Common use of Cap Agreement Reserve Fund Clause in Contracts

Cap Agreement Reserve Fund. (a) On the Closing Date, the Trustee shall establish and maintain in its name, in trust for the benefit of the holders of the Offered Certificates, a Cap Agreement Reserve Fund, into which LBH shall deposit $1,000. In addition, the Trustee shall hold the Cap Agreement as an asset in the Cap Agreement Reserve Fund. The Cap Agreement Reserve Fund shall be an Eligible Account, and funds on deposit therein shall be held separate and apart from, and shall not be commingled with, any other moneys, including, without limitation, other moneys of the Trustee held pursuant to this Agreement. (b) On each Distribution Date on which there is a payment received under the Cap Agreement that is based on a notional amount in excess of the aggregate Class Principal Amount of the Offered Certificates (such amount, the “Class X Excess Cap Amount”), the Trustee shall not treat such payments as amounts on deposit in the Cap Agreement Reserve Fund for purposes of determining the Required Reserve Fund Amount for any Distribution Date. Any such Class X Excess Cap Amount shall not be an asset of the Trust Fund and, instead, shall be paid into and distributed out of a separate trust created by this Agreement for the benefit of the Class X Certificateholders, and the Trustee shall distribute such amount to the Class X Certificateholders pursuant to Section 5.02(d)(iii). On each Distribution Date the Trustee shall distribute in the order of priority and to the extent specified in Section 5.02(d)(iii) of this Agreement the sum of (without duplication) (a) any payments made by the Cap Counterparty to the Trust Fund for such Distribution Date with respect to the Cap Agreement and (b) any amounts then on deposit in the Cap Agreement Reserve Fund, including any earnings thereon, in respect of the Cap Agreement. On any Distribution Date, any amounts that the Trustee is not required to distribute from the Cap Agreement Reserve Fund pursuant to Section 5.02(d)(iii) of this Agreement shall remain on deposit in the Cap Agreement Reserve Fund. (c) Funds in the Cap Agreement Reserve Fund shall be invested in Eligible Investments. The Class X Certificates shall evidence ownership of the Cap Agreement Reserve Fund for federal income tax purposes and LBH on behalf of the Holders thereof shall direct the Trustee, in writing, as to investment of amounts on deposit therein. LBH shall be liable for any losses incurred on such investments. In the absence of written instructions from LBH as to investment funds on deposit in the Cap Agreement Reserve Fund, such funds shall remain uninvested.

Cap Agreement Reserve Fund. (a) The Trustee is hereby authorized and directed to enter into the Cap Agreement on behalf of the Trust and to establish the Cap Agreement Reserve Fund pursuant to Section 7.02(a). On each Distribution Date after the Closing Startup Day but not beyond the July 2008 Distribution Date, the Trustee shall establish and maintain in its name, in trust for the benefit of the holders of the Offered Certificates, a Cap Agreement Reserve Fund, into which LBH shall deposit $1,000. In addition, the Trustee shall hold the Cap Agreement as an asset in the Cap Agreement Reserve FundFund all amounts received on the Cap Agreement since the preceding Distribution Date. The Amounts on deposit in the Cap Agreement Reserve Fund shall be an Eligible Account, and invested at the direction of the Servicer. Any investment earnings on funds on deposit therein held in the Cap Agreement Reserve Fund shall be held separate and apart from, and shall not be commingled with, any other moneys, including, without limitation, other moneys for the account of the Trustee held pursuant to this AgreementServicer. (b) On each Distribution Date on which there is a payment received under after the Cap Agreement that is based on a notional amount in excess of Startup Day but not beyond the aggregate Class Principal Amount of July 2008 Distribution Date, (before giving effect to the Offered Certificates (such amount, the “Class X Excess Cap Amount”)distributions pursuant to Section 7.03(b) clause C.25, the Trustee shall not treat apply all Cap Agreement Proceeds received on the Cap Agreement for such payments as amounts Distribution Date and, to the extent necessary, all other amounts, if any, on deposit in the Cap Agreement Reserve Fund (other than investment earnings on funds held in the Cap Agreement Reserve Fund, which shall be for purposes the account of determining the Required Servicer) in the following order of priority: (i) first, concurrently, from and to the extent of the amounts in the Cap Agreement Reserve Fund Amount (i) to the Class AV-1 Certificates, the lesser of (A) the related Group II Adjusted Cap Carryover for such Class and (B) the related unpaid Group II Net WAC Cap Carryover for such Class, (ii) to the Class AV-2 Certificates, the lesser of (A) the related Group II Adjusted Cap Carryover for such Class and (B) the related unpaid Group II Net WAC Cap Carryover for such Class and (iii) to each Class of Subordinate Certificates, the lesser of (A) the related Subordinate Adjusted Cap Carryover for such Class and (B) the related unpaid Subordinate Net WAC Cap Carryover for such class; (ii) second, from and to the extent of amounts remaining, to the Class AV-1 and Class AV-2 Certificates, pro rata, any related unpaid Group II Net WAC Cap Carryover for any Distribution Datesuch Class; (iii) third, to the Class M-1 Certificates, any remaining Subordinate Net WAC Cap Carryover for such Class; (iv) fourth, to the Class M-2 Certificates, any remaining Subordinate Net WAC Cap Carryover for such Class; (v) fifth, to the Class M-3 Certificates, any remaining Subordinate Net WAC Cap Carryover for such Class; (vi) sixth, to the Class M-4 Certificates, any remaining Subordinate Net WAC Cap Carryover for such Class; (vii) seventh, to the Class M-5 Certificates, any remaining Subordinate Net WAC Cap Carryover for such Class; (viii) eighth, to the Class M-6 Certificates, any remaining Subordinate Net WAC Cap Carryover for such Class; (ix) ninth, to the Class M-7 Certificates, any remaining Subordinate Net WAC Cap Carryover for such Class; (x) tenth, to the Class B-1 Certificates, any remaining Subordinate Net WAC Cap Carryover for such Class; (xi) eleventh, to the Class B-2 Certificates, any remaining Subordinate Net WAC Cap Carryover for such Class; (xii) twelfth, to the Class B-3 Certificates, any remaining Subordinate Net WAC Cap Carryover for such Class; and (xiii) thirteenth, any remainder for deposit into the Cap Agreement Reserve Fund. Any amount remaining on deposit in the Cap Agreement Reserve Fund after the application of funds pursuant to this Section 7.12(b) on the July 2008 Distribution Date shall be paid from the separate trust referred to in subsection (d) below to (or upon the order of) the Servicer. (c) [Reserved]. (d) The Cap Agreement Reserve Fund shall be treated as an “outside reserve fund” within the meaning of Treasury Regulation Section 1.8606-2(h) and shall not be an asset of any REMIC or the Trust Fund created pursuant to this Agreement and, instead, shall be an asset of a separate trust. For state and federal tax purposes the Servicer, on the Distribution Date in July 2008, shall be the beneficial owner of the Cap Agreement Reserve Fund. If there are any aggregate payments under any Cap Agreement based on a notional balance in excess of the aggregate Certificate Principal Balances of the Group II Certificates and the aggregate Certificate Principal Balance of the Subordinate Certificates, the amount representing such Class X Excess Cap Amount excess payment shall not be an asset of the Trust Fund and, instead, shall be an asset of the separate trust referred to in subsection (d) above, and shall be paid into and distributed out of a the separate trust created by this Agreement referred to in subsection (d) above for the benefit of the Class X Certificateholders, and the Trustee shall distribute such amount to the Class X Certificateholders pursuant to Section 5.02(d)(iii). On each Distribution Date the Trustee shall distribute in the order of priority and Servicer to the extent specified of and in accordance with the priority of payments set forth in Section 5.02(d)(iii) of this Agreement the sum of (without duplication) (a) any payments made by the Cap Counterparty to the Trust Fund for such Distribution Date with respect to the Cap Agreement and (b) any amounts then on deposit in the Cap Agreement Reserve Fund, including any earnings thereon, in respect of the Cap Agreement. On any Distribution Date, any amounts that the Trustee is not required to distribute from the Cap Agreement Reserve Fund pursuant to Section 5.02(d)(iii) of this Agreement shall remain on deposit in the Cap Agreement Reserve Fund7.12(b). (c) Funds in the Cap Agreement Reserve Fund shall be invested in Eligible Investments. The Class X Certificates shall evidence ownership of the Cap Agreement Reserve Fund for federal income tax purposes and LBH on behalf of the Holders thereof shall direct the Trustee, in writing, as to investment of amounts on deposit therein. LBH shall be liable for any losses incurred on such investments. In the absence of written instructions from LBH as to investment funds on deposit in the Cap Agreement Reserve Fund, such funds shall remain uninvested.

Cap Agreement Reserve Fund. (a) On the Closing Date, the Trustee shall establish and maintain in its name, in trust for the benefit of the holders of the Offered Certificates, a Cap Agreement Reserve Fund, into which LBH shall deposit $1,000. In addition, the Trustee shall hold the Cap Agreement as an asset in the Cap Agreement Reserve Fund. The Cap Agreement Reserve Fund shall be an Eligible Account, and funds on deposit therein shall be held separate and apart from, and shall not be commingled with, any other moneys, including, without limitation, other moneys of the Trustee held pursuant to this Agreement. (b) On each Distribution Date on which there is a payment received under the Cap Agreement that is based on a notional amount in excess of the aggregate Class Principal Amount of the Offered Certificates (such amount, the “Class X Excess Cap Amount”), the Trustee shall not treat such payments as amounts on deposit in the Cap Agreement Reserve Fund for purposes of determining the Required Reserve Fund Amount for any Distribution Date. Any such Class X Excess Cap Amount shall not be an asset of the Trust Fund and, instead, shall be paid into and distributed out of a separate trust created by this Agreement for the benefit of the Class X Certificateholders, and the Trustee shall distribute such amount to the Class X Certificateholders pursuant to Section 5.02(d)(iii). On each Distribution Date the Trustee shall distribute in the order of priority and to the extent specified in Section 5.02(d)(iii) of this Agreement the sum of (without duplication) (a) any payments made by the Cap Counterparty to the Trust Fund for such Distribution Date with respect to the Cap Agreement and (b) any amounts then on deposit in the Cap Agreement Reserve Fund, including any earnings thereon, in respect of the Cap Agreement. On any Distribution Date, any amounts that the Trustee is not required to distribute from the Cap Agreement Reserve Fund pursuant to Section 5.02(d)(iii) of this Agreement shall remain on deposit in the Cap Agreement Reserve Fund. (c) Funds in the Cap Agreement Reserve Fund shall be invested in Eligible Investments. The Class X Certificates shall evidence ownership of the Cap Agreement Reserve Fund for federal income tax purposes and LBH on behalf of the Holders thereof shall direct the Trustee, in writing, as to investment of amounts on deposit therein. LBH shall be liable for any losses incurred on such investments. In LBH hereby directs the absence of written instructions from LBH as Trustee to investment invest funds on deposit in the Cap Agreement Reserve Fund, Fund in Xxxxxxx Sachs FS Treasury Instruments Fund Class 524 or such funds shall remain uninvestedinvestment as is hereafter specified to the Trustee by LBH from time to time.

Cap Agreement Reserve Fund. (a) On the Closing Date, the Trustee shall establish and maintain in its name, in trust for the benefit of the holders of the Offered Class B1-II, Class B2-II and Class CX Certificates, a Cap Agreement Reserve Fund, into which LBH shall deposit $1,000. In additionOne Business Day prior to each Distribution Date, the Cap Provider shall distribute the Trustee, on behalf of the Trust Fund, an amount equal to one month's interest calculated at an annual rate equal to the Strike Rate of the Cap Notional Amount with respect to the Class B1-II Certificates or with respect to the Class B2-II Certificates, as applicable (each as set forth in Section 1.01), multiplied by the actual number of days in the applicable Accrual Period, and divided by 360. (b) The Trustee shall hold deposits amounts received under the terms of the Cap Agreement one Business Day prior to each Distribution Date. The Cap Notional Amounts shall be treated as an asset assets in the Cap Agreement Reserve Fund. The Cap Agreement Reserve Fund shall be an Eligible Account, and funds on deposit therein shall be held separate and apart from, and shall not be commingled with, any other moneys, including, without limitation, other moneys of the Trustee held pursuant to this Agreement. (bc) On each Distribution Date on which there is a payment received under or prior to the Cap Agreement that is based on a notional amount in excess of the aggregate Class Principal Amount of the Offered Certificates (such amount, the “Class X Excess Cap Amount”)Termination Date, the Trustee shall not treat such payments as amounts on deposit in distribute to the Cap Agreement Reserve Fund for purposes of determining the Required Reserve Fund Amount for any Distribution Date. Any such Class X Excess Cap Amount shall not be an asset of the Trust Fund and, instead, shall be paid into and distributed out of a separate trust created by this Agreement for the benefit Holders of the Class X CertificateholdersB1-II, Class B2-II and Class CX Certificates payments received under the Trustee shall distribute such amount to terms of the Class X Certificateholders pursuant to Section 5.02(d)(iii). On each Distribution Date the Trustee shall distribute Cap Agreements in the order of priority and to the extent specified in Section 5.02(d)(iii5.02(d) of this Agreement the sum of (without duplication) (a) any payments made by the Cap Counterparty to the Trust Fund for such Distribution Date with respect to the Cap Agreement and (b) any amounts then on deposit in the Cap Agreement Reserve Fund, including any earnings thereon, in respect of the Cap Agreement. On any Distribution Date, any amounts that the Trustee is not required to distribute from the Cap Agreement Reserve Fund pursuant to Section 5.02(d)(iii) of this Agreement shall remain on deposit in the Cap Agreement Reserve Fund. (cd) Funds in the Cap Agreement Reserve Fund shall be invested in Eligible Investments. The Class X Certificates CX Certificate shall evidence ownership of the Cap Agreement Reserve Fund for federal income tax purposes and LBH Xxxxxx Brothers Holdings on behalf of the Holders Holder thereof shall direct the Trustee, in writing, as to investment of amounts on deposit therein. LBH shall be liable for any losses incurred on such investments. In Xxxxxx Brothers Holdings hereby directs the absence of written instructions from LBH as Trustee to investment invest funds on deposit in the Cap Agreement Reserve FundFund in X.X. Xxxxxx Prime Money Market Fund or such other investment as is hereafter specified to the Trustee by Xxxxxx Brothers Holdings. (e) The Cap Agreement is terminable by the Trust Fund or the Cap Provider following the occurrence of certain specified events of default, such funds shall remain uninvestedincluding failure of the Cap Provider to make required payments, and certain standard events under the 1992 International Swaps and Derivatives Association, Inc. Master Swap Agreement (Multi-Cross-Border).