Common use of Claims on the Policy; Policy Payments Account Clause in Contracts

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw Amount. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy in the form on the later to occur of (i) 12:00 NOON, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOON, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for which a claim was made. No Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the portion of any payment of principal of or interest on the Notes paid from funds transferred from the Policy Payments Account shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from for a Class specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw AmountAmount for the Class of Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy for the Class of Notes in the form on the later to occur of (i) 12:00 NOON, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOON, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for their Class of Notes for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Payment Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the related Class of Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the related Class of Notes paid from funds transferred from the Policy Payments Account Account, however, shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day7. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from for a Class specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw AmountAmount for the Class of Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy for the Class of Notes in the form (that is not a Preference Amount) on the later to occur of (i) 12:00 NOON, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOON, New York City time, on the Payment Date to which the deficiency relates. The Credit Enhancer will pay any Credit Enhancement Draw Amount that is a Preference Amount on the Business Day following receipt on a Business Day by 12:00 NOON, New York City time, by the Fiscal Agent (as defined in the Policy) of (1) a certified copy of the order requiring the return of a preference payment, (2) an opinion of counsel satisfactory to the Credit Enhancer that the order is final and not subject to appeal, (3) an assignment in any form reasonably required by the Credit Enhancer irrevocably assigning to the Credit Enhancer all rights and c1aims of the Holder relating to or arising under the Notes against the debtor that made the preference payment or otherwise with respect to the preference payment, and (4) appropriate instruments in any form reasonably required by the Credit Enhancer to effect the appointment of the Credit Enhancer as agent for the Holder in any legal proceeding related to the preference payment. If the documents in (1) through (4) above are received after 12:00 NOON, New York City time, on a Business Day, they will be deemed to be received on the following Business Day. Any Credit Enhancement Draw Amount that is a Preference Amount will be distributed by the Indenture Trustee to the receiver or trustee in bankruptcy named in the final order of the court exercising jurisdiction on behalf of the Holder and not to any Holder directly unless the Holder has returned principal or interest paid on the Notes to the receiver or trustee in bankruptcy, in which case such payment shall be distributed by the Indenture Trustee to the Holder. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for their Class of Notes for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Payment Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the related Class of Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the related Class of Notes paid from funds transferred from the Policy Payments Account Account, however, shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day7. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw Amount. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy in the form on the later to occur of (i) 12:00 NOON, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOON, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for which a claim was made. No Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the portion of any payment of principal of or interest on the Notes paid from funds transferred from the Policy Payments Account shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day7. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw Amount. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy in the form on the later to occur of (i) 12:00 NOON, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOON, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment Deficiency Amount for which a claim was made. No Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Sponsor, the Depositor, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the portion of any payment of principal of or interest on the Notes paid from funds transferred from the Policy Payments Account shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make pay the Guaranteed Payment Deficiency Amount on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed PaymentDeficiency Amount. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, the Issuer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Issuer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from for a Class specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw AmountAmount for the Class of Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M.a.m., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy for the Class of Notes in the form on the later to occur of (i) 12:00 NOONnoon, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOONnoon, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for their Class of Notes for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Payment Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the related Class of Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the related Class of Notes paid from funds transferred from the Policy Payments Account Account, however, shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the related Class of Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Payment Account and applied by the Indenture Trustee, together with the other funds to be withdrawn paid from the Collection Payment Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed PaymentPayment due on the Class of Notes. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Class 1-A or Class 2-A Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from for a Class specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw AmountAmount for the Class of Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M.a.m., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy for the Class of Notes identified in the form on the later to occur of (i) 12:00 NOONnoon, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOONnoon, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for their Class of Notes for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Payment Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the related Class of Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the related Class of Notes paid from funds transferred from the Policy Payments Account Account, however, shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day7. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw Amount. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M.a.m., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy in the form on the later to occur of (i) 12:00 NOONnoon, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOONnoon, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the Notes paid from funds transferred from the Policy Payments Account Account, however, shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day7. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from for a Class specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw AmountAmount for the Class of Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy for the Class of Notes in the form on the later to occur of (i) 12:00 NOON, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOON, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for their Class of Notes for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Payment Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the related Class of Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the related Class of Notes paid from funds transferred from the Policy Payments Account Account, however, shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the related Class of Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Payment Account and applied by the Indenture Trustee, together with the other funds to be withdrawn paid from the Collection Payment Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed PaymentPayment due on the Class of Notes. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Class 1-A or Class 2-A Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any 49 appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from for a Class specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw AmountAmount for the Class of Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy for the Class of Notes in the form (that is not a Preference Amount) on the later to occur of (i) 12:00 NOON, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOON, New York City time, on the Payment Date to which the deficiency relates. The Credit Enhancer will pay any Credit Enhancement Draw Amount that is a Preference Amount on the Business Day following receipt on a Business Day by 12:00 NOON, New York City time, by the Fiscal Agent (as defined in the Policy) of (1) a certified copy of the order requiring the return of a preference payment, (2) an opinion of counsel satisfactory to the Credit Enhancer that the order is final and not subject to appeal, (3) an assignment in any form reasonably required by the Credit Enhancer irrevocably assigning to the Credit Enhancer all rights and c1aims of the Holder relating to or arising under the Notes against the debtor that made the preference payment or otherwise with respect to the preference payment, and (4) appropriate instruments in any form reasonably required by the Credit Enhancer to effect the appointment of the Credit Enhancer as agent for the Holder in any legal proceeding related to the preference payment. If the documents in (1) through (4) above are received after 12:00 NOON, New York City time, on a Business Day, they will be deemed to be received on the following Business Day. Any Credit Enhancement Draw Amount that is a Preference Amount will be distributed by the Indenture Trustee to the receiver or trustee in bankruptcy named in the final order of the court exercising jurisdiction on behalf of the Holder and not to any Holder directly unless the Holder has returned principal or interest paid on the Notes to the receiver or trustee in bankruptcy, in which case such payment shall be distributed by the Indenture Trustee to the Holder. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for which a claim was made. No Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the portion of any payment of principal of or interest on the Notes paid from funds transferred from the Policy Payments Account shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from for a Class specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw AmountAmount for the Class of Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M.a.m., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy for the Class of Notes in the form (that is not a Preference Amount) on the later to occur of (i) 12:00 NOONnoon, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOONnoon, New York City time, on the Payment Date to which the deficiency relates. The Credit Enhancer will pay any Credit Enhancement Draw Amount that is a Preference Amount on the Business Day following receipt on a Business Day by 12:00 noon, New York City time, by the Fiscal Agent (as defined in the Policy) of (1) a certified copy of the order requiring the return of a preference payment, (2) an opinion of counsel satisfactory to the Credit Enhancer that the order is final and not subject to appeal, (3) an assignment in any form reasonably required by the Credit Enhancer irrevocably assigning to the Credit Enhancer all rights and claims of the Holder relating to or arising under the Notes against the debtor that made the preference payment or otherwise with respect to the preference payment, and (4) appropriate instruments in any form reasonably required by the Credit Enhancer to effect the appointment of the Credit Enhancer as agent for the Holder in any legal proceeding related to the preference payment. If the documents in (1) through (4) above are received after 12:00 noon, New York City time, on a Business Day, they will be deemed to be received on the following Business Day. Any Credit Enhancement Draw Amount that is a Preference Amount will be distributed by the Indenture Trustee to the receiver or trustee in bankruptcy named in the final order of the court exercising jurisdiction on behalf of the Holder and not to any Holder directly unless the Holder has returned principal or interest paid on the Notes to the receiver or trustee in bankruptcy, in which case such payment shall be distributed by the Indenture Trustee to the Holder. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit upon receipt any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for their Class of Notes for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Payment Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the related Class of Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the related Class of Notes paid from funds transferred from the Policy Payments Account Account, however, shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day7. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw Amount. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy in the form on the later to occur of (i) 12:00 NOONnoon, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOONnoon, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the Notes paid from funds transferred from the Policy Payments Account Account, however, shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw Amount. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M.a.m., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy in the form on the later to occur of (i) 12:00 NOONnoon, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOONnoon, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the Notes paid from funds transferred from the Policy Payments Account Account, however, shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw Amount. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy in the form on the later to occur of (i) 12:00 NOON, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOONnoon, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for which a claim was made. No Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the portion of any payment of principal of or interest on the Notes paid from funds transferred from the Policy Payments Account shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from (other than any portion of it representing a Preference Amount) for the Insured Notes specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw Amount (other than any portion of it representing a Preference Amount) for the Insured Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment Claim and Demand for Payment of Insured Amounts Certificate in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy (other than any portion of it representing a Preference Amount) for the Insured Notes in the form on the later to occur of (i) 12:00 NOON, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOON, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit upon receipt any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Insured Notes the Guaranteed Payment for the Insured Notes for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Insured Notes). Amounts paid under the Policy shall be transferred to the Collection Payment Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the Insured Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the Insured Notes paid from funds transferred from the Policy Payments Account Account, however, shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day7. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Insured Amount from for a Class specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw AmountInsured Amount for the Class of Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy for the Class of Notes in the form (that is not a Preference Amount) on the later to occur of (i) 12:00 NOON, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOON, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for their Class of Notes for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Payment Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the related Class of Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the related Class of Notes paid from funds transferred from the Policy Payments Account Account, however, shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the related Class of Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Payment Account and applied by the Indenture Trustee, together with the other funds to be withdrawn paid from the Collection Payment Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed PaymentPayment due on the Principal Amount Notes. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Principal Amount Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from (not including any portion of it representing a Preference Amount) for a Class specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw Amount (not including any portion of it representing a Preference Amount) for the Class of Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment Claim and Demand for Payment of Insured Amounts Certificate in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy (other than a Preference Amount) for the Class of Notes in the form on the later to occur of (i) 12:00 NOON, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOON, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for their Class of Notes for which a claim was made. No Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall may be transferred to the Collection Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the portion of any payment of principal of or interest on the Notes paid from funds transferred from the Policy Payments Account shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.50

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from for a Class specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw AmountAmount for the Class of Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy for the Class of Notes in the form on the later to occur of (i) 12:00 NOON, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOON, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for their Class of Notes for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Payment Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the related Class of Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the related Class of Notes paid from funds transferred from the Policy Payments Account Account, however, shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the related Class of Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Payment Account and applied by the Indenture Trustee, together with the other funds to be withdrawn paid from the Collection Payment Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed PaymentPayment due on the Class of Notes. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Class 1-A or Class 2-A Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Insured Amount from (other than any portion thereof representing a Preference Amount) for the Insured Notes specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw Insured Amount (other than any portion thereof representing a Preference Amount) for the Insured Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M.a.m., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy in (other than any portion thereof representing a Preference Amount) for the form Insured Notes on the later to occur of (i) 12:00 NOONnoon, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOONnoon, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit upon receipt any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Insured Notes the Guaranteed Payment Deficiency Amount for the Insured Notes for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Insured Notes). Amounts paid under the Policy shall be transferred to the Collection Payment Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the Insured Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the Insured Notes paid from funds transferred from the Policy Payments Account Account, however, shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day7. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from (not including any portion of it representing a Preference Amount) for a Class specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw Amount (not including any portion of it representing a Preference Amount) for the Class of Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment Claim and Demand for Payment of Insured Amounts Certificate in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy (other than a Preference Amount) for the Class of Notes in the form on the later to occur of (i) 12:00 NOON, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOON, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for their Class of Notes for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Payment Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the related Class of Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the related Class of Notes paid from funds transferred from the Policy Payments Account Account, however, shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the related Class of Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Payment Account and applied by the Indenture Trustee, together with the other funds to be withdrawn paid from the Collection Payment Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed PaymentPayment due on the Class of Notes. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Class 1-A or Class 2-A Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. The Credit Enhancer shall pay Preference Amounts in the manner provided in the Policy. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from for a Class specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw AmountAmount for the Class of Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M.a.m., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy for the Class of Notes in the form (that is not a Preference Amount) on the later to occur of (i) 12:00 NOONnoon, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOONnoon, New York City time, on the Payment Date to which the deficiency relates. The Credit Enhancer will pay any Credit Enhancement Draw Amount that is a Preference Amount on the Business Day following receipt on a Business Day by 12:00 noon, New York City time, by the Fiscal Agent (as defined in the Policy) of (1) a certified copy of the order requiring the return of a preference payment, (2) an opinion of counsel satisfactory to the Credit Enhancer that the order is final and not subject to appeal, (3) an assignment in any form reasonably required by the Credit Enhancer irrevocably assigning to the Credit Enhancer all rights and c1aims of the Holder relating to or arising under the Notes against the debtor that made the preference payment or otherwise with respect to the preference payment, and (4) appropriate instruments in any form reasonably required by the Credit Enhancer to effect the appointment of the Credit Enhancer as agent for the Holder in any legal proceeding related to the preference payment. If the documents in (1) through (4) above are received after 12:00 noon, New York City time, on a Business Day, they will be deemed to be received on the following Business Day. Any Credit Enhancement Draw Amount that is a Preference Amount will be distributed by the Indenture Trustee to the receiver or trustee in bankruptcy named in the final order of the court exercising jurisdiction on behalf of the Holder and not to any Holder directly unless the Holder has returned principal or interest paid on the Insured Notes to the receiver or trustee in bankruptcy, in which case such payment shall be distributed by the Indenture Trustee to the Holder. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for their Class of Notes for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Payment Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the a Class of Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the a Class of Notes paid from funds transferred from the Policy Payments Account Account, however, shall be noted in the statement to be furnished to Holders of the Insured Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Classes of Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Payment Account and applied by the Indenture Trustee, together with the other funds to be withdrawn paid from the Collection Payment Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed PaymentPayment due on the Principal Amount Notes. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Principal Amount Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Insured Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder Holder of Insured Notes by its purchase of Insured Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder Holder of Insured Notes in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from (not including any portion of it representing a Preference Amount) for a Class of Insured Notes specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw Amount (not including any portion of it representing a Preference Amount) for the Class of Insured Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment Claim and Demand for Payment of Insured Amounts Certificate in Exhibit A to the Policy, by 10:00 A.M.a.m., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy (other than a Preference Amount) for the Class of Insured Notes in the form on the later to occur of (i) 12:00 NOONnoon, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOONnoon, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit upon receipt any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Insured Notes the Guaranteed Payment for their Class of Insured Notes for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Insured Notes). Amounts paid under the Policy shall be transferred to the Collection Payment Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the related Class of Insured Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the related Class of Insured Notes paid from funds transferred from the Policy Payments Account Account, however, shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day7. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from (other than any portion of it representing a Preference Amount) for a Class of Insured Notes specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw Amount (other than any portion of it representing a Preference Amount) for the Class of Insured Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment Claim and Demand for Payment of Insured Amounts Certificate in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy (other than any portion of it representing a Preference Amount) for the Class of Insured Notes in the form on the later to occur of (i) 12:00 NOON, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOON, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit upon receipt any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Insured Notes the Guaranteed Payment for their Class of Insured Notes for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Insured Notes). Amounts paid under the Policy shall be transferred to the Collection Payment Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the related Class of Insured Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the related Class of Insured Notes paid from funds transferred from the Policy Payments Account Account, however, shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day7. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw Amount. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy in the form on the later to occur of (i) 12:00 NOON, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOON, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit upon receipt any amount paid under the Policy in the Policy Payments Account and distribute the pay that amount only to pay Holders the related Class of the Notes the Guaranteed Payment Credit Enhancement Draw Amounts for which a claim was made. No Policy payments made and such amount may not be used applied to pay satisfy any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy Policy, to the extent needed to pay any Insured Amount, shall be transferred to the Collection Payment Account in accordance with on the next paragraph related Payment Date, and the portion thereof representing the Insured Amount shall be disbursed by the Indenture Trustee to Holders of the Notes related Noteholders, in accordance with each case as if it were a payment to the related Noteholders pursuant to Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other payments to Noteholders, as applicable, with other funds paid to Noteholders on available for the Payment Dateother payments. However, the portion amount of any payment of principal of or interest on the related Class of Notes to be paid from funds transferred from the Policy Payments Account shall be noted as provided in paragraph (d) below and in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the applicable Class of Notes shall be remitted returned to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day. (b) If the Indenture Trustee has determined that an Insured Amount is required to be paid under the Policy with respect to a Payment Date, it shall deliver a notice (substantially in the form of the Payment Notice Under Financial Guaranty Insurance Policy No. CA01478A included as Exhibit A to the Policy) to the Credit Enhancer no later than 10:00 A.M., New York, New York time on the Business Day preceding the Payment Date and shall provide a copy of such notice to the Master Servicer at the time the Payment Notice is delivered to the Credit Enhancer. That notice (substantially in the form of the Payment Notice Under Financial Guaranty Insurance Policy No. CA01478A included as Exhibit A to the Policy) shall constitute a claim for payment pursuant to the Policy. (c) If the Indenture Trustee receives a certified copy of an order of the appropriate court (an "Order") that any prior payment made on the Notes constitutes a Preference Amount, the Indenture Trustee shall so notify the Credit Enhancer, shall comply with the Policy to obtain payment by the Credit Enhancer of the Preference Amount, and shall, at the time it provides notice to the Credit Enhancer, notify each holder of the affected Notes by mail that (i) subject to the terms of the Policy, the Credit Enhancer will disburse the Preference Amount directly to the receiver, conservator, debtor-in-possession, or trustee in bankruptcy named in the Order (unless an Owner has provided evidence satisfactory to the Credit Enhancer that it has previously paid such amount to the receiver, conservator, debtor-in-possession or trustee in bankruptcy named in the Order, in which case such payment shall be disbursed to the Indenture Trustee) on the fourth Business Day following the delivery to the Indenture Trustee on behalf of the Noteholder of (1) a certificate of the Noteholder that the Order has been entered and is not subject to any stay, (2) an opinion of counsel (obtained at the expense of the Issuer) satisfactory to the Credit Enhancer that the Order is final and is not subject to appeal, and (3) an assignment duly executed and delivered by the Noteholder, in a form reasonably required by the Credit Enhancer and provided to the Noteholder by the Credit Enhancer, irrevocably assigning to the Credit Enhancer all rights and claims of the Noteholder relating to or arising under the affected Notes against the debtor that made a payment of the Preference Amount, or otherwise with respect to the payment. If the documents are received after 10:00 A.M., New York City time, on a Business Day, they will be considered received on the following Business Day, and (ii) if the Preference Amount is recovered from the Noteholder pursuant to the Order, the Noteholder will be entitled to payment pursuant to the Policy. A copy of the Policy shall be made available to each affected Noteholder through the Indenture Trustee, and the Indenture Trustee shall furnish to the Credit Enhancer or its fiscal agent, if any, a copy of its records evidencing the payments that have been made by the Indenture Trustee in respect of any Preference Amounts paid by the Credit Enhancer and the dates on which the payments were made. (d) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note Class of Notes from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one two Business Day's notice to the Indenture Trustee. (de) The Indenture Trustee shall promptly notify Noteholders are not entitled to institute proceedings directly against the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledgeEnhancer. Each Noteholder Noteholder, by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree Notes agrees that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim Amount, direct all matters relating to the Preference ClaimAmount on its behalf, including (i) the direction of any appeal of any order relating to the Preference Claim preference claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, . (f) Any payments to the Credit Enhancer shall be subrogated made by wire transfer of immediately available funds to the rights following Federal Reserve Account (until the Credit Enhancer notifies the Indenture Trustee of a change in the account information): Fleet Bank, N.A. 777 Main Street Hartford, CT 06115-2001 XXX Xxxxxx: 000000000 Xxx xxx Xxxxunt of: XL Capital Assurance Inx. 1221 Avenue of the Americas, 31st Floor New York, NY 00000-0000 Xxxxxxx #: 000-000-0000 Xxxxxxxxx: Policy Number CA01478A-CWABS 0000-X XXXXX (g) The Indenture Trustee shall, upon retirement of each Class of Notes, furnish to the Credit Enhancer a notice of the retirement, and, after retirement of each Class of the Notes and the expiration of the term of the Policy, surrender the Policy to the Credit Enhancer for cancellation. (h) The Indenture Trustee shall hold the Policy in trust as agent for the Noteholders for the purpose of making claims on the Policy and distributing the proceeds of claims on the Policy. Neither the Policy nor the amounts paid on the Policy shall constitute part of the trust estate created by this Agreement. Each Noteholder, by accepting its Notes, irrevocably appoints the Indenture Trustee as attorney-in-fact to make claims on the Policy and to sign on its behalf any certification required with respect to the any Payment Notice under the Policy. (i) Anything in this Indenture to the contrary notwithstanding, any payment with respect to principal of or interest on the Notes that is made with money received pursuant to the Policy shall not be considered payment of the Notes from the Trust. The Depositor, the Master Servicer, and the Indenture Trustee acknowledge, and each Noteholder by its acceptance of a Note agrees that, without the need for any further action on the part of the Credit Enhancer, the Depositor, the Master Servicer, the Indenture Trustee, or the Note Registrar (i) to the extent the Credit Enhancer makes payments, directly or indirectly, on account of principal of or interest on any Class of Notes to the related Noteholders, the Credit Enhancer shall be fully subrogated to, and each such Noteholder hereby delegates and assigns to the Credit Enhancer, to the fullest extent permitted by law, the rights of such Noteholders to receive such principal and interest from the Trust, and (ii) the Credit Enhancer shall be paid such amounts from the sources and in the conduct manner provided in this Indenture for the payment of such amounts and as provided in this Indenture until full reimbursement of all Insured Payments and Preference Amounts (together with interest thereon at the Late Payment Rate from the date paid by the Credit Enhancer until the date of their reimbursement). The Indenture Trustee and the Master Servicer shall cooperate in all respects (at the expense of the Issuer) with any reasonable request by the Credit Enhancer for action to preserve or enforce the Credit Enhancer's rights or interests under this Indenture (without limiting the rights or affecting the interests of the Holders of any the Preference Claim, including all rights Class of any party to an adversary proceeding action with respect to any court order issued Notes as otherwise provided in connection with any the Preference Claimthis Indenture).

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw Amount. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy in the form on the later to occur of (i) 12:00 NOON, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOON, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit upon receipt, any amount paid under the Policy in the Policy Payments Account and distribute the such amount will only be used to pay to the Holders of the Notes Class A Certificates the Guaranteed Payment Insured Amounts for which a claim was made. No Policy payments Such amount may not be used applied to pay satisfy any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust Depositor (other than payments of principal and interest on the NotesClass A Certificates). Amounts paid under on deposit in the Policy Payments Account, to the extent needed to pay any Deficiency Amount, shall be transferred to the Collection Distribution Account in accordance with on the next paragraph related Distribution Date, and the portion thereof representing the Deficiency Amount shall be disbursed by the Indenture Trustee to the Holders of the Notes Class A Certificates, in accordance with each case as if it were a payment to such Certificateholders pursuant to Section 8.034.02. Payments from draws amounts on deposit in the Policy Payments Account need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid payments to Noteholders on the Payment Date. HoweverHolders of the Class A Certificates; however, the portion amount of any payment of principal of or interest on the Notes Class A Certificates to be paid from funds transferred from the Policy Payments Account shall be noted as provided in paragraph (d) below and in the statement to be furnished to Holders of the Notes Certificates pursuant to Section 7.044.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Distribution Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes Class A Certificates shall be remitted returned to the Credit EnhancerCertificate Insurer, pursuant to the instructions of the Credit EnhancerCertificate Insurer, by the end of the Business Day. (b) If an Insured Amount is required to be paid under the Policy with respect to a Distribution Date, the Trustee shall deliver a notice of claim and certificate (substantially in the form of the Payment Notice attached as Exhibit A to the Policy) to the Certificate Insurer no later than 12:00 noon, New York City time on the second Business Day preceding the Distribution Date to which the Insured Amount relates. That notice (substantially in the form of the Payment Notice attached as Exhibit A to the Policy) shall constitute a claim for payment pursuant to the Policy. (c) If the Trustee receives a certified copy of a final order of a court exercising jurisdiction in an Insolvency Proceeding (an “Order”) that any prior payment made on the Class A Certificates constitutes an Avoided Payment, the Trustee shall so notify the Certificate Insurer, shall comply with the Policy to obtain payment by the Certificate Insurer of the Avoided Payment, and shall, at the time it provides notice to the Certificate Insurer, notify each Holder of the affected Certificates by mail that, subject to the terms of the Policy, the Certificate Insurer will disburse the Avoided Payment directly to the receiver, conservator, debtor-in-possession, or trustee in bankruptcy named in the Order (unless satisfactory evidence has been provided to the Certificate Insurer and the Trustee that such amount has been previously paid to the receiver, conservator, debtor-in-possession or trustee in bankruptcy named in the Order, in which case such payment shall be disbursed to the Trustee) by 2:00 P.M., New York City time on the Business Day following the delivery to the Trustee on behalf of the Class A Certificateholders of (1) a certified copy of the Order to the effect that the Trustee or such Certificateholder, as applicable, is required to return such Avoided Payment or portion thereof because such payment was avoided under applicable law, with respect to which order the appeal period has expired without an appeal having been filed, (2) an assignment substantially in the form of Exhibit B to the Policy, properly completed and executed and delivered by a Holder of the Class A Certificates irrevocably assigning to the Certificate Insurer all rights and claims of such Holder relating to or arising under such Avoided Payment, and (3) a payment notice in the form of Exhibit A to the Policy appropriately completed and executed by the Trustee. If the documents are received after 10:00 A.M., New York City time, on a Business Day, they will be considered received at 9:00 A.M., New York City time, on the following Business Day. A copy of the Policy shall be made available to each affected Class A Certificateholder through the Trustee, and the Trustee shall furnish to the Certificate Insurer a copy of its records evidencing the payments that have been made by the Trustee in respect of any Avoided Payments paid by the Certificate Insurer and the dates on which the payments were made. (d) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note the Class A Certificates from moneys monies received under the Policy. The Credit Enhancer Certificate Insurer may inspect the records at reasonable times during normal business hours on one two Business Day's Days’ notice to the Indenture Trustee. (de) The Indenture Trustee shall promptly notify Holders of the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledgeClass A Certificates are not entitled to institute proceedings directly against the Certificate Insurer. Each Noteholder Holder of the Class A Certificates, by its purchase of NotesClass A Certificates, the Master Servicer, and the Indenture Trustee agree agrees that the Credit Enhancer Certificate Insurer may at any time during the continuation of any proceeding relating to a Preference Claim an Avoided Payment, direct all matters relating to the Preference ClaimAvoided Payment on its behalf, including (i) the direction of any appeal of any order relating to the Preference Claim preference claim and (ii) the posting of any surety, supersedeassupersedes, or performance bond pending any appeal. In addition and without limiting . (f) Any payments to the foregoing, the Credit Enhancer Certificate Insurer shall be subrogated made by wire transfer of immediately available funds to the rights following Federal Reserve Account (until the Certificate Insurer notifies the Trustee of a change in the account information): Bank of America, N.A. 000 Xxxx Xxxxxx Xxxxxxxx, XX 00000-0000 ABA Number: 000000000 For the Account of: XL Capital Assurance Inc. 0000 Xxxxxx xx xxx Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000-0000 Account #: 9427835841 Reference: Policy Number CA03701A (g) The Trustee shall, upon retirement of the Master ServicerClass A Certificates, furnish to the Indenture TrusteeCertificate Insurer a notice of the retirement, and, after retirement of the Class A Certificates and each Noteholder the expiration of the term of the Policy, surrender the Policy to the Certificate Insurer for cancellation. (h) The Trustee shall hold the Policy in trust as agent for the conduct Holders of the Class A Certificates for the purpose of making claims on the Policy and distributing the proceeds of claims on the Policy. Neither the Policy nor the amounts paid on the Policy shall constitute part of the Trust. Each Holder of the Class A Certificates, by accepting its Class A Certificates, irrevocably appoints the Trustee as attorney-in-fact to make claims on the Policy and to sign on its behalf any the Preference Claim, including all rights of any party to an adversary proceeding action certification required with respect to any court order issued Payment Notice under the Policy. (i) Anything in connection this Agreement to the contrary notwithstanding, any payment with respect to principal of or interest on the Class A Certificates that is made with money received pursuant to the Policy shall not be considered payment of the Class A Certificates from the Trust. The Depositor, the Servicer and the Trustee acknowledge, and each Holder of the Class A Certificates by its acceptance of the Class A Certificates agrees that, without the need for any further action on the part of the Certificate Insurer, the Depositor, the Servicer, the Trustee, or the Certificate Registrar (i) to the extent the Certificate Insurer makes payments, directly or indirectly, on account of principal of or interest on the Class A Certificates to the related Certificateholders, the Certificate Insurer shall be fully subrogated to, and each such Certificateholder hereby delegates and assigns to the Certificate Insurer, to the fullest extent permitted by law, the rights of such Certificateholders to receive such principal and interest from the Trust, and (ii) the Certificate Insurer shall be paid such amounts from the sources and in the manner provided hereunder for the payment of such amounts and as provided hereunder until full reimbursement of all Insured Payments and Avoided Payments (together with interest thereon at the Late Payment Rate from the date paid by the Certificate Insurer until the date of their reimbursement). The Trustee shall cooperate with any reasonable request by the Preference ClaimCertificate Insurer for action to pursue legal remedies available to the Trustee to enforce the Certificate Insurer’s rights under this Agreement if the Trustee has received written notice from the Certificate Insurer to pursue such remedies.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from for a Class specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw AmountAmount for the Class of Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy for the Class of Notes in the form on the later to occur of (i) 12:00 NOON, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOON, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for their Class of Notes for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the portion of any payment of principal of or interest on the Notes paid from funds transferred from the Policy Payments Account shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.the

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from for a Class specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw AmountAmount for the Class of Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy for the Class of Notes in the form on the later to occur of (i) 12:00 NOON, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOON, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for which a claim was made. No Policy payments may be used to pay any costs, expenses, or liabilities their Class of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the portion of any payment of principal of or interest on the Notes paid from funds transferred from the Policy Payments Account shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.a

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw Amount. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy in the form on the later to occur of (i) 12:00 NOON, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOON, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Payment Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the Notes Noteholders in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the Notes paid from funds transferred from the Policy Payments Account shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.Payments

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from for a Class specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw AmountAmount for the Class of Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy for the Class of Notes in the form on the later to occur of (i) 12:00 NOON, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOON, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for their Class of Notes for which a claim was made. No Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the portion of any payment of principal of or interest on the Notes paid from funds transferred from the Policy Payments Account shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.be

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from for the Notes specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw AmountAmount for the Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy in the form (other than any portion thereof representing a Preference Amount) on the later to occur of (i) 12:00 NOON, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOON, New York City time, on the Payment Date to which the deficiency relates. The Credit Enhancer will pay any Credit Enhancement Draw Amount that is a Preference Amount on the Business Day following receipt on a Business Day by 12:00 noon, New York City time, by the Fiscal Agent (as defined in the Policy) of (1) a certified copy of the order requiring the return of a preference payment, (2) an opinion of counsel satisfactory to the Credit Enhancer that the order is final and not subject to appeal, (3) an assignment in any form reasonably required by the Credit Enhancer irrevocably assigning to the Credit Enhancer all rights and claims of the Holder relating to or arising under the Notes against the debtor that made the preference payment or otherwise with respect to the preference payment, and (4) appropriate instruments in any form reasonably required by the Credit Enhancer to effect the appointment of the Credit Enhancer as agent for the Holder in any legal proceeding related to the preference payment. If the documents in (1) through (4) above are received after 12:00 noon, New York City time, on a Business Day, they will be deemed to be received on the following Business Day. Any Credit Enhancement Draw Amount that is a Preference Amount will be distributed by the Indenture Trustee to the receiver or trustee in bankruptcy named in the final order of the court exercising jurisdiction on behalf of the Holder and not to any Holder directly unless the Holder has returned principal or interest paid on the Notes to the receiver or trustee in bankruptcy, in which case such payment shall be distributed by the Indenture Trustee to the Holder. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit upon receipt any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for the Notes for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Payment Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the Notes paid from funds transferred from the Policy Payments Account Account, however, shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Payment Account and applied by the Indenture Trustee, together with the other funds to be withdrawn paid from the Collection Payment Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed PaymentPayment due on the Notes. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's ’s notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder Holder of Insured Notes by its purchase of Insured Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder Holder of Insured Notes in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw Amount. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy in the form on the later to occur of (i) 12:00 NOON, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOONnoon, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the Notes paid from funds transferred from the Policy Payments Account Account, however, shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day7. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from for a Class specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw AmountAmount for the Class of Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy for the Class of Notes in the form on the later to occur of (i) 12:00 NOONnoon, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOONnoon, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for their Class of Notes for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the related Class of Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the related Class of Notes paid from funds transferred from the Policy Payments Account Account, however, shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the related Class of Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed PaymentPayment due on the Class of Notes. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Class 1-A or Class 2-A Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from for a Class specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw AmountAmount for the Class of Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M.a.m., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy for the Class of Notes in the form on the later to occur of (i) 12:00 NOONnoon, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOONnoon, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for their Class of Notes for which a claim was made. No Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the portion of any payment of principal of or interest on the Notes paid from funds transferred from the Policy Payments Account shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.be

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from (other than any portion thereof representing a Preference Amount) for the Insured Notes specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw Amount (other than any portion thereof representing a Preference Amount) for the Insured Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment Claim and Demand for Payment of Insured Amounts Certificate in Exhibit A to the Policy, by 10:00 A.M.a.m., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy in (other than any portion thereof representing a Preference Amount) for the form Insured Notes on the later to occur of (i) 12:00 NOONnoon, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOONnoon, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit upon receipt any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Insured Notes the Guaranteed Payment for the Insured Notes for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Insured Notes). Amounts paid under the Policy shall be transferred to the Collection Payment Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the Insured Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the Insured Notes paid from funds transferred from the Policy Payments Account Account, however, shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day7. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from for a Class specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw AmountAmount for the Class of Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M.a.m., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy for the Class of Notes in the form on the later to occur of (i) 12:00 NOONnoon, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOONnoon, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for their Class of Notes for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Payment Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the related Class of Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the related Class of Notes paid from funds transferred from the Policy Payments Account Account, however, shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day7. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from for a Class specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw AmountAmount for the Class of Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Date Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy for the Class of Notes in the form on the later to occur of (i) 12:00 NOON, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOON, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for their Class of Notes for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Payment Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the related Class of Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the related Class of Notes paid from funds transferred from the Policy Payments Account Account, however, shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day7. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from (not including any portion of it representing a Preference Amount) for a Class specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw Amount (not including any portion of it representing a Preference Amount) for the Class of Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment Claim and Demand for Payment of Insured Amounts Certificate in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy (other than a Preference Amount) for the Class of Notes in the form on the later to occur of (i) 12:00 NOON, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOON, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for their Class of Notes for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Payment Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the related Class of Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the related Class of Notes paid from funds transferred from the Policy Payments Account Account, however, shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day7. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from for a Class specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw AmountAmount for the Class of Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy for the Class of Notes in the form on the later to occur of (i) 12:00 NOON, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOON, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for their Class of Notes for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Payment Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the related Class of Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the related Class of Notes paid from funds transferred from the Policy Payments Account shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is receivedAccount, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Datehowever, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.noted

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Insured Amount from (other than any portion thereof representing a Preference Amount) for the Notes specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw Insured Amount (other than any portion thereof representing a Preference Amount) for the Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M.a.m., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy in the form (other than any portion thereof representing a Preference Claim) on the later to occur of (i) 12:00 NOONnoon, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOONnoon, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit upon receipt any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for the Notes for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Payment Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the The portion of any payment of principal of or interest on the Notes paid from funds transferred from the Policy Payments Account Account, however, shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Payment Account and applied by the Indenture Trustee, together with the other funds to be withdrawn paid from the Collection Payment Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed PaymentPayment due on the Notes. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's ’s notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. The Credit Enhancer shall pay Preference Claims in the manner provided in the Policy. Each Noteholder Holder of Insured Notes by its purchase of Insured Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder Holder of Insured Notes in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw Amount. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts notice in Exhibit A to the Policy, by 10:00 A.M.a.m., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy in the form on the later to occur of (i) 12:00 NOONnoon, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOONnoon, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Payment Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the portion of any payment of principal of or interest on the Notes paid from funds transferred from the Policy Payments Account shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.from

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from for the Insured Notes specified in the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw AmountAmount for the Insured Notes. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M.a.m., New York City time, on the second Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy for the Insured Notes in the form (that is not a Preference Amount) on the later to occur of (i) 12:00 NOONnoon, New York City time, on the second Business Day following the receipt and (ii) 12:00 NOONnoon, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for the Notes for which a claim was made. No payments under the Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Payment Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the portion of any payment of principal of or interest on the Notes paid from funds transferred from the Policy Payments Account shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.and

Claims on the Policy; Policy Payments Account. (a) If the Credit Enhancement Draw Amount from the Servicing Certificate for a Payment Date is more than zero (determined as of the close of business on the third [third] Business Day before the Payment Date), then the Indenture Trustee shall notify the Credit Enhancer by telephone or telecopy of the Credit Enhancement Draw Amount. The notice shall be confirmed to the Credit Enhancer in writing in the form of the Notice of Nonpayment and Demand for Payment of Insured Amounts in Exhibit A to the Policy, by 10:00 A.M., New York City time, on the second [second] Business Day before the Payment Date. Following receipt by the Credit Enhancer of the notice in that form, the Credit Enhancer will pay any amount payable under the Policy in the form on the later to occur of (i) 12:00 NOON, New York City time, on the second [second] Business Day following the receipt and (ii) 12:00 NOON, New York City time, on the Payment Date to which the deficiency relates. (b) The Indenture Trustee shall establish the Policy Payments Account. The Indenture Trustee shall deposit any amount paid under the Policy in the Policy Payments Account and distribute the amount only to pay Holders of the Notes the Guaranteed Payment for which a claim was made. No Policy payments may be used to pay any costs, expenses, or liabilities of the Master Servicer, the Indenture Trustee, or the Trust (other than payments of principal and interest on the Notes). Amounts paid under the Policy shall be transferred to the Collection Account in accordance with the next paragraph and disbursed by the Indenture Trustee to Holders of the Notes in accordance with Section 8.03. Payments from draws on the Policy need not be made by checks or wire transfers separate from the checks or wire transfers used to pay other funds paid to Noteholders on the Payment Date. However, the portion of any payment of principal of or interest on the Notes paid from funds transferred from the Policy Payments Account shall be noted in the statement to be furnished to Holders of the Notes pursuant to Section 7.04. Funds held in the Policy Payments Account shall not be invested. On any Payment Date (or the day on which a payment on the Policy is received, if later) for which a claim has been made under the Policy, the amount of any funds received by the Indenture Trustee as a result of any claim under the Policy, to the extent required to make the Guaranteed Payment on the Notes on the Payment Date, shall be withdrawn from the Policy Payments Account and deposited in the Collection Account and applied by the Indenture Trustee, together with the other funds to be withdrawn from the Collection Account pursuant to Section 8.03, directly to the payment in full of the Guaranteed Payment. Any funds remaining in the Policy Payments Account on the first Business Day following the later of the Payment Date and the Business Day after the day on which a payment on the Policy has been paid to the Holders of the Notes shall be remitted to the Credit Enhancer, pursuant to the instructions of the Credit Enhancer, by the end of the Business Day7. (c) The Indenture Trustee shall keep a complete and accurate record of the amount of interest and principal paid on any Note from moneys received under the Policy. The Credit Enhancer may inspect the records at reasonable times during normal business hours on one Business Day's notice to the Indenture Trustee. (d) The Indenture Trustee shall promptly notify the Credit Enhancer of any Preference Claim of which a Responsible Officer has actual knowledge. Each Noteholder by its purchase of Notes, the Master Servicer, and the Indenture Trustee agree that the Credit Enhancer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to the Preference Claim, including (i) the direction of any appeal of any order relating to the Preference Claim and (ii) the posting of any surety, supersedeas, or performance bond pending any appeal. In addition and without limiting the foregoing, the Credit Enhancer shall be subrogated to the rights of the Master Servicer, the Indenture Trustee, and each Noteholder in the conduct of any the Preference Claim, including all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any the Preference Claim.