Common use of Capital Contributions and Capital Accounts Clause in Contracts

Capital Contributions and Capital Accounts. (a) The value of the interests contributed by the Certificateholders (other than the Depositor) shall equal the amount paid by such Certificateholders, respectively, for their Certificates and such amounts shall constitute the opening balance in their Capital Accounts (as hereinafter defined). The value of the interests contributed by the Depositor shall equal the fair market value of the Depositor's Interest, which the Tax Partners agree shall be based on the sum, without duplication, of (i) the Reserve Account Initial Deposit and (ii) the value of the Depositor's Interest based on (A) as to the Certificate Balance and interest at the Pass-Through Rate of the Depositor's Trust Certificate, the average price of the Certificates to investors and (B) as to all other amounts due the Depositor, the present value of the cash flow to the Depositor of the amounts to which the Depositor is entitled to receive pursuant to Sections 5.05(b)(viii) and 5.06(b) and (e) of the Sale and Servicing Agreement at each Distribution Date or upon termination of the Trust using a discount rate that reflects an appropriate arm's-length equity rate of return and a prepayment assumption of 1.75 ABS, and such total shall be submitted to the Owner Trustee in writing within ten (10) Business Days after the Closing Date. Such amount shall constitute the opening balance in the Depositor's Capital Account. (b) An individual capital account (a "Capital Account") shall be maintained for each Tax Partner in compliance with Treasury Regulation Sections 1.704-1(b)(2)(iv) and 1.704-2 and accordingly, except as otherwise provided herein: (i) The Capital Account of each Tax Partner shall be credited by (A) the amount of cash and the fair market value of property other than cash contributed (or deemed contributed pursuant to Code Section 708) by such Tax Partner to the Tax Partnership (net of any liabilities assumed by the Tax Partnership upon such contribution or to which such property is subject at the time of such contribution); and (B) the amount of any item of taxable income or gain and the amount of any item of income or gain exempt from tax allocated to such Tax Partner. (ii) The Capital Account of each Tax Partner shall be debited by (A) the amount of any item of tax deduction or loss allocated to such Tax Partner; (B) such Tax Partner's allocable share of expenditures not deductible in computing taxable income and not properly chargeable as capital expenditures; and (C) the amount of cash and the fair market value of any property other than cash (net of any liabilities assumed by such Tax Partner or to which such property is subject at the time of distribution) distributed to such Tax Partner. (iii) Immediately prior to any distribution of property in kind, the Tax Partners' Capital Accounts shall be adjusted by assuming that the distributed properties were sold for cash at their respective fair market values as of the date of distribution and crediting or debiting each Tax Partner's Capital Account with its respective share of the hypothetical gains or losses resulting from such assumed sales in the same manner as gains or losses on actual sales of such properties would be allocated under Paragraph 6 below.

Capital Contributions and Capital Accounts. (a) The value of the interests contributed by the Class A Certificateholders (other than and the Depositor) Class I Certificateholders shall equal the amount paid by such Certificateholders, respectively, for their Certificates and such amounts shall constitute the opening balance in their Capital Accounts (as hereinafter defined). The value of the interests contributed by the Depositor Class IC Certificateholder shall equal the fair market value of the Depositor's InterestClass IC Certificate, which the Tax Partners agree shall be based on the sum, without duplication, of (i) the Reserve Account Initial Deposit and (ii) the value of the Depositor's Interest based on (A) as to the Certificate Balance and interest at the Pass-Through Rate of the Depositor's Trust Certificate, the average price of the Certificates to investors and (B) as to all other amounts due the Depositor, the present value of the cash flow to the Depositor Class IC Certificateholder of the amounts to which the Depositor Class IC Certificateholder is entitled to receive pursuant to Sections 5.05(b)(viiiSection 10.02(e) and 5.06(b) and (e) of the Sale and Servicing Agreement at each Distribution Date or upon termination of the Trust using a discount rate that reflects an appropriate arm'sof approximately three percent over the weighted average pass-length equity through rate of return the Class A Certificates (based upon the Servicer's determination of what an investor would pay for such an interest) and a prepayment assumption of 1.75 approximately 1.5 Asset Back Speed ("ABS, ") and such total shall be submitted to the Owner Trustee in writing within ten five (105) Business Days after the Closing Date. Such amount shall constitute the opening balance in the DepositorClass IC Certificateholder's Capital Account.. 101 (b) An individual capital account (a "Capital Account") shall be maintained for each Tax Partner in compliance with Treasury Regulation Sections 1.704-1(b)(2)(iv) and 1.704-2 and accordingly, except as otherwise provided herein: (i) The Capital Account of each Tax Partner shall be credited by (A) the amount of cash and the fair market value of property other than cash contributed (or deemed contributed pursuant to Code Section 708) by such Tax Partner to the Tax Partnership (net of any liabilities assumed by the Tax Partnership upon such contribution or to which such property is subject at the time of such contribution); and (B) the amount of any item of taxable income or gain and the amount of any item of income or gain exempt from tax allocated to such Tax Partner. (ii) The Capital Account of each Tax Partner shall be debited by (A) the amount of any item of tax deduction or loss allocated to such Tax Partner; (B) such Tax Partner's allocable share share, of expenditures not deductible in computing taxable income and not properly chargeable as capital expenditures; and (C) the amount of cash and the fair market value of any property other than cash (net of any liabilities assumed by such Tax Partner or to which such property is subject at the time of distribution) distributed to such Tax Partner. (iii) Immediately prior to any distribution of property in kind, the Tax Partners' Capital Accounts shall be adjusted by assuming that the distributed properties were sold for cash at their respective fair market values as of the date of distribution and crediting or debiting each Tax Partner's Capital Account with its respective share of the hypothetical gains or losses resulting from such assumed sales in the same manner as gains or losses on actual sales of such properties would be allocated under Paragraph 6 below. (iv) Any adjustments of basis of property provided for under Code Section 734 and 733 and comparable provisions of state law (resulting from an election under Code Section 754 or comparable provisions of state law) shall not affect the Capital Accounts of the Tax Partners, except as provided in Treasury Regulation Section 1.704-1(b)(2)(iv)(m)(5).

Capital Contributions and Capital Accounts. (a) The value of the interests contributed represented by the Certificateholders (other than the Depositor) Class A Certificates shall equal the amount paid by the Class A Certificateholders for such Certificateholdersinterests on the date of initial issuance thereof (the "Formation Date"), respectivelyor if such Class A Certificates are issued for property, for their Certificates the fair market value of such property on the Formation Date, and such amounts shall constitute the opening balance in their Capital Accounts (as hereinafter defined). The value of the interests contributed represented by the Depositor Class B Certificates shall equal the aggregate fair market value of the Depositor's Interest, which the Tax Partners agree shall be based Owner Trust Estate on the sum, without duplication, of (i) the Reserve Account Initial Deposit and (ii) Formation Date less the value of the Depositor's Interest based on (A) as attributed to the Certificate Balance and interest at the Pass-Through Rate of the Depositor's Trust Certificate, the average price of the Class A Certificates to investors and (B) as to all other amounts due the Depositor, the present value of the cash flow to the Depositor of the amounts to which the Depositor is entitled to receive pursuant to Sections 5.05(b)(viii) and 5.06(b) and (e) of the Sale and Servicing Agreement at each Distribution Date or upon termination of the Trust using a discount rate that reflects an appropriate arm's-length equity rate of return and a prepayment assumption of 1.75 ABS, and such total shall be submitted to the Owner Trustee in writing within ten (10) Business Days after the Closing Datedescribed above. Such amount shall constitute the opening balance in the Depositor's Class B Certificateholders' Capital AccountAccounts. (b) An individual capital account (a "Capital Account") shall be maintained for each Tax Partner in compliance with Treasury Regulation Regulations Sections 1.704-1(b)(2)(iv) and 1.704-2 and accordingly, except as otherwise provided herein: (i) The Capital Account of each Tax Partner shall be credited by (A) the amount of cash and the fair market value of property other than cash contributed (or deemed contributed pursuant to Code Section 708) by such Tax Partner to the Tax Partnership (net of any liabilities assumed by the Tax Partnership upon such contribution or to which such property is subject at the time of such contribution); and (B) the amount of any item of taxable income or gain and the amount of any item of income or gain exempt from tax allocated to such Tax Partner. (ii) The Capital Account of each Tax Partner shall be debited by (A) the amount of any item of tax deduction or loss allocated to such Tax Partner; (B) such Tax Partner's allocable share of expenditures not deductible in computing taxable income and not properly chargeable as capital expenditures; and (C) the amount of cash and the fair market value of any property other than cash (net of any liabilities assumed by such Tax Partner or to which such property is subject at the time of distribution) distributed to such Tax Partner. (iii) Immediately prior to any distribution of property in kind, the Tax Partners' Capital Accounts shall be adjusted by assuming that the distributed properties were sold for cash at their respective fair market values as of the date of distribution AN-1 193 and crediting or debiting each Tax Partner's Capital Account with its respective share of the hypothetical gains or losses resulting from such assumed sales in the same manner as gains or losses on actual sales of such properties would be allocated under Paragraph 6 Section 4 below. (iv) The Owner Trustee or the Tax Matters Partner (as defined herein) shall not make or cause to be made the election provided under Section 754 of the Code.

Capital Contributions and Capital Accounts. (a) The value of the interests contributed by the Certificateholders (other than the Depositor) shall equal the amount paid by such Certificateholders, respectively, for their Certificates and such amounts shall constitute the opening balance in their Capital Accounts (as hereinafter defined). The value of the interests contributed by the Depositor shall equal the fair market value of the Depositor's Interest, which the Tax Partners agree shall be based on the sum, without duplication, of (i) the Reserve Account Initial Deposit and (ii) the value of the Depositor's Interest based on (A) as to the Certificate Balance and interest at the Pass-Pass- Through Rate of the Depositor's Trust Certificate, the average price of the Certificates to investors and (B) as to all other amounts due the Depositor, the present value of the cash flow to the Depositor of the amounts to which the Depositor is entitled to receive pursuant to Sections 5.05(b)(viii) and 5.06(b) and (e) of the Sale and Servicing Agreement at each Distribution Date or upon termination of the Trust using a discount rate that reflects an appropriate arm's-length equity rate of return and a prepayment assumption of 1.75 ABS, and such total shall be submitted to the Owner Trustee in writing within ten (10) Business Days after the Closing Date. Such amount shall constitute the opening balance in the Depositor's Capital Account. (b) An individual capital account (a "Capital Account") shall be maintained for each Tax Partner in compliance with Treasury Regulation Sections 1.704-1(b)(2)(iv) and 1.704-2 and accordingly, except as otherwise provided herein: (i) The Capital Account of each Tax Partner shall be credited by (A) the amount of cash and the fair market value of property other than cash contributed (or deemed contributed pursuant to Code Section 708) by such Tax Partner to the Tax Partnership (net of any liabilities assumed by the Tax Partnership upon such contribution or to which such property is subject at the time of such contribution); and (B) the amount of any item of taxable income or gain and the amount of any item of income or gain exempt from tax allocated to such Tax Partner. (ii) The Capital Account of each Tax Partner shall be debited by (A) the amount of any item of tax deduction or loss allocated to such Tax Partner; (B) such Tax Partner's allocable share of expenditures not deductible in computing taxable income and not properly chargeable as capital expenditures; and (C) the amount of cash and the fair market value of any property other than cash (net of any liabilities assumed by such Tax Partner or to which such property is subject at the time of distribution) distributed to such Tax Partner. (iii) Immediately prior to any distribution of property in kind, the Tax Partners' Capital Accounts shall be adjusted by assuming that the distributed properties were sold for cash at their respective fair market values as of the date of distribution and crediting or debiting each Tax Partner's Capital Account with its respective share of the hypothetical gains or losses resulting from such assumed sales in the same manner as gains or losses on actual sales of such properties would be allocated under Paragraph 6 below.

Capital Contributions and Capital Accounts. (a) The value of the interests contributed by the Class A Certificateholders (other than and the Depositor) Class I Certificateholders shall equal the amount paid by such Certificateholders, respectively, for their Certificates and such amounts shall constitute the opening balance in their Capital Accounts (as hereinafter defined). The value of the interests contributed by the Depositor Class IC Certificateholder shall equal the fair market value of the Depositor's InterestClass IC Certificate, which the Tax Partners agree shall be based on the sum, without duplication, of (i) the Reserve Account Initial Deposit and (ii) the value of the Depositor's Interest based on (A) as to the Certificate Balance and interest at the Pass-Through Rate of the Depositor's Trust Certificate, the average price of the Certificates to investors and (B) as to all other amounts due the Depositor, the present value of the cash flow to the Depositor Class IC Certificateholder of the amounts to which the Depositor Class IC Certificateholder is entitled to receive pursuant to Sections 5.05(b)(viiiSection 10.02(e) and 5.06(b) and (e) of the Sale and Servicing Agreement at each Distribution Date or upon termination of the Trust using a discount rate that reflects an appropriate arm'sof approximately three percent over the weighted average pass-length equity through rate of return the Class A Certificates (based upon the Servicer's determination of what an investor would pay for such an interest) and a prepayment assumption of 1.75 approximately 1.5 Asset Back Speed ("ABS, ") and such total shall be submitted to the Owner Trustee in writing within ten five (105) Business Days after the Closing Date. Such amount shall constitute the opening balance in the DepositorClass IC Certificateholder's Capital Account. (b) An individual capital account (a "Capital Account") shall be maintained for each Tax Partner in compliance with Treasury Regulation Sections 1.704-1(b)(2)(iv) and 1.704-2 and accordingly, except as otherwise provided herein: (i) The Capital Account of each Tax Partner shall be credited by (A) the amount of cash and the fair market value of property other than cash contributed (or deemed contributed pursuant to Code Section 708) by such Tax Partner to the Tax Partnership (net of any liabilities assumed by the Tax Partnership upon such contribution or to which such property is subject at the time of such contribution); and (B) the amount of any item of taxable income or gain and the amount of any item of income or gain exempt from tax allocated to such Tax Partner. (ii) The Capital Account of each Tax Partner shall be debited by (A) the amount of any item of tax deduction or loss allocated to such Tax Partner; (B) such Tax Partner's allocable share share, of expenditures not deductible in computing taxable income and not properly chargeable as capital expenditures; and (C) the amount of cash and the fair market value of any property other than cash (net of any liabilities assumed by such Tax Partner or to which such property is subject at the time of distribution) distributed to such Tax Partner. (iii) Immediately prior to any distribution of property in kind, the Tax Partners' Capital Accounts shall be adjusted by assuming that the distributed properties were sold for cash at their respective fair market values as of the date of distribution and crediting or debiting each Tax Partner's Capital Account with its respective share of the hypothetical gains or losses resulting from such assumed sales in the same manner as gains or losses on actual sales of such properties would be allocated under Paragraph 6 below. (iv) Any adjustments of basis of property provided for under Code Section 734 and 733 and comparable provisions of state law (resulting from an election under Code Section 754 or comparable provisions of state law) shall not affect the Capital Accounts of the Tax Partners, except as provided in Treasury Regulation Section 1.704-1(b)(2)(iv)(m)(5).