is hereby authorized to pay to the Advancing Person reimbursements for Advances and Servicing Advances from the Collection Distribution Account to the same extent the Master Servicer would have been permitted to reimburse itself for such Advances and/or Servicing Advances in accordance with this Agreement prior the specified Sections had the Master Servicer itself made such Advance or Servicing Advance. The Trustee is hereby authorized to pay directly to the remittance Advancing Person such portion of the Servicing Fee as the parties to the Ownerany advancing facility may agree. (c) All Advances and Servicing Advances made pursuant to the terms of this Agreement shall be deemed made and shall be reimbursed on a “"first in-first out” " (FIFO) basis.