Common use of Distribution Account and Excess Reserve Fund Account Clause in Contracts

Distribution Account and Excess Reserve Fund Account. (a) The Trustee shall establish and maintain the Excess Reserve Fund Account, on behalf of the Class CE Certificateholders, to receive any Basis Risk Payment and to secure their limited recourse obligation to pay to the Offered Certificateholders any Basis Risk Carry Forward Amounts (prior to using any Net Swap Receipts). For the avoidance of doubt, any Basis Risk Carry Forward Amounts shall be paid to the Principal Certificates first from the Excess Reserve Fund Account and then from the Supplemental Interest Account. On each Distribution Date, the Trustee shall deposit the amount of any Basis Risk Payment received by it for such date into the Excess Reserve Fund Account. The Excess Reserve Fund Account shall be a non-interest bearing account. On each Distribution Date on which there exists a Basis Risk Carry Forward Amount on any Class or Classes of Principal Certificates, the Trustee shall (1) withdraw from the Distribution Account, to the extent of funds available therefor in the Distribution Account, and deposit in the Excess Reserve Fund Account, as set forth in Section 4.01(a)(iii)(C), the lesser of (x) the Class CE Distributable Amount (without regard to the reduction in clause (iii) of the definition thereof with respect to any Basis Risk Carry Forward Amount or any Defaulted Swap Termination Payment) (to the extent remaining after the distributions specified in Sections 4.01(a)(iii)(A)-(B)) and (y) the aggregate Basis Risk Carry Forward Amounts of the Principal Certificates for such Distribution Date and (2) withdraw from the Excess Reserve Fund Account amounts necessary to pay to such Class or Classes of Principal Certificates the related Basis Risk Carry Forward Amount. Such payments shall be allocated to those Classes based upon the amount of Basis Risk Carry Forward Amount owed to each such Class and shall be paid in the priority set forth in Section 4.01(a)(iii)(D). The Trustee shall account for the Excess Reserve Fund Account as assets of a grantor trust under subpart E, Part I of subchapter J of the Code and not as an asset of any Trust REMIC created pursuant to this Agreement. The beneficial owners of the Excess Reserve Fund Account are the Class CE Certificateholders. For all federal income tax purposes, amounts transferred by the Upper Tier REMIC to the Excess Reserve Fund Account shall be treated as distributions by the Trustee to the Class CE Certificateholders in respect of the Class CE Interest and then contributed by the Class CE Certificateholders to the Excess Reserve Fund Account. Any Basis Risk Carry Forward Amounts distributed by the Trustee to the Principal Certificateholders pursuant to Section 4.01(a)(iii)(D) from the Excess Reserve Fund Account shall be accounted for by the Trustee, for federal income tax purposes, as amounts paid first to the Holders of the Class CE Certificates (in respect of the Class CE Interest or the Class IO Interest, respectively) and then to the respective Class or Classes of Principal Certificates. In addition, the Trustee shall account for the Principal Certificateholders' rights to receive payments of Basis Risk Carry Forward Amounts from the Excess Reserve Fund Account (along with payments, in the case of the LIBOR Certificates, of Basis Risk Carry Forward Amounts from the Supplemental Interest Account) and obligation to pay Class IO Shortfalls to the Supplemental Interest Account as rights and obligations in a limited recourse notional principal contract between the Class CE Certificateholders and the Holders of each such Class. Funds in the Excess Reserve Fund Account shall remain uninvested. Notwithstanding any provision contained in this Agreement, the Trustee shall not be required to make any distributions from the Excess Reserve Fund Account except as expressly set forth in this Section 3.01(a). (b) The Trustee shall establish and maintain the Distribution Account on behalf of the Certificateholders, which shall be a non-interest bearing trust account. The Trustee shall, promptly upon receipt on the Business Day received, deposit in the Distribution Account and retain therein the following: (i) the aggregate amount remitted by the Servicer to the Trustee pursuant to the applicable Servicing Agreement; and (ii) any other amounts deposited hereunder which are required to be deposited in the Distribution Account. In the event that the Servicer shall remit any amount not required to be remitted pursuant to the Wells Fargo Sale and Servicing Agreement, and the Servicer pursuant to xx Xxficer's Certificate directs the Trustee in writing to withdraw such amount from the Distribution Account, the Trustee shall return such funds to the Servicer. All funds deposited in the Distribution Account shall be held by the Trustee in trust for the Certificateholders until disbursed in accordance with this Agreement or withdrawn in accordance with Section 4.01. In no event shall the Trustee incur liability for withdrawals from the Distribution Account at the direction of the Servicer. The Trustee may invest the funds in the Distribution Account in one or more Permitted Investments in accordance with Section 3.02. The Trustee may withdraw from the Distribution Account any income or gain earned from the investment of funds deposited therein during the Trustee Float Period for its own benefit.

Distribution Account and Excess Reserve Fund Account. (a) The Trustee shall establish and maintain the Excess Reserve Fund Account, on behalf of the Class I-CE Certificateholders, to receive any Basis Risk Payment and to secure their limited recourse obligation to pay to the Offered Group I LIBOR Certificateholders any Basis Risk Carry Forward Amounts (prior to using any Net Swap Receipts). For the avoidance of doubt, any Basis Risk Carry Forward Amounts shall be paid to the Group I Principal Certificates first from the Excess Reserve Fund Account and then from the Supplemental Interest Account. On each Distribution Date, the Trustee shall deposit the amount of any Basis Risk Payment received by it for such date into the Excess Reserve Fund Account. The Excess Reserve Fund Account shall be a non-interest bearing account. On each Distribution Date on which there exists a Basis Risk Carry Forward Amount on any Class or Classes of Group I Principal Certificates, the Trustee shall (1) withdraw from the Distribution Account, to the extent of funds available therefor in the Distribution Account, and deposit in the Excess Reserve Fund Account, as set forth in Section 4.01(a)(iii)(C4.01(a)(iii)(D), the lesser of (x) the Class I-CE Distributable Amount (without regard to the reduction in clause (iii) of the definition thereof with respect to any Basis Risk Carry Forward Amount or any Defaulted Swap Termination Payment) (to the extent remaining after the distributions specified in Sections 4.01(a)(iii)(A)-(B4.01(a)(iii)(A)-(C)) and (y) the aggregate Basis Risk Carry Forward Amounts of the Group I Principal Certificates for such Distribution Date and (2) withdraw from the Excess Reserve Fund Account amounts necessary to pay to such Class or Classes of Group I Principal Certificates the related Basis Risk Carry Forward Amount. Such payments shall be allocated to those Classes based upon the amount of Basis Risk Carry Forward Amount owed to each such Class and shall be paid in the priority set forth in Section 4.01(a)(iii)(D4.01(a)(iii)(E). The Trustee shall account for the Excess Reserve Fund Account as assets an asset of a grantor trust under subpart E, Part I of subchapter J of the Code and not as an asset of any Trust REMIC created pursuant to this Agreement. The beneficial owners of the Excess Reserve Fund Account are the Class I-CE Certificateholders. For all federal income tax purposes, amounts transferred by the Group I Upper Tier REMIC to the Excess Reserve Fund Account shall be treated as distributions by the Trustee to the Class I-CE Certificateholders in respect of the Class I-CE Interest and then contributed by the Class I-CE Certificateholders to the Excess Reserve Fund Account. Any Basis Risk Carry Forward Amounts distributed by the Trustee to the Group I Principal Certificateholders pursuant to Section 4.01(a)(iii)(D) from the Excess Reserve Fund Account shall be accounted for by the Trustee, for federal income tax purposes, as amounts paid first to the Holders of the Class I-CE Certificates (in respect of the Class I-CE Interest or the Class I-IO Interest, respectively) and then to the respective Class or Classes of Group I Principal Certificates. In addition, the Trustee shall account for the Group I Principal Certificateholders' rights to receive payments of Basis Risk Carry Forward Amounts from the Excess Reserve Fund Account (along with payments, in the case of the LIBOR Certificates, payments of Basis Risk Carry Forward Amounts and, without duplication, Group I Upper Tier Carry Forward Amounts from the Supplemental Interest Account) and obligation to pay Class I-IO Shortfalls to the Supplemental Interest Account as rights and obligations in a limited recourse notional principal contract between the Class I-CE Certificateholders and the Holders of each such Class. Funds in the Excess Reserve Fund Account shall remain uninvested. Notwithstanding any provision contained in this Agreement, the Trustee shall not be required to make any distributions from the Excess Reserve Fund Account except as expressly set forth in this Section 3.01(a). (b) The Trustee shall establish and maintain the Distribution Account on behalf of the Certificateholders, which shall be a non-interest bearing trust account. The Trustee shall, promptly upon receipt on the Business Day received, deposit in the Distribution Account and retain therein the following: (i) the aggregate amount remitted by the applicable Servicer to the Trustee pursuant to the applicable Servicing Agreement; and (ii) any other amounts deposited hereunder which are required to be deposited in the Distribution Account. In the event that the applicable Servicer shall remit any amount not required to be remitted pursuant to the Wells Fargo Sale and applicable Servicing Agreement, and the applicable Servicer pursuant to xx Xxficeran Officer's Certificate directs the Trustee in writing to withdraw such amount from the Distribution Account, the Trustee shall return such funds to the applicable Servicer. All funds deposited in the Distribution Account shall be held by the Trustee in trust for the Certificateholders until disbursed in accordance with this Agreement or withdrawn in accordance with Section 4.01. In no event shall the Trustee incur liability for withdrawals from the Distribution Account at the direction of the a Servicer. The Trustee may invest the funds in the Distribution Account in one or more Permitted Investments in accordance with Section 3.02. The Trustee may withdraw from the Distribution Account any income or gain earned from the investment of funds deposited therein during the Trustee Float Period for its own benefit.

Distribution Account and Excess Reserve Fund Account. (a) On behalf of the Trust Fund, the Trustee shall establish and maintain one or more accounts (such account or accounts, the "Distribution Account"), held in trust for the benefit of the Certificateholders. In accordance with the terms of the related Servicing Agreement, on behalf of the Trust Fund, the applicable Servicer shall deliver to the Trustee in immediately available funds for deposit in the Distribution Account on the Servicer Remittance Date, that portion of the Available Funds (calculated without regard to the references in the definition thereof to amounts that may be deposited to the Distribution Account from a different source as provided herein) then on deposit in such Collection Account. (b) Funds in the Distribution Account may be invested in Permitted Investments in accordance with the provisions set forth in Section 3.02. The Trustee shall give notice to each Servicer and the Depositor of the location of the Distribution Account prior to any change thereof. The Distribution Account shall initially be located with the Trustee. (c) The Trustee shall be permitted to make withdrawals from the Distribution Account in accordance with the provisions of the applicable Servicing Agreement. (d) Promptly upon receipt of any Stayed Funds, whether from any Servicer, a trustee in bankruptcy, or federal bankruptcy court or other source, the Trustee notify the applicable Servicer of such receipt and deposit such funds in the Distribution Account, subject to withdrawal thereof as permitted pursuant to the applicable Servicing Agreement. (i) The Trustee shall establish and maintain an account (such account, the "Excess Reserve Fund Account, ") on behalf of the Class CE X Certificateholders, to receive any Basis Risk Payment and to secure their limited recourse obligation to pay to the Offered Certificateholders any Basis Risk Carry Forward Amounts Amounts. (prior to using any Net Swap Receipts). For the avoidance of doubt, any Basis Risk Carry Forward Amounts shall be paid to the Principal Certificates first from the Excess Reserve Fund Account and then from the Supplemental Interest Account. ii) On each Distribution Date, the Trustee shall deposit the amount of any Basis Risk Payment received by it made for the benefit of the Certificateholders and any Interest Rate Cap Payment made for the benefit of the Offered Certificates for such date into the Excess Reserve Fund Account. The Excess Reserve Fund Account shall be a non-interest bearing account. . (f) (i) (i) On each Distribution Date on which there exists a Basis Risk Carry Forward Amount on any Class or Classes of Principal Certificates, the Trustee shall (1) withdraw from the Distribution Account, to the extent of funds available therefor in the Distribution Account, Account and deposit in the Excess Reserve Fund Account, as Account the amount set forth in Section 4.01(a)(iii)(C3.04(b)(x), the lesser of (x) the Class CE Distributable Amount (without regard to the reduction in clause (iii) of the definition thereof with respect to any Basis Risk Carry Forward Amount or any Defaulted Swap Termination Payment) (to the extent remaining after the distributions specified in Sections 4.01(a)(iii)(A)-(B)) and (y) the aggregate Basis Risk Carry Forward Amounts of the Principal Certificates for such Distribution Date if any, and (2) withdraw from the Excess Reserve Fund Account amounts necessary to pay to such Class or Classes of Principal Certificates the related Basis Risk Carry Forward Amount, as set forth in Section 3.04(b). Such payments shall be allocated to those Classes based upon the amount of Basis Risk Carry Forward Amount owed to each such Class and shall be paid in the priority set forth in Section 4.01(a)(iii)(D). The Trustee shall account for the Excess Reserve Fund Account as assets of a grantor trust under subpart E, Part I of subchapter J of the Code and not as an asset of any Trust REMIC created pursuant to this Agreement. The beneficial owners of the Excess Reserve Fund Account are the Class CE Certificateholders. For all federal income tax purposes, amounts transferred by the Upper Tier REMIC to the Excess Reserve Fund Account shall be treated as distributions by the Trustee to the Class CE Certificateholders in respect of the Class CE Interest and then contributed by the Class CE Certificateholders to the Excess Reserve Fund Account. Any Basis Risk Carry Forward Amounts distributed by the Trustee to the Principal Certificateholders pursuant to Section 4.01(a)(iii)(D) from the Excess Reserve Fund Account shall be accounted for by the Trustee, for federal income tax purposes, as amounts paid first to the Holders of the Class CE Certificates (in respect of the Class CE Interest or the Class IO Interest, respectively3.04(ix) and then to the respective Class or Classes of Principal Certificates. In addition, the Trustee shall account for the Principal Certificateholders' rights to receive payments of Basis Risk Carry Forward Amounts from the Excess Reserve Fund Account (along with payments, in the case of the LIBOR Certificates, of Basis Risk Carry Forward Amounts from the Supplemental Interest Accountxi) and obligation to pay Class IO Shortfalls to the Supplemental Interest Account as rights and obligations in a limited recourse notional principal contract between the Class CE Certificateholders and the Holders of each such Class. Funds in the Excess Reserve Fund Account shall remain uninvested. Notwithstanding any provision contained in this Agreement, the Trustee shall not be required to make any distributions from the Excess Reserve Fund Account except as expressly set forth in this Section 3.01(a)hereof. (b) The Trustee shall establish and maintain the Distribution Account on behalf of the Certificateholders, which shall be a non-interest bearing trust account. The Trustee shall, promptly upon receipt on the Business Day received, deposit in the Distribution Account and retain therein the following: (i) the aggregate amount remitted by the Servicer to the Trustee pursuant to the applicable Servicing Agreement; and (ii) any other amounts deposited hereunder which are required to be deposited in the Distribution Account. In the event that the Servicer shall remit any amount not required to be remitted pursuant to the Wells Fargo Sale and Servicing Agreement, and the Servicer pursuant to xx Xxficer's Certificate directs the Trustee in writing to withdraw such amount from the Distribution Account, the Trustee shall return such funds to the Servicer. All funds deposited in the Distribution Account shall be held by the Trustee in trust for the Certificateholders until disbursed in accordance with this Agreement or withdrawn in accordance with Section 4.01. In no event shall the Trustee incur liability for withdrawals from the Distribution Account at the direction of the Servicer. The Trustee may invest the funds in the Distribution Account in one or more Permitted Investments in accordance with Section 3.02. The Trustee may withdraw from the Distribution Account any income or gain earned from the investment of funds deposited therein during the Trustee Float Period for its own benefit.

Distribution Account and Excess Reserve Fund Account. (a) On behalf of the Trust Fund, the Trustee shall establish and maintain one or more accounts (such account or accounts, the "Distribution Account"), held in trust for the benefit of the Certificateholders. In accordance with the terms of the related Servicing Agreement, on behalf of the Trust Fund, the applicable Servicer shall deliver to the Trustee in immediately available funds for deposit in the Distribution Account on the Servicer Remittance Date, that portion of the Available Funds (calculated without regard to the references in the definition thereof to amounts that may be deposited to the Distribution Account from a different source as provided herein) then on deposit in such Collection Account. (b) Funds in the Distribution Account may be invested in Permitted Investments in accordance with the provisions set forth in Section 3.02. The Trustee shall give notice to each Servicer and the Depositor of the location of the Distribution Account prior to any change thereof. The Distribution Account shall initially be located with the Trustee. (c) The Trustee shall be permitted to make withdrawals from the Distribution Account in accordance with the provisions of the applicable Servicing Agreement. (d) Promptly upon receipt of any Stayed Funds, whether from any Servicer, a trustee in bankruptcy, or federal bankruptcy court or other source, the Trustee notify the applicable Servicer of such receipt and deposit such funds in the Distribution Account, subject to withdrawal thereof as permitted pursuant to the applicable Servicing Agreement. (i) The Trustee shall establish and maintain an account (such account, the "Excess Reserve Fund Account, ") on behalf of the Class CE X Certificateholders, to receive any Basis Risk Payment and to secure their limited recourse obligation to pay to the Offered Certificateholders any Basis Risk Carry Forward Amounts Amounts. (prior to using any Net Swap Receipts). For the avoidance of doubt, any Basis Risk Carry Forward Amounts shall be paid to the Principal Certificates first from the Excess Reserve Fund Account and then from the Supplemental Interest Account. ii) On each Distribution Date, the Trustee shall deposit the amount of any Basis Risk Payment received by it made for the benefit of the Certificateholders and any Interest Rate Cap Payment made for the benefit of the Offered Certificates for such date into the Excess Reserve Fund Account. The Excess Reserve Fund Account shall be a non-interest bearing account. . (i) On each Distribution Date on which there exists a Basis Risk Carry Forward Amount on any Class or Classes of Principal Certificates, the Trustee shall (1) withdraw from the Distribution Account, to the extent of funds available therefor in the Distribution Account, Account and deposit in the Excess Reserve Fund Account, as Account the amount set forth in Section 4.01(a)(iii)(C3.04(b)(x), the lesser of (x) the Class CE Distributable Amount (without regard to the reduction in clause (iii) of the definition thereof with respect to any Basis Risk Carry Forward Amount or any Defaulted Swap Termination Payment) (to the extent remaining after the distributions specified in Sections 4.01(a)(iii)(A)-(B)) and (y) the aggregate Basis Risk Carry Forward Amounts of the Principal Certificates for such Distribution Date if any, and (2) withdraw from the Excess Reserve Fund Account amounts necessary to pay to such Class or Classes of Principal Certificates the related Basis Risk Carry Forward Amount, as set forth in Section 3.04(b). Such payments shall be allocated to those Classes based upon the amount of Basis Risk Carry Forward Amount owed to each such Class and shall be paid in the priority set forth in Section 4.01(a)(iii)(D). 3.04(ix) and (xi) hereof. (ii) The Trustee shall account for the Excess Reserve Fund Account as assets an outside reserve fund within the meaning of a grantor trust under subpart E, Part I of subchapter J of the Code Treasury regulation 1.860G-2(h) and not as an asset of any Trust REMIC created pursuant to this Agreement. The beneficial owners owner of the Excess Reserve Fund Account are is the Class CE CertificateholdersX Certificateholder. For all federal income tax purposes, amounts transferred by the Upper Tier REMIC to the Excess Reserve Fund Account shall be treated as distributions by the Trustee to the Class CE Certificateholders in respect of the Class CE Interest and then contributed by the Class CE Certificateholders to the Excess Reserve Fund Account. X Certificateholder. (iii) Any Basis Risk Carry Forward Amounts distributed paid by the Trustee to the Principal Certificateholders pursuant to Section 4.01(a)(iii)(D) from the Excess Reserve Fund Account shall be accounted for by the Trustee, for federal income tax purposes, Trustee as amounts paid first to the Holders of the Class CE Certificates (in respect of the Class CE Interest or the Class IO Interest, respectively) X Certificate and then to the respective Class or Classes of Principal Certificates. In addition, the Trustee shall account for the Principal Certificateholders' rights to receive payments of Basis Risk Carry Forward Amounts from the Excess Reserve Fund Account (along with payments, in the case of the LIBOR Certificates, of Basis Risk Carry Forward Amounts from the Supplemental Interest Account) and obligation to pay Class IO Shortfalls to the Supplemental Interest Account as rights and obligations in a limited recourse notional principal interest rate cap contract between (which contract shall be deemed for tax purposes to have a value of zero) written by the Class CE X Certificateholders and in favor of the Holders of each such Class. Funds in the Excess Reserve Fund Account shall remain uninvested. Certificateholders. (iv) Notwithstanding any provision contained in this Agreement, the Trustee shall not be required to make any distributions payments from the Excess Reserve Fund Account except as expressly set forth in this Section 3.01(a3.01(f). Amounts on deposit in the Excess Reserve Fund Account shall not be invested. (bg) The Trustee shall establish and maintain In order to comply with its duties under the Distribution Account on behalf of the Certificateholders, which shall be a non-interest bearing trust account. The Trustee shall, promptly upon receipt on the Business Day received, deposit in the Distribution Account and retain therein the following: (i) the aggregate amount remitted by the Servicer to the Trustee pursuant to the applicable Servicing Agreement; and (ii) any other amounts deposited hereunder which are required to be deposited in the Distribution Account. In the event that the Servicer shall remit any amount not required to be remitted pursuant to the Wells Fargo Sale and Servicing Agreement, and the Servicer pursuant to xx Xxficer's Certificate directs the Trustee in writing to withdraw such amount from the Distribution AccountU.S. Patriot Act, the Trustee shall return such funds to obtain and verify certain information and documentation from the Servicer. All funds deposited in owners of the Distribution Account shall be held by accounts that the Trustee in trust for the Certificateholders until disbursed in accordance with establishes pursuant to this Agreement or withdrawn in accordance with Section 4.01. In no event shall the Trustee incur liability for withdrawals from the Distribution Account at the direction of the Servicer. The Trustee may invest the funds in the Distribution Account in one or more Permitted Investments in accordance with Section 3.02. The Trustee may withdraw from the Distribution Account any income or gain earned from the investment of funds deposited therein during the Trustee Float Period for its own benefitincluding, but not limited to, each account owner's name, address and other identifying information.

Distribution Account and Excess Reserve Fund Account. (a) The Trustee Securities Administrator shall establish and maintain the Excess Reserve Fund Account, on behalf of the Class CE Certificateholders, to receive any Basis Risk Payment and to secure their limited recourse obligation to pay to the Offered Certificateholders any Basis Risk Carry Forward Amounts (prior to using any Net Swap Receipts). For the avoidance of doubt, any Basis Risk Carry Forward Amounts shall be paid to the Principal Certificates first from the Excess Reserve Fund Account and then from the Supplemental Interest Account. On each Distribution Date, the Trustee Securities Administrator shall deposit the amount of any Basis Risk Payment received by it for such date into the Excess Reserve Fund Account. The Excess Reserve Fund Account shall be a non-interest bearing account. On each Distribution Date on which there exists a Basis Risk Carry Forward Amount on any Class or Classes of Principal Certificates, the Trustee Securities Administrator shall (1) withdraw from the Distribution Account, to the extent of funds available therefor in the Distribution Account, and deposit in the Excess Reserve Fund Account, as set forth in Section 4.01(a)(iii)(C4.01(a)(iii)(D), the lesser of (x) the Class CE Distributable Amount (without regard to the reduction in clause (iii) of the definition thereof with respect to any Basis Risk Carry Forward Amount or any Defaulted Swap Termination Payment) (to the extent remaining after the distributions specified in Sections 4.01(a)(iii)(A)-(B4.01(a)(iii)(A)-(C)) and (y) the aggregate Basis Risk Carry Forward Amounts of the Principal Certificates for such Distribution Date and (2) withdraw from the Excess Reserve Fund Account amounts necessary to pay to such Class or Classes of Principal Certificates the related Basis Risk Carry Forward Amount. Such payments shall be allocated to those Classes based upon the amount of Basis Risk Carry Forward Amount owed to each such Class and shall be paid in the priority set forth in Section 4.01(a)(iii)(D4.01(a)(iii)(E). The Trustee Securities Administrator shall account for the Excess Reserve Fund Account as assets an asset of a grantor trust under subpart E, Part I of subchapter J of the Code and not as an asset of any Trust REMIC created pursuant to this Agreement. The beneficial owners of the Excess Reserve Fund Account are the Class CE Certificateholders. For all federal income tax purposes, amounts transferred by the Upper Tier REMIC to the Excess Reserve Fund Account shall be treated as distributions by the Trustee Securities Administrator to the Class CE Certificateholders in respect of the Class CE Interest and then contributed by the Class CE Certificateholders to the Excess Reserve Fund Account. Any Basis Risk Carry Forward Amounts distributed by the Trustee Securities Administrator to the Principal Certificateholders pursuant to Section 4.01(a)(iii)(D) from the Excess Reserve Fund Account shall be accounted for by the TrusteeSecurities Administrator, for federal income tax purposes, as amounts paid first to the Holders of the Class CE Certificates (in respect of the Class CE Interest or the Class IO Interest, respectively) and then to the respective Class or Classes of Principal Certificates. In addition, the Trustee Securities Administrator shall account for the Principal Certificateholders' rights to receive payments of Basis Risk Carry Forward Amounts from the Excess Reserve Fund Account (along with payments, in the case of the LIBOR Certificates, payments of Basis Risk Carry Forward Amounts and, without duplication, Upper Tier Carry Forward Amounts from the Supplemental Interest Account) and obligation to pay Class IO Shortfalls shortfalls to the Supplemental Interest Account as rights and obligations allegations in a limited recourse notional principal contract between the Class CE Certificateholders and the Holders of each such Class. Funds in the Excess Reserve Fund Account shall remain uninvested. Notwithstanding any provision contained in this Agreement, the Trustee Securities Administrator shall not be required to make any distributions from the Excess Reserve Fund Account except as expressly set forth in this Section 3.01(a). (b) The Trustee Securities Administrator shall establish and maintain the Distribution Account on behalf of the Certificateholders, which shall be a non-interest bearing trust account. The Trustee Securities Administrator shall, promptly upon receipt on the Business Day received, deposit in the Distribution Account and retain therein the following: (i) the aggregate amount remitted by the applicable Servicer to the Trustee Securities Administrator pursuant to the applicable Servicing Agreement; and (ii) any other amounts deposited hereunder which are required to be deposited in the Distribution Account. In the event that the applicable Servicer shall remit any amount not required to be remitted pursuant to the Wells Fargo Sale and applicable Servicing Agreement, and the applicable Servicer pursuant to xx Xxficer's Certificate directs the Trustee Securities Administrator in writing to withdraw such amount from the Distribution Account, the Trustee Securities Administrator shall return such funds to the Servicer. All funds deposited in the Distribution Account shall be held by the Trustee Securities Administrator in trust for the Certificateholders until disbursed in accordance with this Agreement or withdrawn in accordance with Section 4.01. In no event shall the Trustee incur liability for withdrawals from the Distribution Account at the direction of the Servicer. The Trustee may invest the funds in the Distribution Account in one or more Permitted Investments in accordance with Section 3.02. The Trustee may withdraw from the Distribution Account any income or gain earned from the investment of funds deposited therein during the Trustee Float Period for its own benefit.

Distribution Account and Excess Reserve Fund Account. (a) The Trustee Securities Administrator shall establish and maintain the Excess Reserve Fund Account, on behalf of the Class CE Certificateholders, to receive any Basis Risk Payment and to secure their limited recourse obligation to pay to the Offered Certificateholders any Basis Risk Carry Forward Amounts (prior to using any Interest Rate Cap Payments or Net Swap Receipts). For the avoidance of doubt, any Basis Risk Carry Forward Amounts shall be paid to the Principal Offered Certificates first from the Excess Reserve Fund Account and then from the Supplemental Interest Account. On each Distribution Date, the Trustee Securities Administrator shall deposit the amount of any Basis Risk Payment received by it for such date into the Excess Reserve Fund Account. The Excess Reserve Fund Account shall be a non-interest bearing account. On each Distribution Date on which there exists a Basis Risk Carry Forward Amount on any Class or Classes of Principal Offered Certificates, the Trustee Securities Administrator shall (1) withdraw from the Distribution Account, to the extent of funds available therefor in the Distribution Account, and deposit in the Excess Reserve Fund Account, as set forth in Section 4.01(a)(iii)(C4.01(a)(iii)(D), the lesser of (x) the Class CE Distributable Amount (without regard to the reduction in clause (iii) of the definition thereof with respect to any Basis Risk Carry Forward Amount or any Defaulted Swap Termination Payment) (to the extent remaining after the distributions specified in Sections 4.01(a)(iii)(A)-(B4.01(a)(iii)(A)-(C)) and (y) the aggregate Basis Risk Carry Forward Amounts of the Principal Offered Certificates for such Distribution Date and (2) withdraw from the Excess Reserve Fund Account amounts necessary to pay to such Class or Classes of Principal Offered Certificates the related Basis Risk Carry Forward Amount. Such payments shall be allocated to those Classes based upon the amount of Basis Risk Carry Forward Amount owed to each such Class and shall be paid in the priority set forth in Section 4.01(a)(iii)(D4.01(a)(iii)(E). The Trustee Securities Administrator shall account for the Excess Reserve Fund Account as assets an asset of a grantor trust under subpart E, Part I of subchapter J of the Code and not as an asset of any Trust REMIC created pursuant to this Agreement. The beneficial owners of the Excess Reserve Fund Account are the Class CE Certificateholders. For all federal income tax purposes, amounts transferred by the Upper Tier REMIC to the Excess Reserve Fund Account shall be treated as distributions by the Trustee Securities Administrator to the Class CE Certificateholders in respect of the Class CE Interest and then contributed by the Class CE Certificateholders to the Excess Reserve Fund Account. Any Basis Risk Carry Forward Amounts distributed by the Trustee Securities Administrator to the Principal Offered Certificateholders pursuant to Section 4.01(a)(iii)(D4.01(a)(iii)(E) from the Excess Reserve Fund Account shall be accounted for by the TrusteeSecurities Administrator, for federal income tax purposes, as amounts paid first to the Holders of the Class CE Certificates (in respect of the Class CE Interest or the Class IO Interest, respectively) and then to the respective Class or Classes of Principal Offered Certificates. In addition, the Trustee Securities Administrator shall account for the Principal Offered Certificateholders' rights to receive payments of Basis Risk Carry Forward Amounts from the Excess Reserve Fund Account (along with payments, in the case of the LIBOR Certificates, payments of Basis Risk Carry Forward Amounts from the Supplemental Interest Account) and obligation to pay Class IO Shortfalls to the Supplemental Interest Account as rights and obligations in a limited recourse notional principal contract between the Class CE Certificateholders and the Holders of each such Class. Funds in the Excess Reserve Fund Account shall remain uninvested. Notwithstanding any provision contained in this Agreement, the Trustee Securities Administrator shall not be required to make any distributions from the Excess Reserve Fund Account except as expressly set forth in this Section 3.01(a). (b) The Trustee Securities Administrator shall establish and maintain the Distribution Account on behalf of the Certificateholders, which shall be a non-interest bearing trust account. The Trustee Securities Administrator shall, promptly upon receipt on the Business Day received, deposit in the Distribution Account and retain therein the following: (i) the aggregate amount remitted by the Servicer to the Trustee Securities Administrator pursuant to the applicable Servicing Agreement; and (ii) any other amounts deposited hereunder which are required to be deposited in the Distribution Account. In the event that the Servicer shall remit any amount not required to be remitted pursuant to the Wells Fargo Sale and Countrywide Servicing Agreement, and the Servicer pursuant to xx Xxficeran Officer's Certificate directs the Trustee Securities Administrator in writing to withdraw such amount from the Distribution Account, the Trustee Securities Administrator shall return such funds to the Servicer. All funds deposited in the Distribution Account shall be held by the Trustee Securities Administrator in trust for the Certificateholders until disbursed in accordance with this Agreement or withdrawn in accordance with Section 4.01. In no event shall the Trustee incur liability for withdrawals from the Distribution Account at the direction of the Servicer. The Trustee may invest the funds in the Distribution Account in one or more Permitted Investments in accordance with Section 3.02. The Trustee may withdraw from the Distribution Account any income or gain earned from the investment of funds deposited therein during the Trustee Float Period for its own benefit.