Common use of Distributions on the Certificates Clause in Contracts

Distributions on the Certificates. (a) On each Distribution Date, the Securities Administrator will withdraw funds on deposit in the Distribution Account and make distributions to the Certificateholders in the following order of priority: (i) On each Distribution Date, the Interest Remittance Amount for such Distribution Date will be paid in the following order of priority: (A) to the Supplemental Interest Trust, any Net Swap Payment and any Swap Termination Payment owed to the Swap Provider (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the ISDA Master Agreement) and to the extent not paid by the Securities Administrator from any upfront payment received pursuant to any replacement interest rate swap agreement that may be entered into by the Supplemental Interest Trust Trustee); (B) concurrently, to the Senior Certificates, pro rata based on the entitlement of each such Class, Current Interest and any Carryforward Interest for each such Class and such Distribution Date; (C) to the Class M-1 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (D) to the Class M-2 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (E) to the Class M-3 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (F) to the Class M-4 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (G) to the Class M-5 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (H) for application as part of Monthly Excess Cashflow for such Distribution Date, any Interest Remittance Amount remaining after application pursuant to clauses (A) through (G) above (such amount, “Monthly Excess Interest”) for such Distribution Date. (ii) The Principal Payment Amount will be paid on each Distribution Date as follows: A. On each Distribution Date (x) prior to the Stepdown Date or (y) with respect to which a Trigger Event is in effect, the Principal Payment Amount will be paid in the following order of priority: (i) to the Supplemental Interest Trust, any Net Swap Payment and any Swap Termination Payment owed to the Swap Provider (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the ISDA Master Agreement and to the extent not paid by the Securities Administrator from any upfront payment received pursuant to any replacement interest rate swap agreement that may be entered into by the Supplemental Interest Trust Trustee)) to the extent not paid from the Interest Remittance Amount on such Distribution Date; (ii) concurrently, to the Senior Certificates as follows: (1) to the Class A-1A Certificates and Class A-1B Certificates, the Class A-1 Allocation Percentage of the Principal Payment Amount remaining after distribution to the Supplemental Interest Trust pursuant to clause (i) above, on a pro rata basis, based on their respective Certificate Principal Balances, until the Certificate Principal Balance of each such Class has been reduced to zero; and (2) the Senior Sequential Allocation Percentage of the Principal Payment Amount remaining after distributions to the Supplemental Interest Trust pursuant to clause (i) above, in the following order of priority: (a) to the Class A-2 Certificates, until its Certificate Principal Balance has been reduced to zero; (b) concurrently, to the Class A-3A Certificates and the Class A-3B Certificates, on a pro rata basis, based on their respective Certificate Principal Balances, until the Certificate Principal Balance of each such Class has been reduced to zero; and (c) concurrently, to the Class A-4A Certificates and the Class A-4B Certificates, on a pro rata basis, based on their respective Certificate Principal Balances, until the Certificate Principal Balance of each such Class has been reduced to zero; provided, however that, if a Sequential Trigger Event is in effect for such Distribution Date, principal distributions to the Class A-4A Certificates and Class A-4B Certificates pursuant to this clause (c) will be allocated first to the Class A-4A Certificates, until its Certificate Principal Balance has been reduced to zero and then to the Class A-4B Certificates, until its Certificate Principal Balance has been reduced to zero;

Distributions on the Certificates. (a) On each Distribution Date, an amount equal to the Securities Administrator will withdraw Interest Funds and Principal Funds for such Distribution Date shall be withdrawn by the Trustee from the Distribution Account to the extent of funds on deposit therein and distributed for such Distribution Date, in the following order of priority: First, from Interest Funds, from all Loan Groups on a pro rata basis, on each Distribution Account Date on and make distributions after the Distribution Date in April 2013, if applicable, to the Certificateholders Final Maturity Reserve Account, an amount equal to the Coupon Strip for such Distribution Date. Second, to pay any accrued and unpaid interest on the related Class A, Class M, Class B and Class X Certificates in the following order of priority: (i) On 1. From remaining Interest Funds in respect of: a. Loan Group I, first, to each Distribution Dateclass of Class I-A Certificates, the Current Interest Remittance and then any Interest Carry Forward Amount for each such Class, pro rata, based on the amounts owed to such class and second, to the Certificate Insurer, any accrued and unpaid Reimbursement Amounts payable to the Certificate Insurer for that Distribution Date in respect of any Deficiency Amount described in clauses (a)(1) or (b)(x) of such definition but only to the extent of the portion of any delinquent interest collections received on the related Mortgage Loans that resulted in such Deficiency Amount on a prior Distribution Date and would otherwise be payable to the Class I-A-2 Certificates; b. Loan Group II, first, to each class of Class II-A Certificates and the Class II-X Certificates, the Current Interest and then any Interest Carry Forward Amount for each such class, pro rata, based on the amounts owed to such Class and second, to the Certificate Insurer, any accrued and unpaid Reimbursement Amounts payable to the Certificate Insurer for that Distribution Date in respect of any Deficiency Amount described in clauses (a)(1) or (b)(x) of such definition but only to the extent of the portion of any delinquent interest collections received on the related Mortgage Loans that resulted in such Deficiency Amount on a prior Distribution Date and would otherwise be payable to the Class II-A-2 Certificates; c. Loan Group III, to each Class of Class III-A Certificates, the Current Interest and then any Interest Carry Forward Amount for each such Class, pro rata, based on the Current Interest and Interest Carry Forward Amount due to each such Class; and d. Loan Group IV, to each Class of Class IV-A Certificates and the Class IV-X Certificates, the Current Interest and then any Interest Carry Forward Amount for each such Class, pro rata, based on the Current Interest and Interest Carry Forward Amount due to each such Class; 2. From remaining Interest Funds in respect of all Loan Groups, to the Class M-1, Class M-2, Class M-3, Class B-1, Class B-2 and Class B-3 Certificates, sequentially, in that order, the Current Interest for each such Class of Certificates; 3. Any Excess Spread to the extent necessary to meet a level of overcollateralization equal to the Overcollateralization Target Amount will be paid the Extra Principal Distribution Amount and will be included as part of the Principal Distribution Amount and distributed in accordance with Third (A) and (B) below; and 4. Any remaining Excess Spread will be the Remaining Excess Spread and will be applied, together with the Overcollateralization Release Amount, as Excess Cashflow pursuant to clauses Fourth through Fourteenth below. Third, to pay as principal on the Class A, Class M and Class B Certificates, in the following order of priority: (A) to the Supplemental Interest Trust, any Net Swap Payment and any Swap Termination Payment owed to the Swap Provider (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the ISDA Master Agreement) and to the extent not paid by the Securities Administrator from any upfront payment received pursuant to any replacement interest rate swap agreement that may be entered into by the Supplemental Interest Trust Trustee); (B) concurrently, to the Senior Certificates, pro rata based on the entitlement of each such Class, Current Interest and any Carryforward Interest for each such Class and such Distribution Date; (C) to the Class M-1 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (D) to the Class M-2 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (E) to the Class M-3 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (F) to the Class M-4 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (G) to the Class M-5 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (H) for application as part of Monthly Excess Cashflow for such Distribution Date, any Interest Remittance Amount remaining after application pursuant to clauses (A) through (G) above (such amount, “Monthly Excess Interest”) for such Distribution Date. (ii) The Principal Payment Amount will be paid on each Distribution Date as follows: A. On For each Distribution Date (xi) prior to the Stepdown Date or (yii) with respect to on which a Trigger Event is in effect, from the Principal Payment Funds and the Extra Principal Distribution Amount for such Distribution Date: (a) An amount equal to the Group I Principal Distribution Amount will be distributed first to each class of Class I-A Certificates on a pro rata basis until the Current Principal Amount of each such Class is reduced to zero and second, to the Certificate Insurer, any accrued and unpaid Reimbursement Amounts payable to the Certificate Insurer for that Distribution Date in respect of any Deficiency Amount described in clauses (a)(2) or (b)(y) of such definition, but only to the extent of the portion of Subsequent Recoveries with respect to the Mortgage Loans with respect to which Realized Losses were paid by the Certificate Insurer would otherwise be payable to the Class I-A-2 Certificates; (b) An amount equal to the Group II Principal Distribution Amount will be distributed first to each Class of Class II-A Certificates on a pro rata basis until the Current Principal Amount of each such Class is reduced to zero and second, to the Certificate Insurer, any accrued and unpaid Reimbursement Amounts payable to the Certificate Insurer for that Distribution Date in respect of any Deficiency Amount described in clauses (a)(2) or (b)(y) of such definition, but only to the following order extent of prioritythe portion of Subsequent Recoveries with respect to the Mortgage Loans with respect to which Realized Losses were paid by the Certificate Insurer would otherwise be payable to the Class II-A-2 Certificates; (c) To the Class III-A Certificates, an amount equal to the Group III Principal Distribution Amount will be distributed on a pro rata basis until the Current Principal Amount of each such Class is reduced to zero; (d) To the Class IV-A Certificates, an amount equal to the Group IV Principal Distribution Amount will be distributed on a pro rata basis until the Current Principal Amount of each such Class is reduced to zero; 2. To the Class M-1 Certificates, any remaining Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 3. To the Class M-2 Certificates, any remaining Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 4. To the Class M-3 Certificates, any remaining Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 5. To the Class B-1 Certificates, any remaining Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 6. To the Class B-2 Certificates, any remaining Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; and 7. To the Class B-3 Certificates, any remaining Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; and (B) For each Distribution Date on or after the Stepdown Date, so long as a Trigger Event is not in effect, from the Principal Funds and the Extra Principal Distribution Amount for such Distribution Date: (a) An amount equal to the Class I-A Principal Distribution Amount will be distributed first to each Class of Class I-A Certificates on a pro rata basis until the Current Principal Amount of each such Class is reduced to zero and second, to the Certificate Insurer, any accrued and unpaid Reimbursement Amounts payable to the Certificate Insurer for that Distribution Date in respect of any Deficiency Amount described in clauses (a)(2) or (b)(y) of such definition, but only to the extent of the portion of Subsequent Recoveries with respect to the Mortgage Loans with respect to which Realized Losses were paid by the Certificate Insurer would otherwise be payable to the Class I-A-2 Certificates; (b) An amount equal to the Class II-A Principal Distribution Amount will be distributed first to each class of Class II-A Certificates on a pro rata basis until the Current Principal Amount of each such Class is reduced to zero and second, to the Certificate Insurer, any accrued and unpaid Reimbursement Amounts payable to the Certificate Insurer for that Distribution Date in respect of any Deficiency Amount described in clauses (a)(2) or (b)(y) of such definition, but only to the extent of the portion of Subsequent Recoveries with respect to the Mortgage Loans with respect to which Realized Losses were paid by the Certificate Insurer would otherwise be payable to the Class II-A-2 Certificates; (c) To the Class III-A Certificates, an amount equal to the Class III-A Principal Distribution Amount will be distributed on a pro rata basis until the Current Principal Amount of each such Class is reduced to zero; (d) To the Class IV-A Certificates, an amount equal to the Class IV-A Principal Distribution Amount will be distributed on a pro rata basis until the Current Principal Amount of each such Class is reduced to zero; 2. To the Class M-1 Certificates, from any remaining Principal Distribution Amount, the Class M-1 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 3. To the Class M-2 Certificates, from any remaining Principal Distribution Amount, the Class M-2 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 4. To the Class M-3 Certificates, from any remaining Principal Distribution Amount, the Class M-3 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 5. To the Class B-1 Certificates, from any remaining Principal Distribution Amount, the Class B-1 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 6. To the Class B-2 Certificates, from any remaining Principal Distribution Amount, the Class B-2 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; and 7. To the Class B-3 Certificates, from any remaining Principal Distribution Amount, the Class B-3 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; Fourth, from any Excess Cashflow, first, to the Class I-A, Class II-A, Class III-A and Class IV-A Certificates, pro rata in accordance with the respective amounts owed to each such Class, (i) any Interest Carry-Forward Amount for each such Class to the Supplemental Interest Trustextent not fully paid pursuant to subclauses Second 1 above and (ii) any Unpaid Realized Loss Amount for each such class, allocated to such Class from Mortgage Loans in the related Loan Group, for such Distribution Date and second, to the Certificate Insurer, any Net Swap Payment accrued and any Swap Termination Payment owed to the Swap Provider (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the ISDA Master Agreement and unpaid Reimbursement Amounts to the extent not paid by the Securities Administrator in pursuant to priority Second 1(a) and 1(b); Fifth, from any upfront payment received pursuant to any replacement interest rate swap agreement that may be entered into by remaining Excess Cashflow, the Supplemental Interest Trust Trustee)) following amounts to the extent not paid from the Class M-1 Certificates: (a) any Interest Remittance Carry Forward Amount on and then (b) any Unpaid Realized Loss Amount, in each case for such Class for such Distribution Date; ; Sixth, from any remaining Excess Cashflow, the following amounts to the Class M-2 Certificates: (iia) concurrentlyany Interest Carry Forward Amount and then (b) any Unpaid Realized Loss Amount, in each case for such Class for such Distribution Date; Seventh, from any remaining Excess Cashflow, the following amounts to the Class M-3 Certificates: (a) any Interest Carry Forward Amount and then (b) any Unpaid Realized Loss Amount, in each case for such Class for such Distribution Date; Eighth, from any remaining Excess Cashflow, the following amounts to the Class B-1 Certificates: (a) any Interest Carry Forward Amount and then (b) any Unpaid Realized Loss Amount, in each case for such Class for such Distribution Date; Ninth, from any remaining Excess Cashflow, the following amounts to the Class B-2 Certificates: (a) any Interest Carry Forward Amount and then (b) any Unpaid Realized Loss Amount, in each case for such Class for such Distribution Date; Tenth, from any remaining Excess Cashflow, the following amounts to the Class B-3 Certificates: (a) any Interest Carry Forward Amount and then (b) any Unpaid Realized Loss Amount, in each case for such Class for such Distribution Date; Eleventh, from any remaining Excess Cashflow, to the Senior Certificates as follows: (1) Class I-A, Class II-A, Class III-A and Class IV-A Certificates, any Basis Risk Shortfall and any Basis Risk Shortfall Carry Forward Amount for each such class for such Distribution Date, pro rata, based on the Basis Risk Shortfall and Basis Risk Shortfall Carry Forward Amount owed to each such class; Twelfth, from any remaining Excess Cashflow, to the Class A-1A Certificates M-1, Class M-2, Class M-3, Class B-1, Class B-2 and Class A-1B B-3 Certificates, in that order, any Basis Risk Shortfall and any Basis Risk Shortfall Carry Forward Amount, in each case owed to such Class for such Distribution Date; Thirteenth, from any remaining Excess Cashflow, to the Class B-IO Certificates, the Class A-1 Allocation Percentage B-IO Distribution Amount for such Distribution Date; and Fourteenth, any remaining amounts to the Residual Certificates. All payments of amounts in respect of Basis Risk Shortfall or Basis Risk Shortfall Carry Forward Amount made pursuant to the provisions of this paragraph (a) shall, for federal income tax purposes, be deemed to have been distributed from REMIC IV to the holder of the Class B-IO Certificates and then paid outside of any 2006-AR2 REMIC to the recipients thereof pursuant to an interest rate cap contract. By accepting their Certificates the holders of the Certificates agree so to treat such payments for purposes of filing their income tax returns. For federal income tax purposes, payment of any interest accrued at a Pass-Through Rate in excess of the Modified Net Rate Cap, to the Class A, Class M and Class B Certificates shall be treated as paid outside of any 2006-AR2 REMIC and shall not be part of the entitlement of the REMIC IV Regular Interest the ownership of which is represented by such Class of Certificates receiving such payment. (b) Notwithstanding the provisions of clauses Third (A) and (B) above, if on any Distribution Date the certificates in a Certificate Group are no longer outstanding, the portion of the Principal Payment Distribution Amount remaining or the related Class A Principal Distribution Amount, as applicable, otherwise allocable to such Certificate Group will be allocated among the other Certificate Groups, pro rata, based on the aggregate Certificate Balance of the Certificate Group, after distribution giving effect to the Supplemental Interest Trust pursuant to clause distributions in Third (iA) and (B) above, on a pro rata basisand will be distributed among the Certificates in each Certificate Group in the manner set forth in Third (A) or (B) above, based on their respective Certificate Principal Balancesas applicable, until the Certificate Principal Balance of each such Class has been is reduced to zero; and (2) the Senior Sequential Allocation Percentage of the Principal Payment Amount remaining after distributions to the Supplemental Interest Trust pursuant to clause (i) above, in the following order of priority: (a) to the Class A-2 Certificates, until its Certificate Principal Balance has been reduced to zero; (b) concurrently, to the Class A-3A Certificates and the Class A-3B Certificates, on a pro rata basis, based on their respective Certificate Principal Balances, until the Certificate Principal Balance of each such Class has been reduced to zero; and. (c) concurrentlyOn each Distribution Date, all amounts transferred from the Class XP Reserve Account representing Prepayment Charges in respect of the Prepayment Charge Loans received during the related Prepayment Period will be withdrawn from the Distribution Account and distributed by the Trustee to the Class XP Certificates and shall not be available for distribution to the holders of any other Class of Certificates. (d) The expenses and fees of the Trust shall be paid by each of the 2006-AR2 REMICs, to the Class A-4A Certificates extent that such expenses relate to the assets of each of such respective 2006-AR2 REMICs, and all other expenses and fees of the Class A-4B Certificates, on a Trust shall be paid pro rata basis, based on their respective Certificate Principal Balances, until by each of the Certificate Principal Balance of each such Class has been reduced to zero; provided, however that, if a Sequential Trigger Event is in effect for such Distribution Date, principal distributions to the Class A-4A Certificates and Class A-4B Certificates pursuant to this clause (c) will be allocated first to the Class A-4A Certificates, until its Certificate Principal Balance has been reduced to zero and then to the Class A-4B Certificates, until its Certificate Principal Balance has been reduced to zero;2006-AR2 REMICs.

Distributions on the Certificates. (a) On each Distribution Date, the Securities Administrator will shall withdraw the Interest Remittance Amount from funds then on deposit in the Distribution Account for such Distribution Date and make the following distributions to the Certificateholders in the following order of prioritypriority set forth below: (i) On each Distribution Date, the Interest Remittance Amount for such Distribution Date will be paid in the following order of priority: (A) to the Supplemental Interest Trust, any Net Swap Payment and any Swap Termination Payment owed to the Swap Provider (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the ISDA Master Agreement) and to the extent not paid by the Securities Administrator from any upfront payment received pursuant to any replacement interest rate swap agreement that may be entered into by the Supplemental Interest Trust Trustee); (B) concurrently, to the Senior Certificates, pro rata based on the entitlement of each such Classamounts due, Current Interest and any Carryforward Interest for each such Class and such Distribution Date; (Cii) to the Class M-1 Certificates, Current Interest and any Carryforward Interest for such Class and such Distribution Date; (Diii) to the Class M-2 Certificates, Current Interest and any Carryforward Interest for such Class and such Distribution Date; (Eiv) to the Class M-3 Certificates, Current Interest and any Carryforward Interest for such Class and such Distribution Date; (Fv) to the Class M-4 Certificates, Current Interest and any Carryforward Interest for such Class and such Distribution Date; (Gvi) to the Class M-5 Certificates, Current Interest and any Carryforward Interest for such Class and such Distribution Date; (Hvii) to the Class M-6 Certificates, Current Interest and any Carryforward Interest for such Class and such Distribution Date; (viii) to the Class B-1 Certificates, Current Interest and any Carryforward Interest for such Class and such Distribution Date; (ix) to the Class B-2 Certificates, Current Interest and any Carryforward Interest for such Class and such Distribution Date; (x) to the Class B-3 Certificates, Current Interest and any Carryforward Interest for such Class and such Distribution Date; (xi) to the Class B-4 Certificates, Current Interest and any Carryforward Interest for such Class and such Distribution Date; (xii) to the Class B-5 Certificates, Current Interest and any Carryforward Interest for such Class and such Distribution Date; and (xiii) for application as part of Monthly Excess Cashflow for such Distribution Date, as provided in Section 5.06(d), any such Interest Remittance Amount remaining after application pursuant to clauses (Ai) through (Gxii) above (such amount, “Monthly Excess Interest”) for such Distribution Date. (iib) The Principal Payment Amount will be paid on each Distribution Date as follows: A. On each Distribution Date (x1) prior to the Stepdown Date or (y2) with respect to which a Trigger Event is in effect, the Securities Administrator shall withdraw the Principal Payment Amount will be paid from funds then on deposit in the Distribution Account for such Distribution Date and distribute the Principal Payment Amount for such date in the following order of priority: (i) to the Supplemental Interest Trust, any Net Swap Payment and any Swap Termination Payment owed to the Swap Provider (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the ISDA Master Agreement and to the extent not paid by the Securities Administrator from any upfront payment received pursuant to any replacement interest rate swap agreement that may be entered into by the Supplemental Interest Trust Trustee)) to the extent not paid from the Interest Remittance Amount on such Distribution Date; (ii) concurrently, to the Senior Certificates as follows: (1) to the Class A-1A Certificates and Class A-1B Certificates, the Class A-1 Allocation Percentage of the Principal Payment Amount remaining after distribution to the Supplemental Interest Trust pursuant to clause (i) above, on a pro rata basis, based on their respective Certificate Principal Balances, until the Certificate Principal Balance of each such Class has been reduced to zero; and (2) the Senior Sequential Allocation Percentage of the Principal Payment Amount remaining after distributions to the Supplemental Interest Trust pursuant to clause (i) above, in the following order of priority: (a) to the Class A-2 Certificates, until its Certificate Principal Balance has been reduced to zero; (b) concurrently, to the Class A-3A Certificates A-1, Class A-2 and the Class A-3B A-3 Certificates, on a pro rata basis, based on their respective Certificate Principal Balances, until the Certificate Principal Balance of each such Class has been reduced to zero; and (c) concurrently, to the Class A-4A Certificates and the Class A-4B Certificates, on a pro rata basis, based on their respective Certificate Principal Balances, until the Certificate Principal Balance of each such Class has been reduced to zero; provided, however thathowever, if a Sequential Trigger Event is in effect for such Distribution Date, principal distributions that the pro rata allocation to the Class A-4A Certificates and Class A-4B A-2 Certificates pursuant to this clause (c) will shall be allocated first distributed first, to the Class A-4A A-1 Certificates, until its the Certificate Principal Balance of such Class has been reduced to zero zero, and then second, to the Class A-4B A-2 Certificates, until its the Certificate Principal Balance of such Class has been reduced to zero; (ii) to the Class M-1 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (iii) to the Class M-2 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (iv) to the Class M-3 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (v) to the Class M-4 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (vi) to the Class M-5 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (vii) to the Class M-6 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (viii) to the Class B-1 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (ix) to the Class B-2 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (x) to the Class B-3 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (xi) to the Class B-4 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (xii) to the Class B-5 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; and (xiii) for application as part of Monthly Excess Cashflow for such Distribution Date, as provided in Section 5.06(d), any such Principal Payment Amount remaining after application pursuant to clauses (i) through (xii) above, for such Distribution Date.

Distributions on the Certificates. (a) Interest and principal on the Certificates (other than the Class III-X Certificates) will be distributed monthly on each Distribution Date, commencing in October 2002, in an amount equal to the Available Funds for such Distribution Date. On each Distribution Date, the Securities Administrator will withdraw funds on deposit in the Distribution Account and make distributions to the Certificateholders in the following order of priorityAvailable Funds shall be distributed as follows: (iA) On on each Distribution Date, the Interest Remittance Amount for such Distribution Date Group 1 Available Funds will be paid in the following order of priority: (A) distributed to the Supplemental Interest Trust, any Net Swap Payment and any Swap Termination Payment owed to the Swap Provider (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the ISDA Master Agreement) and to the extent not paid by the Securities Administrator from any upfront payment received pursuant to any replacement interest rate swap agreement that may be entered into by the Supplemental Interest Trust Trustee); (B) concurrently, to the Senior Certificates, pro rata based on the entitlement of each such Class, Current Interest and any Carryforward Interest for each such Class and such Distribution Date; (C) to the Class M-1 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (D) to the Class M-2 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (E) to the Class M-3 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (F) to the Class M-4 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (G) to the Class M-5 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (H) for application as part of Monthly Excess Cashflow for such Distribution Date, any Interest Remittance Amount remaining after application pursuant to clauses (A) through (G) above (such amount, “Monthly Excess Interest”) for such Distribution Date. (ii) The Principal Payment Amount will be paid on each Distribution Date as follows: A. On each Distribution Date (x) prior to the Stepdown Date or (y) with respect to which a Trigger Event is in effect, the Principal Payment Amount will be paid in the following order of priority: (i) to the Supplemental Interest Trust, any Net Swap Payment and any Swap Termination Payment owed to the Swap Provider (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the ISDA Master Agreement and to the extent not paid by the Securities Administrator from any upfront payment received pursuant to any replacement interest rate swap agreement that may be entered into by the Supplemental Interest Trust Trustee)) to the extent not paid from the Interest Remittance Amount on such Distribution Date; (ii) concurrently, to the Group 1 Senior Certificates as follows: (1) : FIRST, to the Class A-1A Certificates and Class A-1B Group 1 Senior Certificates, the Class A-1 Allocation Percentage of the Principal Payment Amount remaining after distribution to the Supplemental Interest Trust pursuant to clause (i) above, on a pro rata basis, based the Accrued Certificate Interest on their respective such Classes for such Distribution Date. As described below, Accrued Certificate Interest on the Group 1 Senior Certificates is subject to reduction in the event of certain Net Interest Shortfalls allocable thereto; SECOND, to the Group 1 Senior Certificates, on a pro rata basis, any Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates, to the extent of remaining Group 1 Available Funds; and THIRD, sequentially, in the following order, to the Class R-I, Class R-II and the Class I-A Certificates, in reduction of the Current Principal BalancesAmount thereof, the Group 1 Senior Optimal Principal Amount for such Distribution Date to the extent of remaining Group 1 Available Funds, until the Current Principal Amounts of such Class has been reduced to zero; (B) on each Distribution Date, the Group 2 Available Funds will be distributed to the Group 2 Senior Certificates as follows: FIRST, to the Group 2 Senior Certificates, the Accrued Certificate Interest on such Class for such Distribution Date. As described below, Accrued Certificate Interest on the Group 2 Senior Certificates is subject to reduction in the event of certain Net Interest Shortfalls allocable thereto; SECOND, to the Group 2 Senior Certificates, any Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates, to the extent of remaining Group 2 Available Funds; and THIRD, to the Group 2 Senior Certificates, in reduction of the Current Principal Balance Amount thereof, the Group 2 Senior Optimal Principal Amount for such Distribution Date to the extent of remaining Group 2 Available Funds, until the Current Principal Amount of such Class has been reduced to zero; (C) on each Distribution Date, the Group 3 Available Funds will be distributed to the Group 3 Senior Certificates as follows: FIRST, to the Group 3 Senior Certificates, on a pro rata basis, the Accrued Certificate Interest on each such Class for such Distribution Date. As described below, Accrued Certificate Interest on the Group 3 Senior Certificates is subject to reduction in the event of certain Net Interest Shortfalls allocable thereto; SECOND, to the Group 3 Senior Certificates, on a pro rata basis, any Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates, to the extent of remaining Group 3 Available Funds; and THIRD, to the Class III-A Certificates, in reduction of the Current Principal Amount thereof, the Group 3 Senior Optimal Principal Amount for such Distribution Date to the extent of remaining Group 3 Available Funds, until the Current Principal Amounts of such Classes have been reduced to zero; (D) on each Distribution Date, the Group 4 Available Funds will be distributed to the Group 4 Senior Certificates as follows: FIRST, to the Group 4 Senior Certificates, the Accrued Certificate Interest on such Class for such Distribution Date. As described below, Accrued Certificate Interest on the Group 4 Senior Certificates is subject to reduction in the event of certain Net Interest Shortfalls allocable thereto; SECOND, to the Group 4 Senior Certificates, any Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates, to the extent of remaining Group 4 Available Funds; and THIRD, to the Group 4 Senior Certificates, in reduction of the Current Principal Amount thereof, the Group 4 Senior Optimal Principal Amount for such Distribution Date to the extent of remaining Group 4 Available Funds, until the Current Principal Amount of each such Class has been reduced to zero; and; (E) Except as provided in (G) and (H) below, on each Distribution Date prior to the Cross-Over Date, an amount equal to any remaining Group 1, Group 2, Group 3, and Group 4 Available Funds after the distributions in (A), (B), (C) and (D) above will be distributed to the Class A-5 Certificates, in each case up to an amount equal to and in the following order: (a) the Senior Sequential Allocation Percentage of the Principal Payment Amount Accrued Certificate Interest thereon for such Distribution Date, (b) any Accrued Certificate Interest thereon remaining after distributions undistributed from previous Distribution Dates and (c) such Class's Allocable Share for such Distribution Date, in each case, to the Supplemental Interest Trust pursuant extent of remaining Available Funds. (F) Except as provided in (G) and (H) below, on each Distribution Date prior to clause the Cross-Over Date, an amount equal to any remaining Group 1, Group 2, Group 3, and Group 4 Available Funds after the distributions in (iA), (B), (C), (D) aboveand (E) above will be distributed Sequentially, in the following order of priority: order, to the Class X-0, Xxxxx X-0, Xxxxx X-0, Class B-4, Class B-5 and Class B-6 Certificates, in each case up to an amount equal to and in the following order: (a) the Accrued Certificate Interest thereon for such Distribution Date, (b) any Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates and (c) such Class's Allocable Share for such Distribution Date, in each case, to the extent of remaining Available Funds. (G) On each Distribution Date prior to the Cross-Over Date, but after the reduction of the Current Principal Amount of the Group 1, Group 2, Group 3 and Group 4 Senior Certificates to zero, the remaining Class or Classes of Senior Certificates will be entitled to receive in reduction of their Current Principal Amounts, pro rata based upon their Current Principal Amounts immediately prior to such Distribution Date, in addition to any Principal Prepayments related to such remaining Senior Certificates' respective Loan Group allocated to such Group of Senior Certificates, 100% of the Principal Prepayments on any Mortgage Loan in the Loan Group relating to the fully repaid Class of Senior Certificates; provided, however, that if (A) the weighted average Senior Mezzanine and Subordinate Percentage equals or exceeds 11.00% on such Distribution Date and (B) the aggregate Scheduled Principal Balance of the Mortgage Loans delinquent 60 days or more (including for this purpose any such Mortgage Loans in foreclosure and Mortgage Loans with respect to which the related Mortgaged Property has been acquired by the Trust), averaged over the last six months, as a percentage of the sum of the aggregate Current Principal Amount of the Senior Mezzanine Certificates and Subordinate Certificates does not exceed 100%, then the additional allocation of Principal Prepayments to the Senior Certificates in accordance with this clause (I) will not be made. (H) If on any Distribution Date on which the aggregate Current Principal Amount of any Class or Classes of Senior Certificates would be greater than the aggregate Scheduled Principal Balance of the Mortgage Loans in its related Loan Group and any Senior Mezzanine Certificates and Subordinate Certificates are still outstanding in each case after giving effect to distributions to be made on such Distribution Date, (i) 100% of amounts otherwise allocable to the Senior Mezzanine Certificates and Subordinate Certificates in respect of principal will be distributed to such Class or Classes of Senior Certificates in reduction of the Current Principal Amounts thereof, until the aggregate Current Principal Amount of such Class or Classes of Senior Certificates is an amount equal to the aggregate Scheduled Principal Balance of the Mortgage Loans in its related Loan Group, and (ii) the Accrued Certificate Interest otherwise allocable to the Senior Mezzanine Certificates and Subordinate Certificates on such Distribution Date will be reduced, if necessary, and distributed to such Class or Classes of Senior Certificates in an amount equal to the Accrued Certificate Interest for such Distribution Date on the excess of (x) the aggregate Current Principal Balance of such Class or Classes of Senior Certificates over (y) the aggregate Scheduled Principal Balance of the Mortgage Loans in the related Loan Group. Any such reduction in the Accrued Certificate Interest on the Senior Mezzanine Certificates and Subordinate Certificates will be allocated in reverse order of the Senior Mezzanine Certificates and Subordinate Certificates numerical designations, commencing with the Class B-6 Certificates. (b) If, after distributions have been made pursuant to priorities FIRST and SECOND of clauses (a)(i)(A), (B), (C) or (D) above on any Distribution Date, the remaining Group 1, Group 2, Group 3 and Group 4 Available Funds are less than the sum of the Group 1, Group 2, Group 3 and Group 4 Senior Optimal Principal Amounts such amount shall be reduced, and such remaining funds will be distributed on the related Senior Certificates on the basis of such reduced amount. (c) Pro rata" distributions among Classes of Certificates will be made in proportion to the then Current Principal Amount of such Classes. (d) On each Distribution Date, any Available Funds remaining after payment of interest and principal to the Classes of Certificates entitled thereto, as described above, will be distributed to the Class A-2 R-III Certificates; provided that if on any Distribution Date there are any Group 1, Group 2, Group 3 and Group 4 Available Funds remaining after payment of interest and principal to a Class or Classes of Certificates entitled thereto, such amounts will be distributed to the other Classes of Senior Certificates, pro rata, based upon their Current Principal Amounts, until its all amounts due to all Classes of Senior Certificates have been paid in full, before any amounts are distributed to the Class R-III Certificates. (e) No Accrued Certificate Interest will be payable with respect to any Class of Certificates after the Distribution Date on which the Current Principal Balance Amount of such Certificate has been reduced to zero;. (bf) concurrentlyIf on any Distribution Date the Available Funds for the Senior Certificates in any Certificate Group is less than the Accrued Certificate Interest on the related Senior Certificates for such Distribution Date prior to reduction for Net Interest Shortfall and the interest portion of Realized Losses, the shortfall will be allocated among the holders of each Class of Senior Certificates in such Certificate Group in proportion to the Class A-3A Certificates and respective amounts of Accrued Certificate Interest that would have been allocated thereto in the Class A-3B Certificates, on a pro rata basis, based on their respective Certificate Principal Balances, until the Certificate Principal Balance absence of each such Class has been reduced to zero; and (c) concurrently, to the Class A-4A Certificates and the Class A-4B Certificates, on a pro rata basis, based on their respective Certificate Principal Balances, until the Certificate Principal Balance of each such Class has been reduced to zero; provided, however that, if a Sequential Trigger Event is in effect Net Interest Shortfall and/or Realized Losses for such Distribution Date. In addition, principal distributions the amount of any interest shortfalls will constitute unpaid Accrued Certificate Interest and will be distributable to holders of the Certificates of the related Classes entitled to such amounts on subsequent Distribution Dates, to the Class A-4A Certificates and Class A-4B Certificates pursuant to this clause (c) extent of the applicable Available Funds after current interest distributions as required herein. Any such amounts so carried forward will not bear interest. Shortfalls in interest payments will not be allocated first offset by a reduction in the servicing compensation of the Master Servicer or otherwise, except to the Class A-4A Certificatesextent of applicable Compensating Interest Payments. (g) The expenses and fees of the Trust shall be paid by each of the REMICs, until its Certificate Principal Balance has been reduced to zero and then to the Class A-4B Certificatesextent that such expenses relate to the assets of each of such respective REMICs, until its Certificate Principal Balance has been reduced to zero;and all other expenses and fees of the Trust shall be paid pro rata by each of the REMICs.

Distributions on the Certificates. (a) On each Distribution Date, the Securities Administrator Trustee will withdraw funds on deposit in from the Distribution Certificate Account and make distributions pay to itself the Certificateholders Trustee Fee for that Distribution Date. In addition, the Trustee will withdraw from the Certificate Account the Interest Funds and Principal Funds for such Distribution Date and apply such amounts as follows: FIRST, to pay accrued and unpaid interest on the Offered Certificates, in the following order of priority: (i) On each Distribution DateFrom Interest Funds, to the Class A-1 Certificates and Class A-2 Certificates, pro rata, the Current Interest Remittance and any Interest Carry Forward Amount for such Distribution Date Class; (ii) From remaining Interest Funds, to the Class M-1 Certificates, the Class M-2 Certificates and the Class B Certificates, sequentially, in that order, the Current Interest and any Interest Carry Forward Amount for each such Class; (iii) Any Excess Spread to the extent necessary to meet a level of overcollateralization equal to the Specified Overcollateralization Amount will be paid the Extra Principal Distribution Amount and will be included as part of the Principal Distribution Amount; and (iv) Any Remaining Excess Spread will be added to any Excess Overcollateralization Amount and will be applied as Excess Cashflow pursuant to clauses THIRD through EIGHTH below. SECOND, to pay as principal on the Offered Certificates, in the following order of priority: (A) to the Supplemental Interest Trust, any Net Swap Payment and any Swap Termination Payment owed to the Swap Provider (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the ISDA Master Agreement) and to the extent not paid by the Securities Administrator from any upfront payment received pursuant to any replacement interest rate swap agreement that may be entered into by the Supplemental Interest Trust Trustee); (B) concurrently, to the Senior Certificates, pro rata based on the entitlement of each such Class, Current Interest and any Carryforward Interest for each such Class and such Distribution Date; (C) to the Class M-1 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (D) to the Class M-2 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (E) to the Class M-3 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (F) to the Class M-4 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (G) to the Class M-5 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (H) for application as part of Monthly Excess Cashflow for such Distribution Date, any Interest Remittance Amount remaining after application pursuant to clauses (A) through (G) above (such amount, “Monthly Excess Interest”) for such Distribution Date. (ii) The Principal Payment Amount will be paid on each Distribution Date as follows: A. On For each Distribution Date (xi) prior to the Stepdown Date or (yii) with respect to on which a Trigger Event is in effect, the Principal Payment Amount will be paid in the following order of priority: (i) to the Supplemental Interest Trust, any Net Swap Payment and any Swap Termination Payment owed to the Swap Provider (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the ISDA Master Agreement and to the extent not paid by the Securities Administrator from any upfront payment received pursuant to any replacement interest rate swap agreement that may be entered into by the Supplemental Interest Trust Trustee)) to the extent not paid from the Interest Remittance Amount on such Distribution Date; (ii) concurrently, to the Senior Certificates as follows: (1) to To the Class A-1A A-1 Certificates and Class A-1B A-2 Certificates, pro rata, based on the Current Principal Amounts thereof, the Principal Distribution Amount, until the Current Principal Amounts of the Class A-1 Allocation Percentage of the Principal Payment Amount remaining after distribution to the Supplemental Interest Trust pursuant to clause (i) above, on a pro rata basis, based on their respective Certificate Principal Balances, until the Certificate Principal Balance of each such Certificates and Class has A-2 Certificates have been reduced to zero; and (2) To the Senior Sequential Allocation Percentage of the Principal Payment Amount remaining after distributions to the Supplemental Interest Trust pursuant to clause (i) aboveClass M-1, Class M-2 and Class B Certificates, in that order, any remaining Principal Distribution Amount, in each case until the following order of priorityCurrent Principal Amount thereof is reduced to zero; (B) For each Distribution Date on or after the Stepdown Date, so long as a Trigger Event is not in effect: (a1) to To the Class A-1 Certificates and Class A-2 Certificates, pro rata, based on the Current Principal Amounts thereof, from the Principal Distribution Amount, the Class A Principal Distribution Amount, until its Certificate the Current Principal Balance has Amounts of the Class A-1 Certificates and Class A-2 Certificates have been reduced to zero; (b2) concurrentlyTo the Class M-1 Certificates, from any remaining Principal Distribution Amount, the Class M-1 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; (3) To the Class M-2 Certificates, from any remaining Principal Distribution Amount, the Class M-2 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; (4) To the Class B Certificates, from any remaining Principal Distribution Amount, the Class B Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; THIRD, to the Class A-3A A-1 Certificates and Class A-2 Certificates as follows: from any remaining Excess Cashflow, pro rata, an amount equal to any Unpaid Realized Losses for such Classes for such Distribution Date; FOURTH, from any remaining Excess Cashflow, to the Class A-3B M-1 Certificates an amount equal to any Unpaid Realized Losses for such Class for such Distribution Date; FIFTH, from any remaining Excess Cashflow, to the Class M-2 Certificates any amount equal to Unpaid Realized Losses for such Class for such Distribution Date; SIXTH, from any remaining Excess Cashflow, to the Class B Certificates any amount equal to Unpaid Realized Losses for such Class for such Distribution Date; SEVENTH, from any remaining Excess Cashflow, to the Holders of the Class C Certificates, on a pro rata basis, based on their respective Certificate Principal Balances, until interest equal to the Certificate Principal Balance of each Monthly Interest Distributable Amount for such Class and principal equal to any remaining Overcollateralization Release Amount for such Distribution Date; and EIGHTH, any remaining amounts to the Class R Certificates (in respect of the appropriate Residual Interest). (b) Pro rata" distributions among Classes of Certificates will be made in proportion to the then Current Principal Amount of such Classes. (c) No Accrued Certificate Interest will be payable with respect to any Class of Certificates after the Distribution Date on which the Current Principal Amount of such Certificate has been reduced to zero; and. (cd) concurrentlyThe expenses and fees of the Trust shall be paid by REMIC 1 and REMIC 2, to the Class A-4A Certificates and the Class A-4B Certificates, on a pro rata basis, based on their respective Certificate Principal Balances, until the Certificate Principal Balance of each extent that such Class has been reduced to zero; provided, however that, if a Sequential Trigger Event is in effect for such Distribution Date, principal distributions expenses relate to the Class A-4A Certificates assets of REMIC 1 and Class A-4B Certificates pursuant to this clause (c) will be allocated first to the Class A-4A Certificates, until its Certificate Principal Balance has been reduced to zero and then to the Class A-4B Certificates, until its Certificate Principal Balance has been reduced to zero;REMIC 2.

Distributions on the Certificates. (a) On each Distribution Date, an amount equal to Available Funds for such Distribution Date shall be withdrawn by the Securities Administrator will withdraw funds on deposit in Trustee from the Distribution Account and make distributions to distributed as directed in accordance with the Certificateholders in the following order of priority: (i) On each Distribution Date, the Interest Remittance Amount for such Distribution Date will be paid in the following order of priority: (A) to the Supplemental Interest Trust, any Net Swap Payment and any Swap Termination Payment owed to the Swap Provider (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the ISDA Master Agreement) and to the extent not paid by the Securities Administrator from any upfront payment received pursuant to any replacement interest rate swap agreement that may be entered into by the Supplemental Interest Trust Trustee); (B) concurrently, to the Senior Certificates, pro rata based on the entitlement of each such Class, Current Interest and any Carryforward Interest for each such Class and such Distribution Date; (C) to the Class M-1 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (D) to the Class M-2 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (E) to the Class M-3 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (F) to the Class M-4 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (G) to the Class M-5 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (H) for application as part of Monthly Excess Cashflow Report for such Distribution Date, any Interest Remittance Amount remaining after application pursuant to clauses (A) through (G) above (such amount, “Monthly Excess Interest”) for such Distribution Date. (ii) The Principal Payment Amount will be paid on each Distribution Date as follows: A. On each Distribution Date (x) prior to the Stepdown Date or (y) with respect to which a Trigger Event is in effect, the Principal Payment Amount will be paid in the following order of priority: (i) to each Senior Certificate Group, from the Supplemental Interest Trust, any Net Swap Payment and any Swap Termination Payment owed to the Swap Provider (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined related Group Available Funds in the ISDA Master Agreement and to following priority: first, the extent not paid by the Securities Administrator from any upfront payment received pursuant to any replacement interest rate swap agreement that may be entered into by the Supplemental Accrued Certificate Interest Trust Trustee)) to the extent not paid from the Interest Remittance Amount on for such Senior Certificate Group for such Distribution Date; (ii) concurrently; second, to any Accrued Certificate Interest for such Senior Certificate Group remaining undistributed from previous Distribution Dates; third, in reduction of the Current Principal Amount of such Senior Certificates as follows: (1) to the Class A-1A Certificates and Class A-1B CertificatesCertificate Group, the Class A-1 Allocation Percentage of the related Group Senior Optimal Principal Payment Amount remaining after distribution to the Supplemental Interest Trust pursuant to clause (i) above, on a pro rata basis, based on their respective Certificate Principal Balancesfor such Distribution Date, until the Certificate Current Principal Balance of each such Class Amount thereof has been reduced to zero; and (2ii) subject to clauses (iii) and (iv) below, from the Senior Sequential Allocation Percentage sum of the Principal Payment Amount remaining after distributions Group Available Funds for all Mortgage Loan Groups, to the Supplemental Class B-1, Class B-2, Class B-3, Class B-4, Class B-5 and Class B-6 Certificates, sequentially in that order: first, Accrued Certificate Interest Trust for such Class for such Distribution Date, second, any Accrued Certificate Interest on such Class remaining undistributed from previous Distribution Dates; and third, such Class' Allocable Share for such Distribution Date. (iii) Notwithstanding anything to the contrary in clauses (i) and (ii) above, on any Distribution Date prior to the Cross-Over Date but on and after the date on which the Current Principal Amount of one or more Senior Certificate Groups (following application of Available Funds pursuant to clause (i) above, in the following order of priority: (a) to the Class A-2 Certificates, until its Certificate Principal Balance has been reduced to zero; , unless the Subordination Doubling Test and the Delinquency Test have been satisfied for such Distribution Date, amounts in respect of the related Mortgage Loan Group for each such Senior Certificate Group that would be otherwise distributable as principal under clauses (bii) concurrentlyand (iv) of the definition of Subordinate Optimal Principal Amount to each Class of Subordinate Certificates pursuant to paragraph "third" of clause (ii) above, to shall, in inverse order of priority, beginning with the Class A-3A Certificates and the Class A-3B B-6 Certificates, be applied to reduce the Current Principal Amount of each Senior Certificate Group that remains outstanding on a pro rata basis, based on their respective Certificate Principal Balancessuch Distribution Date (following application of Available Funds pursuant to clause (i) above), until the Certificate such Current Principal Balance of each such Class Amount thereof has been reduced to zero; and. If more than one such Senior Certificate Group exists, such amounts shall be allocated to such Senior Certificate Groups pro rata, based upon the Current Principal Amount of each such Senior Certificate Group as a percentage of the aggregate Current Principal Amount of both Senior Certificate Groups, in each case immediately prior to such Distribution Date. (civ) concurrentlyNotwithstanding anything to the contrary in clauses (i) and (ii) above, if an Undercollateralized Group exists on any Distribution Date, Available Funds otherwise payable on such Distribution Date to the Subordinate Certificates in respect of each of principal and interest will be reallocated, in inverse order of seniority beginning with the Class B-6 Certificates, to pay to such Undercollateralized Group the related Undercollateralization Amount, in reduction of the Current Principal Amount thereof, and the related Undercollateralization Interest, respectively. In the event that there is more than one Undercollateralized Group on a Distribution Date, such Available Funds will be allocated pro rata among each such Undercollateralized Group, based on the Undercollateralization Amount or Undercollateralization Interest, as applicable, for each such Undercollateralized Group as a percentage of the aggregate Undercollateralization Amount or Undercollateralization Interest, respectively, for all such Undercollateralized Groups. Notwithstanding the foregoing, on the first Distribution Date, an amount equal to $50 shall be distributed to each of the Class R-I Certificate and the Class R-II Certificate from funds deposited in the Distribution Account on the Closing Date. (b) The expenses and fees of the Trust shall be paid by each of the REMICs, to the Class A-4A Certificates extent that such expenses relate to the assets of each of such respective REMICs, and all other expenses and fees of the Class A-4B Certificates, on a Trust shall be paid pro rata basis, based on their respective Certificate Principal Balances, until by both of the Certificate Principal Balance of each such Class has been reduced to zero; provided, however that, if a Sequential Trigger Event is in effect for such Distribution Date, principal distributions to the Class A-4A Certificates and Class A-4B Certificates pursuant to this clause (c) will be allocated first to the Class A-4A Certificates, until its Certificate Principal Balance has been reduced to zero and then to the Class A-4B Certificates, until its Certificate Principal Balance has been reduced to zero;REMICs.

Distributions on the Certificates. (a) On Interest and principal on the Certificates will be distributed monthly on each Distribution Date, the Securities Administrator will withdraw funds on deposit commencing in the Distribution Account and make distributions February 2002, in an aggregate amount equal to the Certificateholders in sum of the following order of priority:Available Funds for such Distribution Date. (i) On each Distribution Date, the Available Funds shall be distributed as follows: (A) On each Distribution Date prior to the Cross-Over Date, the Group 1 Available Funds will be distributed in the following order of priority among the Group 1 Senior Certificates: FIRST, to the Guarantor for payment of (i) the Guaranty Fee and (ii) any Guarantor Reimbursement Amount then due; SECOND, to the Group 1 Senior Certificates, the Accrued Certificate Interest Remittance on such Class for such Distribution Date; THIRD, to the Group 1 Senior Certificates, any Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates, to the extent of remaining Group 1 Available Funds; FOURTH, to the Group 1 Senior Certificates, the Group 1 Optimal Principal Amount for such Distribution Date will be paid in the following order of priority: (A) to the Supplemental Interest Trust, any Net Swap Payment and any Swap Termination Payment owed to the Swap Provider (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the ISDA Master Agreement) and to the extent not paid by of remaining Group 1 Available Funds, until the Securities Administrator from any upfront payment received pursuant Current Principal Amount of the Group 1 Senior Certificates has been reduced to any replacement interest rate swap agreement that may be entered into by the Supplemental Interest Trust Trustee);zero. (B) concurrentlyOn each Distribution Date prior to the Cross-Over Date, the Group 2 Available Funds will be distributed to the Group 2 Senior Certificates as follows: FIRST, to the Guarantor for payment of (i) the Guaranty Fee and (ii) any Guarantor Reimbursement Amount then due; SECOND, to the Group 2 Senior Certificates, pro rata based the Accrued Certificate Interest on the entitlement of each such Class, Current Interest and any Carryforward Interest for each such Class and for such Distribution Date; THIRD, to the Group 2 Senior Certificates, any Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates, to the extent of remaining Group 2 Available Funds; FOURTH, sequentially, in the following order, to the Class R and Class II-A Certificates, in reduction of the Current Principal Amounts thereof, the Group 2 Senior Optimal Principal Amount for such Distribution Date to the extent of remaining Group 2 Available Funds, until the Current Principal Amounts thereof have been reduced to zero; (C) On each Distribution Date prior to the Class M-1 Cross-Over Date, the Group 3 Available Funds will be distributed to the Group 3 Senior Certificates as follows: FIRST, to the Group 3 Senior Certificates, Current the Accrued Certificate Interest and any Carryforward Interest on such Class for such Class and Distribution Date;; SECOND, to the Group 3 Senior Certificates, any Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates, to the extent of remaining Group 3 Available Funds; THIRD, to the Group 3 Senior Certificates, in reduction of the Current Principal Amount thereof, the Group 3 Optimal Principal Amount for such Distribution Date to the extent of remaining Group 3 Available Funds, until the Current Principal Amount of the Group 3 Senior Certificates has been reduced to zero. (D) to the Class M-2 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (E) to the Class M-3 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (F) to the Class M-4 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (G) to the Class M-5 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (H) for application as part of Monthly Excess Cashflow for such On each Distribution Date, any Interest Remittance Amount an amount equal to the sum of the remaining Group 1, Group 2 and Group 3 Available Funds after application the distributions in paragraphs (A), (B) and (C) above will be distributed to the Group 1, Group 2 and Group 3 Senior Certificates, to the extent the related Available Funds were insufficient to pay the amounts due to the Group 1 Senior Certificates pursuant to clauses SECOND, THIRD and FOURTH of paragraph (A) through (G) above (such amount), “Monthly Excess Interest”) for such Distribution Date. (ii) The Principal Payment Amount will be paid on each Distribution Date as follows: A. On each Distribution Date (x) prior to the Stepdown Date or Group 2 Senior Certificates pursuant to clauses SECOND, THIRD and FOURTH of paragraph (y) with respect to which a Trigger Event is in effectB), the Principal Payment Amount will be paid in the following order of priority: (i) to the Supplemental Interest Trust, any Net Swap Payment and any Swap Termination Payment owed to the Swap Provider (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the ISDA Master Agreement and to the extent not paid by the Securities Administrator from any upfront payment received Group 3 Senior Certificates pursuant to clauses FIRST, SECOND and THIRD of paragraph (C), with any replacement interest rate swap agreement that may be entered into by the Supplemental Interest Trust Trustee)) to the extent not paid from the Interest Remittance Amount on such Distribution Date; (ii) concurrently, to the Senior Certificates as follows: (1) to the Class A-1A Certificates and Class A-1B Certificates, the Class A-1 Allocation Percentage of the Principal Payment Amount remaining after distribution to the Supplemental Interest Trust pursuant to clause (i) above, amounts allocated on a pro rata basis, based on their respective Certificate Principal Balancesthe amount of the insufficiency, until and will be distributed to such Senior Certificates in accordance with the Certificate Principal Balance order and priority of each such Class has been reduced to zero; andthose clauses of those paragraphs. (2E) the Senior Sequential Allocation Percentage of the Principal Payment Amount remaining after distributions Except as provided in paragraphs (F) and (G) below, on each Distribution Date prior to the Supplemental Interest Trust pursuant Cross-Over Date, an amount equal to clause any remaining Group 1, Group 2 and Group 3 Available Funds after the distributions in paragraphs (iA), (B) aboveand (C) above will be distributed sequentially, in the following order of priority: (a) to the Class A-2 Certificates, until its Certificate Principal Balance has been reduced to zero; (b) concurrentlyorder, to the Class A-3A B-1, Class B-2, Class B-3, Class B-4, Class B-5 and Class B-6 Certificates, in each case up to an amount equal to and in the following order: (a) the Accrued Certificate Interest thereon for such Distribution Date, (b) any Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates and (c) such Class's Allocable Share for such Distribution Date, in each case, to the extent of remaining Available Funds. (F) On each Distribution Date prior to the Cross-Over Date, but after the reduction of the Current Principal Amount of the Group 1, Group 2 or Group 3 Senior Certificates to zero, the remaining Class or Classes of Senior Certificates will be entitled to receive in reduction of their Current Principal Amounts, pro rata based upon their Current Principal Amounts immediately prior to such Distribution Date, in addition to any Principal Prepayments related to such remaining Senior Certificates' respective Loan Group allocated to such Group of Senior Certificates, 100% of the Principal Prepayments on any Mortgage Loan in the Loan Group relating to the fully repaid Class of Senior Certificates, first to the Group 1 and Group 2 Senior Certificates pro rata based upon their Current Principal Amounts immediately prior to such Distribution Date, and then to the Group 3 Senior Certificates; provided, however, that if (i) the weighted average Subordinate Percentage equals or exceeds 7.00% on such Distribution Date and (ii) the aggregate Scheduled Principal Balance of the Mortgage Loans delinquent 60 days or more (including for this purpose any such Mortgage Loans in foreclosure and Mortgage Loans with respect to which the related Mortgaged Property has been acquired by the Trust), averaged over the last six months, as a percentage of the sum of the aggregate Current Principal Amount of the Subordinate Certificates does not exceed 100%, then the additional allocation of Principal Prepayments to the Senior Certificates in accordance with this paragraph (F) will not be made. (G) If on any Distribution Date on which the aggregate Current Principal Amount of any Class or Classes of Senior Certificates would be greater than the aggregate Scheduled Principal Balance of the Mortgage Loans in its related Loan Group and any Subordinate Certificates are still outstanding in each case after giving effect to distributions to be made on such Distribution Date, (i) 100% of amounts otherwise allocable to the Subordinate Certificates in respect of principal will be distributed to such Class or Classes of Senior Certificates in reduction of the Current Principal Amounts thereof, until the aggregate Current Principal Amount of such Class or Classes of Senior Certificates is an amount equal to the aggregate Scheduled Principal Balance of the Mortgage Loans in its related Loan Group, and (ii) the Accrued Certificate Interest otherwise allocable to the Subordinate Certificates on such Distribution Date will be reduced, if necessary, and distributed to such Class or Classes of Senior Certificates in an amount equal to the Accrued Certificate Interest for such Distribution Date on the excess of (x) the aggregate Current Principal Balance of such Class or Classes of Senior Certificates over (y) the aggregate Scheduled Principal Balance of the Mortgage Loans in the related Loan Group. Any such reduction in the Accrued Certificate Interest on the Subordinate Certificates will be allocated in reverse order of the Subordinate Certificates numerical designations, commencing with the Class A-3B B-6 Certificates. (H) If, on any Distribution Date, (i) the Guarantor exercises its option to purchase the Group 1 and Group 2 Mortgage Loans pursuant to Section 10.01, and (ii) distributing the proceeds from such purchase to the remaining Certificates as set forth above in paragraph (E) would result in the aggregate Current Principal Amount of the outstanding Subordinate Certificates being less than 7.00% of their initial Current Principal Amount, then such amount otherwise payable to the Subordinate Certificates will be distributed, first to the Class III-A Certificates, and then to the remaining Subordinate Certificates, on a pro rata basis, based on their respective Certificate in each case in reduction of the Current Principal BalancesAmount, until the Certificate Current Principal Balance Amount of each such Class or Classes of Certificates have been reduced to zero. (b) If, after distributions have been made pursuant to priorities FIRST, SECOND and THIRD of clauses (a)(i)(A) and (B) and priorities FIRST and SECOND of clause (a)(i)(C) above on any Distribution Date, the remaining Group 1, Group 2 or Group 3 Available Funds are less than the sum of the Group 1, Group 2 or Group 3 Senior Optimal Principal Amounts such amount shall be reduced, and such remaining funds will be distributed on the related Senior Certificates on the basis of such reduced amount. (c) Pro rata" distributions among Classes of Certificates will be made in proportion to the then Current Principal Amount of such Classes. (d) On each Distribution Date, any Available Funds remaining after payment of interest and principal to the Classes of Certificates entitled thereto, as described above, will be distributed to the Class R Certificates; provided that if on any Distribution Date there are any Group 1, Group 2 or Group 3 Available Funds remaining after payment of interest and principal to a Class or Classes of Certificates entitled thereto, such amounts will be distributed, first to the Group 1 and Group 2 Senior Certificates pro rata based upon their Current Principal Amounts immediately prior to such Distribution Date, and then to the Group 3 Senior Certificates, until all amounts due to all Classes of Senior Certificates have been paid in full, before any amounts are distributed to the Class R Certificates. (e) No Accrued Certificate Interest will be payable with respect to any Class of Certificates after the Distribution Date on which the Current Principal Amount of such Certificate has been reduced to zero; and. (cf) concurrentlyIf on any Distribution Date the Available Funds for the Senior Certificates in any Certificate Group is less than the Accrued Certificate Interest on the related Senior Certificates for such Distribution Date prior to reduction for Net Interest Shortfall and the interest portion of Realized Losses, the shortfall will be allocated among the holders of each Class of Senior Certificates in such Certificate Group in proportion to the respective amounts of Accrued Certificate Interest that would have been allocated thereto in the absence of such Net Interest Shortfall and/or Realized Losses for such Distribution Date. In addition, the amount of any interest shortfalls will constitute unpaid Accrued Certificate Interest and will be distributable to holders of the Certificates of the related Classes entitled to such amounts on subsequent Distribution Dates, to the Class A-4A extent of the applicable Available Funds after current interest distributions as required herein. Any such amounts so carried forward will not bear interest. Shortfalls in interest payments will not be offset by a reduction in the servicing compensation of the Master Servicer or otherwise, except to the extent of applicable Compensating Interest Payments. (g) On each Distribution Date, the aggregate amount of Deferred Interest, if any, that is added to the principal balance of the Mortgage Loans on the Due Date occurring in the month in which such Distribution Date occurs will be allocated to each class of Certificates and the Class A-4B Certificatesas an Interest Shortfall as described in clause (g) above, on a pro rata basis, basis based on their respective Certificate a fraction, the numerator of which is the Current Principal Balances, until the Certificate Principal Balance Amount of each such Class has been reduced class and the denominator of which is the aggregate Current Principal Amount of such Classes of Certificates, in each case immediately prior to zero; provided, however that, if a Sequential Trigger Event is in effect for such Distribution Date, principal distributions . Deferred Interest allocated to any Certificate on any Distribution Date will be added to the Class A-4A Certificates Current Principal Amount thereof on such Distribution Date and Class A-4B Certificates pursuant to this clause will thereafter bear interest at the then applicable adjustable Pass-Through Rate. (ch) will The expenses and fees of the Trust shall be allocated first paid by each of the REMICs, to the Class A-4A Certificates, until its Certificate Principal Balance has been reduced to zero and then extent that such expenses relate to the Class A-4B Certificatesassets of each of such respective REMICs, until its Certificate Principal Balance has been reduced to zero;and all other expenses and fees of the Trust shall be paid pro rata by each of the REMICs.

Distributions on the Certificates. (a) On each Distribution Date, an amount equal to Available Funds for such Distribution Date shall be withdrawn by the Securities Administrator will withdraw funds on deposit in Trustee from the Distribution Account and make distributions to distributed as directed in accordance with the Certificateholders in the following order of priorityRemittance Report for such Distribution Date, as follows: (i) On to each Distribution DateSenior Certificate Group, from the related Group Available Funds in the following priority: first, the Accrued Certificate Interest Remittance Amount for such Senior Certificate Group for such Distribution Date will be paid in the following order of priority: (A) to the Supplemental Interest Trust, any Net Swap Payment and any Swap Termination Payment owed to the Swap Provider (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the ISDA Master Agreement) and to the extent not paid by the Securities Administrator from any upfront payment received pursuant to any replacement interest rate swap agreement that may be entered into by the Supplemental Interest Trust Trustee); (B) concurrently, to the Senior CertificatesDate, pro rata based on the entitlement amount of Accrued Certificate Interest due to each such ClassClass in that Senior Certificate Group; second, Current Interest and any Carryforward Interest for each such Class and such Distribution Date; (C) to the Class M-1 Certificates, Current Interest and any Carryforward Accrued Certificate Interest for such Senior Certificate Group remaining undistributed from previous Distribution Dates, pro rata based on the amount of Accrued Certificate Interest remaining undistributed from previous Distribution Dates to each Class and Distribution Date; (D) to in that Senior Certificate Group; third, in reduction of the Class M-2 CertificatesCurrent Principal Amount of the Senior Principal Certificates of such Senior Certificate Group, Current Interest and any Carryforward Interest for such Class and Distribution Date; (E) to the Class M-3 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (F) to the Class M-4 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (G) to the Class M-5 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (H) for application as part of Monthly Excess Cashflow related Group Senior Optimal Principal Amount for such Distribution Date, any Interest Remittance Amount remaining after application pursuant to clauses (A) through (G) above (such amount, “Monthly Excess Interest”) for such Distribution Date. (ii) The Principal Payment Amount will be paid on each Distribution Date as follows: A. On each Distribution Date (x) prior to the Stepdown Date or (y) with respect to which a Trigger Event is in effect, the Principal Payment Amount will be paid in the following order of priority: (i) to the Supplemental Interest Trust, any Net Swap Payment and any Swap Termination Payment owed to the Swap Provider (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the ISDA Master Agreement and to the extent not paid by the Securities Administrator from any upfront payment received pursuant to any replacement interest rate swap agreement that may be entered into by the Supplemental Interest Trust Trustee)) to the extent not paid from the Interest Remittance Amount on such Distribution Date; (ii) concurrently, to the Senior Certificates as follows: (1) to the Class A-1A Certificates and Class A-1B Certificates, the Class A-1 Allocation Percentage of the Principal Payment Amount remaining after distribution to the Supplemental Interest Trust pursuant to clause (i) above, on a pro rata basis, based on their respective Certificate Principal Balances, until the Certificate Current Principal Balance of each such Class Amount thereof has been reduced to zero; and (2ii) subject to clauses (iii) and (iv) below, from the Senior Sequential Allocation Percentage sum of the Principal Payment Amount remaining after distributions Group Available Funds for all Mortgage Loan Groups, to the Supplemental Class B-1, Class B-2, Class B-3, Class B-4, Class B-5 and Class B-6 Certificates, sequentially in that order: first, Accrued Certificate Interest Trust for such Class for such Distribution Date, second, any Accrued Certificate Interest on such Class remaining undistributed from previous Distribution Dates; and third, such Class' Allocable Share for such Distribution Date. (iii) Notwithstanding anything to the contrary in clauses (i) and (ii) above, on any Distribution Date prior to the Cross-Over Date but on and after the date on which the Current Principal Amount of one or more Classes of Senior Principal Certificates (following application of Available Funds pursuant to clause (i) above, in the following order of priority: (a) to the Class A-2 Certificates, until its Certificate Principal Balance has been reduced to zero; , unless the Subordination Doubling Test and the Delinquency Test have been satisfied for such Distribution Date, amounts in respect of the related Mortgage Loan Group for each such Senior Certificate Group that would be otherwise distributable as principal under clauses (bii) concurrentlyand (iv) of the definition of Subordinate Optimal Principal Amount to each Class of Subordinate Certificates pursuant to paragraph "third" of clause (ii) above, to shall, in inverse order of priority, beginning with the Class A-3A Certificates and the Class A-3B B-6 Certificates, be applied to reduce the Current Principal Amount of the Senior Principal Certificates of each Senior Certificate Group that remains outstanding on a pro rata basis, based on their respective Certificate Principal Balancessuch Distribution Date (following application of Available Funds pursuant to clause (i) above), until the Certificate such Current Principal Balance of each such Class Amount thereof has been reduced to zero. If more than one such Senior Certificate Group exists, such amounts shall be allocated to the Senior Principal Certificates of the Senior Certificate Groups pro rata, based upon the Current Principal Amount of each such Senior Principal Certificate as a percentage of the aggregate Current Principal Amount of all Senior Principal Certificates, in each case immediately prior to such Distribution Date. (iv) Notwithstanding anything to the contrary in clauses (i) and (ii) above, if an Undercollateralized Group exists on any Distribution Date, then (A) 100% of Available Funds otherwise payable on such Distribution Date to the Subordinate Certificates in respect of principal will be reallocated to pay to the Senior Principal Certificates in such Undercollateralized Group the related Undercollateralization Amount, in reduction of the Current Principal Amount thereof. In the event that there is more than one Undercollateralized Group on a Distribution Date, such Available Funds will be allocated pro rata among each such Undercollateralized Group, based on the Undercollateralization Amount for each such Undercollateralized Group as a percentage of the aggregate Undercollateralization Amount for all such Undercollateralized Groups; and (cB) concurrently, the Accrued Certificate Interest otherwise allocable to the Subordinate Certificates on that Distribution Date will, if necessary, be reduced and distributed to that Class A-4A or those Classes of Senior Certificates (including both the Senior Principal Certificates and the related Notional Amount Certificates) in an amount equal to the Accrued Certificate Interest with respect to both the Senior Principal Certificates and the related Notional Amount Certificates for that Distribution Date on the excess of (x) the aggregate Current Principal Amount of that Class A-4B Certificates, on a or those Classes of Senior Principal Certificates over (y) the aggregate Scheduled Principal Balance of the Mortgage Loans in the related Mortgage Loan Group (pro rata basisif more than one Class of Senior Certificates is so affected, based on their respective the relative amounts of Accrued Certificate Principal Balances, until the Certificate Principal Balance of Interest for each such Class has been reduced to zero; provided, however that, if a Sequential Trigger Event is Class). Any reduction in effect for such Distribution Date, the Accrued Certificate Interest or principal distributions to of the Class A-4A Certificates and Class A-4B Subordinate Certificates pursuant to this clause Clause (civ) will be allocated first to the Subordinate Certificates in reverse order of their numerical designations, commencing with the Class A-4A B-6 Certificates. Notwithstanding the foregoing, until its on the first Distribution Date, an amount equal to $50 shall be distributed to each of the Class R-I Certificate Principal Balance has been reduced to zero and then the Class R-II Certificate from funds deposited in the Distribution Account on the Closing Date. (b) The expenses and fees of the Trust shall be paid by each of the REMICs, to the Class A-4B Certificatesextent that such expenses relate to the assets of each of such respective REMICs, until its Certificate Principal Balance has been reduced to zero;and all other expenses and fees of the Trust shall be paid pro rata by both of the REMICs.

Distributions on the Certificates. (a) On Interest and principal on the Certificates will be distributed monthly on each Distribution Date, the Securities Administrator will withdraw funds on deposit commencing in the Distribution Account and make distributions September 2002, in an aggregate amount equal to the Certificateholders in the following order of priority: (i) On each Distribution Date, the Interest Remittance Amount for such Distribution Date will be paid in the following order of priority: (A) to the Supplemental Interest Trust, any Net Swap Payment and any Swap Termination Payment owed to the Swap Provider (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the ISDA Master Agreement) and to the extent not paid by the Securities Administrator from any upfront payment received pursuant to any replacement interest rate swap agreement that may be entered into by the Supplemental Interest Trust Trustee); (B) concurrently, to the Senior Certificates, pro rata based on the entitlement of each such Class, Current Interest and any Carryforward Interest for each such Class and such Distribution Date; (C) to the Class M-1 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (D) to the Class M-2 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (E) to the Class M-3 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (F) to the Class M-4 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (G) to the Class M-5 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (H) for application as part of Monthly Excess Cashflow for such Distribution Date, any Interest Remittance Amount remaining after application pursuant to clauses (A) through (G) above (such amount, “Monthly Excess Interest”) Available Funds for such Distribution Date. (iiA) The Principal Payment Amount will be paid on each Distribution Date as follows: A. On each Distribution Date (x) on or prior to the Stepdown Date or (y) with respect to which a Trigger Event is in effectCross-Over Date, the Principal Payment Amount Available Funds will be paid in the following order of priority: (i) to the Supplemental Interest Trust, any Net Swap Payment and any Swap Termination Payment owed to the Swap Provider (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the ISDA Master Agreement and to the extent not paid by the Securities Administrator from any upfront payment received pursuant to any replacement interest rate swap agreement that may be entered into by the Supplemental Interest Trust Trustee)) to the extent not paid from the Interest Remittance Amount on such Distribution Date; (ii) concurrently, distributed to the Senior Certificates as follows: (1) : FIRST, pro rata, to the Senior Certificates, the Accrued Certificate Interest on such Classes for such Distribution Date; provided, however, that the amount of Accrued Certificate Interest paid to the Class A-1A X Certificates will be reduced by the aggregate amount of any Carryover Shortfall Amounts on the Class A-1, Class A-2, Class B-1, Class B-2 and Class A-1B B-3 Certificates for that Distribution Date, which will be deposited into the Carryover Shortfall Reserve Fund; SECOND, pro rata, to the Senior Certificates, the Class A-1 Allocation Percentage of the Principal Payment Amount remaining after distribution to the Supplemental Accrued Certificate Interest Trust thereon pursuant to clause (i) aboveFIRST remaining undistributed from previous Distribution Dates, on a pro rata basis, based on their respective Certificate Principal Balances, until the Certificate Principal Balance of each such Class has been reduced to zero; and (2) the Senior Sequential Allocation Percentage of the Principal Payment Amount remaining after distributions to the Supplemental Interest Trust pursuant to clause (i) aboveextent of remaining Available Funds; THIRD, sequentially, in the following order of priority: (a) order, to the Class A-2 R-I and Class R-II and Class A-1 Certificates, in reduction of the Current Principal Amount thereof, the Senior Optimal Principal Amount for such Distribution Date to the extent of remaining Available Funds, in each case until its Certificate the Current Principal Balance Amount of such Class has been reduced to zero; (B) On each Distribution Date on or prior to the Cross-Over Date, an amount equal to the remaining Available Funds after the distributions in (A) above will be distributed to the Class A-2 Certificates, up to an amount equal to and in the following order: (a) the Accrued Certificate Interest thereon for such Distribution Date, (b) concurrentlyany Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates and (c) such Class's Allocable Share for such Distribution Date, in each case, to the extent of the remaining Available Funds; (C) On each Distribution Date on or prior to the Cross-Over Date, an amount equal to the remaining Available Funds after the distributions in (A) and (B) above will be distributed sequentially, in the following order, to the Class A-3A B-1, Class B-2, Class B-3, Class B-4, Class B-5 and Class B-6 Certificates, in each case up to an amount equal to and in the following order: (a) the Accrued Certificate Interest thereon for such Distribution Date, (b) any Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates and (c) such Class's Allocable Share for such Distribution Date, in each case, to the extent of the remaining Available Funds; (b) If, after distributions have been made pursuant to priorities FIRST and SECOND of clause (A) above on any Distribution Date, the remaining Available Funds are less than the Senior Optimal Principal Amount, such amount shall be reduced, and such remaining funds will be distributed on the Senior Certificates and (other than the Class A-3B X Certificates) on the basis of such reduced amount. (c) PRO RATA" distributions among Classes of Certificates will be made in proportion to the then Current Principal Amount of such Classes. (d) On each Distribution Date, any Available Funds remaining after payment of interest and principal to the Classes of Certificates entitled thereto, as described above, will be distributed to the Class R-II Certificates; provided that if on any Distribution Date there are any Available Funds remaining after payment of interest and principal to a Class or Classes of Certificates entitled thereto, such amounts will be distributed to the other Classes of Senior Certificates (other than the Class X Certificates), pro rata, based upon their Current Principal Amounts, until all amounts due to all such Classes of Senior Certificates have been paid in full, before any amounts are distributed to the Class R-II Certificates. It is not anticipated that there will be any significant amounts remaining for such distribution. (e) On each Distribution Date, any amounts in the Carryover Shortfall Reserve Fund will be distributed sequentially, in the following order, to the Class A-1, Class A-2, Class B-1, Class B-2 and Class B-3 Certificates, on a pro rata basis, based on their respective Certificate Principal Balances, until the Certificate Principal Balance of in each case up to an amount equal to any Carryover Shortfall Amounts with respect to such Class of Certificates. (f) No Accrued Certificate Interest will be payable with respect to any Class of Certificates after the Distribution Date on which the Current Principal Amount of such Certificate has been reduced to zero; and. (cg) concurrentlyIf on any Distribution Date the Available Funds for the Senior Certificates is less than the Accrued Certificate Interest on the Senior Certificates for such Distribution Date prior to reduction for Net Interest Shortfall and the interest portion of Realized Losses, the shortfall will be allocated among the holders of each Class of Senior Certificates in proportion to the Class A-4A Certificates and respective amounts of Accrued Certificate Interest that would have been allocated thereto in the Class A-4B Certificates, on a pro rata basis, based on their respective Certificate Principal Balances, until the Certificate Principal Balance absence of each such Class has been reduced to zero; provided, however that, if a Sequential Trigger Event is in effect Net Interest Shortfall and/or Realized Losses for such Distribution Date. In addition, principal distributions the amount of any interest shortfalls will constitute unpaid Accrued Certificate Interest and will be distributable to holders of the Certificates of the related Classes entitled to such amounts on subsequent Distribution Dates, to the Class A-4A Certificates and Class A-4B Certificates pursuant to this clause (c) extent of the applicable Available Funds after current interest distributions as required herein. Any such amounts so carried forward will not bear interest. Shortfalls in interest payments will not be allocated first offset by a reduction in the servicing compensation of the Master Servicer or otherwise, except to the Class A-4A Certificatesextent of applicable Compensating Interest Payments. (h) The expenses and fees of the Trust shall be paid by each of the REMICs, until its Certificate Principal Balance has been reduced to zero and then to the Class A-4B Certificatesextent that such expenses relate to the assets of each of such respective REMICs, until its Certificate Principal Balance has been reduced to zero;and all other expenses and fees of the Trust shall be paid PRO RATA by each of the REMICs.