Common use of Due-on-Sale Clauses; Assumption Agreements Clause in Contracts

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when any property subject to a Mortgage has been or is about to be conveyed by the Mortgagor, the Master Servicer shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, subject to Section 3.02(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the Mortgage Loan shall continue to be covered (if so covered before the Master Servicer enters such agreement) by the applicable Required Insurance Policies. The Master Servicer, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when any property subject to a Mortgage has been or is about to be conveyed by the Mortgagor, the Master Servicer Company shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer Company is not required to exercise such rights with respect to a an EMC Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer Company is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer Company is authorized, subject to Section 3.02(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the Mortgage Loan shall continue to be covered (if so covered before the Master Servicer Company enters such agreement) by the applicable Required Insurance Policies. The Master ServicerCompany, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer Company shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer Company reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Master Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Master Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Master Servicer requires acceleration of the Mortgage Loan, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, if the Master Servicer is not required satisfied, as evidenced by an Officer's Certificate delivered to exercise the Indenture Trustee, that either (i) such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable or (ii) if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage Loan is not otherwise so required under in default or default is not reasonably foreseeable, such Mortgage Note repurchase will have no adverse tax consequences for the Trust Estate or Mortgage as a condition to such transferany Securityholder. In the event that If the Master Servicer is prohibited by reasonably believes that such due-on-sale clause cannot be enforced under applicable law from enforcing any such or if the Mortgage Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered by a hazard policy and (if so covered before the Master Servicer or the related Subservicer enters into such agreement) by any Primary Insurance Policy. In connection with any such assumption, no material term of the applicable Required Insurance Policiesrelated Mortgage Note may be changed. The Master ServicerServicer shall forward to the Indenture Trustee the original copy of such assumption agreement, subject which copy shall be added by the Indenture Trustee to Section 3.02(b)the related Mortgage File and which shall, is also authorized with for all purposes, be considered a part of such Mortgage File to the prior approval same extent as all other documents and instruments constituting a part thereof. A portion, equal to up to 2% of the insurers under Stated Principal Balance of the related Mortgage Loan, of any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, fee or additional interest collected by the Master Servicer shall not or the related Subservicer for consenting in any such conveyance or entering into any such assumption agreement may be deemed to be in default under this Section 3.02(a) retained by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingrelated Subservicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when any property subject to a Mortgage Mortgaged Property has been or is about to be conveyed by the Mortgagor, the Master Servicer shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is shall not be required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, subject to Section 3.02(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the related Mortgage Loan shall continue to be covered (if so covered before the Master Servicer enters such agreement) by the applicable Required Insurance Policies. The Master Servicer, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when When any property subject to a Mortgage has been or Mortgaged Property is about to be conveyed by the a Mortgagor, the Master Servicer shall or subservicer, to the extent that it has knowledge of such conveyance, shall enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Primary Mortgage Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Primary Mortgage Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, subject to Section 3.02(b3.06(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the Mortgage Loan shall continue to be covered (if so covered before the Master Servicer enters such agreement) by the applicable Required Primary Mortgage Insurance PoliciesPolicy. The Master Servicer, subject to Section 3.02(b3.06(b), is also authorized with the prior approval of the insurers under any Required Primary Mortgage Insurance Policies Policy to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that which the Master Servicer reasonably believes it is restricted by law from preventing, for any reason whatsoever.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any the related Mortgage Note or Mortgage, to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Servicer requires acceleration of the Mortgage Loan, but only if the Servicer is satisfied, as evidenced by an Officers’ Certificate delivered to the extent Trustee, that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable. If the Servicer reasonably believes that such due-on-sale clause cannot be enforced under applicable law or if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is Loan does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and, with the consent of the MI Insurer, if applicable, to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the Mortgagor remains liable thereonon condition, provided however, that the related Mortgage Loan shall continue to be covered (if so covered by a hazard policy. In connection with any such assumption, no material term of the related Mortgage Note may be changed. The Servicer shall notify the Custodian and Trustee, whenever possible, before the Master Servicer enters completion of such assumption agreement) , and shall forward to the Custodian the original copy of such assumption agreement, which copy shall be added by the applicable Required Insurance Policies. The Master ServicerCustodian to the related Mortgage File and which shall, subject for all purposes, be considered a part of such Mortgage File to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into same extent as all other documents and instruments constituting a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingpart thereof.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Servicer requires acceleration of the Mortgage Loan, but only if the Servicer is satisfied, as evidenced by an Officer’s Certificate delivered to the extent Master Servicer, that either (i) such Mortgage Loan is in default or default is reasonably foreseeable or (ii) if such Mortgage Loan is not in default or default is not reasonably foreseeable, such repurchase will have no adverse tax consequences for the Trust Estate or any Securityholder. If the Servicer reasonably believes that such enforcement will due-on-sale clause cannot adversely affect be enforced under applicable law or jeopardize coverage under any Required Insurance Policy. Notwithstanding if the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered by a hazard policy and (if so covered before the Master Servicer or the related Subservicer enters into such agreement) by any Primary Insurance Policy. In connection with any such assumption, no material term of the applicable Required Insurance Policiesrelated Mortgage Note may be changed. The Master ServicerServicer shall forward to the Indenture Trustee the original copy of such assumption agreement, subject which copy shall be added by the Indenture Trustee to Section 3.02(b)the related Mortgage File and which shall, is also authorized with for all purposes, be considered a part of such Mortgage File to the prior approval same extent as all other documents and instruments constituting a part thereof. A portion, equal to up to 2% of the insurers under any Required Insurance Policies to enter into a substitution Stated Principal Balance of liability agreement with such Personthe related Mortgage Loan, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer fee or additional interest collected by the Servicer or the related Subservicer for consenting in any such conveyance or entering into any such assumption that agreement may be retained by the Master Servicer reasonably believes it is restricted by law from preventingor related Subservicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any the related Mortgage Note or Mortgage, to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Servicer requires acceleration of the Mortgage Loan, but only if the Servicer is satisfied, as evidenced by an Officer's Certificate delivered to the extent Certificate Administrator and the Trustee, that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable. If the Servicer reasonably believes that such due-on-sale clause cannot be enforced under applicable law or if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is Loan does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and, with the consent of the MI Insurer, if applicable, to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the Mortgagor remains liable thereonon condition, provided however, that the related Mortgage Loan shall continue to be covered (if so covered by a hazard policy. In connection with any such assumption, no material term of the related Mortgage Note may be changed. The Servicer shall notify the Certificate Administrator and the Trustee, whenever possible, before the Master Servicer enters completion of such assumption agreement) , and shall forward to the Certificate Administrator the original copy of such assumption agreement, which copy shall be added by the applicable Required Insurance Policies. The Master ServicerCertificate Administrator to the related Mortgage File and which shall, subject for all purposes, be considered a part of such Mortgage File to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into same extent as all other documents and instruments constituting a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingpart thereof.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any the related Mortgage Note or Mortgage, to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Servicer requires acceleration of the Mortgage Loan, but only if the Servicer is satisfied, as evidenced by a certification signed by a Servicing Officer delivered to the extent Trustee, that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable. If the Servicer reasonably believes that such due-on-sale clause cannot be enforced under applicable law or if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is Loan does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and, with the consent of the MI Insurer, if applicable, to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the Mortgagor remains liable thereonon condition, provided however, that the related Mortgage Loan shall continue to be covered (if so covered by a hazard policy. In connection with any such assumption, no material term of the related Mortgage Note may be changed. The Servicer shall notify the Custodian and Trustee, whenever possible, before the Master Servicer enters completion of such assumption agreement) , and shall forward to the Custodian the original copy of such assumption agreement, which copy shall be added by the applicable Required Insurance Policies. The Master ServicerCustodian to the related Mortgage File and which shall, subject for all purposes, be considered a part of such Mortgage File to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into same extent as all other documents and instruments constituting a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingpart thereof.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when any property subject to a Mortgage Mortgaged Property has been or is about to be conveyed by the Mortgagor, the Master related Servicer shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master no Servicer is not shall be required to exercise such rights with respect to a Mortgage Loan serviced by such Servicer if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master related Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master such Servicer is authorized, subject to Section 3.02(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the related Mortgage Loan shall continue to be covered (if so covered before the Master related Servicer enters into such an agreement) by the applicable Required Insurance Policies. The Master related Servicer, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master no Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master such Servicer reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when When any property subject to a Mortgage has been or Mortgaged Property is about to be conveyed by the a Mortgagor, the Master Servicer shall or subservicer, to the extent that it has knowledge of such conveyance, shall enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Primary Mortgage Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee Mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Primary Mortgage Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, subject to Section 3.02(b3.06(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the Mortgage Loan shall continue to be covered (if so covered before the Master Servicer enters such agreement) by the applicable Required Primary Mortgage Insurance PoliciesPolicy. The Master Servicer, subject to Section 3.02(b3.06(b), is also authorized with the prior approval of the insurers under any Required Primary Mortgage Insurance Policies Policy to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that which the Master Servicer reasonably believes it is restricted by law from preventing, for any reason whatsoever.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Master Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Master Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Master Servicer requires acceleration of the Mortgage Loan, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, if the Master Servicer is not required satisfied, as evidenced by an Officer’s Certificate delivered to exercise the Indenture Trustee, that either (i) such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable or (ii) if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage Loan is not otherwise so required under in default or default is not reasonably foreseeable, such Mortgage Note repurchase will have no adverse tax consequences for the Trust Estate or Mortgage as a condition to such transferany Securityholder. In the event that If the Master Servicer is prohibited by reasonably believes that such due-on-sale clause cannot be enforced under applicable law from enforcing any such or if the Mortgage Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered by a hazard policy and (if so covered before the Master Servicer or the related Subservicer enters into such agreement) by any Primary Insurance Policy; provided that any such action shall be in the applicable Required Insurance Policiesbest interest of the Trust. In connection with any such assumption, no material term of the related Mortgage Note may be changed. The Master ServicerServicer shall forward to the Indenture Trustee the original copy of such assumption agreement, subject which copy shall be added by the Indenture Trustee to Section 3.02(b)the related Mortgage File and which shall, is also authorized with for all purposes, be considered a part of such Mortgage File to the prior approval same extent as all other documents and instruments constituting a part thereof. A portion, equal to up to 2% of the insurers under Stated Principal Balance of the related Mortgage Loan, of any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, fee or additional interest collected by the Master Servicer shall not or the related Subservicer for consenting in any such conveyance or entering into any such assumption agreement may be deemed to be in default under this Section 3.02(a) retained by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingrelated Subservicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.023.06(a), when any property subject to a Mortgage has been or is about to be conveyed by the Mortgagor, the Master Servicer shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement of such due-on-sale clause is otherwise permitted hereunder, the Master Servicer is authorized, subject to Section 3.02(b3.06(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the related Mortgage Note and, unless prohibited by applicable state law, the related Mortgagor remains liable thereon, provided that the related Mortgage Loan shall continue to be covered (if so covered before the Master Servicer enters into such agreement) by the applicable Required Insurance Policies. The Master Servicer, subject to Section 3.02(b3.06(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a3.06(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any the related Mortgage Note or Mortgage, to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Servicer requires acceleration of the Mortgage Loan, but only if the Servicer is satisfied, as evidenced by an Officer's Certificate delivered to the extent Trustee, that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable. If the Servicer reasonably believes that such due-on-sale clause cannot be enforced under applicable law or if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is Loan does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and, with the consent of the MI Insurer, if applicable, to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the Mortgagor remains liable thereonon condition, provided however, that the related Mortgage Loan shall continue to be covered (if so covered by a hazard policy. In connection with any such assumption, no material term of the related Mortgage Note may be changed. The Servicer shall notify the Custodian and Trustee, whenever possible, before the Master Servicer enters completion of such assumption agreement) , and shall forward to the Custodian the original copy of such assumption agreement, which copy shall be added by the applicable Required Insurance Policies. The Master ServicerCustodian to the related Mortgage File and which shall, subject for all purposes, be considered a part of such Mortgage File to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into same extent as all other documents and instruments constituting a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingpart thereof.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any the related Mortgage Note or Mortgage, to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Servicer requires acceleration of the Mortgage Loan, but only if the Servicer is satisfied, as evidenced by an Officers’ Note delivered to the extent Indenture Trustee, that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable. If the Servicer reasonably believes that such due-on-sale clause cannot be enforced under applicable law or if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is Loan does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and, with the consent of the MI Insurer, if applicable, to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the Mortgagor remains liable thereonon condition, provided however, that the related Mortgage Loan shall continue to be covered (if so covered by a hazard policy. In connection with any such assumption, no material term of the related Mortgage Note may be changed. The Servicer shall notify the Custodian and Indenture Trustee, whenever possible, before the Master Servicer enters completion of such assumption agreement) , and shall forward to the Custodian the original copy of such assumption agreement, which copy shall be added by the applicable Required Insurance Policies. The Master ServicerCustodian to the related Mortgage File and which shall, subject for all purposes, be considered a part of such Mortgage File to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into same extent as all other documents and instruments constituting a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingpart thereof.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Master Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Master Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Master Servicer requires acceleration of the Mortgage Loan, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, if the Master Servicer is not required satisfied, as evidenced by an Officer's Certificate delivered to exercise the Indenture Trustee, that either (i) such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable or (ii) if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage Loan is not otherwise so required under in default or default is not reasonably foreseeable, such Mortgage Note repurchase will have no adverse tax consequences for the Trust Estate or Mortgage as a condition to such transferany Securityholder. In the event that If the Master Servicer is prohibited by reasonably believes that such due-on-sale clause cannot be enforced under applicable law from enforcing any such or if the Mortgage Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered by a hazard policy and (if so covered before the Master Servicer or the related Subservicer enters into such agreement) by any Primary insurance Policy. In connection with any such assumption, no material term of the applicable Required Insurance Policiesrelated Mortgage Note maybe changed. The Master ServicerServicer shall forward to the Indenture Trustee the original copy of such assumption agreement, subject which copy shall be added by the Indenture Trustee to Section 3.02(b)the related Mortgage File and which shall, is also authorized with for all purposes, be considered a part of such Mortgage File to the prior approval same extent as all other documents and instruments constituting a part thereof A portion, equal to up to 2% of the insurers under Stated Principal Balance of the related Mortgage Loan, of any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, fee or additional interest collected by the Master Servicer shall not or the related Subservicer for consenting in any such conveyance or entering into any such assumption agreement may be deemed to be in default under this Section 3.02(a) retained by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingrelated Subservicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when any property subject Mortgaged Property relating to a GMACM Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer GMACM shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is GMACM shall not be required to exercise such rights with respect to a GMACM Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer GMACM is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer GMACM is authorized, subject to Section 3.02(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the related GMACM Mortgage Loan shall continue to be covered (if so covered before the Master Servicer GMACM enters such agreement) by the applicable Required Insurance Policies. The Master ServicerGMACM, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer GMACM shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer GMACM reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when any property subject Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is shall not be required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, subject to Section 3.02(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the related Mortgage Loan shall continue to be covered (if so covered before the Master Servicer enters such agreement) by the applicable Required Insurance Policies. The Master Servicer, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Master Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Master Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Master Servicer requires acceleration of the Mortgage Loan, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, if the Master Servicer is not required satisfied, as evidenced by an Officer's Certificate delivered to exercise the Indenture Trustee and the Note Insurer, that such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed is in default or default is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transferreasonably foreseeable. In the event that If the Master Servicer reasonably believes that such due-on-sale clause cannot be enforced under applicable law, that enforcement thereof is prohibited by law from enforcing any such not in the best interests of the Noteholders and the Note Insurer or, if a Note Insurer Default exists, of the Noteholders or if the Mortgage Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered (if so covered before by a hazard policy. In connection with any such assumption, no material term of the Master Servicer enters such agreement) by the applicable Required Insurance Policiesrelated Mortgage Note may be changed. The Master Servicer shall notify the Indenture Trustee and the Note Insurer, whenever possible, before the completion of such assumption agreement, and shall forward to the Indenture Trustee the original copy of such assumption agreement, which copy shall be added by the Indenture Trustee to the related Mortgage File and which shall, for all purposes, be considered a part of such Mortgage File to the same extent as all other documents and instruments constituting a part thereof. Upon the instruction of the Master Servicer, subject the Indenture Trustee shall execute all agreements relating to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the RMBS Master Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the RMBS Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The RMBS Master Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the RMBS Master Servicer requires acceleration of the Mortgage Loan, but only to if the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the RMBS Master Servicer is not required satisfied, as evidenced by an Officer's Certificate delivered to exercise the Indenture Trustee, that either (i) such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable or (ii) if such Mortgage Loan is not in default or default is not reasonably foreseeable, such repurchase will have no adverse tax consequences for the Trust Estate or any Securityholder. If the RMBS Master Servicer reasonably believes that such due- on-sale clause cannot be enforced under applicable law or if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is Loan does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the RMBS Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered by a hazard policy and (if so covered before the RMBS Master Servicer or the related Subservicer enters into such agreement) by any Primary Insurance Policy. In connection with any such assumption, no material term of the applicable Required Insurance Policiesrelated Mortgage Note may be changed. The Master Servicer, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the RMBS Master Servicer shall not forward to the Custodian the original copy of such assumption agreement, which copy shall be deemed added by the Custodian to the related Mortgage File and which shall, for all purposes, be in default under this Section 3.02(a) by reason considered a part of such Mortgage File to the same extent as all other documents and instruments constituting a part thereof. A portion, equal to up to 2% of the Stated Principal Balance of the related Mortgage Loan, of any transfer fee or assumption that additional interest collected by the RMBS Master Servicer reasonably believes it is restricted or the related Subservicer for consenting in any such conveyance or entering into any such assumption agreement may be retained by law from preventingthe related Subservicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Master Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Master Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Master Servicer requires acceleration of the Mortgage Loan, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, if the Master Servicer is not required satisfied, as evidenced by an Officer's Certificate delivered to exercise the Indenture Trustee, that either (i) such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable or (ii) if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage Loan is not otherwise so required under in default or default is not reasonably foreseeable, such Mortgage Note repurchase will have no adverse tax consequences for the Trust Estate or Mortgage as a condition to such transferany Securityholder. In the event that If the Master Servicer is prohibited by reasonably believes that such due-on-sale clause cannot be enforced under applicable law from enforcing any such or if the Mortgage Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered by a hazard policy and (if so covered before the Master Servicer or the related Subservicer enters into such agreement) by any Primary Insurance Policy; provided that any such action shall be in the applicable Required Insurance Policiesbest interest of the Trust. In connection with any such assumption, no material term of the related Mortgage Note may be changed. The Master ServicerServicer shall forward to the Indenture Trustee the original copy of such assumption agreement, subject which copy shall be added by the Indenture Trustee to Section 3.02(b)the related Mortgage File and which shall, is also authorized with for all purposes, be considered a part of such Mortgage File to the prior approval same extent as all other documents and instruments constituting a part thereof. A portion, equal to up to 2% of the insurers under Stated Principal Balance of the related Mortgage Loan, of any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, fee or additional interest collected by the Master Servicer shall not or the related Subservicer for consenting in any such conveyance or entering into any such assumption agreement may be deemed to be in default under this Section 3.02(a) retained by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingrelated Subservicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when any property subject to a Mortgage has been or is about to be conveyed by the Mortgagor, the Master Servicer Company shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer Company is not required to exercise such rights with respect to a an Company Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer Company is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer Company is authorized, subject to Section 3.02(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the Mortgage Loan shall continue to be covered (if so covered before the Master Servicer Company enters such agreement) by the applicable Required Insurance Policies. The Master ServicerCompany, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer Company shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer Company reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the HELOC Master Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a HELOC Mortgage Loan has been or is about to be conveyed by the Mortgagor, the HELOC Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any the related Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom terms of the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and by applicable law. If the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the HELOC Master Servicer is prohibited by reasonably believes that such due-on-sale clause cannot be enforced under applicable law from enforcing any such or if the HELOC Mortgage Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the HELOC Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related HELOC Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related HELOC Mortgage Loan shall continue to be covered (if so covered before by a hazard policy. In connection with any such assumption, no material term of the Master Servicer enters such agreement) by the applicable Required Insurance Policiesrelated Mortgage Note may be changed. The Master Servicer, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the HELOC Master Servicer shall not forward to the Custodian the original copy of such assumption agreement, which copy shall be deemed added by the Custodian to the related Mortgage File and which shall, for all purposes, be in default under this Section 3.02(a) by reason considered a part of such Mortgage File to the same extent as all other documents and instruments constituting a part thereof. A portion, equal to up to 2% of the Stated Principal Balance of the related HELOC Mortgage Loan, of any transfer fee or assumption that additional interest collected by the HELOC Master Servicer reasonably believes it is restricted or the related Subservicer for consenting in any such conveyance or entering into any such assumption agreement may be retained by law from preventingthe related Subservicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Servicer requires acceleration of the Mortgage Loan, but only if the Servicer is satisfied, as evidenced by an Officer's Certificate delivered to the extent Indenture Trustee and the Bond Insurer, that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable. If the Servicer reasonably believes that such due-on-sale clause cannot be enforced under applicable law or if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is Loan does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered (if so covered by a hazard policy. In connection with any such assumption, no material term of the related Mortgage Note may be changed. The Servicer shall notify the Indenture Trustee and the Bond Insurer, whenever possible, before the Master Servicer enters completion of such assumption agreement) , and shall forward to the Indenture Trustee the original copy of such assumption agreement, which copy shall be added by the applicable Required Insurance Policies. The Master ServicerIndenture Trustee to the related Mortgage File and which shall, subject for all purposes, be considered a part of such Mortgage File to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into same extent as all other documents and instruments constituting a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingpart thereof.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any the related Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom terms of the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and by applicable law. If the Servicer reasonably believes that such due-on-sale clause cannot be enforced under applicable law or if the Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is Loan does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and, with the consent of the MI Insurer, if applicable, to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the Mortgagor remains liable thereonon condition, provided however, that the related Mortgage Loan shall continue to be covered (if so covered before the Master Servicer enters by a hazard policy. In connection with any such agreement) by the applicable Required Insurance Policies. The Master Servicerassumption, subject to Section 3.02(b), is also authorized with the prior approval no material term of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which related Mortgage Note may be changed and the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not consent to any assumption unless the Party assuming such Mortgage Loan meets audit requirements similar to the previous mortgage. The Servicer shall notify the Custodian and Trustee, whenever possible, before the completion of such assumption agreement, and shall forward to the Custodian the original copy of such assumption agreement, which copy shall be deemed added by the Custodian to the related Mortgage File and which shall, for all purposes, be in default under this Section 3.02(a) by reason considered a part of any transfer or assumption that such Mortgage File to the Master Servicer reasonably believes it is restricted by law from preventingsame extent as all other documents and instruments constituting a part thereof.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any the related Mortgage Note or Mortgage, to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Servicer requires acceleration of the Mortgage Loan, but only if the Servicer is satisfied, as evidenced by an Officer’s Certificate delivered to the extent Indenture Trustee, that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable. If the Servicer reasonably believes that such due-on-sale clause cannot be enforced under applicable law or if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is Loan does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and, with the consent of the MI Insurer, if applicable, to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the Mortgagor remains liable thereonon condition, provided however, that the related Mortgage Loan shall continue to be covered (if so covered by a hazard policy. In connection with any such assumption, no material term of the related Mortgage Note may be changed. The Servicer shall notify the Custodian and Indenture Trustee, whenever possible, before the Master Servicer enters completion of such assumption agreement) , and shall forward to the Custodian the original copy of such assumption agreement, which copy shall be added by the applicable Required Insurance Policies. The Master ServicerCustodian to the related Mortgage File and which shall, subject for all purposes, be considered a part of such Mortgage File to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into same extent as all other documents and instruments constituting a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingpart thereof.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when any property subject which a Sub-Servicer is notified that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master such Sub-Servicer shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom terms of the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and by applicable law unless such Sub-Servicer reasonably believes such enforcement is likely to result in legal action by the Mortgagor. If such Sub-Servicer reasonably believes that such due-on-sale clause cannot be enforced under applicable law or if the related Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is Loan does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master such Sub-Servicer is authorized, may consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered (if so covered before the Master related Sub-Servicer enters into such agreement) by the applicable Required any Primary Mortgage Insurance PoliciesPolicy. The Master ServicerSub-Servicer shall notify the Trustee, subject whenever possible, before the completion of such assumption agreement, and shall forward to Section 3.02(b), is also authorized with the prior approval Custodian on behalf of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which Trustee the original Mortgagor is released from liability copy of such assumption agreement, which copy shall be added by the Custodian to the related Mortgage File and which shall, for all purposes, be considered a part of such Person is substituted Mortgage File to the same extent as Mortgagor all other documents and becomes liable under the Mortgage Noteinstruments constituting a part thereof. Notwithstanding the foregoingIn connection with any such assumption agreement, the Master Servicer interest rate on the related Mortgage Loan shall not be deemed changed and no other material alterations in the Mortgage Loan shall be made. Any fee or additional interest collected by the Sub-Servicer for consenting to any such conveyance or entering into any such assumption agreement may be in default under this Section 3.02(a) retained by reason of any transfer or assumption that the Master related Sub-Servicer reasonably believes it is restricted by law from preventingas additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the HELOC Subservicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a HELOC Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer HELOC Subservicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any the related Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom terms of the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and by applicable law. If the HELOC Subservicer reasonably believes that such due-on-sale clause cannot be enforced under applicable law or if the HELOC Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is Loan does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer HELOC Subservicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related HELOC Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related HELOC Mortgage Loan shall continue to be covered (if so covered before by a hazard policy. In connection with any such assumption, no material term of the Master Servicer enters related Mortgage Note may be changed. The HELOC Subservicer shall forward to the Custodian the original copy of such assumption agreement) , which copy shall be added by the applicable Required Insurance PoliciesCustodian to the related Mortgage File and which shall, for all purposes, be considered a part of such Mortgage File to the same extent as all other documents and instruments constituting a part thereof. The Master ServicerA portion, subject equal to Section 3.02(b), is also authorized with the prior approval up to 2% of the insurers under any Required Insurance Policies to enter into a substitution Stated Principal Balance of liability agreement with such Personthe related HELOC Mortgage Loan, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer fee or additional interest collected by the HELOC Subservicer or the related Subservicer for consenting in any such conveyance or entering into any such assumption that agreement may be retained by the Master Servicer reasonably believes it is restricted by law from preventingHELOC Subservicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Servicer requires acceleration of the Mortgage Loan, but only if the Servicer is satisfied, as evidenced by an Officer’s Certificate delivered to the extent Master Servicer, that either (i) such Mortgage Loan is in default or default is reasonably foreseeable or (ii) if such Mortgage Loan is not in default or default is not reasonably foreseeable, such repurchase will have no adverse tax consequences for the Trust Fund or any Certificateholder. If the Servicer reasonably believes that such enforcement will due-on-sale clause cannot adversely affect be enforced under applicable law or jeopardize coverage under any Required Insurance Policy. Notwithstanding if the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered by a hazard policy and (if so covered before the Master Servicer or the related Subservicer enters into such agreement) by any Primary Mortgage Insurance Policy. In connection with any such assumption, no material term of the applicable Required Insurance Policiesrelated Mortgage Note may be changed. The Master ServicerServicer shall forward to the Trustee the original copy of such assumption agreement, subject which copy shall be added by the Trustee to Section 3.02(b)the related Mortgage File and which shall, is also authorized with for all purposes, be considered a part of such Mortgage File to the prior approval same extent as all other documents and instruments constituting a part thereof. A portion, equal to up to 2% of the insurers under any Required Insurance Policies to enter into a substitution Stated Principal Balance of liability agreement with such Personthe related Mortgage Loan, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer fee or additional interest collected by the Servicer or the related Subservicer for consenting in any such conveyance or entering into any such assumption that agreement may be retained by the Master Servicer reasonably believes it is restricted by law from preventingor related Subservicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when any property subject to a Mortgage Mortgaged Property has been or is about to be conveyed by the Mortgagor, the Master Servicer shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is shall not be required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, subject to Section 3.02(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the related Mortgage Loan shall continue to be covered (if so covered before the Master Servicer enters into such an agreement) by the applicable Required Insurance Policies. The Master Servicer, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer it reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.023.06, when any property subject to a Mortgage has been or is about to be conveyed by the Mortgagor, the Master Servicer shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, subject to Section 3.02(b3.06(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the Mortgage Loan shall continue to be covered (if so covered before the Master Servicer enters such agreement) by the applicable Required Insurance Policies. The Master Servicer, subject to Section 3.02(b3.06(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a3.06(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Master Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Master Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Master Servicer requires acceleration of the Mortgage Loan, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, if the Master Servicer is not required satisfied, as evidenced by an Officer's Certificate delivered to exercise the Indenture Trustee, that either (i) such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable or (ii) if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage Loan is not otherwise so required under in default or default is not reasonably foreseeable, such Mortgage Note repurchase will have no adverse tax consequences for the Trust Estate or Mortgage as a condition to such transferany Securityholder. In the event that If the Master Servicer is prohibited by reasonably believes that such due-on-sale clause cannot be enforced under applicable law from enforcing any such or if the Mortgage Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered by a hazard policy and (if so covered before the Master Servicer or the related Subservicer enters into such agreement) by any Primary Insurance Policy. In connection with any such assumption, no material term of the applicable Required Insurance Policiesrelated Mortgage Note may be changed. The Master ServicerServicer shall notify the Indenture Trustee, subject whenever possible, before the completion of such assumption agreement, and shall forward to Section 3.02(b)the Indenture Trustee the original copy of such assumption agreement, is also authorized with which copy shall be added by the prior approval Indenture Trustee to the related Mortgage File and which shall, for all purposes, be considered a part of such Mortgage File to the same extent as all other documents and instruments constituting a part thereof. A portion, equal to up to 2% of the insurers under any Required Insurance Policies to enter into a substitution Principal Balance of liability agreement with such Personthe related Mortgage Loan, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer fee or additional interest collected by the related Subservicer for consenting in any such conveyance or entering into any such assumption that agreement may be retained by the Master Servicer reasonably believes it is restricted by law from preventingrelated Subservicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the NAMC Master Servicer is notified by any property subject Mortgagor or Sub-Servicer that a Mortgaged Property relating to a NAMC Mortgage Loan has been or is about to be conveyed by the Mortgagor, or the PHH Master Servicer is notified by any Mortgagor or Sub-Servicer that a Mortgaged Property relating to a PHH Mortgage Loan has been or is about to be conveyed to the Mortgagor, the applicable Master Servicer shall enforce, or shall instruct such Sub-Servicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom terms of the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under by applicable law unless such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer reasonably believes such enforcement is prohibited likely to result in legal action by the Mortgagor. If a Master Servicer reasonably believes that such due-on-sale clause cannot be enforced under applicable law from enforcing any such or if the related Mortgage Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the such Master Servicer is authorized, and may authorize any Sub-Servicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered (if so covered before the Master Servicer or the related Sub-Servicer enters into such agreement) by any Primary Mortgage Insurance Policy. Each Master Servicer shall notify the applicable Required Insurance Policies. The Master ServicerTrustee, subject whenever possible, before the completion of such assumption agreement, and shall forward to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which Trustee the original Mortgagor is released from liability copy of such assumption agreement, which copy shall be added by the Trustee to the related Mortgage File and which shall, for all purposes, be considered a part of such Person is substituted Mortgage File to the same extent as Mortgagor all other documents and becomes liable under instruments constituting a part thereof. In connection with any such assumption agreement, the interest rate on the related Mortgage Loan shall not be changed and no other material alterations in the Mortgage NoteLoan shall be made. Notwithstanding the foregoing, Any fee or additional interest collected by a Master Servicer or Sub-Servicer for consenting to any such conveyance or entering into any such assumption agreement may be retained by the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master related Sub-Servicer reasonably believes it is restricted by law from preventingas additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when any property subject to a Mortgage has been or is about to be conveyed by the Mortgagor, the Master Servicer shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, subject to Section 3.02(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the Mortgage Loan shall continue to be covered (if so covered before the Master Servicer enters such agreement) by the applicable Required Insurance Policies. The Master Servicer, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (ac) Except as otherwise provided in this Section 3.02, when any property subject to a Mortgage has been or is about to be conveyed by the Mortgagor, the Master Servicer Company shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer Company is not required to exercise such rights with respect to a an Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer Company is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer Company is authorized, subject to Section 3.02(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the Mortgage Loan shall continue to be covered (if so covered before the Master Servicer Company enters such agreement) by the applicable Required Insurance Policies. The Master ServicerCompany, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer Company shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer Company reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Servicer requires acceleration of the Mortgage Loan, but only if the Servicer is satisfied, as evidenced by an Officer's Certificate delivered to the extent Bond Administrator, the Indenture Trustee and the Bond Insurer, that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable. If the Servicer reasonably believes that such due-on-sale clause cannot be enforced under applicable law or if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is Loan does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and, with the consent of the MI Insurer, if applicable, to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered (if so covered by a hazard policy. In connection with any such assumption, no material term of the related Mortgage Note may be changed. The Servicer shall notify the Bond Administrator, the Indenture Trustee and the Bond Insurer, whenever possible, before the Master Servicer enters completion of such assumption agreement) , and shall forward to the Bond Administrator the original copy of such assumption agreement, which copy shall be added by the applicable Required Insurance Policies. The Master ServicerBond Administrator to the related Mortgage File and which shall, subject for all purposes, be considered a part of such Mortgage File to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into same extent as all other documents and instruments constituting a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingpart thereof.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when When any property subject to a Mortgage has been or Mortgaged Property is about to be conveyed by the a Mortgagor, the Master Servicer shall or subservicer, to the extent that it has knowledge of such conveyance, shall enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Primary Mortgage Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Primary Mortgage Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, subject to Section 3.02(b3.06(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the Mortgage Loan shall continue to be covered (if so covered before the Master Servicer enters such agreement) by the applicable Required Primary Mortgage Insurance PoliciesPolicy. The Master Servicer, subject to Section 3.02(b3.06(b), is also authorized with the prior approval of the insurers under any Required Primary Mortgage Insurance Policies Policy to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that which the Master Servicer reasonably believes it is restricted by law from preventing, for any reason whatsoever. (b) Subject to the Servicer's duty to enforce any due-on-sale clause to the extent set forth in Section 3.06(a), in any case in which a Mortgaged Property is to be conveyed to a Person by a Mortgagor, and such Person is to enter into an assumption or modification agreement or supplement to the Mortgage Note or Mortgage which requires the signature of the Trustee, or if an instrument of release signed by the Trustee is required releasing the Mortgagor from liability on the Mortgage Loan, the Servicer is authorized, subject to the requirements of the sentence next following, to execute and deliver, on behalf of the Trustee, the assumption agreement with the Person to whom the Mortgaged Property is to be conveyed and such modification agreement or supplement to the Mortgage Note or Mortgage or other instruments as are reasonable or necessary to carry out the terms of the Mortgage Note or Mortgage or otherwise to comply with any applicable laws regarding assumptions or the transfer of the Mortgaged Property to such Person; provided, however, that in connection with any such assumption, no material term of the Mortgage Note may be changed. Upon receipt of appropriate instructions from the Servicer in accordance with the foregoing, the Trustee shall execute any necessary instruments for such assumption or substitution of liability delivered to it by the Servicer and as directed in writing by the Servicer. Upon the closing of the transactions contemplated by such documents, the Servicer shall cause the originals or true and correct copies of the assumption agreement, the release (if any), or the modification or supplement to the Mortgage Note or Mortgage to be delivered to the Trustee or the Custodian and deposited with the Mortgage File for such Mortgage Loan. Any fee collected by the Servicer or such related subservicer for entering into an assumption or substitution of liability agreement will be retained by the Servicer or such subservicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the HELOC Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a HELOC Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master HELOC Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any the related Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom terms of the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and by applicable law. If the HELOC Servicer reasonably believes that such due-on-sale clause cannot be enforced under applicable law or if the HELOC Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is Loan does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master HELOC Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related HELOC Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related HELOC Mortgage Loan shall continue to be covered (if so covered before by a hazard policy. In connection with any such assumption, no material term of the Master related Mortgage Note may be changed. The HELOC Servicer enters shall forward to the Indenture Trustee the original copy of such assumption agreement) , which copy shall be added by the applicable Required Insurance PoliciesIndenture Trustee to the related Mortgage File and which shall, for all purposes, be considered a part of such Mortgage File to the same extent as all other documents and instruments constituting a part thereof. The Master ServicerA portion, subject equal to Section 3.02(b), is also authorized with the prior approval up to 2% of the insurers under any Required Insurance Policies to enter into a substitution Stated Principal Balance of liability agreement with such Personthe related HELOC Mortgage Loan, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer fee or additional interest collected by the HELOC Servicer or the related Subservicer for consenting in any such conveyance or entering into any such assumption that agreement may be retained by the Master HELOC Servicer reasonably believes it is restricted by law from preventingas additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Master Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Master Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Master Servicer requires acceleration of the Mortgage Loan, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, if the Master Servicer is not required satisfied, as evidenced by an Officer's Certificate delivered to exercise the Indenture Trustee, that either (i) such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable or (ii) if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage Loan is not otherwise so required under in default or default is not reasonably foreseeable, such Mortgage Note repurchase will have no adverse tax consequences for the Trust Estate or Mortgage as a condition to such transferany Securityholder. In the event that If the Master Servicer is prohibited by reasonably believes that such due-on-sale clause cannot be enforced under applicable law from enforcing any such or if the Mortgage Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered by a hazard policy and (if so covered before the Master Servicer or the related Subservicer enters into such agreement) by any Primary Insurance Policy. In connection with any such assumption, no material term of the applicable Required Insurance Policiesrelated Mortgage Note may be changed. The Master ServicerServicer shall forward to the Indenture Trustee and the Custodian the original copy of such assumption agreement, subject which copy shall be added by the Indenture Trustee and the Custodian to Section 3.02(b)the related Mortgage File and which shall, is also authorized with for all purposes, be considered a part of such Mortgage File to the prior approval same extent as all other documents and instruments constituting a part thereof. A portion, equal to up to 2% of the insurers under Stated Principal Balance of the related Mortgage Loan, of any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, fee or additional interest collected by the Master Servicer shall not or the related Subservicer for consenting in any such conveyance or entering into any such assumption agreement may be deemed to be in default under this Section 3.02(a) retained by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingrelated Subservicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Master Servicer is notified by any property subject Mortgagor or Sub-Servicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Sub-Servicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationsunless the Master Servicer reasonably believes such enforcement is likely to result in legal action by the Mortgagor. The Master Servicer or the related Sub-Servicer may repurchase a Mortgage Loan at the Repurchase Price when the Master Servicer requires acceleration of the Mortgage Loan, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, if the Master Servicer is not required satisfied, as evidenced by an Officer's Certificate delivered to exercise the Trustee, that either (i) such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable or (ii) if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage Loan is not otherwise so required under in default or default is not reasonably foreseeable, such Mortgage Note repurchase will have no adverse tax consequences for the Trust Fund or Mortgage as a condition to such transferany Certificateholder. In the event that If the Master Servicer is prohibited by reasonably believes that such due-on-sale clause cannot be enforced under applicable law from enforcing any such or if the Mortgage Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Sub-Servicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition; provided, however, that the related Mortgage Loan shall continue to be covered (if so covered before the Master Servicer or the related Sub-Servicer enters into such agreement) by the applicable Required any Primary Insurance PoliciesPolicy. The Master ServicerServicer shall notify the Trustee, subject whenever possible, before the completion of such assumption agreement, and shall forward to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which Trustee the original Mortgagor is released from liability copy of such assumption agreement, which copy shall be added by the Trustee to the related Mortgage File and which shall, for all purposes, be considered a part of such Person is substituted Mortgage File to the same extent as Mortgagor all other documents and becomes liable under instruments constituting a part thereof. In connection with any such assumption agreement, the interest rate on the related Mortgage Loan shall not be changed and no other material alterations in the Mortgage NoteLoan shall be made unless such material alteration would not cause each of REMIC I and REMIC II to fail to qualify as a REMIC for federal income tax purposes, as evidenced by a REMIC Opinion. Notwithstanding the foregoing, Any fee or additional interest collected by the Master Servicer shall not or Sub-Servicer for consenting to any such conveyance or entering into any such assumption agreement may be deemed to be in default under this Section 3.02(a) retained by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingor the related Sub-Servicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when When any property subject to a Mortgage has been or Mortgaged Property is about to be conveyed by the a Mortgagor, the Master Servicer shall or subservicer, to the extent that it has knowledge of such conveyance, shall enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Primary Mortgage Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Primary Mortgage Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, subject to Section 3.02(b3.06(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the Mortgage Loan shall continue to be covered (if so covered before the Master Servicer enters such agreement) by the applicable Required Primary Mortgage Insurance PoliciesPolicy. The Master Servicer, subject to Section 3.02(b3.06(b), is also authorized with the prior approval of the insurers under any Required Primary Mortgage Insurance Policies Policy to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that which the Master Servicer reasonably believes it is restricted by law from preventing, for any reason whatsoever. (b) Subject to the Servicer’s duty to enforce any due-on-sale clause to the extent set forth in Section 3.06(a), in any case in which a Mortgaged Property is to be conveyed to a Person by a Mortgagor, and such Person is to enter into an assumption or modification agreement or supplement to the Mortgage Note or Mortgage which requires the signature of the Trustee, or if an instrument of release signed by the Trustee is required releasing the Mortgagor from liability on the Mortgage Loan, the Servicer is authorized, subject to the requirements of the sentence next following, to execute and deliver, on behalf of the Trustee, the assumption agreement with the Person to whom the Mortgaged Property is to be conveyed and such modification agreement or supplement to the Mortgage Note or Mortgage or other instruments as are reasonable or necessary to carry out the terms of the Mortgage Note or Mortgage or otherwise to comply with any applicable laws regarding assumptions or the transfer of the Mortgaged Property to such Person; provided, however, that in connection with any such assumption, no material term of the Mortgage Note may be changed. Upon receipt of appropriate instructions from the Servicer in accordance with the foregoing, the Trustee shall execute any necessary instruments for such assumption or substitution of liability delivered to it by the Servicer and as directed in writing by the Servicer. Upon the closing of the transactions contemplated by such documents, the Servicer shall cause the originals or true and correct copies of the assumption agreement, the release (if any), or the modification or supplement to the Mortgage Note or Mortgage to be delivered to the Trustee or the Custodian and deposited with the Mortgage File for such Mortgage Loan. Any fee collected by the Servicer or such related subservicer for entering into an assumption or substitution of liability agreement will be retained by the Servicer or such subservicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Master Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Master Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Master Servicer requires acceleration of the Mortgage Loan, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, if the Master Servicer is not required satisfied, as evidenced by an Officer's Certificate delivered to exercise the Indenture Trustee, that either (i) such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable or (ii) if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage Loan is not otherwise so required under in default or default is not reasonably foreseeable, such Mortgage Note repurchase will have no adverse tax consequences for the Trust Estate or Mortgage as a condition to such transferany Securityholder. In the event that If the Master Servicer is prohibited by reasonably believes that such due-on-sale clause cannot be enforced under applicable law from enforcing any such or if the Mortgage Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered by a hazard policy and (if so covered before the Master Servicer or the related Subservicer enters into such agreement) by any Primary Insurance Policy, provided that any such action shall be in the applicable Required Insurance Policiesbest interest of the Trust. In connection with any such assumption, no material term of the related Mortgage Note may be changed. The Master ServicerServicer shall forward to the Indenture Trustee the original copy of such assumption agreement, subject which copy shall be added by the Indenture Trustee to Section 3.02(b)the related Mortgage File and which shall, is also authorized with for all purposes, be considered a part of such Mortgage File to the prior approval same extent as all other documents and instruments constituting a part thereof. A portion, equal to up to 2% of the insurers under Stated Principal Balance of the related Mortgage Loan, of any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, fee or additional interest collected by the Master Servicer shall not or the related Subservicer for consenting in any such conveyance or entering into any such assumption agreement may be deemed to be in default under this Section 3.02(a) retained by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingrelated Subservicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the RMBS Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master RMBS Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The RMBS Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the RMBS Servicer requires acceleration of the Mortgage Loan, but only if the RMBS Servicer is satisfied, as evidenced by an Officer's Certificate delivered to the extent RMBS Master Servicer, that either (i) such Mortgage Loan is in default or default is reasonably foreseeable or (ii) if such Mortgage Loan is not in default or default is not reasonably foreseeable, such repurchase will have no adverse tax consequences for the Trust Estate or any Securityholder. If the RMBS Servicer reasonably believes that such enforcement will due-on-sale clause cannot adversely affect be enforced under applicable law or jeopardize coverage under any Required Insurance Policy. Notwithstanding if the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master RMBS Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered by a hazard policy and (if so covered before the Master RMBS Servicer or the related Subservicer enters into such agreement) by any Primary Insurance Policy. In connection with any such assumption, no material term of the applicable Required Insurance Policiesrelated Mortgage Note may be changed. The Master ServicerRMBS Servicer shall forward to the Indenture Trustee the original copy of such assumption agreement, subject which copy shall be added by the Indenture Trustee to Section 3.02(b)the related Mortgage File and which shall, is also authorized with for all purposes, be considered a part of such Mortgage File to the prior approval same extent as all other documents and instruments constituting a part thereof. A portion, equal to up to 2% of the insurers under any Required Insurance Policies to enter into a substitution Stated Principal Balance of liability agreement with such Personthe related Mortgage Loan, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer fee or additional interest collected by the RMBS Servicer or the related Subservicer for consenting in any such conveyance or entering into any such assumption that agreement may be retained by the Master RMBS Servicer reasonably believes it is restricted by law from preventingor related Subservicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Master Servicer is notified by any property subject Mortgagor or Sub-Servicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Sub-Servicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationsunless the Master Servicer reasonably believes such enforcement is likely to result in legal action by the Mortgagor. The Master Servicer or the related Sub-Servicer may purchase a Mortgage Loan at the Repurchase Price when the Master Servicer requires acceleration of the Mortgage Loan, as a result of such conveyance, but only if the Master Servicer is satisfied, as evidenced by an Officer's Certificate delivered to the extent Trustee, that either (i) such enforcement will Mortgage Loan is in default or default is reasonably foreseeable or (ii) if such Mortgage Loan is not adversely affect in default or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoingdefault is not reasonably foreseeable, the Master Servicer is not required will deliver a REMIC Opinion to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto Trustee and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transferCertificate Insurer. In the event that If the Master Servicer is prohibited by reasonably believes that such due-on-sale clause cannot be enforced under applicable law from enforcing any such or if the Mortgage Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Sub-Servicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by the terms of the applicable Mortgage Note or applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered (if so covered before the Master Servicer or the related Sub-Servicer enters into such agreement) by the any applicable Required Primary Mortgage Insurance PoliciesPolicy, FHA insurance or VA guaranty. The Master ServicerServicer shall notify the Trustee, subject whenever possible, before the completion of such assumption agreement, and shall forward to the Trustee the original copy of such assumption agreement, which copy shall be added by the Trustee to the related Mortgage File and which shall, for all purposes, be considered a part of such Mortgage File to the same extent as all other documents and instruments constituting a part thereof. In connection with any such assumption agreement, the interest rate on the related Mortgage Loan shall not be changed and no other material alterations in the Mortgage Loan shall be made unless such material alteration would not cause either of REMIC I or REMIC II to fail to qualify as a REMIC for federal income tax purposes, as evidenced by a REMIC Opinion. If the interest rate on an assumed Mortgage Loan is increased due to both (i) permitted increases upon assumption under the terms of such Mortgage Loan and (ii) all applicable restrictions hereunder being satisfied, the Master Servicer shall, as part of the report to the Trustee and the Seller pursuant to Section 3.02(b)6.07(b) hereof, is also authorized with the prior approval of the insurers under provide therefor on a revised Mortgage Loan Schedule. In any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoingevent, the Master Servicer shall not be deemed to be advise the Trustee in default under this Section 3.02(a) by reason writing of the entry into of any transfer material modification of a Mortgage Loan in connection with an assumption and shall provide the Trustee with a copy of the REMIC Opinion. Any fee or assumption that additional interest collected by the Master Servicer reasonably believes it is restricted or Sub-Servicer for consenting to any such conveyance or entering into any such assumption agreement may be retained by law from preventingthe Master Servicer or the related Sub-Servicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the HELOC Servicer is notified by any property subject Mortgagor or HELOC Subservicer that a Mortgaged Property relating to a HELOC Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master HELOC Servicer shall enforce, or shall instruct such HELOC Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any the related Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom terms of the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and by applicable law. If the HELOC Servicer reasonably believes that such due-on-sale clause cannot be enforced under applicable law or if the HELOC Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is Loan does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master HELOC Servicer is authorized, and may authorize any HELOC Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related HELOC Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related HELOC Mortgage Loan shall continue to be covered (if so covered before by a hazard policy. In connection with any such assumption, no material term of the Master related Mortgage Note may be changed. The HELOC Servicer enters shall forward to the Indenture Trustee the original copy of such assumption agreement) , which copy shall be added by the applicable Required Insurance PoliciesIndenture Trustee to the related Mortgage File and which shall, for all purposes, be considered a part of such Mortgage File to the same extent as all other documents and instruments constituting a part thereof. The Master ServicerA portion, subject equal to Section 3.02(b), is also authorized with the prior approval up to 2% of the insurers under any Required Insurance Policies to enter into a substitution Stated Principal Balance of liability agreement with such Personthe related HELOC Mortgage Loan, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer fee or additional interest collected by the HELOC Servicer or the related HELOC Subservicer for consenting in any such conveyance or entering into any such assumption that agreement may be retained by the Master HELOC Servicer reasonably believes it is restricted by law from preventingas additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.023.06(a), when any property subject to a Mortgage has been or is about to be conveyed by the Mortgagor, the Master Servicer shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, subject to Section 3.02(b3.06(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the Mortgage Loan shall continue to be covered (if so covered before the Master Servicer enters such agreement) by the applicable Required Insurance Policies. The Master Servicer, subject to Section 3.02(b3.06(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a3.06(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when any property subject to a Mortgage Mortgaged Property has been or is about to be conveyed by the Mortgagor, the Master related Servicer shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any the related Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master no Servicer is not shall be required to exercise such rights with respect to a Mortgage Loan serviced by such Servicer if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master a Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master such Servicer is authorized, subject to Section 3.02(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the related Mortgage Loan shall continue to be covered (if so covered before the Master related Servicer enters into such an agreement) by the applicable Required Insurance Policies. The Master With respect to any Mortgage Loan, the related Servicer, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master related Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer it reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when any property subject to a Mortgage has been or is about to be conveyed by the Mortgagor, the Master Servicer Company shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer Company is not required to exercise such rights with respect to a Mortgage Loan an EMC HELOC if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer Company is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer Company is authorized, subject to Section 3.02(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the Mortgage Loan HELOC shall continue to be covered (if so covered before the Master Servicer Company enters such agreement) by the applicable Required Insurance PoliciesPolicies and comply with representations and warranties set forth in Section 7 of the Mortgage Loan Purchase Agreement. The Master ServicerCompany, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer Company shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer Company reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the RMBS Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master RMBS Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The RMBS Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the RMBS Servicer requires acceleration of the Mortgage Loan, but only if the RMBS Servicer is satisfied, as evidenced by an Officer’s Certificate delivered to the extent RMBS Master Servicer, that either (i) such Mortgage Loan is in default or default is reasonably foreseeable or (ii) if such Mortgage Loan is not in default or default is not reasonably foreseeable, such repurchase will have no adverse tax consequences for the Trust Estate or any Securityholder. If the RMBS Servicer reasonably believes that such enforcement will due-on-sale clause cannot adversely affect be enforced under applicable law or jeopardize coverage under any Required Insurance Policy. Notwithstanding if the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master RMBS Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered by a hazard policy and (if so covered before the Master RMBS Servicer or the related Subservicer enters into such agreement) by any Primary Insurance Policy. In connection with any such assumption, no material term of the applicable Required Insurance Policiesrelated Mortgage Note may be changed. The Master ServicerRMBS Servicer shall forward to the Indenture Trustee the original copy of such assumption agreement, subject which copy shall be added by the Indenture Trustee to Section 3.02(b)the related Mortgage File and which shall, is also authorized with for all purposes, be considered a part of such Mortgage File to the prior approval same extent as all other documents and instruments constituting a part thereof. A portion, equal to up to 2% of the insurers under any Required Insurance Policies to enter into a substitution Stated Principal Balance of liability agreement with such Personthe related Mortgage Loan, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer fee or additional interest collected by the RMBS Servicer or the related Subservicer for consenting in any such conveyance or entering into any such assumption that agreement may be retained by the Master RMBS Servicer reasonably believes it is restricted by law from preventingor related Subservicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Master Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Master Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Master Servicer requires acceleration of the Mortgage Loan, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, if the Master Servicer is not required satisfied, as evidenced by an Officer's Certificate delivered to exercise the Indenture Trustee, that either (i) such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable or (ii) if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage Loan is not otherwise so required under in default or default is not reasonably foreseeable, such Mortgage Note repurchase will have no adverse tax consequences for the Trust Estate or Mortgage as a condition to such transferany Securityholder. In the event that If the Master Servicer is prohibited by reasonably believes that such due-on-sale clause cannot be enforced under applicable law from enforcing any such or if the Mortgage Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered by a hazard policy and (if so covered before the Master Servicer or the related Subservicer enters into such agreement) by any Primary Insurance Policy. In connection with any such assumption, no material term of the applicable Required Insurance Policiesrelated Mortgage Note may be changed. The Master ServicerServicer shall forward to the Indenture Trustee the original copy of such assumption agreement, subject which copy shall be added by the Indenture Trustee to Section 3.02(b)the related Mortgage File and which shall, is also authorized with for all purposes, be considered a part of such Mortgage File to the prior approval same extent as all other documents and instruments constituting a part thereof. A portion, equal to up to 2% of the insurers under Principal Balance of the related Mortgage Loan, of any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, fee or additional interest collected by the Master Servicer shall not or the related Subservicer for consenting in any such conveyance or entering into any such assumption agreement may be deemed to be in default under this Section 3.02(a) retained by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingrelated Subservicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Master Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Master Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Master Servicer requires acceleration of the Mortgage Loan, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, if the Master Servicer is not required satisfied, as evidenced by an Officer's Certificate delivered to exercise the Indenture Trustee, that either (i) such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable or (ii) if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage Loan is not otherwise so required under in default or default is not reasonably foreseeable, such Mortgage Note repurchase will have no adverse tax consequences for the Trust Estate or Mortgage as a condition to such transferany Securityholder. In the event that If the Master Servicer is prohibited by reasonably believes that such due-on-sale clause cannot be enforced under applicable law from enforcing any such or if the Mortgage Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered by a hazard policy and (if so covered before the Master Servicer or the related Subservicer enters into such agreement) by any Primary Insurance Policy. In connection with any such assumption, no material term of the applicable Required Insurance Policiesrelated Mortgage Note may be changed. The Master ServicerServicer shall forward to the Custodian the original copy of such assumption agreement, subject which copy shall be added by the Custodian to Section 3.02(b)the related Mortgage File and which shall, is also authorized with for all purposes, be considered a part of such Mortgage File to the prior approval same extent as all other documents and instruments constituting a part thereof. A portion, equal to up to 2% of the insurers under Principal Balance of the related Mortgage Loan, of any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, fee or additional interest collected by the Master Servicer shall not or the related Subservicer for consenting in any such conveyance or entering into any such assumption agreement may be deemed to be in default under this Section 3.02(a) retained by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingrelated Subservicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Master Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Master Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Master Servicer requires acceleration of the Mortgage Loan, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, if the Master Servicer is not required satisfied, as evidenced by an Officer(s Certificate delivered to exercise the Indenture Trustee, that either (i) such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable or (ii) if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage Loan is not otherwise so required under in default or default is not reasonably foreseeable, such Mortgage Note repurchase will have no adverse tax consequences for the Trust Estate or Mortgage as a condition to such transferany Securityholder. In the event that If the Master Servicer is prohibited by reasonably believes that such due-on-sale clause cannot be enforced under applicable law from enforcing any such or if the Mortgage Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered by a hazard policy and (if so covered before the Master Servicer or the related Subservicer enters into such agreement) by the applicable Required any Primary Insurance Policies. The Master ServicerPolicy, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under provided that any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer action shall not be deemed to be in default under this Section 3.02(a) by reason the best interest of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventing.the

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when any property subject to a Mortgage Mortgaged Property has been or is about to be conveyed by the Mortgagor, the Master related Servicer shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master neither Servicer is not shall be required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master related Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master related Servicer is authorized, subject to Section 3.02(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the related Mortgage Loan shall continue to be covered (if so covered before the Master related Servicer enters such agreement) by the applicable Required Insurance Policies. The Master Each Servicer, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master neither Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventing.this

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any the related Mortgage Note or Mortgage, to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Servicer requires acceleration of the Mortgage Loan, but only if the Servicer is satisfied, as evidenced by an Officer’s Certificate delivered to the extent Trustee, that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable. If the Servicer reasonably believes that such due-on-sale clause cannot be enforced under applicable law or if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is Loan does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and, with the consent of the MI Insurer, if applicable, to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the Mortgagor remains liable thereonon condition, provided however, that the related Mortgage Loan shall continue to be covered (if so covered by a hazard policy. In connection with any such assumption, no material term of the related Mortgage Note may be changed. The Servicer shall notify the Custodian and Trustee, whenever possible, before the Master Servicer enters completion of such assumption agreement) , and shall forward to the Custodian the original copy of such assumption agreement, which copy shall be added by the applicable Required Insurance Policies. The Master ServicerCustodian to the related Mortgage File and which shall, subject for all purposes, be considered a part of such Mortgage File to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into same extent as all other documents and instruments constituting a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingpart thereof.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when any property subject to a Mortgage Mortgaged Property has been or is about to be conveyed by the Mortgagor, the Master Servicer shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, subject to Section 3.02(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the Mortgage Loan shall continue to be covered (if so covered before the Master Servicer enters such agreement) by the applicable Required Insurance Policies. The Master Servicer, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when any property subject to a Mortgage Mortgaged Property has been or is about to be conveyed by the Mortgagor, the Master Servicer shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master no Servicer is not shall be required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, subject to Section 3.02(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the related Mortgage Loan shall continue to be covered (if so covered before the Master Servicer enters into such an agreement) by the applicable Required Insurance Policies. The Master Servicer, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under liabxx xxxxx the Mortgage Note. Notwithstanding the foregoing, the Master no Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer it reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when any property subject to a Mortgage has been or is about to be conveyed by the Mortgagor, the Master Servicer shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, subject to Section 3.02(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the Mortgage Loan shall continue to be covered (if so covered before the Master Servicer enters such agreement) by the applicable Required Insurance Policies. The Master Servicer, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor Xxxxxxxxx and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided Subject to Section 3.06(b), in this Section 3.02, when any property subject case in which the Master Servicer is notified by any Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policylaw. Notwithstanding the foregoingThe Seller, the Master Servicer is not required to exercise such rights with respect to or the related Subservicer may repurchase a Mortgage Loan if at the Person to whom Repurchase Price when the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in Master Servicer requires acceleration of the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that Loan, but only if the Master Servicer is prohibited satisfied, as evidenced by an Officer's Certificate delivered to the Indenture Trustee, that either (i) such Mortgage Loan is in default or default is reasonably foreseeable or (ii) if such Mortgage Loan is not in default or default is not reasonably foreseeable, such repurchase will have no adverse tax consequences for the Trust Estate or any Securityholder. If the Master Servicer reasonably believes that such due-on-sale clause cannot be enforced under applicable law from enforcing any such or if the Mortgage Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon. In connection with any such assumption, provided that no material term of the related Mortgage Loan shall continue to Note may be covered (if so covered before the Master Servicer enters such agreement) by the applicable Required Insurance Policieschanged. The Master ServicerServicer shall notify the Indenture Trustee, subject whenever possible, before the completion of such assumption agreement, and shall forward to Section 3.02(b)the Indenture Trustee the original copy of such assumption agreement, is also authorized with which copy shall be added by the prior approval Indenture Trustee to the related Mortgage File and which shall, for all purposes, be considered a part of such Mortgage File to the same extent as all other documents and instruments constituting a part thereof. A portion, equal to up to 2% of the insurers under any Required Insurance Policies to enter into a substitution Principal Balance of liability agreement with such Personthe related Mortgage Loan, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer fee or additional interest collected by the related Subservicer for consenting in any such conveyance or entering into any such assumption that agreement may be retained by the Master Servicer reasonably believes it is restricted by law from preventingrelated Subservicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Master Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Master Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Master Servicer requires acceleration of the Mortgage Loan, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, if the Master Servicer is not required satisfied, as evidenced by an Officer's Certificate delivered to exercise the Indenture Trustee, that either (i) such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable or (ii) if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage Loan is not otherwise so required under in default or default is not reasonably foreseeable, such Mortgage Note repurchase will have no adverse tax consequences for the Trust Estate or Mortgage as a condition to such transferany Securityholder. In the event that If the Master Servicer is prohibited by reasonably believes that such due-on-sale clause cannot be enforced under applicable law from enforcing any such or if the Mortgage Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered by a hazard policy and (if so covered before the Master Servicer or the related Subservicer enters into such agreement) by any Primary Insurance Policy. In connection with any such assumption, no material term of the applicable Required Insurance Policiesrelated Mortgage Note may be changed. The Master ServicerServicer shall notify the Indenture Trustee, subject whenever possible, before the completion of such assumption agreement, and shall forward to Section 3.02(b)the Custodian the original copy of such assumption agreement, is also authorized with which copy shall be added by the prior approval Custodian to the related Mortgage File and which shall, for all purposes, be considered a part of such Mortgage File to the same extent as all other documents and instruments constituting a part thereof. A portion, equal to up to 2% of the insurers under any Required Insurance Policies to enter into a substitution Principal Balance of liability agreement with such Personthe related Mortgage Loan, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer fee or additional interest collected by the related Subservicer for consenting in any such conveyance or entering into any such assumption that agreement may be retained by the Master Servicer reasonably believes it is restricted by law from preventingrelated Subservicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Master Servicer is notified by any property subject Mortgagor or Sub-Servicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Sub-Servicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, unless the Master Servicer reasonably believes such enforcement is not required likely to exercise such rights with respect to a Mortgage Loan if result in legal action by the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transferMortgagor. In the event that If the Master Servicer is prohibited by reasonably believes that such due-on-sale clause cannot be enforced under applicable law from enforcing any such or if the Mortgage Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Sub- Servicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered (if so covered before the Master Servicer or the related Sub-Servicer enters into such agreement) by the any applicable Required Primary Mortgage Insurance PoliciesPolicy. The Master ServicerServicer shall notify the Trustee, subject whenever possible, before the completion of such assumption agreement, and shall forward to the Custodian on behalf of the Trustee the original copy of such assumption agreement, which copy shall be added by the Custodian to the related Mortgage File and which shall, for all purposes, be considered a part of such Mortgage File to the same extent as all other documents and instruments constituting a part thereof. In connection with any such assumption agreement, the interest rate on the related Mortgage Loan shall not be changed and no other material alterations in the Mortgage Loan shall be made unless such material alteration would not cause the REMIC to fail to qualify as a REMIC for federal income tax purposes, as evidenced by a REMIC Opinion. If the interest rate on an assumed Mortgage Loan is increased due to both (i) permitted increases upon assumption under the terms of such Mortgage Loan and (ii) all applicable restrictions hereunder being satisfied, the Master Servicer shall, as part of the report to the Trustee and the Seller pursuant to Section 3.02(b)6.07(b) hereof, is also authorized with the prior approval of the insurers under provide therefor on a revised Mortgage Loan Schedule. In any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoingevent, the Master Servicer shall not be deemed to be advise the Trustee in default under this Section 3.02(a) by reason writing of the entry into of any transfer material modification of a Mortgage Loan in connection with an assumption and shall provide the Trustee with a copy of such REMIC Opinion. Any fee or assumption that additional interest collected by the Master Servicer reasonably believes it is restricted or Sub-Servicer for consenting to any such conveyance or entering into any such assumption agreement may be retained by law from preventingthe Master Servicer or the related Sub-Servicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any the related Mortgage Note or Mortgage, to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Servicer requires acceleration of the Mortgage Loan, but only if the Servicer is satisfied, as evidenced by an Officer's Certificate delivered to the extent Certificate Administrator and the Trustee, that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable. If the Servicer reasonably believes that such due-on-sale clause cannot be enforced under applicable law or if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is Loan does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and, with the consent of the MI Insurer, if applicable, to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered (if so covered by a hazard policy. In connection with any such assumption, no material term of the related Mortgage Note may be changed. The Servicer shall notify the Certificate Administrator and the Trustee, whenever possible, before the Master Servicer enters completion of such assumption agreement) , and shall forward to the Certificate Administrator the original copy of such assumption agreement, which copy shall be added by the applicable Required Insurance Policies. The Master ServicerCertificate Administrator to the related Mortgage File and which shall, subject for all purposes, be considered a part of such Mortgage File to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into same extent as all other documents and instruments constituting a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingpart thereof.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when any property subject to a Mortgage Mortgaged Property has been or is about to be conveyed by the Mortgagor, the Master related Servicer shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master no Servicer is not shall be required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master related Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master applicable Servicer is authorized, subject to Section 3.02(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the related Mortgage Loan shall continue to be covered (if so covered before the Master related Servicer enters into such an agreement) by the applicable Required Insurance Policies. The Master applicable Servicer, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master no Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer it reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when any property subject to a Mortgage Mortgaged Property has been or is about to be conveyed by the Mortgagor, the Master Servicer shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is shall not be required to exercise such rights with respect to a Mortgage Loan serviced by the Servicer if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, subject to Section 3.02(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the related Mortgage Loan shall continue to be covered (if so covered before the Master Servicer enters such agreement) by the applicable Required Insurance Policies. The Master Servicer, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the RMBS Servicer is notified by any property subject Mortgagor or RMBS Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master RMBS Servicer shall enforce, or shall instruct such RMBS Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The RMBS Servicer or the related RMBS Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the RMBS Servicer requires acceleration of the Mortgage Loan, but only if the RMBS Servicer is satisfied, as evidenced by an Officer’s Certificate delivered to the extent RMBS Master Servicer, that either (i) such Mortgage Loan is in default or default is reasonably foreseeable or (ii) if such Mortgage Loan is not in default or default is not reasonably foreseeable, such repurchase will have no adverse tax consequences for the Trust Estate or any Securityholder. If the RMBS Servicer reasonably believes that such enforcement will due-on-sale clause cannot adversely affect be enforced under applicable law or jeopardize coverage under any Required Insurance Policy. Notwithstanding if the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master RMBS Servicer is authorized, and may authorize any RMBS Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered by a hazard policy and (if so covered before the Master RMBS Servicer or the related RMBS Subservicer enters into such agreement) by any Primary Insurance Policy. In connection with any such assumption, no material term of the applicable Required Insurance Policiesrelated Mortgage Note may be changed. The Master ServicerRMBS Servicer shall forward to the Indenture Trustee the original copy of such assumption agreement, subject which copy shall be added by the Indenture Trustee to Section 3.02(b)the related Mortgage File and which shall, is also authorized with for all purposes, be considered a part of such Mortgage File to the prior approval same extent as all other documents and instruments constituting a part thereof. A portion, equal to up to 2% of the insurers under any Required Insurance Policies to enter into a substitution Stated Principal Balance of liability agreement with such Personthe related Mortgage Loan, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer fee or additional interest collected by the RMBS Servicer or the related RMBS Subservicer for consenting in any such conveyance or entering into any such assumption that agreement may be retained by the Master RMBS Servicer reasonably believes it is restricted by law from preventingor related RMBS Subservicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.023.11, when any property subject to a Mortgage has been or is about to be conveyed by the Mortgagor, the Master Servicer shall to the extent that it has knowledge of such conveyancethe conveyance and in accordance with the Servicing Standard, enforce any due-on-on- sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under the Supplemental PMI Policy or any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such these rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such the Mortgage Note or Mortgage is not otherwise so required under such the Mortgage Note or Mortgage as a condition to such the transfer. In the event that If (i) the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if (ii) coverage under the Supplemental PMI Policy or any Required Insurance Policy would be adversely affected, (iii) the Mortgage Note does not include a due-on-sale clause, or if (iv) nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, subject to Section 3.02(b3.11(b), to take or enter into an assumption and modification agreement from or with the person to whom such the property has been or is about to be conveyed, pursuant to which such the person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the . The Mortgage Loan shall must continue to be covered (if so covered before the Master Servicer enters such into the agreement) by the applicable Required Insurance Policies. The Master Servicer, subject to Section 3.02(b3.11(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such the Person, pursuant to which the original Mortgagor is released from liability and such the Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason 3.11 because of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventing, for any reason whatsoever.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when any property subject to a Mortgage Mortgaged Property has been or is about to be conveyed by the Mortgagor, the Master Servicer Option One shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer Option One is not required to exercise such rights with respect to a an Option One Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer Option One is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer Option One is authorized, subject to Section 3.02(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the Mortgage Loan shall continue to be covered (if so covered before the Master Servicer Option One enters such agreement) by the applicable Required Insurance Policies. The Master ServicerOption One, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer Option One shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer Option One reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the CMC Master Servicer is notified by any property subject Mortgagor or Sub-Servicer that a Mortgaged Property relating to a CMC Mortgage Loan has been or is about to be conveyed by the Mortgagor, or the IndyMac Master Servicer is notified by any Mortgagor or Sub-Servicer that a Mortgaged Property relating to an IndyMac Mortgage Loan has been or is about to be conveyed to the Mortgagor, the applicable Master Servicer shall enforce, or shall instruct such Sub-Servicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom terms of the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under by applicable law unless such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer reasonably believes such enforcement is prohibited likely to result in legal action by the Mortgagor. If a Master Servicer reasonably believes that such due-on-sale clause cannot be enforced under applicable law from enforcing any such or if the related Mortgage Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the such Master Servicer is authorized, and may authorize any Sub-Servicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered (if so covered before the Master Servicer or the related Sub-Servicer enters into such agreement) by any Primary Mortgage Insurance Policy. Each Master Servicer shall notify the applicable Required Insurance Policies. The Master ServicerTrustee, subject whenever possible, before the completion of such assumption agreement, and shall forward to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which Trustee the original Mortgagor is released from liability copy of such assumption agreement, which copy shall be added by the Trustee to the related Mortgage File and which shall, for all purposes, be considered a part of such Person is substituted Mortgage File to the same extent as Mortgagor all other documents and becomes liable under instruments constituting a part thereof. In connection with any such assumption agreement, the interest rate on the related Mortgage Loan shall not be changed and no other material alterations in the Mortgage NoteLoan shall be made. Notwithstanding the foregoing, Any fee or additional interest collected by a Master Servicer or Sub-Servicer for consenting to any such conveyance or entering into any such assumption agreement may be retained by the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master related Sub-Servicer reasonably believes it is restricted by law from preventingas additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case ------------------------------------------ in this Section 3.02, when which the Master Servicer is notified by any property subject Mortgagor or Sub-Servicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Sub-Servicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationsunless the Master Servicer reasonably believes such enforcement is likely to result in legal action by the Mortgagor. The Master Servicer or the related Sub-Servicer may repurchase a Mortgage Loan at the Repurchase Price when the Master Servicer requires acceleration of the Mortgage Loan, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, if the Master Servicer is not required satisfied, as evidenced by an Officer's Certificate delivered to exercise the Trustee, that either (i) such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable or (ii) if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage Loan is not otherwise so required under in default or default is not reasonably foreseeable, such Mortgage Note repurchase will have no adverse tax consequences for the Trust Fund or Mortgage as a condition to such transferany Certificateholder. In the event that If the Master Servicer is prohibited by reasonably believes that such due-on- sale clause cannot be enforced under applicable law from enforcing any such or if the Mortgage Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Sub-Servicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered ------- (if so covered before the Master Servicer or the related Sub-Servicer enters into such agreement) by the applicable Required any Primary Insurance PoliciesPolicy. The Master ServicerServicer shall notify the Trustee, subject whenever possible, before the completion of such assumption agreement, and shall forward to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which Trustee the original Mortgagor is released from liability copy of such assumption agreement, which copy shall be added by the Trustee to the related Mortgage File and which shall, for all purposes, be considered a part of such Person is substituted Mortgage File to the same extent as Mortgagor all other documents and becomes liable under instruments constituting a part thereof. In connection with any such assumption agreement, the interest rate on the related Mortgage Loan shall not be changed and no other material alterations in the Mortgage NoteLoan shall be made unless such material alteration would not cause each of REMIC I and REMIC II to fail to qualify as a REMIC for federal income tax purposes, as evidenced by a REMIC Opinion. Notwithstanding the foregoing, Any fee or additional interest collected by the Master Servicer shall not or Sub-Servicer for consenting to any such conveyance or entering into any such assumption agreement may be deemed to be in default under this Section 3.02(a) retained by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingor the related Sub- Servicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02Section, when any property subject to a Mortgage has been or is about to be conveyed by the Mortgagor, the Master Servicer shall shall, to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any the related Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required required Primary Mortgage Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, subject to Section 3.02(b3.07(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the Mortgage Loan shall continue to be covered (if so covered before the Master Servicer enters such agreement) by the applicable Required required Insurance Policies. The Master Servicer, subject to Section 3.02(b3.07(b), is also authorized with the prior approval of the insurers under any Required required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that which the Master Servicer reasonably believes it is restricted by law from preventing, for any reason whatsoever.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when any property subject to a Mortgage has been or is about to be conveyed by the Mortgagor, the Master Servicer Company shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer Company is not required to exercise such rights with respect to a an Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer Company is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer Company is authorized, subject to Section 3.02(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the Mortgage Loan shall continue to be covered (if so covered before the Master Servicer Company enters such agreement) by the applicable Required Insurance Policies. The Master ServicerCompany, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer Company shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer Company reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case ------------------------------------------ in this Section 3.02, when which the Master Servicer is notified by any property subject Mortgagor or Sub-Servicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Sub-Servicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationsunless the Master Servicer reasonably believes such enforcement is likely to result in legal action by the Mortgagor. The Master Servicer or the related Sub-Servicer may repurchase a Mortgage Loan at the Repurchase Price when the Master Servicer requires acceleration of the Mortgage Loan, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, if the Master Servicer is not required satisfied, as evidenced by an Officer's Certificate delivered to exercise the Trustee, that either (i) such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable or (ii) if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage Loan is not otherwise so required under in default or default is not reasonably foreseeable, such Mortgage Note repurchase will have no adverse tax consequences for the Trust Fund or Mortgage as a condition to such transferany Certificateholder. In the event that If the Master Servicer is prohibited by reasonably believes that such due-on-sale clause cannot be enforced under applicable law from enforcing any such or if the Mortgage Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Sub-Servicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the ------- related Mortgage Loan shall continue to be covered (if so covered before the Master Servicer or the related Sub-Servicer enters into such agreement) by the applicable Required any Primary Insurance PoliciesPolicy. The Master ServicerServicer shall notify the Trustee, subject whenever possible, before the completion of such assumption agreement, and shall forward to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which Trustee the original Mortgagor is released from liability copy of such assumption agreement, which copy shall be added by the Trustee to the related Mortgage File and which shall, for all purposes, be considered a part of such Person is substituted Mortgage File to the same extent as Mortgagor all other documents and becomes liable under instruments constituting a part thereof. In connection with any such assumption agreement, the interest rate on the related Mortgage Loan shall not be changed and no other material alterations in the Mortgage NoteLoan shall be made unless such material alteration would not cause the REMIC to fail to qualify as a REMIC for federal income tax purposes, as evidenced by a REMIC Opinion. Notwithstanding the foregoing, Any fee or additional interest collected by the Master Servicer shall not or Sub- Servicer for consenting to any such conveyance or entering into any such assumption agreement may be deemed to be in default under this Section 3.02(a) retained by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingor the related Sub- Servicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02The Servicer shall, when any property subject to a Mortgage has been or is about to be conveyed by the Mortgagor, the Master Servicer shall to the extent that it has knowledge of any conveyance or prospective conveyance by any Mortgagor of the Mortgaged Property (whether by absolute conveyance or by contract of sale, and whether or not the Mortgagor remains or is to remain liable under the Credit Line Agreement and/or the Mortgage), exercise its rights to accelerate the maturity of such conveyance, enforce HELOC under any “due-on-sale sale” clause contained in applicable thereto; provided however, that the Servicer shall not exercise any Mortgage Note or Mortgage, to such rights if prohibited by law from doing so. If the extent permitted Servicer reasonably believes it is unable under applicable law and governmental regulations, but only to the extent that enforce such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing“due-on-sale” clause, the Master Servicer is not required to exercise such rights shall enter into an assumption agreement with respect to a Mortgage Loan if the Person person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, subject to Section 3.02(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note Credit Line Agreement and, unless prohibited to the extent permitted by applicable state law, the Mortgagor remains liable thereon. Where an assumption is allowed pursuant to this Section 3.03, provided that the Mortgage Loan shall continue to be covered (if so covered before the Master Servicer enters such agreement) by the applicable Required Insurance Policies. The Master Servicer, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, the person to whom the Mortgaged Property has been conveyed or is proposed to be conveyed pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the related Credit Line Agreement. Any such substitution of liability agreement shall be in lieu of an assumption agreement. In connection with any such assumption or substitution of liability, the Servicer shall follow the underwriting practices and procedures of prudent mortgage lenders in the state in which the related Mortgaged Property is located. With respect to an assumption or substitution of liability, the Mortgage NoteInterest Rate, the amount of the Minimum Monthly Payment, and the final maturity date of such Credit Line Agreement may not be changed. The Servicer shall notify the Indenture Trustee and the Master Servicer that any such substitution of liability or assumption agreement has been completed by forwarding to the Indenture Trustee or the Custodian on the Indenture Trustee’s behalf the original of any such substitution of liability or assumption agreement, which document shall be added to the related Loan File and shall, for all purposes, be considered a part of such Loan File to the same extent as all other documents and instruments constituting a part thereof. Any fee collected by the Servicer for entering into an assumption or substitution of liability agreement in excess of 1% of the Outstanding Principal Balance of the HELOC shall be deposited in the Collection Account pursuant to Section 5.02 as a component of the Interest Collection Amount. Notwithstanding the foregoingforgoing paragraphs of this Section or any other provision of this Agreement, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) default, breach or any other violation of its obligations hereunder by reason of any transfer assumption of a HELOC by operation of law or any assumption that which the Master Servicer reasonably believes it is may be restricted by law from preventing, for any reason whatsoever. For purposes of this Section 3.03, the term “assumption” is deemed to also include a sale of the Mortgaged Property subject to the Mortgage that is not accompanied by an assumption or substitution of liability agreement.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when any property subject to a Mortgage Mortgaged Property has been or is about to be conveyed by the Mortgagor, the Master Servicer shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is shall not be required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, subject to Section 3.02(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the related Mortgage Loan shall continue to be covered (if so covered before the Master Servicer enters such agreement) by the applicable Required Insurance Policies. The Master Servicer, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor Xxxxxxxxx and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case -------------------------------------------- in this Section 3.02, when which the Master Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Master Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Master Servicer requires acceleration of the Mortgage Loan, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, if the Master Servicer is not required satisfied, as evidenced by an Officer's Certificate delivered to exercise the Indenture Trustee, that either (i) such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable or (ii) if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage Loan is not otherwise so required under in default or default is not reasonably foreseeable, such Mortgage Note repurchase will have no adverse tax consequences for the Trust Estate or Mortgage as a condition to such transferany Securityholder. In the event that If the Master Servicer is prohibited by reasonably believes that such due-on-sale clause cannot be enforced under applicable law from enforcing any such or if the Mortgage Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered by a hazard policy and (if so covered before the Master Servicer or the related Subservicer enters into such agreement) by any Primary Insurance Policy; provided that any such action shall be in the applicable Required Insurance Policiesbest interest of the Trust. In connection with any such assumption, no material term of the related Mortgage Note may be changed. The Master ServicerServicer shall forward to the Indenture Trustee the original copy of such assumption agreement, subject which copy shall be added by the Indenture Trustee to Section 3.02(b)the related Mortgage File and which shall, is also authorized with for all purposes, be considered a part of such Mortgage File to the prior approval same extent as all other documents and instruments constituting a part thereof. A portion, equal to up to 2% of the insurers under Stated Principal Balance of the related Mortgage Loan, of any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, fee or additional interest collected by the Master Servicer shall not or the related Subservicer for consenting in any such conveyance or entering into any such assumption agreement may be deemed to be in default under this Section 3.02(a) retained by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingrelated Subservicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Servicer is notified by any property subject Mortgagor that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom terms of the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and by applicable law. If the Servicer reasonably believes that such due-on-sale clause cannot be enforced under applicable law or if the Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is Loan does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, authorized to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon. In connection with any such assumption, provided that no material term of the related Mortgage Loan Note may be changed. The Servicer shall continue to be covered (if so covered notify the Indenture Trustee, whenever practicable, before the Master Servicer enters completion of such assumption agreement) , and shall forward to the Indenture Trustee the original copy of such assumption agreement, which copy shall be added by the applicable Required Insurance PoliciesIndenture Trustee to the related Mortgage File and which shall, for all purposes, be considered a part of such Mortgage File to the same extent as all other documents and instruments constituting a part thereof. The Master Servicer, subject to Section 3.02(b), is also authorized with Any fee or additional interest collected by the prior approval of Servicer for consenting in any such conveyance or entering into any such assumption agreement may be retained by the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted Servicer as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingadditional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the CMC Master Servicer is notified by any property subject Mortgagor or Sub-Servicer that a Mortgaged Property relating to a CMC Mortgage Loan has been or is about to be conveyed by the Mortgagor, or the NBMC Master Servicer is notified by any Mortgagor or Sub-Servicer that a Mortgaged Property relating to an NBMC Mortgage Loan has been or is about to be conveyed to the Mortgagor, the applicable Master Servicer shall enforce, or shall instruct such Sub-Servicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom terms of the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under by applicable law unless such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer reasonably believes such enforcement is prohibited likely to result in legal action by the Mortgagor. If a Master Servicer reasonably believes that such due-on-sale clause cannot be enforced under applicable law from enforcing any such or if the related Mortgage Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the such Master Servicer is authorized, and may authorize any Sub-Servicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered (if so covered before the Master Servicer or the related Sub-Servicer enters into such agreement) by any Primary Mortgage Insurance Policy. Each Master Servicer shall notify the applicable Required Insurance Policies. The Master ServicerTrustee, subject whenever possible, before the completion of such assumption agreement, and shall forward to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which Trustee the original Mortgagor is released from liability copy of such assumption agreement, which copy shall be added by the Trustee to the related Mortgage File and which shall, for all purposes, be considered a part of such Person is substituted Mortgage File to the same extent as Mortgagor all other documents and becomes liable under instruments constituting a part thereof. In connection with any such assumption agreement, the interest rate on the related Mortgage Loan shall not be changed and no other material alterations in the Mortgage NoteLoan shall be made. Notwithstanding the foregoing, Any fee or additional interest collected by a Master Servicer or Sub-Servicer for consenting to any such conveyance or entering into any such assumption agreement may be retained by the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master related Sub-Servicer reasonably believes it is restricted by law from preventingas additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when any property subject which a Sub-Servicer is notified that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master such Sub-Servicer shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom terms of the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and by applicable law unless such Sub-Servicer reasonably believes such enforcement is likely to result in legal action by the Mortgagor. If such Sub-Servicer reasonably believes that such due-on-sale clause cannot be enforced under applicable law or if the related Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is Loan does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master such Sub-Servicer is authorized, may consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered (if so covered before the Master related Sub-Servicer enters into such agreement) by the applicable Required any Primary Mortgage Insurance PoliciesPolicy. The Master ServicerSub-Servicer shall notify the Custodian, subject whenever possible, before the completion of such assumption agreement, and shall forward to Section 3.02(b), is also authorized with the prior approval Custodian on behalf of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which Certificate Trustee the original Mortgagor is released from liability copy of such assumption agreement, which copy shall be added by the Custodian to the related Mortgage File and which shall, for all purposes, be considered a part of such Person is substituted Mortgage File to the same extent as Mortgagor all other documents and becomes liable under the Mortgage Noteinstruments constituting a part thereof. Notwithstanding the foregoingIn connection with any such assumption agreement, the Master Servicer interest rate on the related Mortgage Loan shall not be deemed changed and no other material alterations in the Mortgage Loan shall be made. Any fee or additional interest collected by the Sub-Servicer for consenting to any such conveyance or entering into any such assumption agreement may be in default under this Section 3.02(a) retained by reason of any transfer or assumption that the Master related Sub-Servicer reasonably believes it is restricted by law from preventingas additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided Subject to Section 3.06(b), in this Section 3.02, when any property subject case in which the Master Servicer is notified by any Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Home Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policylaw. Notwithstanding the foregoingThe Seller, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom or the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies Subservicer may repurchase a Home Loan at the terms and conditions contained in Repurchase Price when the Mortgage Note and Mortgage related thereto and the consent Master Servicer requires acceleration of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that Home Loan, but only if the Master Servicer is prohibited satisfied, as evidenced by an Officer's Certificate delivered to the Indenture Trustee, that either (i) such Home Loan is in default or default is reasonably foreseeable or (ii) if such Home Loan is not in default or default is not reasonably foreseeable, such repurchase will have no adverse tax consequences for the Trust Estate or any Securityholder. If the Master Servicer reasonably believes that such due-on-sale clause cannot be enforced under applicable law from enforcing any such or if the Home Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon. In connection with any such assumption, provided that no material term of the related Mortgage Loan shall continue to Note may be covered (if so covered before the Master Servicer enters such agreement) by the applicable Required Insurance Policieschanged. The Master ServicerServicer shall notify the Indenture Trustee, subject whenever possible, before the completion of such assumption agreement, and shall forward to Section 3.02(b)the Indenture Trustee the original copy of such assumption agreement, is also authorized with which copy shall be added by the prior approval Indenture Trustee to the related Mortgage File and which shall, for all purposes, be considered a part of such Mortgage File to the same extent as all other documents and instruments constituting a part thereof. A portion, equal to up to 2% of the insurers under any Required Insurance Policies to enter into a substitution Principal Balance of liability agreement with such Personthe related Home Loan, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer fee or additional interest collected by the related Subservicer for consenting in any such conveyance or entering into any such assumption that agreement may be retained by the Master Servicer reasonably believes it is restricted by law from preventingrelated Subservicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Master Servicer is notified by any property subject Mortgagor or Sub-Servicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Sub-Servicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationsunless the Master Servicer reasonably believes such enforcement is likely to result in legal action by the Mortgagor. The Master Servicer or the related Sub-Servicer may repurchase a Mortgage Loan at the Repurchase Price when the Master Servicer requires acceleration of the Mortgage Loan, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, if the Master Servicer is not required satisfied, as evidenced by an Officer's Certificate delivered to exercise the Trustee, that either (i) such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable or (ii) if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage Loan is not otherwise so required under in default or default is not reasonably foreseeable, such Mortgage Note repurchase will have no adverse tax consequences for the Trust Fund or Mortgage as a condition to such transferany Certificateholder. In the event that If the Master Servicer is prohibited by reasonably believes that such due-on-sale clause cannot be enforced under applicable law from enforcing any such or if the Mortgage Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Sub-Servicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered (if so covered before the Master Servicer or the related Sub-Servicer enters into such agreement) by the applicable Required any Primary Insurance PoliciesPolicy. The Master ServicerServicer shall notify the Trustee, subject whenever possible, before the completion of such assumption agreement, and shall forward to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which Trustee the original Mortgagor is released from liability copy of such assumption agreement, which copy shall be added by the Trustee to the related Mortgage File and which shall, for all purposes, be considered a part of such Person is substituted Mortgage File to the same extent as Mortgagor all other documents and becomes liable under instruments constituting a part thereof. In connection with any such assumption agreement, the interest rate on the related Mortgage Loan shall not be changed and no other material alterations in the Mortgage NoteLoan shall be made unless such material alteration would not cause each of REMIC I and REMIC II to fail to qualify as a REMIC for federal income tax purposes, as evidenced by a REMIC Opinion. Notwithstanding the foregoing, Any fee or additional interest collected by the Master Servicer shall not or Sub-Servicer for consenting to any such conveyance or entering into any such assumption agreement may be deemed to be in default under this Section 3.02(a) retained by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingor the related Sub-Servicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when any property subject to a Mortgage has been or is about to be conveyed by the Mortgagor, the Master Servicer shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, subject to Section 3.02(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the Mortgage Loan shall continue to be covered (if so covered before the Master Servicer enters such agreement) by the applicable Required Insurance Policies. The Master Servicer, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor Xxxxxxxxx and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any the related Mortgage Note or Mortgage, to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Servicer requires acceleration of the Mortgage Loan, but only if the Servicer is satisfied, as evidenced by an Officer's Certificate delivered to the extent Certificate Administrator and the Trustee, that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable. If the Servicer reasonably believes that such due-on-sale clause cannot be enforced under applicable law or if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is Loan does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and, with the consent of the MI Insurer, if applicable, to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the Mortgagor remains liable thereonon condition, provided however, that the related Mortgage Loan shall continue to be covered (if so covered by a hazard policy. In connection with any such assumption, no material term of the related Mortgage Note may be changed. The Servicer shall notify the Certificate Administrator and the Trustee in writing, whenever possible, before the Master Servicer enters completion of such assumption agreement) , and shall forward to the Custodian the original copy of such assumption agreement, which copy shall be added by the applicable Required Insurance Policies. The Master ServicerCustodian to the related Mortgage File and which shall, subject for all purposes, be considered a part of such Mortgage File to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into same extent as all other documents and instruments constituting a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingpart thereof.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Servicer requires acceleration of the Mortgage Loan, but only if the Servicer is satisfied, as evidenced by an Officer's Certificate delivered to the extent Indenture Trustee and the Bond Insurer, that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable. If the Servicer reasonably believes that such due-on-sale clause cannot be enforced under applicable law or if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is Loan does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and, with the consent of the PMI Insurer, if applicable, to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered (if so covered by a hazard policy. In connection with any such assumption, no material term of the related Mortgage Note may be changed. The Servicer shall notify the Indenture Trustee and the Bond Insurer, whenever possible, before the Master Servicer enters completion of such assumption agreement) , and shall forward to the Indenture Trustee the original copy of such assumption agreement, which copy shall be added by the applicable Required Insurance Policies. The Master ServicerIndenture Trustee to the related Mortgage File and which shall, subject for all purposes, be considered a part of such Mortgage File to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into same extent as all other documents and instruments constituting a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingpart thereof.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the HELOC Subservicer is notified by any property subject Mortgagor or HELOC subservicer that a Mortgaged Property relating to a HELOC Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer HELOC Subservicer shall enforce, or shall instruct such HELOC subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any the related Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom terms of the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and by applicable law. If the HELOC Subservicer reasonably believes that such due-on-sale clause cannot be enforced under applicable law or if the HELOC Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is Loan does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer HELOC Subservicer is authorized, and may authorize any HELOC subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related HELOC Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related HELOC Mortgage Loan shall continue to be covered (if so covered before by a hazard policy. In connection with any such assumption, no material term of the Master Servicer enters related Mortgage Note may be changed. The HELOC Subservicer shall forward to the Indenture Trustee the original copy of such assumption agreement) , which copy shall be added by the applicable Required Insurance PoliciesIndenture Trustee to the related Mortgage File and which shall, for all purposes, be considered a part of such Mortgage File to the same extent as all other documents and instruments constituting a part thereof. The Master ServicerA portion, subject equal to Section 3.02(b), is also authorized with the prior approval up to 2% of the insurers under any Required Insurance Policies to enter into a substitution Stated Principal Balance of liability agreement with such Personthe related HELOC Mortgage Loan, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer fee or additional interest collected by the HELOC Subservicer or the related HELOC subservicer for consenting in any such conveyance or entering into any such assumption that agreement may be retained by the Master Servicer reasonably believes it is restricted by law from preventingHELOC Subservicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when any property subject to a Mortgage Mortgaged Property has been or is about to be conveyed by the Mortgagor, the Master Servicer shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is shall not be required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, subject to Section 3.02(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the related Mortgage Loan shall continue to be covered (if so covered before the Master Servicer enters into such an agreement) by the applicable Required Insurance Policies. The Master Servicer, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.023.06, when any property subject to a Mortgage has been or is about to be conveyed by the Mortgagor, the Master Servicer shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, subject to Section 3.02(b3.06(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the Mortgage Loan shall continue to be covered (if so covered before the Master Servicer enters such agreement) by the applicable Required Insurance Policies, FHA insurance or VA guaranty. The Master Servicer, subject to Section 3.02(b3.06(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a3.06(a) by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when any property subject to a Mortgage has been or is about to be conveyed by the Mortgagor, the Master Servicer Company shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer Company is not required to exercise such rights with respect to a an EMC Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer Company is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer Company is authorized, subject to Section 3.02(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the EMC Mortgage Loan shall continue to be covered (if so covered before the Master Servicer Company enters such agreement) by the applicable Required Insurance PoliciesPolicies and comply with representations and warranties set forth in Section 7 of the Mortgage Loan Purchase Agreement. The Master ServicerCompany, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer Company shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer Company reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Master Servicer is notified by any property subject Mortgagor or Sub-Servicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Sub-Servicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any the related Mortgage Note or Mortgage, to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationsunless the Master Servicer reasonably believes such enforcement is likely to result in legal action by the Mortgagor. The Master Servicer or the related Sub-Servicer may purchase a Mortgage Loan at the Repurchase Price when the Master Servicer requires acceleration of the Mortgage Loan, as a result of such conveyance, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, if the Master Servicer is not required satisfied, as evidenced by an Officer's Certificate delivered to exercise the Trustee and the Certificate Insurers, that either (i) such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable or (ii) if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage Loan is not otherwise so required under in default or default is not reasonably foreseeable, such Mortgage Note repurchase will have no adverse tax consequences for the Trust Fund or Mortgage as a condition to such transferany Certificateholder. In the event that If the Master Servicer is prohibited by reasonably believes that such due-on-sale clause cannot be enforced under applicable law from enforcing any such or if the Mortgage Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Sub-Servicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by the terms of the applicable Mortgage Note or applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered (if so covered before the Master Servicer or the related Sub-Servicer enters into such agreement) by the any applicable Required Primary Mortgage Insurance PoliciesPolicy, FHA insurance or VA guaranty. The Master ServicerServicer shall notify the Trustee and the Certificate Insurers, subject whenever possible, before the completion of such assumption agreement, and shall forward to the Trustee and the Certificate Insurers the original copy of such assumption agreement, which copy shall be added by the Trustee to the related Mortgage File and which shall, for all purposes, be considered a part of such Mortgage File to the same extent as all other documents and instruments constituting a part thereof. In connection with any such assumption agreement, the interest rate on the related Mortgage Loan shall not be changed and no other material alterations in the Mortgage Loan shall be made unless such material alteration would not cause (a) any of REMIC I, REMIC II or REMIC III to fail to qualify as a REMIC for federal income tax purposes or (b) the imposition of any tax on any of REMIC I, REMIC II OR REMIC III, as evidenced by a REMIC Opinion. If the interest rate on an assumed Mortgage Loan is increased due to both (i) permitted increases upon assumption under the terms of such Mortgage Loan and (ii) all applicable restrictions hereunder being satisfied, the Master Servicer shall, as part of the report to the Trustee and the Depositor pursuant to Section 3.02(b)6.07(d) hereof, is also authorized with the prior approval of the insurers under provide therefor on a revised Mortgage Loan Schedule. In any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoingevent, the Master Servicer shall not be deemed to be advise the Trustee in default under this Section 3.02(a) writing of the entry into any material modification of a Mortgage Loan in connection with an assumption and shall provide the Trustee with a copy of the REMIC Opinion. Any fee or additional interest collected by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted or Sub-Servicer for consenting to any such conveyance or entering into any such assumption agreement may be retained by law from preventingthe Master Servicer or the related Sub-Servicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided in this Section 3.02, when any property subject Mortgaged Property related to a an Option One Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer Option One shall to the extent that it has knowledge of such conveyance, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, to the extent permitted under applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, the Master Servicer Option One is not required to exercise such rights with respect to a an Option One Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transfer. In the event that the Master Servicer Option One is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer Option One is authorized, subject to Section 3.02(b), to take or enter into an assumption and modification agreement from or with the person to whom such property has been or is about to be conveyed, pursuant to which such person becomes liable under the Mortgage Note and, unless prohibited by applicable state law, the Mortgagor remains liable thereon, provided that the Option One Mortgage Loan shall continue to be covered (if so covered before the Master Servicer Option One enters such agreement) by the applicable Required Insurance Policies. The Master ServicerOption One, subject to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer Option One shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer or assumption that the Master Servicer Option One reasonably believes it is restricted by law from preventing.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Master Servicer is notified by any property subject Mortgagor or Sub- Servicer that a Mortgaged Property relating to a Mortgage XXX has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Sub-Servicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulations, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, unless the Master Servicer reasonably believes such enforcement is not required likely to exercise such rights with respect to a Mortgage Loan if result in legal action by the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is not otherwise so required under such Mortgage Note or Mortgage as a condition to such transferMortgagor. In the event that If the Master Servicer is prohibited by reasonably believes that such due-on-sale clause cannot be enforced under applicable law from enforcing any such or if the XXX does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Sub-Servicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the Mortgage Loan related XXX shall continue to be covered (if so covered before the Master Servicer or the related Sub-Servicer enters into such agreement) by the any applicable Required Primary Mortgage Insurance PoliciesPolicy. The Master ServicerServicer shall notify the Trustee, subject whenever possible, before the completion of such assumption agreement, and shall forward to the Trustee the original copy of such assumption agreement, which copy shall be added by the Trustee to the related Mortgage File and which shall, for all purposes, be considered a part of such Mortgage File to the same extent as all other documents and instruments constituting a part thereof. In connection with any such assumption agreement, the interest rate on the related XXX shall not be changed and no other material alterations in the XXX shall be made unless such material alteration would not cause the REMIC to fail to qualify as a REMIC for federal income tax purposes, as evidenced by a REMIC Opinion. If the interest rate on an assumed XXX is increased due to both (i) permitted increases upon assumption under the terms of such XXX and (ii) all applicable restrictions hereunder being satisfied, the Master Servicer shall, as part of the report to the Trustee and the Seller pursuant to Section 3.02(b)6.07(b) hereof, is also authorized with the prior approval of the insurers under provide therefor on a revised XXX Schedule. In any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoingevent, the Master Servicer shall not be deemed to be advise the Trustee in default under this Section 3.02(a) by reason writing of the entry into of any transfer material modification of a XXX in connection with an assumption and shall provide the Trustee with a copy of such REMIC Opinion. Any fee or assumption that additional interest collected by the Master Servicer reasonably believes it is restricted or Sub-Servicer for consenting to any such conveyance or entering into any such assumption agreement may be retained by law from preventingthe Master Servicer or the related Sub-Servicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the RMBS Subservicer is notified by any property subject Mortgagor or subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer RMBS Subservicer shall enforce, or shall instruct such subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The RMBS Subservicer or the related subservicer may repurchase a Mortgage Loan at the Repurchase Price when the RMBS Subservicer requires acceleration of the Mortgage Loan, but only if the RMBS Subservicer is satisfied, as evidenced by an Officer’s Certificate delivered to the extent RMBS Servicer and the RMBS Master Servicer, that either (i) such Mortgage Loan is in default or default is reasonably foreseeable or (ii) if such Mortgage Loan is not in default or default is not reasonably foreseeable, such repurchase will have no adverse tax consequences for the Trust Estate or any Securityholder. If the RMBS Subservicer reasonably believes that such enforcement will due-on-sale clause cannot adversely affect be enforced under applicable law or jeopardize coverage under any Required Insurance Policy. Notwithstanding if the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer RMBS Subservicer is authorized, and may authorize any subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered by a hazard policy and (if so covered before the Master Servicer RMBS Subservicer or the related subservicer enters into such agreement) by any Primary Insurance Policy. In connection with any such assumption, no material term of the applicable Required Insurance Policiesrelated Mortgage Note may be changed. The Master ServicerRMBS Subservicer shall forward to the Indenture Trustee the original copy of such assumption agreement, subject which copy shall be added by the Indenture Trustee to Section 3.02(b)the related Mortgage File and which shall, is also authorized with for all purposes, be considered a part of such Mortgage File to the prior approval same extent as all other documents and instruments constituting a part thereof. A portion, equal to up to 2% of the insurers under any Required Insurance Policies to enter into a substitution Stated Principal Balance of liability agreement with such Personthe related Mortgage Loan, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer fee or additional interest collected by the RMBS Subservicer or the related subservicer for consenting in any such conveyance or entering into any such assumption that agreement may be retained by the Master Servicer reasonably believes it is restricted by law from preventingRMBS Subservicer or related subservicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Servicer is notified by any property subject Mortgagor or Subservicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Subservicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationslaw. The Servicer or the related Subservicer may repurchase a Mortgage Loan at the Repurchase Price when the Servicer requires acceleration of the Mortgage Loan, but only if the Servicer is satisfied, as evidenced by an Officer’s Certificate delivered to the extent Master Servicer, that either (i) such Mortgage Loan is in default or default is reasonably foreseeable or (ii) if such Mortgage Loan is not in default or default is not reasonably foreseeable, such repurchase will have no adverse tax consequences for the Trust Fund, any Certificateholder or the Certificate Insurer. If the Servicer reasonably believes that such enforcement will due-on-sale clause cannot adversely affect be enforced under applicable law or jeopardize coverage under any Required Insurance Policy. Notwithstanding if the foregoing, the Master Servicer is not required to exercise such rights with respect to a Mortgage Loan if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage is does not otherwise so required under such Mortgage Note or Mortgage as contain a condition to such transfer. In the event that the Master Servicer is prohibited by law from enforcing any such due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Subservicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered by a hazard policy and (if so covered before the Master Servicer or the related Subservicer enters into such agreement) by any Primary Mortgage Insurance Policy. In connection with any such assumption, no material term of the applicable Required Insurance Policiesrelated Mortgage Note may be changed. The Master ServicerServicer shall forward to the Trustee the original copy of such assumption agreement, subject which copy shall be added by the Trustee to Section 3.02(b)the related Mortgage File and which shall, is also authorized with for all purposes, be considered a part of such Mortgage File to the prior approval same extent as all other documents and instruments constituting a part thereof. A portion, equal to up to 2% of the insurers under any Required Insurance Policies to enter into a substitution Stated Principal Balance of liability agreement with such Personthe related Mortgage Loan, pursuant to which the original Mortgagor is released from liability and such Person is substituted as Mortgagor and becomes liable under the Mortgage Note. Notwithstanding the foregoing, the Master Servicer shall not be deemed to be in default under this Section 3.02(a) by reason of any transfer fee or additional interest collected by the Servicer or the related Subservicer for consenting in any such conveyance or entering into any such assumption that agreement may be retained by the Master Servicer reasonably believes it is restricted by law from preventingor related Subservicer as additional servicing compensation.

Due-on-Sale Clauses; Assumption Agreements. (a) Except as otherwise provided In any case in this Section 3.02, when which the Master Servicer is notified by any property subject Mortgagor or Sub-Servicer that a Mortgaged Property relating to a Mortgage Loan has been or is about to be conveyed by the Mortgagor, the Master Servicer shall enforce, or shall instruct such Sub-Servicer to the extent that it has knowledge of such conveyanceenforce, enforce any due-on-sale clause contained in any Mortgage Note or Mortgage, the related Security Instrument to the extent permitted under the terms of the related Mortgage Note and by applicable law and governmental regulationsunless the Master Servicer reasonably believes such enforcement is likely to result in legal action by the Mortgagor. The Master Servicer or the related Sub-Servicer may repurchase a Mortgage Loan at the Repurchase Price when the Master Servicer requires acceleration of the Mortgage Loan, but only to the extent that such enforcement will not adversely affect or jeopardize coverage under any Required Insurance Policy. Notwithstanding the foregoing, if the Master Servicer is not required satisfied, as evidenced by an Officer's Certificate delivered to exercise the Trustee, that either (i) such rights with respect to a Mortgage Loan is in default or default is reasonably foreseeable or (ii) if the Person to whom the related Mortgaged Property has been conveyed or is proposed to be conveyed satisfies the terms and conditions contained in the Mortgage Note and Mortgage related thereto and the consent of the mortgagee under such Mortgage Note or Mortgage Loan is not otherwise so required under in default or default is not reasonably foreseeable, such Mortgage Note repurchase will have no adverse tax consequences for the Trust Fund or Mortgage as a condition to such transferany Certificateholder. In the event that If the Master Servicer is prohibited by reasonably believes that such due-on-sale clause cannot be enforced under applicable law from enforcing any such or if the Mortgage Loan does not contain a due-on-sale clause, or if coverage under any Required Insurance Policy would be adversely affected, or if nonenforcement is otherwise permitted hereunder, the Master Servicer is authorized, and may authorize any Sub-Servicer, to consent to a conveyance subject to Section 3.02(b)the lien of the Mortgage, and to take or enter into an assumption and modification agreement from or with the person Person to whom such property has been or is about to be conveyed, pursuant to which such person Person becomes liable under the related Mortgage Note and, and unless prohibited by applicable state law, the such Mortgagor remains liable thereon, provided on condition, however, that the related Mortgage Loan shall continue to be covered (if so covered before the Master Servicer or the related Sub-Servicer enters into such agreement) by the applicable Required any Primary Insurance PoliciesPolicy. The Master ServicerServicer shall notify the Trustee, subject whenever possible, before the completion of such assumption agreement, and shall forward to Section 3.02(b), is also authorized with the prior approval of the insurers under any Required Insurance Policies to enter into a substitution of liability agreement with such Person, pursuant to which Trustee the original Mortgagor is released from liability copy of such assumption agreement, which copy shall be added by the Trustee to the related Mortgage File and which shall, for all purposes, be considered a part of such Person is substituted Mortgage File to the same extent as Mortgagor all other documents and becomes liable under instruments constituting a part thereof. In connection with any such assumption agreement, the interest rate on the related Mortgage Loan shall not be changed and no other material alterations in the Mortgage NoteLoan shall be made unless such material alteration would not cause the REMIC Trust to fail to qualify as a REMIC for federal income tax purposes, as evidenced by a REMIC Opinion. Notwithstanding the foregoing, Any fee or additional interest collected by the Master Servicer shall not or Sub- Servicer for consenting to any such conveyance or entering into any such assumption agreement may be deemed to be in default under this Section 3.02(a) retained by reason of any transfer or assumption that the Master Servicer reasonably believes it is restricted by law from preventingor the related Sub-Servicer as additional servicing compensation.