Common use of DISTRIBUTIONS: PRIORITY OF PAYMENTS Clause in Contracts

DISTRIBUTIONS: PRIORITY OF PAYMENTS. (a) On or before each Deficiency Claim Date, the Collateral Agent will make the following calculations on the basis of information (including, without limitation, the amount of any Collection Account Shortfall with respect to any Series) received pursuant to (x) Section 3.9 of the Standard Terms and Conditions, Section 5.03 of the Pooling and Servicing Agreements, or (y) Section 3.9 of the Sale and Servicing Agreements, or (z) Section 3.11 of the Servicing Agreement, as applicable, with respect to each Series; provided, however, that if the Collateral Agent receives notice from Financial Security of the occurrence of an Insurance Agreement Event of Default with respect to any Series, or of the occurrence of a Capture Event, such notice shall be determinative for the purposes of determining the Spread Account Default Level and Spread Account Maximum Amount for such Series: FIRST, determine the amounts to be on deposit in the respective Spread Accounts (taking into account amounts in respect of the respective Credit Enhancement Fees to be deposited into the related Spread Accounts) on the next succeeding Distribution Date which will be available to satisfy any Collection Account Shortfall and any Warehousing Shortfall; SECOND, determine (i) the amounts, if any, to be distributed from each Spread Account related to each Series with respect to which there exists a Collection Account Shortfall and (ii) whether, following distribution from the related Spread Accounts to the respective Trustees for deposit into the respective Collection Accounts with respect to which there exist Collection Account Shortfalls, a Collection Account Shortfall will continue to exist with respect to one or more Series; THIRD, (i) if a Collection Account Shortfall will continue to exist with respect to one or more Series following the distributions from the related Spread Accounts contemplated by paragraph SECOND above, determine the amount, if any, to be distributed to the Trustee with respect to each Series from unrelated Spread Accounts in respect of such Collection Account Shortfall(s). This determination shall be made as follows: (i) of the aggregate of the amounts to be on deposit in the respective Spread Accounts for such Distribution Date (as determined pursuant to paragraph FIRST above, after making the withdrawals pursuant to paragraph SECOND above), up to the aggregate of the Collection Account Shortfalls for such Distribution Date, (ii) drawn from each Spread Account PRO RATA in accordance with amounts on deposit therein, and (iii) distributed to the respective Trustees in the following order of priority and PRO RATA within each priority (1) in the same priority as amounts are to be distributed pursuant to Section 4.6 of the Standard Terms and Conditions included in the respective Pooling and Servicing Agreements and pursuant to Section 4.6 of the respective Sale and Servicing Agreements, and pursuant to Section 3.6(a) or 3.6(b) of the Servicing Agreement, as applicable, so that any shortfalls with respect to priority (i) of each such Section are to be covered first, any shortfalls with respect to priority (ii) of each such Section are to be covered second, and so forth, until priority (v) of such Section, so that priority (v) of Section 4.6 of the Standard Terms and Conditions and of the Sale and Servicing Agreement and priority (v) of Section 3.6(a) or priority (v) of Section 3.6(b) of the Servicing Agreement are to be covered fifth, (2) if Section 4.6 of one or more Sale and Servicing Agreements provides for distribution in respect of interest or principal on Notes or Certificates with priorities numerically greater than (v), in the same priority as amounts are to be distributed pursuant to each such Section 4.6, so that any shortfalls with respect to priority (vi) of each such Section 4.6 are covered first, and so forth through all priorities relating to interest or principal on Notes or Certificates and (3) amounts to be distributed to the Security Insurer; On such Deficiency Claim Date, the Collateral Agent shall deliver a certificate to each Trustee in respect of which the Collateral Agent has received notice pursuant to (i) Section 3.9 of the Standard Terms and Conditions of a Collection Account Shortfall or (ii) Section 3.9 of the Sale and Servicing Agreement of a Collection Account Shortfall or (iii) Section 3.11 of the Servicing Agreement of a Collection Account Shortfall or Warehousing Shortfall stating the amount (which, in the case of (i) and (ii) above, shall be the sum of the amount, if any, to be withdrawn from the related Spread Account, as calculated pursuant to paragraph SECOND of this Section 3.03(a), plus, the amount, if any, to be withdrawn from unrelated Spread Accounts, as calculated pursuant to paragraph THIRD of this Section 3.03(a), and which, in the case of a Collection Account Shortfall or Warehousing Shortfall referred to in clause (iii) shall be the respective amounts, if any, withdrawn from unrelated Spread Accounts, as calculated pursuant to paragraph THIRD of this Section 3.03(a) or calculated to be available pursuant to priority SEVENTH of Section 3.03(b)), if any, to be distributed to such Trustee on the next Distribution Date in respect of such Collection Account Shortfall or Warehousing Shortfall, as the case may be.

DISTRIBUTIONS: PRIORITY OF PAYMENTS. (a) On or before each Deficiency Claim Date, the Collateral Agent will make the following calculations on the basis of information (including, without limitation, the amount of any Collection Account Shortfall with respect to any Series) received pursuant to (x) Section 3.9 of the Standard Terms and Conditions, Section 5.03 of the Pooling and Servicing Agreements, or (y) Section 3.9 of the Sale and Servicing Agreements, or (z) Section 3.11 of the Servicing Agreement, as applicable, with respect to each Series; providedPROVIDED, howeverHOWEVER, that if the Collateral Agent receives notice from Financial Security of the occurrence of an Insurance Agreement Event of Default with respect to any Series, or of the occurrence of a Capture Event, such notice shall be determinative for the purposes of determining the Spread Account Default Level and Spread Account Maximum Amount for such Series: FIRST, determine the amounts to be on deposit in the respective Spread Accounts (taking into account amounts in respect of the respective Credit Enhancement Fees to be deposited into the related Spread Accounts) on the next succeeding Distribution Date which will be available to satisfy any Collection Account Shortfall and any Warehousing Shortfall; SECOND, determine (i) the amounts, if any, to be distributed from each Spread Account related to each Series with respect to which there exists a Collection Account Shortfall and (ii) whether, following distribution from the related Spread Accounts to the respective Trustees for deposit into the respective Collection Accounts with respect to which there exist Collection Account Shortfalls, a Collection Account Shortfall will continue to exist with respect to one or more Series; THIRD, (i) if a Collection Account Shortfall will continue to exist with respect to one or more Series following the distributions from the related Spread Accounts contemplated by paragraph SECOND above, determine the amount, if any, to be distributed to the Trustee with respect to each Series from unrelated Spread Accounts in respect of such Collection Account Shortfall(s). This determination shall be made as follows: (i) of the aggregate of the amounts to be on deposit in the respective Spread Accounts for such Distribution Date (as determined pursuant to paragraph FIRST above, after making the withdrawals pursuant to paragraph SECOND above), up to the aggregate of the Collection Account Shortfalls for such Distribution Date, (ii) drawn from each Spread Account PRO RATA in accordance with amounts on deposit therein, and (iii) distributed to the respective Trustees in the following order of priority and PRO RATA within each priority (1) in the same priority as amounts are to be distributed pursuant to Section 4.6 of the Standard Terms and Conditions included in the respective Pooling and Servicing Agreements and pursuant to Section 4.6 of the respective Sale and Servicing Agreements, and pursuant to Section 3.6(a) or 3.6(b) of the Servicing Agreement, as applicable, so that any shortfalls with respect to priority (i) of each such Section are to be covered first, any shortfalls with respect to priority (ii) of each such Section are to be covered second, and so forth, until priority (v) of such Section, so that priority (v) of Section 4.6 of the Standard Terms and Conditions and of the Sale and Servicing Agreement and priority (v) of Section 3.6(a) or priority (v) of Section 3.6(b) of the Servicing Agreement are to be covered fifth, (2) if Section 4.6 of one or more Sale and Servicing Agreements provides for distribution in respect of interest or principal on Notes or Certificates with priorities numerically greater than (v), in the same priority as amounts are to be distributed pursuant to each such Section 4.6, so that any shortfalls with respect to priority (vi) of each such Section 4.6 are covered first, and so forth through all priorities relating to interest or principal on Notes or Certificates and (3) amounts to be distributed to the Security Insurer; On such Deficiency Claim Date, the Collateral Agent shall deliver a certificate to each Trustee in respect of which the Collateral Agent has received notice pursuant to (i) Section 3.9 of the Standard Terms and Conditions of a Collection Account Shortfall or (ii) Section 3.9 of the Sale and Servicing Agreement of a Collection Account Shortfall or (iii) Section 3.11 of the Servicing Agreement of a Collection Account Shortfall or Warehousing Shortfall stating the amount (which, in the case of (i) and (ii) above, shall be the sum of the amount, if any, to be withdrawn from the related Spread Account, as calculated pursuant to paragraph SECOND of this Section 3.03(a), plus, the amount, if any, to be withdrawn from unrelated Spread Accounts, as calculated pursuant to paragraph THIRD of this Section 3.03(a), and which, in the case of a Collection Account Shortfall or Warehousing Shortfall referred to in clause (iii) shall be the respective amounts, if any, withdrawn from unrelated Spread Accounts, as calculated pursuant to paragraph THIRD of this Section 3.03(a) or calculated to be available pursuant to priority SEVENTH of Section 3.03(b)), if any, to be distributed to such Trustee on the next Distribution Date in respect of such Collection Account Shortfall or Warehousing Shortfall, as the case may be.

DISTRIBUTIONS: PRIORITY OF PAYMENTS. (a) On or before each Deficiency Claim Date, the Collateral Agent will make the following calculations on the basis of information (including, without limitation, the amount of any Collection Account Shortfall with respect to any Series) received pursuant to (x) Section 3.9 of the Standard Terms and Conditions, Section 5.03 of the Pooling and Servicing Agreements, or (y) Section 3.9 of the Sale and Servicing Agreements, or (z) Section 3.11 4.1 of the Servicing Agreement, as applicable, with respect to each Series; providedPROVIDED, howeverHOWEVER, that if the Collateral Agent receives notice from Financial Security of the occurrence of an Insurance Agreement Event of Default with respect to any Series, or of the occurrence of a Capture Event, such notice shall be determinative for the purposes of determining the Spread Account Default Level and Spread Account Maximum Amount for such Series: FIRST, determine the amounts to be on deposit in the respective Spread Accounts (taking into account amounts in respect of the respective Credit Enhancement Fees to be deposited into the related Spread Accounts) on the next succeeding Distribution Date which will be available to satisfy any Collection Account Shortfall and any Warehousing Shortfall; SECOND, determine (i) the amounts, if any, to be distributed from each Spread Account related to each Series with respect to which there exists a Collection Account Shortfall and (ii) whether, following distribution from the related Spread Accounts to the respective Trustees for deposit into the respective Collection Accounts with respect to which there exist Collection Account Shortfalls, a Collection Account Shortfall will continue to exist with respect to one or more Series; THIRD, (i) if a Collection Account Shortfall will continue to exist with respect to one or more Series (excluding the Warehousing Series) following the distributions from the related Spread Accounts contemplated by paragraph SECOND above, determine the amount, if any, to be distributed to the Trustee with respect to each Series from unrelated Spread Accounts (including the Warehousing Series Spread Account) in respect of such Collection Account Shortfall(s)) and (ii) if a Warehousing Shortfall will exist with respect to the Warehousing Series, determine the amount, if any, to be distributed to the Trustee with respect to such Series from unrelated Spread Accounts in respect of such Warehousing Shortfall. This determination shall be made as follows: (i) of the aggregate of the amounts to be on deposit in the respective Spread Accounts for such Distribution Date (as determined pursuant to paragraph FIRST above, after making the withdrawals pursuant to paragraph SECOND above), up to the aggregate of the Collection Account Shortfalls (excluding any Collection Account Shortfall with respect to the Warehousing Series) and any Warehousing Shortfall for such Distribution Date, (ii) drawn from each Spread Account PRO RATA in accordance with amounts on deposit therein, and (iii) distributed to the respective Trustees in the following order of priority and PRO RATA within each priority (1) in the same priority as amounts are to be distributed pursuant to Section 4.6 of the Standard Terms and Conditions included in the respective Pooling and Servicing Agreements and pursuant to Section 4.6 of the respective Sale and Servicing Agreements, and pursuant to Section 3.6(a) or 3.6(b3.6(b)(II) of the Servicing Agreement, as applicable, so that any shortfalls with respect to priority (i) of each such Section are to be covered first, any shortfalls with respect to priority (ii) of each such Section are to be covered second, and so forth, until priority (v) of such Section, so that priority (v) of Section 4.6 of the Standard Terms and Conditions and of the Sale and Servicing Agreement and priority (vv)(B) of Section 3.6(a) or priority (v) of Section 3.6(b3.6(b)(II) of the Servicing Agreement are to be covered fifth, (2) if Section 4.6 of one or more Sale and Servicing Agreements provides for distribution in respect of interest or principal on Notes or Certificates with priorities numerically greater than (v), in the same priority as amounts are to be distributed pursuant to each such Section 4.6, so that any shortfalls with respect to priority (vi) of each such Section 4.6 are covered first, and so forth through all priorities relating to interest or principal on Notes or Certificates and (3) amounts to be distributed to the Security Insurer; On such Deficiency Claim Date, the Collateral Agent shall deliver a certificate to each Trustee in respect of which the Collateral Agent has received notice pursuant to (i) Section 3.9 of the Standard Terms and Conditions of a Collection Account Shortfall or (ii) Section 3.9 of the Sale and Servicing Agreement of a Collection Account Shortfall or (iii) Section 3.11 4.1 of the Servicing Agreement of a Collection Account Shortfall or Warehousing Shortfall stating the amount (which, in the case of (i) and (ii) above, shall be the sum of the amount, if any, to be withdrawn from the related Spread Account, as calculated pursuant to paragraph SECOND of this Section 3.03(a), plus, the amount, if any, to be withdrawn from unrelated Spread Accounts, as calculated pursuant to paragraph THIRD of this Section 3.03(a), and which, in the case of a Warehousing Shortfall or Collection Account Shortfall or Warehousing Shortfall referred to in clause (iii) shall be the respective amounts, if any, withdrawn from unrelated Spread Accounts, as calculated pursuant to paragraph THIRD of this Section 3.03(a) or calculated to be available pursuant to priority SEVENTH of Section 3.03(b)), if any, to be distributed to such Trustee on the next Distribution Date in respect of such Collection Account Shortfall or Warehousing Shortfall, as the case may be.

DISTRIBUTIONS: PRIORITY OF PAYMENTS. (a) On or before each Deficiency Claim Date, the Collateral Agent will make the following calculations on the basis of information (including, without limitation, the amount of any Collection Account Shortfall with respect to any Series) received pursuant to (x) Section 3.9 of the Standard Terms and Conditions, Section 5.03 of the Pooling and Servicing Agreements, or (y) Section 3.9 of the Sale and Servicing Agreements, or (z) Section 3.11 4.1 of the Servicing Agreement, as applicable, with respect to each Series; providedPROVIDED , howeverHOWEVER, that if the Collateral Agent receives notice from Financial Security of the occurrence of an Insurance Agreement Event of Default with respect to any Series, or of the occurrence of a Capture Event, such notice shall be determinative for the purposes of determining the Spread Account Default Level and Spread Account Maximum Amount for such Series: FIRST, determine the amounts to be on deposit in the respective Spread Accounts (taking into account amounts in respect of the respective Credit Enhancement Fees to be deposited into the related Spread Accounts) on the next succeeding Distribution Date which will be available to satisfy any Collection Account Shortfall and any Warehousing Shortfall; SECOND, determine (i) the amounts, if any, to be distributed from each Spread Account related to each Series with respect to which there exists a Collection Account Shortfall and (ii) whether, following distribution from the related Spread Accounts to the respective Trustees for deposit into the respective Collection Accounts with respect to which there exist Collection Account Shortfalls, a Collection Account Shortfall will continue to exist with respect to one or more Series; THIRD, (i) if a Collection Account Shortfall will continue to exist with respect to one or more Series (excluding the Warehousing Series) following the distributions from the related Spread Accounts contemplated by paragraph SECOND above, determine the amount, if any, to be distributed to the Trustee with respect to each Series from unrelated Spread Accounts (including the Warehousing Series Spread Account) in respect of such Collection Account Shortfall(s)) and (ii) if a Warehousing Shortfall will exist with respect to the Warehousing Series, determine the amount, if any, to be distributed to the Trustee with respect to such Series from unrelated Spread Accounts in respect of such Warehousing Shortfall. This determination shall be made as follows: (i) of the aggregate of the amounts to be on deposit in the respective Spread Accounts for such Distribution Date (as determined pursuant to paragraph FIRST first above, after making the withdrawals pursuant to paragraph SECOND above), up to the aggregate of the Collection Account Shortfalls (excluding any Collection Account Shortfall with respect to the Warehousing Series) and any Warehousing Shortfall for such Distribution Date, (ii) drawn from each Spread Account PRO RATA in accordance with amounts on deposit therein, and (iii) distributed to the respective Trustees in the following order of priority and PRO RATA within each priority (1) in the same priority as amounts are to be distributed pursuant to Section 4.6 of the Standard Terms and Conditions included in the respective Pooling and Servicing Agreements and pursuant to Section 4.6 of the respective Sale and Servicing Agreements, and pursuant to Section 3.6(a) or 3.6(b3.6(b)(II) of the Servicing Agreement, as applicable, so that any shortfalls with respect to priority (i) of each such Section are to be covered first, any shortfalls with respect to priority (ii) of each such Section are to be covered second, and so forth, until priority (v) of such Section, so that priority (v) of Section 4.6 of the Standard Terms and Conditions and of the Sale and Servicing Agreement and priority (vv)(B) of Section 3.6(a) or priority (v) of Section 3.6(b3.6(b)(II) of the Servicing Agreement are to be covered fifth, (2) if Section 4.6 of one or more Sale and Servicing Agreements provides for distribution in respect of interest or principal on Notes or Certificates with priorities numerically greater than (v), in the same priority as amounts are to be distributed pursuant to each such Section 4.6, so that any shortfalls with respect to priority (vi) of each such Section 4.6 are covered first, and so forth through all priorities relating to interest or principal on Notes or Certificates and (3) amounts to be distributed to the Security Insurer; On such Deficiency Claim Date, the Collateral Agent shall deliver a certificate to each Trustee in respect of which the Collateral Agent has received notice pursuant to (i) Section 3.9 of the Standard Terms and Conditions of a Collection Account Shortfall or (ii) Section 3.9 of the Sale and Servicing Agreement of a Collection Account Shortfall or (iii) Section 3.11 4.1 of the Servicing Agreement of a Collection Account Shortfall or Warehousing Shortfall stating the amount (which, in the case of (i) and (ii) above, shall be the sum of the amount, if any, to be withdrawn from the related Spread Account, as calculated pursuant to paragraph SECOND of this Section 3.03(a), plus, the amount, if any, to be withdrawn from unrelated Spread Accounts, as calculated pursuant to paragraph THIRD of this Section 3.03(a), and which, in the case of a Warehousing Shortfall or Collection Account Shortfall or Warehousing Shortfall referred to in clause (iii) shall be the respective amounts, if any, withdrawn from unrelated Spread Accounts, as calculated pursuant to paragraph THIRD of this Section 3.03(a) or calculated to be available pursuant to priority SEVENTH of Section 3.03(b)), if any, to be distributed to such Trustee on the next Distribution Date in respect of such Collection Account Shortfall or Warehousing Shortfall, as the case may be.

DISTRIBUTIONS: PRIORITY OF PAYMENTS. (a) On or before each Deficiency Claim Date, the Collateral Agent will make the following calculations on the basis of information (including, without limitation, the amount of any Collection Account Shortfall with respect to any Series) received pursuant to (x) Section 3.9 of the Standard Terms and Conditions, Section 5.03 of the Pooling and Servicing Agreements, or (y) Section 3.9 of the Sale and Servicing Agreements, or (z) Section 3.11 of the Servicing Agreement, as applicable, with respect to each Series; provided, however, that if the Collateral Agent receives notice from Financial Security of the occurrence of an Insurance Agreement Event of Default with respect to any Series, or of the occurrence of a Capture Event, such notice shall be determinative for the purposes of determining the Spread Account Default Level and Spread Account Maximum Amount for such Series: FIRST, determine the amounts to be on deposit in the respective Spread Accounts (taking into account amounts in respect of the respective Credit Enhancement Fees to be deposited into the related Spread Accounts) on the next succeeding Distribution Date which will be available to satisfy any Collection Account Shortfall and any Warehousing Shortfall; SECOND, determine (i) the amounts, if any, to be distributed from each Spread Account related to each Series with respect to which there exists a Collection Account Shortfall and (ii) whether, following distribution from the related Spread Accounts to the respective Trustees for deposit into the respective Collection Accounts with respect to which there exist Collection Account Shortfalls, a Collection Account Shortfall will continue to exist with respect to one or more Series; THIRD, (i) if a Collection Account Shortfall will continue to exist with respect to one or more Series following the distributions from the related Spread Accounts contemplated by paragraph SECOND above, determine the amount, if any, to be distributed to the Trustee with respect to each Series from unrelated Spread Accounts in respect of such Collection Account Shortfall(s). This determination shall be made as follows: (i) of the aggregate of the amounts to be on deposit in the respective Spread Accounts for such Distribution Date (as determined pursuant to paragraph FIRST first above, after making the withdrawals pursuant to paragraph SECOND second above), up to the aggregate of the Collection Account Shortfalls for such Distribution Date, (ii) drawn from each Spread Account PRO RATA pro rata in accordance with amounts on deposit therein, and (iii) distributed to the respective Trustees in the following order of priority and PRO RATA pro rata within each priority (1) in the same priority as amounts are to be distributed pursuant to Section 4.6 of the Standard Terms and Conditions included in the respective Pooling and Servicing Agreements and pursuant to Section 4.6 of the respective Sale and Servicing Agreements, and pursuant to Section 3.6(a) or 3.6(b) of the Servicing Agreement, as applicable, so that any shortfalls with respect to priority (i) of each such Section are to be covered first, any shortfalls with respect to priority (ii) of each such Section are to be covered second, and so forth, until priority (v) of such Section, so that priority (v) of Section 4.6 of the Standard Terms and Conditions and of the Sale and Servicing Agreement and priority (v) of Section 3.6(a) or priority (v) of Section 3.6(b) of the Servicing Agreement are to be covered fifth, (2) if Section 4.6 of one or more Sale and Servicing Agreements provides for distribution in respect of interest or principal on Notes or Certificates with priorities numerically greater than (v), in the same priority as amounts are to be distributed pursuant to each such Section 4.6, so that any shortfalls with respect to priority (vi) of each such Section 4.6 are covered first, and so forth through all priorities relating to interest or principal on Notes or Certificates and (3) amounts to be distributed to the Security Insurer; On such Deficiency Claim Date, the Collateral Agent shall deliver a certificate to each Trustee in respect of which the Collateral Agent has received notice pursuant to (i) Section 3.9 of the Standard Terms and Conditions of a Collection Account Shortfall or (ii) Section 3.9 of the Sale and Servicing Agreement of a Collection Account Shortfall or (iii) Section 3.11 of the Servicing Agreement of a Collection Account Shortfall or Warehousing Shortfall stating the amount (which, in the case of (i) and (ii) above, shall be the sum of the amount, if any, to be withdrawn from the related Spread Account, as calculated pursuant to paragraph SECOND second of this Section 3.03(a), plus, the amount, if any, to be withdrawn from unrelated Spread Accounts, as calculated pursuant to paragraph THIRD third of this Section 3.03(a), and which, in the case of a Collection Account Shortfall or Warehousing Shortfall referred to in clause (iii) shall be the respective amounts, if any, withdrawn from unrelated Spread Accounts, as calculated pursuant to paragraph THIRD third of this Section 3.03(a) or calculated to be available pursuant to priority SEVENTH of Section 3.03(b)), if any, to be distributed to such Trustee on the next Distribution Date in respect of such Collection Account Shortfall or Warehousing Shortfall, as the case may be.

DISTRIBUTIONS: PRIORITY OF PAYMENTS. (a) On or before each Deficiency Delinquency Claim DateDate with respect to any Series, the Collateral Agent will make the following calculations on the basis of information (including, without limitation, the amount of any Collection Account Shortfall Deficiency Claim Amount with respect to any Series) received pursuant to (x) Section 3.9 3.17 of the Standard Terms and Conditions, Section 5.03 of applicable Securitization Agreement (or other section referenced in the Pooling and Servicing Agreements, or (y) Section 3.9 of the Sale and Servicing Agreements, or (z) Section 3.11 of the Servicing Agreement, as applicablerelated Series Supplement), with respect to each Seriessuch Series from the Servicer thereunder; provided, however, that if the Collateral Agent receives notice from Financial Security of the occurrence of an Insurance Agreement Event of Default with respect to any Series, or of the occurrence of a Capture Event, such notice shall be determinative for the purposes of determining the Spread Account Default Level and Spread Account Maximum Requisite Amount for such Series: FIRST, determine the amounts to be on deposit in the respective Spread Accounts (taking into account amounts in respect of the respective Credit Enhancement Fees to be deposited into the related Spread Accounts) on the next succeeding Distribution Date which will be available to satisfy any Collection Account Shortfall and any Warehousing Shortfall; Deficiency Claim Amount. SECOND, determine (i) the amounts, if any, to be distributed from each Spread Account related to each Series with respect to which there exists a Collection Account Shortfall Deficiency Claim Amount, and (ii) whether, following distribution from the related Spread Accounts to the respective Trustees for deposit into the respective Collection Accounts Certificate Account with respect to which there exist Collection Account Shortfallsexists a Deficiency Claim Amount, a Collection Account Shortfall Deficiency Claim Amount will continue to exist with respect to one or more Series; . THIRD, (i) if a Collection Account Shortfall Deficiency Claim Amount will continue to exist with respect to one or more Series following other than the distributions from the related Spread Accounts contemplated by paragraph SECOND above, determine the amount, if any, to be distributed to the Trustee with respect to each Series from unrelated Spread Accounts in respect of such Collection Account Shortfall(s). This determination shall be made as follows: (i) of the aggregate of the amounts to be on deposit in the respective Spread Accounts for such Distribution Date (as determined pursuant to paragraph FIRST above, after making the withdrawals pursuant to paragraph SECOND above), up to the aggregate of the Collection Account Shortfalls for such Distribution Date, (ii) drawn from each Spread Account PRO RATA in accordance with amounts on deposit therein, and (iii) distributed to the respective Trustees in the following order of priority and PRO RATA within each priority (1) in the same priority as amounts are to be distributed pursuant to Section 4.6 of the Standard Terms and Conditions included in the respective Pooling and Servicing Agreements and pursuant to Section 4.6 of the respective Sale and Servicing Agreements, and pursuant to Section 3.6(a) or 3.6(b) of the Servicing Agreement, as applicable, so that any shortfalls with respect to priority (i) of each such Section are to be covered first, any shortfalls with respect to priority (ii) of each such Section are to be covered second, and so forth, until priority (v) of such Section, so that priority (v) of Section 4.6 of the Standard Terms and Conditions and of the Sale and Servicing Agreement and priority (v) of Section 3.6(a) or priority (v) of Section 3.6(b) of the Servicing Agreement are to be covered fifth, (2) if Section 4.6 of one or more Sale and Servicing Agreements provides for distribution in respect of interest or principal on Notes or Certificates with priorities numerically greater than (v), in the same priority as amounts are to be distributed pursuant to each such Section 4.6, so that any shortfalls with respect to priority (vi) of each such Section 4.6 are covered first, and so forth through all priorities relating to interest or principal on Notes or Certificates and (3) amounts to be distributed to the Security Insurer; On such Deficiency Claim Date, the Collateral Agent shall deliver a certificate to each Trustee in respect of which the Collateral Agent has received notice pursuant to (i) Section 3.9 of the Standard Terms and Conditions of a Collection Account Shortfall or (ii) Section 3.9 of the Sale and Servicing Agreement of a Collection Account Shortfall or (iii) Section 3.11 of the Servicing Agreement of a Collection Account Shortfall or Warehousing Shortfall stating the amount (which, in the case of (i) and (ii) above, shall be the sum of the amount, if any, to be withdrawn from the related Spread Account, as calculated pursuant to paragraph SECOND of this Section 3.03(a), plus, the amount, if any, to be withdrawn from unrelated Spread Accounts, as calculated pursuant to paragraph THIRD of this Section 3.03(a), and which, in the case of a Collection Account Shortfall or Warehousing Shortfall referred to in clause (iii) shall be the respective amounts, if any, withdrawn from unrelated Spread Accounts, as calculated pursuant to paragraph THIRD of this Section 3.03(a) or calculated to be available pursuant to priority SEVENTH of Section 3.03(b)), if any, to be distributed to such Trustee on the next Distribution Date in respect of such Collection Account Shortfall or Warehousing Shortfall, as the case may be.1996-1 Certificates

DISTRIBUTIONS: PRIORITY OF PAYMENTS. (a) On or before each Deficiency Claim DateDate with respect to any Series, the Collateral Agent will make the following calculations on the basis of information (including, without limitation, the amount of any Collection Account Shortfall Deficiency Claim Amount with respect to any Series) received pursuant to (x) Section 3.9 4.11 of the Standard Terms and Conditions, Section 5.03 of applicable Securitization Agreement (or other section referenced in the Pooling and Servicing Agreements, or (y) Section 3.9 of the Sale and Servicing Agreements, or (z) Section 3.11 of the Servicing Agreement, as applicablerelated Series Supplement), with respect to each Seriessuch Series from the Servicer thereunder; provided, however, that if the Collateral Agent receives notice from Financial Security of the occurrence of an Insurance Agreement Event of Default with respect to any Series, or of the occurrence of a Capture Event, such notice shall be determinative for the purposes of determining the Spread Account Default Level and Spread Account Maximum Requisite Amount for such Series: FIRST, determine the amounts to be on deposit in the respective Spread Accounts (taking into account amounts in respect of the respective Credit Enhancement Fees to be deposited into the related Spread Accounts) on the next succeeding Distribution Date which will be available to satisfy any Collection Account Shortfall and any Warehousing Shortfall; Deficiency Claim Amount. SECOND, determine (i) the amounts, if any, to be distributed from each Spread Account related to each Series with respect to which there exists a Collection Account Shortfall Deficiency Claim Amount, and (ii) whether, following distribution from the related Spread Accounts to the respective Trustees for deposit into the respective Collection Accounts Account with respect to which there exist Collection Account Shortfallsexists a Deficiency Claim Amount, a Collection Account Shortfall Deficiency Claim Amount will continue to exist with respect to one or more Series; . THIRD, (i) if a Collection Account Shortfall Deficiency Claim Amount will continue to exist with respect to one or more Series other than the Series 1998 following the distributions from the related Spread Accounts contemplated by paragraph SECOND above, determine the amount, if any, to be distributed to the Trustee with respect to each Series from unrelated Spread Accounts other than the Series 1998-1 Spread Account in respect of such Collection Account Shortfall(sDeficiency Claim Amount(s). This determination shall be made as follows: (i) of the aggregate of the amounts to be on deposit in the respective Spread Accounts for such Distribution Date (as determined pursuant to paragraph FIRST above, after making the withdrawals pursuant to paragraph SECOND above), up to the aggregate of the Collection Account Shortfalls for such Distribution Date, (ii) drawn from each Spread Account PRO RATA in accordance with amounts on deposit therein, and (iiithe distribution priority scheme set forth in Section 3.03(b) distributed to the respective Trustees in the following order of priority and PRO RATA within each priority (1) in the same priority as amounts are to be distributed pursuant to Section 4.6 of the Standard Terms and Conditions included in the respective Pooling and Servicing Agreements and pursuant to Section 4.6 of the respective Sale and Servicing Agreements, and pursuant to Section 3.6(a) or 3.6(b) of the Servicing Agreement, as applicable, so that any shortfalls with respect to priority (i) of each such Section are to be covered first, any shortfalls with respect to priority (ii) of each such Section are to be covered second, and so forth, until priority (v) of such Section, so that priority (v) of Section 4.6 of the Standard Terms and Conditions and of the Sale and Servicing Agreement and priority (v) of Section 3.6(a) or priority (v) of Section 3.6(b) of the Servicing Agreement are to be covered fifth, (2) if Section 4.6 of one or more Sale and Servicing Agreements provides for distribution in respect of interest or principal on Notes or Certificates with priorities numerically greater than (v), in the same priority as amounts are to be distributed pursuant to each such Section 4.6, so that any shortfalls with respect to priority (vi) of each such Section 4.6 are covered first, and so forth through all priorities relating to interest or principal on Notes or Certificates and (3) amounts to be distributed to the Security Insurer; below. On such Deficiency Claim DateDate related to a Series, the Collateral Agent shall deliver a certificate to each Trustee in respect of which the Collateral Agent has received notice pursuant to (i) Section 3.9 of the Standard Terms and Conditions of a Collection Account Shortfall or (ii) Section 3.9 of the Sale and Servicing Agreement of a Collection Account Shortfall or (iii) Section 3.11 of the Servicing Agreement of a Collection Account Shortfall or Warehousing Shortfall Deficiency Notice stating the amount (which, in the case of (i) and (ii) above, shall be the sum of the amount, if any, to be withdrawn from the related Spread Account, as calculated pursuant to paragraph SECOND of this Section 3.03(a), plus, the amount, if any, to be withdrawn from unrelated Spread Accounts, as calculated pursuant to paragraph THIRD of this Section 3.03(a), and which, in the case of a Collection Account Shortfall or Warehousing Shortfall referred to in clause (iii) shall be the respective amounts, if any, withdrawn from unrelated Spread Accounts, as calculated pursuant to paragraph THIRD of this Section 3.03(a) or calculated to be available pursuant to priority SEVENTH of Section 3.03(b)), if any, to be distributed to such Trustee on the next Distribution Date in respect of such Collection Account Shortfall or Warehousing Shortfall, as the case may beDeficiency Claim Amount.