Common use of Cap Account Clause in Contracts

Cap Account. (a) No later than the Closing Date, the Trustee shall establish and maintain with itself, a separate, segregated trust account titled, “Cap Account, Deutsche Bank National Trust Company, as Cap Trustee, in trust for the registered Certificateholders of Fremont Home Loan Trust 2006-3, Asset-Backed Certificates, Series 2006-3.” Such account shall be an Eligible Account and amounts therein shall be held uninvested. (b) On each Distribution Date, pursuant to the Cap Allocation Agreement, the Cap Trustee, prior to any distribution to any Certificate, shall deposit into the Cap Account amounts received pursuant to the Interest Rate Cap Agreement for distribution in accordance with Section 4.01(f) above. (c) It is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be disregarded as an entity separate from the Holder of the Class C Certificates unless and until the date when either (a) there is more than one Class C Certificateholder or (b) any Class of Certificates in addition to the Class C Certificates is recharacterized as an equity interest in the Cap Account for federal income tax purposes, in which case it is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be treated as a partnership. The Cap Account will be an “outside reserve fund” within the meaning of Treasury Regulation Section 1.860G-2(h). Upon the termination of the Trust Fund, or the payment in full of the Class A Certificates and the Mezzanine Certificates, all amounts remaining on deposit in the Cap Account shall be released by the Trust Fund and distributed to the Class C Certificateholders or their designees. The Cap Account shall be part of the Trust Fund but not part of any Trust REMIC and any payments to the Holders of the Floating Rate Certificates of Net WAC Rate Carryover Amounts will not be payments with respect to a “regular interest” in a REMIC within the meaning of Code Section 860(G)(a)(1). (d) By accepting a Class C Certificate, each Class C Certificateholder hereby agrees to direct the Trustee, and the Trustee is hereby directed, to deposit into the Cap Account the amounts described above on each Distribution Date. For federal income tax purposes, the right of the Floating Rate Certificates to receive payments from the Cap Account may have more than a de minimis value.

Cap Account. (a) No later than the Closing Date, the Trustee Trust Administrator shall establish and maintain with itselfitself or the Cap Administrator, a separate, segregated trust account titled, “Cap AccountWxxxx Fargo Bank, Deutsche Bank National Trust CompanyN.A, as Cap Trustee, in trust for the registered Certificateholders holders of Fremont Home Citigroup Mortgage Loan Trust 20062007-3AMC2, Asset-Backed Certificates, Series 20062007-3AMC2—Cap Account.” Such account shall be an Eligible Account and amounts therein shall be held uninvested. (b) On Prior to each Distribution Date, pursuant to the Cap Allocation Administration Agreement, the Cap Trustee, prior to any distribution to any Certificate, the Cap Administrator on behalf of the Cap Trustee shall deposit into the Cap Account amounts received pursuant to by it under the Interest Rate Cap Agreement Agreement, for distribution in accordance with Section 4.01(f4.01(a)(6) above. (c) It is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be disregarded as an entity separate from the Holder of the Class C CE-1 Certificates unless and until the date when either (a) there is more than one Class C CE-1 Certificateholder or (b) any Class of Certificates in addition to the Class C CE-1 Certificates is recharacterized as an equity interest in the Cap Account for federal income tax purposes, in which case it is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be treated as a partnership. If the Cap Account becomes characterized as a partnership for federal income tax purposes, the Trust Administrator shall (i) obtain, or cause to be obtained, a taxpayer identification number for the Cap Account and (ii) prepare and file, or cause to be prepared and filed, any necessary federal, state or local tax returns for the Cap Account. The Cap Account will be an “outside reserve fund” within the meaning of Treasury Regulation Section 1.860G-2(h). Upon the termination of the Trust Fund, or the payment in full of the Class A Certificates and the Mezzanine Floating Rate Certificates, all amounts remaining on deposit in the Cap Account shall be released by the Trust Fund and distributed to the Class C CE-1 Certificateholders or their designees. The Cap Account shall be part of the Trust Fund but not part of any Trust REMIC and any payments to the Holders of the Floating Rate Certificates of Net WAC Rate Carryover Amounts will not be payments with respect to a “regular interest” in a REMIC within the meaning of Code Section 860(G)(a)(1). (d) . By accepting a Class C CE-1 Certificate, each Class C CE-1 Certificateholder hereby agrees to direct the TrusteeTrust Administrator, and the Trustee Trust Administrator is hereby directed, to deposit into the Cap Account the amounts described above on each Distribution Date. For federal income tax purposes, the right of the Floating Rate Certificates to receive payments from the Cap Account may have more than a de minimis value.

Cap Account. (a) No later than the Closing Date, the Trustee Cap Administrator shall establish and maintain with itself, as agent for the Trust Administrator, a separate, segregated trust account titled, “"Cap Account, Deutsche Bank National Trust Company[___________], as Cap TrusteeAdministrator, in trust for the Cap Provider and the registered Certificateholders holders of Fremont Home Citigroup Mortgage Loan Trust 2006-3Inc., Asset-Backed Certificates[___________]s, Series 2006-3[___________].” " Such account shall be an Eligible Account and amounts therein shall be held uninvested. (b) On each Distribution Date, pursuant to the Cap Allocation Agreement, the Cap Trustee, prior to any distribution to any Certificate, the Trust Administrator shall deposit into the Cap Account amounts received pursuant to by the Interest Rate Trust Administrator from the Cap Agreement Administrator, for distribution in accordance with Section 4.01(f4.01(a)(6) above, pursuant to the Cap Administration Agreement, dated as of the Closing Date (the "Cap Administration Agreement"), among [___________] in its capacity as Trust Administrator and Cap Administrator and Citigroup Global Markets Realty Corp. (in substantially the form attached hereto as Exhibit N). (c) It is the intention of the parties hereto that, for For federal and state income and state and local franchise tax purposes, the Cap Account shall be disregarded as an entity separate from owned by the majority Holder of the Class C Certificates unless CE Certificates. (d) For federal and until the date when either (a) there is more than one Class C Certificateholder or (b) any Class of Certificates in addition to the Class C Certificates is recharacterized as an equity interest in the Cap Account for federal state income tax purposes, in which case it is the intention Class CE Certificateholders shall be deemed to be the owners of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be treated as a partnership. The Cap Account will be an “outside reserve fund” within the meaning of Treasury Regulation Section 1.860G-2(h)Account. Upon the termination of the Trust Fund, or the payment in full of the Class A Certificates and the Mezzanine Floating Rate Certificates, all amounts remaining on deposit in the Cap Account shall be released by the Trust Fund and distributed to the Class C CE Certificateholders or their designees. The Cap Account shall be part of the Trust Fund but not part of any Trust REMIC and any payments to the Holders of the Floating Rate Certificates of Net WAC Rate Carryover Amounts will not be payments with respect to a “"regular interest” " in a REMIC within the meaning of Code Section 860(G)(a)(1). (d) . By accepting a Class C CE Certificate, each Class C CE Certificateholder hereby agrees to direct the TrusteeTrust Administrator, and the Trustee Trust Administrator is hereby directed, to deposit into the Cap Account the amounts described above on each Distribution Date. For federal income tax purposes, the right of the Floating Rate Certificates to receive payments from the Cap Account may have more than a de minimis value.

Cap Account. (a) No later than the Closing Date, the Trustee Trust Administrator shall establish and maintain with itselfitself or the Cap Administrator, a separate, segregated trust account titled, “Cap AccountXxxxx Fargo Bank, Deutsche Bank National Trust CompanyN.A, as Cap Trustee, in trust for the registered Certificateholders holders of Fremont Home Citigroup Mortgage Loan Trust 20062007-3AMC4, Asset-Backed Certificates, Series 20062007-3AMC4—Cap Account.” Such account shall be an Eligible Account and amounts therein shall be held uninvested. (b) On Prior to each Distribution Date, pursuant to the Cap Allocation Administration Agreement, the Cap Trustee, prior to any distribution to any Certificate, the Cap Administrator on behalf of the Cap Trustee shall deposit into the Cap Account amounts received pursuant to by it under the Interest Rate Cap Agreement Agreement, for distribution in accordance with Section 4.01(f4.01(a)(6) above. (c) It is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be disregarded as an entity separate from the Holder of the Class C CE-1 Certificates unless and until the date when either (a) there is more than one Class C CE-1 Certificateholder or (b) any Class of Certificates in addition to the Class C CE-1 Certificates is recharacterized as an equity interest in the Cap Account for federal income tax purposes, in which case it is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be treated as a partnership. If the Cap Account becomes characterized as a partnership for federal income tax purposes, the Trust Administrator shall (i) obtain, or cause to be obtained, a taxpayer identification number for the Cap Account, (ii) prepare and file, or cause to be prepared and filed, any necessary federal, state or local tax returns for the Cap Account and (iii) prepare and provide to any requesting withholding agent, or cause to be prepared and provided to any requesting withholding agent, any necessary withholding tax form; provided, however, the Trust Administrator shall be entitled to additional reasonable compensation for such partnership tax filing and preparation from amounts on deposit in Cap Account to the extent such funds are available. However, if such amounts are insufficient, the Depositor shall cover any remaining amounts owed to the Trust Administrator. The Trust Administrator shall also be entitled to be reimbursed by the Depositor for any additional reasonable expenses it may incur from obtaining a Class CE-1 Certificateholder list from the Depository, which shall not exceed once per month per calendar year. The Cap Account will be an “outside reserve fund” within the meaning of Treasury Regulation Section 1.860G-2(h). Upon the termination of the Trust Fund, or the payment in full of the Class A Certificates and the Mezzanine Floating Rate Certificates, all amounts remaining on deposit in the Cap Account shall be released by the Trust Fund and distributed to the Class C CE-1 Certificateholders or their designees. The Cap Account shall be part of the Trust Fund but not part of any Trust REMIC and any payments to the Holders of the Floating Rate Certificates of Net WAC Rate Carryover Amounts will not be payments with respect to a “regular interest” in a REMIC within the meaning of Code Section 860(G)(a)(1). (d) . By accepting a Class C CE-1 Certificate, each Class C CE-1 Certificateholder hereby agrees to direct the TrusteeTrust Administrator, and the Trustee Trust Administrator is hereby directed, to deposit into the Cap Account the amounts described above on each Distribution Date. For federal income tax purposes, the right of the Floating Rate Certificates to receive payments from the Cap Account may have more than a de minimis value.

Cap Account. (a) No later than the Closing Date, the Trustee Trust Administrator shall establish and maintain with itself, a separate, segregated trust account titled, “Cap AccountWelxx Xxrgo Bank, Deutsche Bank National N.A. as Supplemental Interest Trust Company, as Cap Trustee, in trust for the registered Certificateholders holders of Fremont Home Loan MASTR Asset Backed Securities Trust 2006-3NC2, AssetMortgage Pass-Backed Through Certificates, Series 2006-3NC2—Cap Account.” Such account shall be an Eligible Account and amounts therein shall be held uninvested. (b) On each Distribution Date, pursuant to the Cap Allocation Agreement, the Cap Trustee, prior to any distribution to any Certificate, the Trust Administrator shall deposit into the Cap Account amounts received pursuant to by the Interest Rate Trust Administrator under the Cap Agreement Contract for distribution in accordance with Section 4.01(f4.01(h) above. (c) It is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be disregarded as an entity separate from the Holder of the Class C CE Certificates unless and until the date when either (a) there is more than one Class C CE Certificateholder or (b) any Class of Certificates in addition to the Class C CE Certificates is recharacterized as an equity interest in the Cap Account for federal income tax purposes, in which case it is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be treated as a partnershipgrantor trust. The Cap Account will be an “outside reserve fund” within the meaning of Treasury Regulation Section 1.860G-2(h). Upon the termination of the Trust Fund, or the payment in full of the Class A Certificates and the Mezzanine Certificates, all amounts remaining on deposit in the Cap Account shall be released by the Trust Fund and distributed to the Class C CE Certificateholders or their designees. The Cap Account shall be part of the Trust Fund but not part of any Trust REMIC and any payments to the Holders of the Floating Rate Certificates of Net WAC Rate Carryover Amounts will not be payments with respect to a “regular interest” in a REMIC within the meaning of Code Section 860(G)(a)(1). (d) By accepting a Class C CE Certificate, each Class C CE Certificateholder hereby agrees to direct the TrusteeTrust Administrator, and the Trustee Trust Administrator is hereby directed, to deposit into the Cap Account the amounts described above on each Distribution Date. For federal income tax purposes, the right of the Floating Rate Class A Certificiates and Mezzanine Certificates to receive payments from the Cap Account may have more than a de minimis value.

Cap Account. (a) No later than the Closing Date, the Trustee shall establish and maintain with itselfitself or the Cap Administrator, a separate, segregated trust account titled, “Cap AccountCitibank, Deutsche Bank National Trust CompanyN.A, as Cap Trustee, in trust for the registered Certificateholders holders of Fremont Home Citigroup Mortgage Loan Trust 20062007-3AMC1, Asset-Backed Certificates, Series 20062007-3AMC1—Cap Account.” Such account shall be an Eligible Account and amounts therein shall be held uninvested. (b) On Prior to each Distribution Date, pursuant to the Cap Allocation Administration Agreement, the Cap Trustee, prior to any distribution to any Certificate, the Cap Administrator on behalf of the Cap Trustee shall deposit into the Cap Account amounts received pursuant to by it under the Interest Rate Cap Agreement Agreement, for distribution in accordance with Section 4.01(f4.01(a)(6) above. (c) It is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be disregarded as an entity separate from the Holder of the Class C CE Certificates unless and until the date when either (a) there is more than one Class C CE Certificateholder or (b) any Class of Certificates in addition to the Class C CE Certificates is recharacterized as an equity interest in the Cap Account for federal income tax purposes, in which case it is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be treated as a partnership. If the Cap Account becomes characterized as a partnership for federal income tax purposes, the Trust Administrator shall (i) obtain, or cause to be obtained, a taxpayer identification number for the Cap Account and (ii) prepare and file, or cause to be prepared and filed, any necessary federal, state or local tax returns for the Cap Account. The Cap Account will be an “outside reserve fund” within the meaning of Treasury Regulation Section 1.860G-2(h). Upon the termination of the Trust Fund, or the payment in full of the Class A Certificates and the Mezzanine Floating Rate Certificates, all amounts remaining on deposit in the Cap Account shall be released by the Trust Fund and distributed to the Class C CE Certificateholders or their designees. The Cap Account shall be part of the Trust Fund but not part of any Trust REMIC and any payments to the Holders of the Floating Rate Certificates of Net WAC Rate Carryover Amounts will not be payments with respect to a “regular interest” in a REMIC within the meaning of Code Section 860(G)(a)(1). (d) . By accepting a Class C CE Certificate, each Class C CE Certificateholder hereby agrees to direct the TrusteeTrust Administrator, and the Trustee Trust Administrator is hereby directed, to deposit into the Cap Account the amounts described above on each Distribution Date. For federal income tax purposes, the right of the Floating Rate Certificates to receive payments from the Cap Account may have more than a de minimis value.

Cap Account. (a) No later than the Closing Date, the Trustee shall establish and maintain with itself, a separate, segregated trust account titled, “Cap Account, Deutsche Bank National Trust Company, as Cap Trustee, in trust for the registered Certificateholders holders of Fremont Home First Franklin Mortgage Loan Trust 2006-3FF16, Asset-Backed Certificates, Series 2006-3FF16—Cap Account.” Such account shall be an Eligible Account and amounts therein shall be held uninvested. (b) On each Distribution Date, pursuant to the Cap Allocation Agreement, the Cap Trustee, prior to any distribution to any Certificate, shall deposit into the Cap Account amounts received pursuant to the Interest Rate Cap Agreement for distribution in accordance with Section 4.01(f) above. (c) It is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be disregarded as an entity separate from the Holder of the Class C Certificates unless and until the date when either (a) there is more than one Class C Certificateholder or (b) any Class of Certificates in addition to the Class C Certificates is recharacterized as an equity interest in the Cap Account for federal income tax purposes, in which case it is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be treated as a partnership. The Cap Account will be an “outside reserve fund” within the meaning of Treasury Regulation Section 1.860G-2(h). Upon the termination of the Trust Fund, or the payment in full of the Class A Certificates and the Mezzanine Floating Rate Certificates, all amounts remaining on deposit in the Cap Account shall be released by the Trust Fund and distributed to the Class C Certificateholders or their designees. The Cap Account shall be part of the Trust Fund but not part of any Trust REMIC and any payments to the Holders of the Floating Rate Certificates of Net WAC Rate Carryover Amounts will not be payments with respect to a “regular interest” in a REMIC within the meaning of Code Section 860(G)(a)(1). (d) By accepting a Class C Certificate, each Class C Certificateholder hereby agrees to direct the Trustee, and the Trustee is hereby directed, to deposit into the Cap Account the amounts described above on each Distribution Date. For federal income tax purposes, the right of the Floating Rate Certificates to receive payments from the Cap Account may have more than a de minimis value.

Cap Account. (a) No later than the Closing Date, the Trustee Trust Administrator shall establish and maintain with itself, a separate, segregated trust account titled, “Cap AccountXxxxx Fargo Bank, Deutsche Bank National N.A. as Trust Company, as Cap TrusteeAdministrator, in trust for the registered Certificateholders holders of Fremont Home Loan MASTR Asset Backed Securities Trust 2006-3HE5, AssetMortgage Pass-Backed Through Certificates, Series 2006-3HE5—Cap Account.” Such account shall be an Eligible Account and amounts therein shall be held uninvested. (b) On each Distribution Date, pursuant to the Cap Allocation Agreement, the Cap Trustee, prior to any distribution to any Certificate, the Trust Administrator shall deposit into the Cap Account amounts received pursuant to by the Trust Administrator under the Interest Rate Cap Agreement Agreements for distribution in accordance with Section 4.01(f4.01(h) above. (c) It is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be disregarded as an entity separate from the Holder of the Class C CE Certificates unless and until the date when either (a) there is more than one Class C CE Certificateholder or (b) any Class of Certificates in addition to the Class C CE Certificates is recharacterized as an equity interest in the Cap Account for federal income tax purposes, in which case it is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be treated as a partnershipgrantor trust; provided, that the Trust Administrator shall not be required to prepare and file grantor trust tax returns in respect of such grantor trust unless it receives additional reasonable compensation (not to exceed $10,000 per year) from the Holders of the Class CE Certificates for the preparation of such filings, written notification recognizing the creation of a grantor trust and comparable documentation evidencing the grantor trust, if any. The Cap Account will be an “outside reserve fund” within the meaning of Treasury Regulation Section 1.860G-2(h). Upon the termination of the Trust Fund, or the payment in full of the Class A Certificates and the Mezzanine Certificates, all amounts remaining on deposit in the Cap Account shall be released by the Trust Fund and distributed to the Class C CE Certificateholders or their designees. The Cap Account shall be part of the Trust Fund but not part of any Trust REMIC and any payments to the Holders of the Floating Rate Certificates of Net WAC Rate Carryover Amounts will not be payments with respect to a “regular interest” in a REMIC within the meaning of Code Section 860(G)(a)(1). (d) By accepting a Class C CE Certificate, each Class C CE Certificateholder hereby agrees to direct the TrusteeTrust Administrator, and the Trustee Trust Administrator is hereby directed, to deposit into the Cap Account the amounts described above on each Distribution Date. . (e) For federal income tax purposes, the Depositor shall provide the Trust Administrator, no later than January 1, 2007, the value of the right of the Floating Rate Class A and Mezzanine Certificates to receive payments Net WAC Rate Carryover Amounts from the Cap Net WAC Rate Carryover Reserve Account may have more than a de minimis valueand the Swap Account.

Cap Account. (a) No later than the Closing Date, the Cap Trustee shall establish and maintain with itself, a separate, segregated trust account titled, “Cap Account, Deutsche Bank National Trust CompanyWxxxx Fargo Bank, N.A., as Cap Trustee, in trust for the registered Certificateholders of Fremont Soundview Home Loan Trust 20062007-3OPT2, Asset-Backed Certificates, Series 20062007-3OPT2.” Such account shall be an Eligible Account and amounts therein shall be held uninvested. (b) On each Distribution Date, pursuant to the Cap Allocation Agreement, the Cap Trustee, prior to any distribution to any Certificate, shall deposit into the Cap Account amounts received pursuant to the Interest Rate Cap Agreement for distribution in accordance with Section 4.01(f4.01(g) above. (c) It is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be disregarded as an entity separate from the Holder of the Class C Certificates unless and until the date when either (a) there is more than one Class C Certificateholder or (b) any Class of Certificates in addition to the Class C Certificates is recharacterized as an equity interest in the Cap Account for federal income tax purposes, in which case it is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be treated as a partnership. The Cap Account will be an “outside reserve fund” within the meaning of Treasury Regulation Section 1.860G-2(h). Upon the termination of the Trust Fund, or the payment in full of the Class A Certificates and the Mezzanine Floating Rate Certificates, all amounts remaining on deposit in the Cap Account shall be released by the Trust Fund and distributed to the Class C Certificateholders or their designees. The Cap Account shall be part of the Trust Fund but not part of any Trust REMIC and any payments to the Holders of the Floating Rate Certificates of Net WAC Rate Carryover Amounts will not be payments with respect to a “regular interest” in a REMIC within the meaning of Code Section 860(G)(a)(1). (d) By accepting a Class C Certificate, each Class C Certificateholder hereby agrees to direct the Trustee, and the Trustee is hereby directed, to deposit into the Cap Account the amounts described above on each Distribution Date. For federal income tax purposes, the right of the Floating Rate Certificates to receive payments from the Cap Account may have more than a de minimis value.

Cap Account. (a) No later than the Closing Date, the Trustee Trust Administrator shall establish and maintain with itself, a separate, segregated trust account titled, “Cap AccountWelxx Xxrgo Bank, Deutsche Bank National N.A. as Supplemental Interest Trust Company, as Cap Trustee, in trust for the registered Certificateholders holders of Fremont Home Loan MASTR Asset Backed Securities Trust 2006-3HE2, AssetMortgage Pass-Backed Through Certificates, Series 2006-3HE2—Cap Account.” Such account shall be an Eligible Account and amounts therein shall be held uninvested. (b) On each Distribution Date, pursuant to the Cap Allocation Agreement, the Cap Trustee, prior to any distribution to any Certificate, the Trust Administrator shall deposit into the Cap Account amounts received pursuant to by the Interest Rate Trust Administrator under the Cap Agreement Contract for distribution in accordance with Section 4.01(f4.01(h) above. (c) It is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be disregarded as an entity separate from the Holder of the Class C CE Certificates unless and until the date when either (a) there is more than one Class C CE Certificateholder or (b) any Class of Certificates in addition to the Class C CE Certificates is recharacterized as an equity interest in the Cap Account for federal income tax purposes, in which case it is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be treated as a partnershipgrantor trust. The Cap Account will be an “outside reserve fund” within the meaning of Treasury Regulation Section 1.860G-2(h). Upon the termination of the Trust Fund, or the payment in full of the Class A Certificates and the Mezzanine Certificates, all amounts remaining on deposit in the Cap Account shall be released by the Trust Fund and distributed to the Class C CE Certificateholders or their designees. The Cap Account shall be part of the Trust Fund but not part of any Trust REMIC and any payments to the Holders of the Floating Rate Certificates of Net WAC Rate Carryover Amounts will not be payments with respect to a “regular interest” in a REMIC within the meaning of Code Section 860(G)(a)(1). (d) By accepting a Class C CE Certificate, each Class C CE Certificateholder hereby agrees to direct the TrusteeTrust Administrator, and the Trustee Trust Administrator is hereby directed, to deposit into the Cap Account the amounts described above on each Distribution Date. . (e) For federal income tax purposes, the Depositor shall provide the Trust Administrator, no later than September 1, 2006, the value of the right of the Floating Rate Class A and Mezzanine Certificates to receive payments Net WAC Rate Carryover Amounts from the Cap Net WAC Rate Carryover Reserve Account may have more than a de minimis valueand the Swap Account.

Cap Account. (a) No later than the Closing Date, the Cap Trustee shall establish and maintain with itself, a separate, segregated trust account titled, “Cap Account, Deutsche Bank National Trust CompanyWelxx Xxrgo Bank, N.A., as Cap Trustee, in trust for the registered Certificateholders of Fremont Soundview Home Loan Trust 20062007-3OPT5, Asset-Backed Certificates, Series 20062007-3OPT5.” Such account shall be an Eligible Account and amounts therein shall be held uninvested. (b) On each Distribution Date, pursuant to the Cap Allocation Agreement, the Cap Trustee, prior to any distribution to any Certificate, shall deposit into the Cap Account amounts received pursuant to the Interest Rate Cap Agreement for distribution in accordance with Section 4.01(f4.01(g) above. (c) It is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be disregarded as an entity separate from the Holder of the Class C Certificates unless and until the date when either (a) there is more than one Class C Certificateholder or (b) any Class of Certificates in addition to the Class C Certificates is recharacterized as an equity interest in the Cap Account for federal income tax purposes, in which case it is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be treated as a partnership. The Cap Account will be an “outside reserve fund” within the meaning of Treasury Regulation Section 1.860G-2(h). Upon the termination of the Trust Fund, or the payment in full of the Class A Certificates and the Mezzanine Floating Rate Certificates, all amounts remaining on deposit in the Cap Account shall be released by the Trust Fund and distributed to the Class C Certificateholders or their designees. The Cap Account shall be part of the Trust Fund but not part of any Trust REMIC and any payments to the Holders of the Floating Rate Certificates of Net WAC Rate Carryover Amounts will not be payments with respect to a “regular interest” in a REMIC within the meaning of Code Section 860(G)(a)(1). (d) By accepting a Class C Certificate, each Class C Certificateholder hereby agrees to direct the Trustee, and the Trustee is hereby directed, to deposit into the Cap Account the amounts described above on each Distribution Date. For federal income tax purposes, the right of the Floating Rate Certificates to receive payments from the Cap Account may have more than a de minimis value.

Cap Account. (a) No later than the Closing Date, the Trustee shall establish and maintain with itself, a separate, segregated trust account titled, “Cap Account, Deutsche Bank National Trust Company, as Cap Trustee, in trust for the registered Certificateholders of Fremont Soundview Home Loan Trust 2006-3WF2, Asset-Backed Certificates, Series 2006-3WF2.” Such account shall be an Eligible Account and amounts therein shall be held uninvested. (b) On each Distribution Date, pursuant to the Cap Allocation Agreement, the Cap Trustee, prior to any distribution to any Certificate, shall deposit into the Cap Account amounts received pursuant to the Interest Rate Cap Agreement for distribution in accordance with Section 4.01(f) above. (c) It is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be disregarded as an entity separate from the Holder of the Class C Certificates unless and until the date when either (a) there is more than one Class C Certificateholder or (b) any Class of Certificates in addition to the Class C Certificates is recharacterized as an equity interest in the Cap Account for federal income tax purposes, in which case it is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be treated as a partnership. The Cap Account will be an “outside reserve fund” within the meaning of Treasury Regulation Section 1.860G-2(h). Upon the termination of the Trust Fund, or the payment in full of the Class A Certificates and the Mezzanine Offered Certificates, all amounts remaining on deposit in the Cap Account shall be released by the Trust Fund and distributed to the Class C Certificateholders or their designees. The Cap Account shall be part of the Trust Fund but not part of any Trust REMIC and any payments to the Holders of the Floating Rate Offered Certificates of Net WAC Rate Carryover Amounts will not be payments with respect to a “regular interest” in a REMIC within the meaning of Code Section 860(G)(a)(1). (d) By accepting a Class C Certificate, each Class C Certificateholder hereby agrees to direct the Trustee, and the Trustee is hereby directed, to deposit into the Cap Account the amounts described above on each Distribution Date. For federal income tax purposes, the right of the Floating Rate Offered Certificates to receive payments from the Cap Account may have more than a de minimis value.

Cap Account. (a) No later than the Closing Date, the Cap Trustee shall establish and maintain with itself, a separate, segregated trust account titled, “Cap Account, Deutsche Bank National Trust CompanyWxxxx Fargo Bank, N.A., as Cap Trustee, in trust for the registered Certificateholders of Fremont Soundview Home Loan Trust 20062007-3OPT4, Asset-Backed Certificates, Series 20062007-3OPT4.” Such account shall be an Eligible Account and amounts therein shall be held uninvested. (b) On each Distribution Date, pursuant to the Cap Allocation Agreement, the Cap Trustee, prior to any distribution to any Certificate, shall deposit into the Cap Account amounts received pursuant to the Interest Rate Cap Agreement for distribution in accordance with Section 4.01(f4.01(g) above. (c) It is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be disregarded as an entity separate from the Holder of the Class C Certificates unless and until the date when either (a) there is more than one Class C Certificateholder or (b) any Class of Certificates in addition to the Class C Certificates is recharacterized as an equity interest in the Cap Account for federal income tax purposes, in which case it is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be treated as a partnership. The Cap Account will be an “outside reserve fund” within the meaning of Treasury Regulation Section 1.860G-2(h). Upon the termination of the Trust Fund, or the payment in full of the Class A Certificates and the Mezzanine Floating Rate Certificates, all amounts remaining on deposit in the Cap Account shall be released by the Trust Fund and distributed to the Class C Certificateholders or their designees. The Cap Account shall be part of the Trust Fund but not part of any Trust REMIC and any payments to the Holders of the Floating Rate Certificates of Net WAC Rate Carryover Amounts will not be payments with respect to a “regular interest” in a REMIC within the meaning of Code Section 860(G)(a)(1). (d) By accepting a Class C Certificate, each Class C Certificateholder hereby agrees to direct the Trustee, and the Trustee is hereby directed, to deposit into the Cap Account the amounts described above on each Distribution Date. For federal income tax purposes, the right of the Floating Rate Certificates to receive payments from the Cap Account may have more than a de minimis value.

Cap Account. (a) No later than the Closing Date, the Cap Trustee shall establish and maintain with itself, a separate, segregated trust account titled, “Cap Account, Deutsche Bank National Trust CompanyWxxxx Fargo Bank, N.A., as Cap Trustee, in trust for the registered Certificateholders of Fremont Soundview Home Loan Trust 20062007-3OPT3, Asset-Backed Certificates, Series 20062007-3OPT3.” Such account shall be an Eligible Account and amounts therein shall be held uninvested. (b) On each Distribution Date, pursuant to the Cap Allocation Agreement, the Cap Trustee, prior to any distribution to any Certificate, shall deposit into the Cap Account amounts received pursuant to the Interest Rate Cap Agreement for distribution in accordance with Section 4.01(f4.01(g) above. (c) It is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be disregarded as an entity separate from the Holder of the Class C Certificates unless and until the date when either (a) there is more than one Class C Certificateholder or (b) any Class of Certificates in addition to the Class C Certificates is recharacterized as an equity interest in the Cap Account for federal income tax purposes, in which case it is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be treated as a partnership. The Cap Account will be an “outside reserve fund” within the meaning of Treasury Regulation Section 1.860G-2(h). Upon the termination of the Trust Fund, or the payment in full of the Class A Certificates and the Mezzanine Floating Rate Certificates, all amounts remaining on deposit in the Cap Account shall be released by the Trust Fund and distributed to the Class C Certificateholders or their designees. The Cap Account shall be part of the Trust Fund but not part of any Trust REMIC and any payments to the Holders of the Floating Rate Certificates of Net WAC Rate Carryover Amounts will not be payments with respect to a “regular interest” in a REMIC within the meaning of Code Section 860(G)(a)(1). (d) By accepting a Class C Certificate, each Class C Certificateholder hereby agrees to direct the Trustee, and the Trustee is hereby directed, to deposit into the Cap Account the amounts described above on each Distribution Date. For federal income tax purposes, the right of the Floating Rate Certificates to receive payments from the Cap Account may have more than a de minimis value.

Cap Account. (a) No later than the Closing Date, the Trustee Trust Administrator shall establish and maintain with itself, a separate, segregated trust account titled, “Cap Account"Wells Fargo Bank, Deutsche Bank National X.X. as Supplemental Interest Trust Company, as Cap Trustee, in trust for the registered Certificateholders holders of Fremont Home Loan MASTR Asset Backed Securities Trust 2006-3HE1, AssetMortgage Pass-Backed Through Certificates, Series 2006-3HE1--Cap Account.” " Such account shall be an Eligible Account and amounts therein shall be held uninvested. (b) On each Distribution Date, pursuant to the Cap Allocation Agreement, the Cap Trustee, prior to any distribution to any Certificate, the Trust Administrator shall deposit into the Cap Account amounts received pursuant to by the Interest Rate Trust Administrator under the Cap Agreement Contract for distribution in accordance with Section 4.01(f4.01(h) above. (c) It is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be disregarded as an entity separate from the Holder of the Class C CE Certificates unless and until the date when either (a) there is more than one Class C CE Certificateholder or (b) any Class of Certificates in addition to the Class C CE Certificates is recharacterized as an equity interest in the Cap Account for federal income tax purposes, in which case it is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be treated as a partnershipgrantor trust. The Cap Account will be an “"outside reserve fund” " within the meaning of Treasury Regulation Section 1.860G-2(h). Upon the termination of the Trust Fund, or the payment in full of the Class A Certificates and the Mezzanine Certificates, all amounts remaining on deposit in the Cap Account shall be released by the Trust Fund and distributed to the Class C CE Certificateholders or their designees. The Cap Account shall be part of the Trust Fund but not part of any Trust REMIC and any payments to the Holders of the Floating Rate Certificates of Net WAC Rate Carryover Amounts will not be payments with respect to a “"regular interest” " in a REMIC within the meaning of Code Section 860(G)(a)(1). (d) By accepting a Class C CE Certificate, each Class C CE Certificateholder hereby agrees to direct the TrusteeTrust Administrator, and the Trustee Trust Administrator is hereby directed, to deposit into the Cap Account the amounts described above on each Distribution Date. For federal income tax purposes, the right of the Floating Rate Class A Certificiates and Mezzanine Certificates to receive payments from the Cap Account may have more than a de minimis DE MINIMIS value.

Cap Account. (a) No later than the Closing Date, the Trustee shall establish and maintain with itself, a separate, segregated trust account titled, “Cap Account, Deutsche Bank National Trust Company, as Cap Trustee, in trust for the registered Certificateholders of Fremont Soundview Home Loan Trust 20062007-3WMC1, Asset-Backed Certificates, Series 20062007-3WMC1.” Such account shall be an Eligible Account and amounts therein shall be held uninvested. (b) On each Distribution Date, pursuant to the Cap Allocation Agreement, the Cap Trustee, prior to any distribution to any Certificate, shall deposit into the Cap Account amounts received pursuant to the Interest Rate Cap Agreement for distribution in accordance with Section 4.01(f) above. (c) It is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be disregarded as an entity separate from the Holder of the Class C Certificates unless and until the date when either (a) there is more than one Class C Certificateholder or (b) any Class of Certificates in addition to the Class C Certificates is recharacterized as an equity interest in the Cap Account for federal income tax purposes, in which case it is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be treated as a partnership. The Cap Account will be an “outside reserve fund” within the meaning of Treasury Regulation Section 1.860G-2(h). Upon the termination of the Trust Fund, or the payment in full of the Class A Certificates and the Mezzanine Floating Rate Certificates, all amounts remaining on deposit in the Cap Account shall be released by the Trust Fund and distributed to the Class C Certificateholders or their designees. The Cap Account shall be part of the Trust Fund but not part of any Trust REMIC and any payments to the Holders of the Floating Rate Certificates of Net WAC Rate Carryover Amounts will not be payments with respect to a “regular interest” in a REMIC within the meaning of Code Section 860(G)(a)(1). (d) By accepting a Class C Certificate, each Class C Certificateholder hereby agrees to direct the Trustee, and the Trustee is hereby directed, to deposit into the Cap Account the amounts described above on each Distribution Date. For federal income tax purposes, the right of the Floating Rate Certificates to receive payments from the Cap Account may have more than a de minimis value.

Cap Account. (a) No later than the Closing Date, the Trustee shall establish and maintain with itself, a separate, segregated trust account titled, “Cap Account, Deutsche Bank National Trust Company, as Cap Trustee, in trust for the registered Certificateholders of Fremont Soundview Home Loan Trust 20062007-3NS1, Asset-Backed Certificates, Series 20062007-3NS1.” Such account shall be an Eligible Account and amounts therein shall be held uninvested. (b) On each Distribution Date, pursuant to the Cap Allocation Agreement, the Cap Trustee, prior to any distribution to any Certificate, shall deposit into the Cap Account amounts received pursuant to the Interest Rate Cap Agreement for distribution in accordance with Section 4.01(f) above. (c) It is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be disregarded as an entity separate from the Holder of the Class C Certificates unless and until the date when either (a) there is more than one Class C Certificateholder or (b) any Class of Certificates in addition to the Class C Certificates is recharacterized as an equity interest in the Cap Account for federal income tax purposes, in which case it is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be treated as a partnership. The Cap Account will be an “outside reserve fund” within the meaning of Treasury Regulation Section 1.860G-2(h). Upon the termination of the Trust Fund, or the payment in full of the Class A Certificates and the Mezzanine Floating Rate Certificates, all amounts remaining on deposit in the Cap Account shall be released by the Trust Fund and distributed to the Class C Certificateholders or their designees. The Cap Account shall be part of the Trust Fund but not part of any Trust REMIC and any payments to the Holders of the Floating Rate Certificates of Net WAC Rate Carryover Amounts will not be payments with respect to a “regular interest” in a REMIC within the meaning of Code Section 860(G)(a)(1). (d) By accepting a Class C Certificate, each Class C Certificateholder hereby agrees to direct the Trustee, and the Trustee is hereby directed, to deposit into the Cap Account the amounts described above on each Distribution Date. For federal income tax purposes, the right of the Floating Rate Certificates to receive payments from the Cap Account may have more than a de minimis value.

Cap Account. (a) No later than the Closing Date, the Trustee Trust Administrator shall establish and maintain with itself, a separate, segregated trust account titled, “Cap AccountXxxxx Fargo Bank, Deutsche Bank National N.A. as Supplemental Interest Trust Company, as Cap Trustee, in trust for the registered Certificateholders holders of Fremont Home Loan MASTR Asset Backed Securities Trust 2006-3AM1, AssetMortgage Pass-Backed Through Certificates, Series 2006-3AM1—Cap Account.” Such account shall be an Eligible Account and amounts therein shall be held uninvested. (b) On each Distribution Date, pursuant to the Cap Allocation Agreement, the Cap Trustee, prior to any distribution to any Certificate, the Trust Administrator shall deposit into the Cap Account amounts received pursuant to by the Interest Rate Trust Administrator under the Cap Agreement Contract for distribution in accordance with Section 4.01(f4.01(h) above. (c) It is the intention of the parties hereto that, for For federal and state income and state and local franchise tax purposes, the Cap Account shall be disregarded as an entity separate from owned by the majority Holder of the Class C Certificates unless CE Certificates. (d) For federal and until the date when either (a) there is more than one Class C Certificateholder or (b) any Class of Certificates in addition to the Class C Certificates is recharacterized as an equity interest in the Cap Account for federal state income tax purposes, in which case it is the intention Class CE Certificateholders shall be deemed to be the owners of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be treated as a partnership. The Cap Account will be an “outside reserve fund” within the meaning of Treasury Regulation Section 1.860G-2(h)Account. Upon the termination of the Trust Fund, or the payment in full of the Class A Certificates and the Mezzanine Certificates, all amounts remaining on deposit in the Cap Account shall be released by the Trust Fund and distributed to the Class C CE Certificateholders or their designees. The Cap Account shall be part of the Trust Fund but not part of any Trust REMIC and any payments to the Holders of the Floating Rate Certificates of Net WAC Rate Carryover Amounts will not be payments with respect to a “regular interest” in a REMIC within the meaning of Code Section 860(G)(a)(1). (de) By accepting a Class C CE Certificate, each Class C CE Certificateholder hereby agrees to direct the TrusteeTrust Administrator, and the Trustee Trust Administrator is hereby directed, to deposit into the Cap Account the amounts described above on each Distribution Date. . (f) For federal income tax purposes, the value of the right of the Floating Rate Class A Certificates and Mezzanine Certificates to receive payments from the Cap Account may have more than a de minimis valueshall be $454,000.

Cap Account. (a) No later than the Closing Date, the Trustee shall establish and maintain with itselfitself or the Cap Administrator, a separate, segregated trust account titled, “Cap AccountCitibank, Deutsche Bank National Trust CompanyN.A, as Cap Trustee, in trust for the registered Certificateholders holders of Fremont Home Citigroup Mortgage Loan Trust 2006-3HE3, Asset-Backed Certificates, Series 2006-3HE3—Cap Account.” Such account shall be an Eligible Account and amounts therein shall be held uninvested. (b) On Prior to each Distribution Date, pursuant to the Cap Allocation Administration Agreement, the Cap Trustee, prior to any distribution to any Certificate, the Cap Administrator on behalf of the Cap Trustee shall deposit into the Cap Account amounts received pursuant to by it under the Interest Rate Cap Agreement Agreement, for distribution in accordance with Section 4.01(f4.01(a)(6) above. (c) It is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be disregarded as an entity separate from the Holder of the Class C CE Certificates unless and until the date when either (a) there is more than one Class C CE Certificateholder or (b) any Class of Certificates in addition to the Class C CE Certificates is recharacterized as an equity interest in the Cap Account for federal income tax purposes, in which case it is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be treated as a partnership. The Cap Account will be an “outside reserve fund” within the meaning of Treasury Regulation Section 1.860G-2(h). Upon the termination of the Trust Fund, or the payment in full of the Class A Certificates and the Mezzanine Floating Rate Certificates, all amounts remaining on deposit in the Cap Account shall be released by the Trust Fund and distributed to the Class C CE Certificateholders or their designees. The Cap Account shall be part of the Trust Fund but not part of any Trust REMIC and any payments to the Holders of the Floating Rate Certificates of Net WAC Rate Carryover Amounts will not be payments with respect to a “regular interest” in a REMIC within the meaning of Code Section 860(G)(a)(1). (d) . By accepting a Class C CE Certificate, each Class C CE Certificateholder hereby agrees to direct the TrusteeTrust Administrator, and the Trustee Trust Administrator is hereby directed, to deposit into the Cap Account the amounts described above on each Distribution Date. For federal income tax purposes, the right of the Floating Rate Certificates to receive payments from the Cap Account may have more than a de minimis value.

Cap Account. (a) No later than the Closing Date, the Trustee Securities Administrator shall establish and maintain with itself, as agent for the Trustee, on behalf of the Supplement Interest Trust, a separate, segregated trust account (the “Cap Account”) titled, “Cap AccountXxxxx Fargo Bank, Deutsche Bank National Trust Company, N.A. as Cap TrusteeSecurities Administrator, in trust for the registered Certificateholders holders of Fremont Home Deutsche Alt-A Securities Mortgage Loan Trust 2006-3, Asset-Backed CertificatesTrust, Series 2006-3.” AR4, Mortgage Pass-Through Certificates—Cap Account”. Such account shall be an Eligible Account and amounts therein shall be held uninvested. (b) On each Distribution Date, pursuant to the Cap Allocation Agreement, the Cap Trustee, prior to any distribution to any Certificate, shall deposit into the Cap Account amounts received pursuant to the Interest Rate Cap Agreement for distribution in accordance with Section 4.01(f) above. (c) It is the intention of the parties hereto that, for . For federal and state income and state and local franchise tax purposes, the Cap Account Class CE Certificateholders shall be disregarded as an entity separate from deemed to be the Holder owners of the Class C Certificates unless and until the date when either (a) there is more than one Class C Certificateholder or (b) any Class of Certificates in addition to the Class C Certificates is recharacterized as an equity interest in the Cap Account for federal income tax purposes, in which case it is the intention of the parties hereto that, for federal and state income and state and local franchise tax purposes, the Cap Account be treated as a partnershipAccount. The Cap Account will Agreement shall be an “outside reserve fund” within the meaning of Treasury Regulation Section 1.860G-2(h). Upon the termination of the Trust FundTrust, or the payment in full of the Class A Certificates Certificate and the Mezzanine Subordinate Certificates, all amounts remaining on deposit in the Cap Account shall be released by the Trust Fund and distributed to the Class C Certificateholders or their designeesCE Certificateholders. The Cap Account shall be part of the Trust Fund but not part of any Trust REMIC and any payments to the Holders holders of the Floating Rate Class A Certificates of Net WAC Rate Carryover Amounts will and the Subordinate Certificates from the Cap Account shall not be payments with respect to a “regular interest” in a REMIC within the meaning of Code Section 860(G)(a)(1860G(a)(1). (d) By accepting a Class C Certificate, each Class C Certificateholder hereby agrees to direct . Upon receipt of any amounts paid under the TrusteeCap Agreement, and following any distributions of Net Monthly Excess Cashflow pursuant to Section 4.1(a)(iii) above and withdrawals from the Trustee is hereby directedReserve Fund pursuant to Section 4.1(a)(iv) above, to the Securities Administrator shall deposit such amounts into the Cap Account the amounts described above on each Distribution Date. For federal income tax purposes, the right of the Floating Rate Certificates for distribution pursuant to receive payments from the Cap Account may have more than a de minimis valueSection 4.1(a)(vi) above.