Common use of Eligibility Requirements for Trustee Clause in Contracts

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction). If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or a national banking association organized and doing business under the laws of a any state or the United States of AmericaAmerica or the District of Columbia, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of authority. In addition, the Trustee shall at all times be acceptable to the Rating Agencies to reduce their respective then current ratings of Agency rating the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)Certificates. If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof8.07. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor Seller and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity corporation cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association an entity duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having and shall each have a combined capital and surplus of at least $50,000,000, a minimum long-term debt rating in the third highest rating category by each Rating Agency, a minimum short-term debt rating in the second highest rating category by each Rating Agency, and shall each be subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, subject to supervision super-vision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction). If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 subject to supervision or examination by federal or state authority and with a credit rating which would not cause either any one of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction). If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall each at all times be a corporation or association an entity duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having and shall each have a combined capital and surplus of at least $50,000,000, a minimum long-term debt rating in the third highest rating category by the Rating Agency, a minimum short-term debt rating in the second highest rating category by the Rating Agency, and shall each be subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or a national banking association organized and doing business under the laws of a any state or the United States of AmericaAmerica or the District of Columbia, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of authority. In addition, the Trustee shall at all times be acceptable to the Rating Agencies to reduce their respective then current ratings of Agency rating the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)Certificates. If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof8.07. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor Sponsor and its their affiliates or the Master Servicer and its affiliates; provided, however, that such entity corporation cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association an entity duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,00050,000,000 and a long-term debt rating of at least “A-” and a short-term debt rating of at least “A-1” by S&P, if rated by S&P, and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee and the NIMS Insurer at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer8.07.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association a national banking association, and duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,00050,000,000 and a minimum long-term debt rating of Baa3 by Mxxxx’x and a short-term rating of at least A-1 by S&P and A by Fitch, and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer8.07.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be (a) an institution the deposits of which are fully insured by the FDIC and (b) a corporation or banking association organized and doing business under the laws of a state or the United States of AmericaAmerica or of any State, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least not less than $50,000,000, 50,000,000 and subject to supervision or examination by federal Federal or state State authority and (c) with a credit rating respect to every successor trustee hereunder either an institution (i) the long-term unsecured debt obligations of which are rated at least "A" by Fitch and S&P or (ii) whose serving as Trustee hereunder would not cause either result in the lowering of the Rating Agencies ratings originally assigned to reduce their respective then current ratings any Class of Certificates. The Trustee shall not be an affiliate of the Certificates (Depositor or having provided such security from time to time as is sufficient to avoid such reduction)the Servicer. If such corporation or banking association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 9.05, the combined capital and surplus of such corporation or banking association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions provision of this Section 8.69.05, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer9.06.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be (a) an institution the deposits of which are fully insured by the FDIC and (b) a corporation or banking association organized and doing business under the laws of a state or the United States of AmericaAmerica or of any State, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least not less than $50,000,000, 50,000,000 and subject to supervision or examination by federal Federal or state State authority and (c) with a credit rating respect to every successor trustee hereunder either an institution (i) the long-term unsecured debt obligations of which are rated at least "A" by S&P and "A" by Fitch or (ii) whose serving as Trustee hereunder would not cause either result in the lowering of the Rating Agencies ratings originally assigned to reduce their respective then current ratings any Class of Certificates. The Trustee shall not be an affiliate of the Certificates (Depositor or having provided such security from time to time as is sufficient to avoid such reduction)the Servicer. If such corporation or banking association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 9.05, the combined capital and surplus of such corporation or banking association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions provision of this Section 8.69.05, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer9.06.

Eligibility Requirements for Trustee. The Trustee hereunder shall shall, at all times times, be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, powers having a combined capital and surplus of at least $50,000,000, subject to supervision or examination by federal or state authority and with a credit long-term deposit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction). at least "A2" by Xxxxx'x and "A" by S&P. If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.07 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.07, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.08 hereof. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor Depositor, the NIMs Insurer and its affiliates or the Master Servicer and its affiliatestheir respective Affiliates; provided, however, that such entity corporation cannot be an affiliate Affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction). If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder and any successor Trustee shall at all times during the entire duration of this Agreement be a corporation state bank or trust company or a national banking association organized and doing business under the laws of a such state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus and undivided profits of at least $40,000,000 or, in the case of a successor Trustee, $50,000,000, subject to supervision or examination by federal or state authority and with and, in the case of a credit rating which would not cause either successor Trustee other than pursuant to Section 9.10, rated in one of the two highest long-term debt categories of, or otherwise acceptable to, each of the Rating Agencies to reduce their respective then current ratings Agencies. The Trustee shall not be an Affiliate of the Certificates (or having provided such security from time to time Master Servicer, unless the Trustee acts as is sufficient to avoid such reduction)successor Master Servicer hereunder. If such corporation or association the Trustee publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 9.06 the combined capital and surplus of such corporation or association shall be deemed to be its total equity capital (combined capital and surplus surplus) as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.69.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer9.08.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)) without taking the Policy into account. If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association an entity duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and a minimum long-term debt rating of BBB by Fitch and S&P and a long term debt rating of at least A1 or better by Moody's and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)axxxxxxxy. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer8.07.

Eligibility Requirements for Trustee. The Trustee hereunder shall each at all times be a corporation or association an entity duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having and shall each have a combined capital and surplus of at least $50,000,000, a minimum long-term debt rating in the third highest rating category by each Rating Agency, a minimum short-term debt rating in the second highest rating category by each Rating Agency, and shall each be subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be (a) an institution the deposits of which are fully insured by the FDIC and (b) a corporation or banking association organized and doing business under the laws of a state or the United States of AmericaAmerica or of any State, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least not less than $50,000,000, 50,000,000 and subject to supervision or examination by federal Federal or state State authority and (c) with a credit rating respect to every successor trustee hereunder either an institution (i) the long-term unsecured debt obligations of which are rated at least "A" by S&P and "A2" by Xxxxx'x or (ii) whose serving as Trustee hereunder would not cause either result in the lowering of the Rating Agencies ratings originally assigned to reduce their respective then current ratings any Class of Certificates. The Trustee shall not be an affiliate of the Certificates (Depositor or having provided such security from time to time as is sufficient to avoid such reduction)the Servicer. If such corporation or banking association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 9.05, the combined capital and surplus of such corporation or banking association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions provision of this Section 8.69.05, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer9.06.

Eligibility Requirements for Trustee. (a) The Trustee shall at all times satisfy the requirements of TIA Section 310(a). The Trustee hereunder shall at all times be a corporation which is not an Affiliate of the Depositor (but may have normal banking relationships with the Depositor or association any obligor with respect to the Term Assets with respect to such Series of Certificates and their respective Affiliates) organized and doing business under the laws of a state any State or the United States of AmericaStates, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and subject to supervision or examination by federal Federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)State authority. If such corporation or association publishes reports of condition conditions at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition conditions so published. In case at any time Such corporation or association must be rated in one of the four highest rating categories by the Rating Agency. (b) The Trustee shall cease to be eligible in accordance comply with the provisions of this Section 8.6, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates310(b); provided, however, that such entity cannot there shall be an affiliate excluded from the operation of TIA Section 310(b)(1), any Series Supplement under which other securities are outstanding evidencing ownership interest in obligations of the Master Servicer other than Term Assets Issuer if the Trustee requirements for such exclusion set forth in its role as successor to the Master ServicerTIA Section 310(b)(1) are met.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be (a) an institution the deposits of which are fully insured by the FDIC and (b) a corporation or banking association organized and doing business under the laws of a state or the United States of AmericaAmerica or of any State, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least not less than $50,000,000, 50,000,000 and subject to supervision or examination by federal Federal or state State authority and (c) with a credit rating respect to every successor trustee hereunder either an institution (i) the long-term unsecured debt obligations of which are rated at least "A" by S&P and Fitch or (ii) whose serving as Trustee hereunder would not cause either result in the lowering of the Rating Agencies ratings originally assigned to reduce their respective then current ratings any Class of Certificates. The Trustee shall not be an affiliate of the Certificates (Depositor or having provided such security from time to time as is sufficient to avoid such reduction)Bank of America. If such corporation or banking association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 9.05, the combined capital and surplus of such corporation or banking association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions provision of this Section 8.69.05, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer9.06.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, subject to supervision super-vision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction). If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction). If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be (i) an institution whose accounts are insured by the FDIC, (ii) a corporation or association national banking association, organized and doing business under the laws of a state any State or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least not less than $50,000,000, 50,000,000 and subject to supervision or examination by federal or state authority and with a credit rating which would (iii) not cause either an Affiliate of the Rating Agencies to reduce their respective then current ratings of the Certificates (Master Servicer or having provided such security from time to time as is sufficient to avoid such reduction)any Servicer. If such corporation or national banking association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then then, for the purposes of this Section 8.6 Section, the combined capital and surplus of such corporation or national banking association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In addition, the Trustee (i) may not be an originator of Mortgage Loans, the Master Servicer, a Servicer, the Depositor or an affiliate of the Depositor unless the Trustee is in an institutional trust department of the Trustee, (ii) must be authorized to exercise corporate trust powers under the laws of its jurisdiction of organization and (iii) must be rated at least “A/F1” by Fitch, if Fitch is a Rating Agency that has rated the Trustee, or the equivalent rating by S&P. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer6.06.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction). If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder and any successor Trustee shall at all times during the entire duration of this Agreement be a corporation state bank or trust company or a national banking association organized and doing business under the laws of a such state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus and undivided profits of at least $40,000,000 or, in the case of a successor Trustee, $50,000,000, subject to supervision or examination by federal or state authority and with and, in the case of a credit rating which would not cause either successor Trustee other than pursuant to Section 9.10, rated in one of the two highest long-term debt categories of, or otherwise acceptable to, each of the Rating Agencies to reduce their respective then current ratings Agencies. The Trustee shall not be an Affiliate of either Master Servicer, unless the Certificates (or having provided such security from time to time Trustee acts as is sufficient to avoid such reduction)successor Master Servicer hereunder. If such corporation or association the Trustee publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 9.06 the combined capital and surplus of such corporation or association shall be deemed to be its total equity capital (combined capital and surplus surplus) as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.69.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer9.08.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or a national banking association organized and doing business under the laws of a any state or the United States of AmericaAmerica or the District of Columbia, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of authority. In addition, the Trustee shall at all times be acceptable to the Rating Agencies to reduce their respective then current ratings of Agency rating the Certificates (or having provided such security from time which shall be deemed unless notified in writing to time as is sufficient to avoid such reductionthe contrary). If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee Trustee, as applicable, shall resign immediately in the manner and with the effect specified in Section 8.7 hereof8.07. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor Sponsor and its their affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or a national banking association organized and doing business under the laws of a any state or the United States of AmericaAmerica or the District of Columbia, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of authority. In addition, the Trustee shall at all times be acceptable to the Rating Agencies to reduce their respective then current ratings of Agency rating the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)Certificates. If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof8.07. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor Sponsor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity corporation cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association banking entity (a) organized and doing business under the laws of a any state or the United States of AmericaAmerica subject to supervision or examination by federal or state authority, (b) authorized under such laws to exercise corporate trust powers, including taking title to the Trust Fund assets on behalf of the Certificateholders, (c) be a wholly owned subsidiary of a bank holding company having a combined capital and surplus of at least $50,000,000, subject (d) whose long-term deposits, if any, shall be rated at least BBB- by S&P and Baa3 by Xxxxx'x (except as provided herein) or such lower long-term deposit rating as may be approved in writing by the Certificate Insurer, and (e) reasonably acceptable to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time Certificate Insurer as is sufficient to avoid such reduction)evidenced in writing. If such corporation or association banking entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the determining an entity's combined capital and surplus for clause (c) of such corporation or association shall be deemed to be its combined capital and surplus as this Section, the amount set forth in its most recent report of condition so publishedpublished shall be deemed to be its combined capital and surplus. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer9.07.

Eligibility Requirements for Trustee. The Trustee hereunder shall shall, at all times times, be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, subject to supervision or examination by federal or state authority and with a credit rating which that would not cause either any of the Rating Agencies to reduce their respective then current ratings of any Class of Certificates (without regard to the Certificates Certificate Insurance Policy, in the case of the Class A Certificates) below the ratings issued on the Closing Date (or having provided such security from time to time as is sufficient to avoid such reduction). If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor Depositor, the Sellers and its affiliates or the Master Servicer and its their respective affiliates; provided, however, provided that such entity corporation cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, subject to supervision super-vision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction). If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master -------- ------- Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association a national banking association, and duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,00050,000,000 and a minimum long-term debt rating of Baa3 by Fitch and a short-term rating of at least A-1 by S&P, and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer8.07.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association a national banking association, and duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,00050,000,000 and a minimum long-term debt rating of Baa3 by Xxxxx’x and a short-term rating of at least A-1 by S&P and A by Fitch, and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer8.07.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, subject to supervision super-vision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction). If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association an entity duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,00050,000,000 and a minimum long-term debt rating of Baa3 by Xxxxx'x and a short-term rating of at least A-1 by S&P, and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer8.07.

Eligibility Requirements for Trustee. The Trustee hereunder shall shall, at all times times, be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, subject to supervision or examination by federal or state authority and with a credit rating which that would not cause either any of the Rating Agencies to reduce their respective then current ratings of any Class of Certificates below the Certificates ratings issued on the Closing Date (or having provided such security from time to time as is sufficient to avoid such reduction). If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its their respective affiliates; provided, however, that such entity corporation cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master a Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be (a) an institution the deposits of which are fully insured by the FDIC and (b) a corporation or banking association organized and doing business under the laws of a state or the United States of AmericaAmerica or of any State, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least not less than $50,000,000, 50,000,000 and subject to supervision or examination by federal Federal or state State authority and (c) with a credit rating respect to every successor trustee hereunder either an institution (i) the long-term unsecured debt obligations of which are rated at least "A" by Fitch and "A2" by Xxxxx'x or (ii) whose serving as Trustee hereunder would not cause either result in the lowering of the Rating Agencies ratings originally assigned to reduce their respective then current ratings any Class of Certificates. The Trustee shall not be an affiliate of the Certificates (Depositor or having provided such security from time to time as is sufficient to avoid such reduction)the Servicer. If such corporation or banking association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 9.05, the combined capital and surplus of such corporation or banking association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions provision of this Section 8.69.05, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer9.06.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction). If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or a national banking association organized and doing business under the laws of a any state or the United States of AmericaAmerica or the District of Columbia, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of authority. In addition, the Trustee shall at all times be acceptable to the Rating Agencies to reduce their respective then current ratings of Agency rating the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)Certificates. If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof8.07. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor Seller and its their affiliates or the Master Servicer and its affiliates; 108 provided, however, that such entity corporation cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association an entity duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, each having a combined capital and surplus of at least $50,000,00050,000,000 and (except with respect to the initial Trustee) a minimum long-term debt rating in the third highest rating category by each Rating Agency and in each Rating Agency’s two highest short-term rating categories, and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust Fund will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction). If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 6.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.66.6, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 6.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master ServicerDepositor.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association an entity duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,00050,000,000 and a minimum long-term debt rating in the third highest rating category by the Rating Agency and in the Rating Agency's two highest short-term rating categories, and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or a national banking association organized and doing business under the laws of a any state or the United States of AmericaAmerica or the District of Columbia, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of authority. In addition, the Trustee shall at all times be acceptable to the Rating Agencies to reduce their respective then current ratings of Agency rating the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)Certificates. If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof8.07. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor Seller and its affiliates their affili ates or the Master Servicer and its affiliates; provided, however, that such entity corporation cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, ________ subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction). If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or a national banking association organized and doing business under the laws of a any state or the United States of AmericaAmerica or the District of Columbia, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of authority. In addition, the Trustee shall at all times be acceptable to the Rating Agencies to reduce their respective then current ratings of Agency rating the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)Certificates. If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof8.07. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor Sponsor and its their affiliates or the Master Servicer and its affiliates; providedPROVIDED, howeverHOWEVER, that such entity corporation cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder and any successor Trustee shall at all times during the entire duration of this Agreement be a corporation state bank or trust company or a national banking association organized and doing business under the laws of a such state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus and undivided profits of at least $40,000,000 or, in the case of a successor Trustee, $50,000,000, subject to supervision or examination by federal or state authority and with and, in the case of a credit rating which would not cause either successor Trustee other than pursuant to Section 8.10, rated in one of the two highest long-term debt categories of, or otherwise acceptable to, each of the Rating Agencies to reduce their respective then current ratings Agencies. The Trustee shall not be an Affiliate of the Certificates (or having provided such security from time to time Servicer, unless the Trustee acts as is sufficient to avoid such reduction)successor Servicer hereunder. If such corporation or association the Trustee publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06 the combined capital and surplus of such corporation or association shall be deemed to be its total equity capital (combined capital and surplus surplus) as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer8.08.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or a national banking association organized and doing business under the laws of a any state or the United States of AmericaAmerica or the District of Columbia, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of authority. In addition, the Trustee shall at all times be acceptable to the Rating Agencies to reduce their respective then current ratings of Agency rating the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)Certificates. If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof8.07. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor Seller and its their affiliates or the Master Servicer and its affiliates; 106 provided, however, that such entity corporation cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee and Securities Administrator hereunder shall at all times be a corporation or association an entity duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, each having a combined capital and surplus of at least $50,000,00050,000,000 and a minimum long-term debt rating in the third highest rating category by the Rating Agency and in the Rating Agency’s two highest short-term rating categories, and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee or the Securities Administrator shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee or the Securities Administrator, as applicable shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or a national banking association organized and doing business under the laws of a any state or the United States of AmericaAmerica or the District of Columbia, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,00050,000,000 and the long-term debt obligations of which are rated in one of the four highest categories assigned long-term debt obligations by one of the Rating Agencies, and is subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition conditions so published. In case at the event that any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof5.07. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliatesAffiliates; provided, however, that such entity cancorporation shall not be an affiliate Affiliate of the Master Servicer other than the Trustee in its role as successor to the Master ServicerDepositor.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or a national banking association organized and doing business under the laws of a any state or the United States of AmericaAmerica or the District of Columbia, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of authority. In addition, the Trustee shall at all times be acceptable to the Rating Agencies to reduce their respective then current ratings of rating the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)Certificates. If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof9.07. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor Seller and its their affiliates or the Master Servicer and its affiliates; provided, however, that such entity corporation cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or a national banking association organized and doing business under the laws of a any state or the United States of AmericaAmerica or the District of Columbia, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of authority. In addition, the Trustee shall at all times be acceptable to the Rating Agencies to reduce their respective then current ratings of Agency rating the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)Certificates. If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof8.07. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor Seller and its their affiliates or the Master Servicer and its affiliates; providedPROVIDED, howeverHOWEVER, that such entity corporation cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association an entity duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having and shall have a combined capital and surplus of at least $50,000,000, a minimum long-term debt rating in the third highest rating category by the Rating Agency, a minimum short-term debt rating in the second highest rating category by the Rating Agency, and shall each be subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee and Securities Administrator hereunder shall at all times be a corporation or association an entity duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, each having a combined capital and surplus of at least $50,000,00050,000,000 and a minimum long-term debt rating in the third highest rating category by each Rating Agency and in each Rating Agency’s two highest short-term rating categories, and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee or the Securities Administrator shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee or the Securities Administrator, as applicable shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association organized duly incorporated and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having have a combined capital and surplus of at least $50,000,00050,000,000 and a minimum long-term debt rating of "Baa3" by Moody's and "BBB" by S&P, and be subject to supervision or examination by examinaxxxx xx federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 Section, the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer8.07.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association an entity duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,00050,000,000 and a long-term debt rating of at least “A-” and a short-term debt rating of at least “A-1” by S&P, if rated by S&P, and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee, the Certificate Insurer and the NIMS Insurer at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer8.07.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association banking entity (a) organized and doing business under the laws of a any state or the United States of AmericaAmerica subject to supervision or examination by federal or state authority, (b) authorized under such laws to exercise corporate trust powers, including taking title to the Trust Fund assets on behalf of the Certificateholders, (c) be a wholly owned subsidiary of a bank holding company having a combined capital and surplus of at least $50,000,000, subject (d) whose long-term deposits, if any, shall be rated at least BBB- by S&P and Baa3 by Xxxxx'x (except as provided herein) or such lower long-term deposit rating as may be approved in writing by the Certificate Insurer, and (e) reasonably acceptable to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time Certificate Insurer as is sufficient to avoid such reduction)evidenced in writing. If such corporation or association banking entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the determining an entity's combined capital and surplus for clause (c) of such corporation or association shall be deemed to be its combined capital and surplus as this Section, the amount set forth in its most recent report of condition so publishedpublished shall be deemed to be its combined capital and surplus. In case at any time the Trustee shall cease to be eligible in accordance with 100 the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer9.07.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association an entity duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and a minimum long-term debt rating of BBB by S&P and a long term debt rating of at least A1 or better by Xxxxx'x and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer8.07.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association an entity duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and a minimum long-term debt rating of BBB by Fitch and S&P and a long term debt rating of at least "Baa1" or better by Moody's and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)axxxxxxxy. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer8.07.

Eligibility Requirements for Trustee. The Trustee hereunder shall shall, at all times times, be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, powers having a combined capital and surplus of at least $50,000,000, subject to supervision or examination by federal or state authority and with a credit long-term deposit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction). at least "A2" by Xxxxx'x and "A" by S&P. If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.07 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.07, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.08 hereof. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliatesrespective Affiliates; provided, however, that such entity corporation cannot be an affiliate Affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association an entity duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and a minimum long-term debt rating of BBB by Fitch and S&P and a long term debt rating of at least A1 or better by Moxxx'x xnd subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer8.07.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Subordinate Certificates (or having provided such security from time to time as is sufficient to avoid such reduction). If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or a national banking association organized and doing business under the laws of a any state or the United States of AmericaAmerica or the District of Columbia, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of authority. In addition, the Trustee shall at all times be acceptable to the Rating Agencies to reduce their respective then current ratings of rating the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)Certificates. If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof9.07. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor Asset Seller and its their affiliates or the Master Servicer and its affiliates; provided, however, that such entity corporation cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association an entity duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and a minimum long-term debt rating of BBB by Fitch and S&P or the equivalent or better by DBRS (if rated thereby) and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer8.07.

Eligibility Requirements for Trustee. The Trustee hereunder shall shall, at all times times, be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, subject to supervision or examination by federal or state authority and with a credit rating which that would not cause either any of the Rating Agencies to reduce their respective then current ratings of any Class of Certificates (without regard to the Certificates Class 1-AF Policy, in the case of the Class 1-AF Certificates) below the ratings issued on the Closing Date (or having provided such security from time to time as is sufficient to avoid such reduction). If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor Depositor, the Sellers and its affiliates or the Master Servicer and its their respective affiliates; provided, however, provided that such entity corporation cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association an entity duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and a minimum long-term debt rating of BBB by Fitch and S&P and a long term debt rating of at least "A1" or better by Xxxxx'x and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer8.07.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association an entity duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and a minimum long term debt rating of BBB by Fitch and S&P and a long term debt rating of at least “Baa1” or better by Mxxxx’x and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer8.07.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association an entity duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and a minimum long-term debt rating of BBB by Fitch and S&P and a long term debt rating of at least "Baa1" or better by Moody's and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)xxxxxxity. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer8.07.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be an association or a corporation or association organized and doing business under the laws of a state or the United States of AmericaAmerica or any State thereof or the District of Columbia, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 100,000,000 and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such association or corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such association or corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The long-term unsecured debt obligations of the Trustee shall at all times be rated AA (or Aa2) or better by each Rating Agency. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof8.07. The entity corporation or association serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; providedDepositor, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer, the Special Servicer and their respective Affiliates.

Eligibility Requirements for Trustee. The Trustee hereunder shall shall, at all times times, be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, powers having a combined capital and surplus of at least $50,000,000, subject to supervision or examination by federal or state authority and with a credit long-term deposit rating which would not cause either of the at least "A2" by Moody's and "A" by S&P by two or more Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)Agencies. If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.07 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.07, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.08 hereof. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor Depositor, the Securities Administrator and its affiliates or the Master Servicer and its affiliatestheir respective Affiliates; provided, however, that such entity corporation cannot be an affiliate Affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association a national banking association, and duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,00050,000,000 and a minimum long-term debt rating of Baa3 by Fitch and a short-term rating of at least A-1 by S&P, and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus 100 as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer8.07.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates without regard to the Class 1-A-4 Policy (or having provided such security from time to time as is sufficient to avoid such reduction)) as evidenced in writing by each Rating Agency. If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall shall, at all times times, be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, subject to supervision or examination by federal or state authority and with a credit rating which that would not cause either any of the Rating Agencies to reduce their 139 respective then current ratings of any Class of Certificates (without regard to the Certificates Certificate Insurance Policy, in the case of the Class A Certificates) below the ratings issued on the Closing Date (or having provided such security from time to time as is sufficient to avoid such reduction). If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor Depositor, the Sellers and its affiliates or the Master Servicer and its their respective affiliates; provided, however, provided that such entity corporation cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association banking entity (a) organized and doing business under the laws of a any state or the United States of AmericaAmerica subject to supervision or examination by federal or state authority, (b) authorized under such laws to exercise corporate trust powers, including taking title to the Trust Fund assets on behalf of the Certificateholders, (c) be a wholly-owned subsidiary of a bank holding company having a combined capital and surplus of at least $50,000,000, subject (d) whose long-term deposits, if any, shall be rated at least BBB- by S&P and Baa3 by Xxxxx'x (except as provided herein) or such lower long-term deposit rating as may be approved in writing by the Certificate Insurer, and (e) reasonably acceptable to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time Certificate Insurer as is sufficient to avoid such reduction)evidenced in writing. If such corporation or association banking entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the determining an entity's combined capital and surplus for clause (c) of such corporation or association shall be deemed to be its combined capital and surplus as this Section, the amount set forth in its most recent report of condition so publishedpublished shall be deemed to be its combined capital and surplus. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer9.07.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or a national banking association organized and doing business under the laws of a any state or the United States of AmericaAmerica or the District of Columbia, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and subject to supervision or examination by federal or state authority and with a credit authority. In addition, the Trustee shall at all times be acceptable to each Rating Agency rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time and reasonably acceptable to time as is sufficient to avoid such reduction)the Certificate Insurer. If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof8.07. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor Seller and its their affiliates or the Master Servicer and its affiliates; provided, however, that such entity corporation cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or a national banking association organized and doing business under the laws of a any state or the United States of AmericaAmerica or the District of Columbia, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of authority. In addition, the Trustee shall at all times be acceptable to the Rating Agencies to reduce their respective then current ratings of Agency rating the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)Certificates. If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof8.07. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor Seller and its their affiliates or the Master Servicer and its affiliates; providedPROVIDED, howeverHOWEVER, that such entity 107 corporation cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or a national banking association organized and doing business under the laws of a any state or the United States of AmericaAmerica or the District of Columbia, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of authority. In addition, the Trustee shall at all times be acceptable to the Rating Agencies to reduce their respective then current ratings of Agency rating the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)Certificates. If such corporation or association publishes reports of condition at least 116 annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof8.07. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor Seller and its their affiliates or the Master Servicer and its affiliates; providedPROVIDED, howeverHOWEVER, that such entity corporation cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be (i) an institution whose accounts are insured by the FDIC, (ii) a corporation or association national banking association, organized and doing business under the laws of a state any State or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least not less than $50,000,000, 50,000,000 and subject to supervision or examination by federal or state authority and with a credit rating which would (iii) not cause either an Affiliate of the Rating Agencies to reduce their respective then current ratings of the Certificates (Master Servicer or having provided such security from time to time as is sufficient to avoid such reduction)any Servicer. If such corporation or national banking association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then then, for the purposes of this Section 8.6 Section, the combined capital and surplus of such corporation or national banking association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In addition, the Trustee (i) may not be an originator of Mortgage Loans, the Master Servicer, a Servicer, the Depositor or an affiliate of the Depositor unless the Trustee is in an institutional trust department of the Trustee, (ii) must be authorized to exercise corporate trust powers under the laws of its jurisdiction of organization and (iii) must be rated at least “A/F1” by Fitch, if Fitch is a Rating Agency that has rated the Trustee, or the equivalent rating by S&P or Xxxxx’x. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer6.06.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction). If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or 84 examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee ------------------------------------ hereunder shall at all times be a corporation or association organized and doing business under the laws of a state or the United States of America, or any state thereof authorized under such laws to exercise corporate trust powers, having have a combined capital and surplus net worth of at least $50,000,000, be subject to supervision or examination by federal Federal or state authority and maintain any credit or deposit rating required by any Rating Agency (which shall be Baa3, in the case of Moody's unless otherwise notified, BBB- in the case of Standard & Poor's unless otherwise notified and BBB- in the case of Fitch unless otherwise notified) or any higher credit or deposit rating required in connection with the issuance of a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)particular Series. If such corporation or association corpora tion publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then then, for the purposes purpose of this Section 8.6 Section, the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof11.7. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity canshall not be an affiliate Affiliate of the Master Servicer other than Transferor or the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or a national banking association organized and doing business under the laws of a any state or the United States of AmericaAmerica or the District of Columbia, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of authority. In addition, the Trustee shall at all times be acceptable to the Rating Agencies to reduce their respective then current ratings of Agency rating the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)Certificates. If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof8.07. The entity corporation or national banking association serving as Trustee may have normal banking 102 and trust relationships with the Depositor Seller and its their affiliates or the Master Servicer and its affiliates; provided, however, that such entity corporation cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or a national banking association organized and doing business under the laws of a any state or the United States of AmericaAmerica or the District of Columbia, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of authority. In addition, the Trustee shall at all times be acceptable to the Rating Agencies to reduce their respective then current ratings of Agency rating the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)Certificates. If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof8.07. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor Seller and its their affiliates or the Master Servicer and its affiliates; 113 provided, however, that such entity corporation cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association an entity duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least [$50,000,000________________] and a long-term debt rating of at least "A-" and a short-term debt rating of at least "A-1" by S&P, if rated by S&P, and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee and the NIMS Insurer at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer8.07.

Eligibility Requirements for Trustee. (a) The Trustee ------------------------------------ hereunder shall at all times be a corporation or an association which is not an Affiliate of the Depositor, the Underlying Securities Issuer or the Credit Support Provider (but may have normal banking relationships with such parties and their Affiliates) organized and doing business under the laws of a state any State or the United States of AmericaStates, authorized under such laws to exercise corporate trust powerspowers which shall be eligible to act as a trustee under Section 310(a) of the Trust Indenture Act, having a combined capital and surplus of at least $50,000,000, 50,000,000 and subject to supervision or examination by federal Federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)State authority. If such corporation or association (or its parent) publishes reports of condition conditions at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition conditions so published. In case at any time the Trustee shall cease to Such corporation or association (or its parent) must be eligible rated in accordance with the provisions of this Section 8.6, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate one of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.four highest rating categories by the

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association an entity duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having and shall each have a combined capital and surplus of at least $50,000,000, a minimum long-term debt rating in the third highest rating category by a Rating Agency, a minimum short-term debt rating in the second highest rating category by a Rating Agency, and shall each be subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 9.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.69.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 9.07 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction). If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.. 105

Eligibility Requirements for Trustee. The Trustee hereunder shall ------------------------------------ at all times be a corporation or a national banking association organized and doing business under the laws of a any state or the United States of AmericaAmerica or the District of Columbia, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,00050,000,000 and the long-term debt obligations of which are rated in one of the four highest categories assigned long-term debt obligations by one of the Rating Agencies, and is subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition conditions so published. In case at the event that any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof5.07. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliatesAffiliates; provided, however, -------- ------- that such entity cancorporation shall not be an affiliate Affiliate of the Master Servicer other than the Trustee in its role as successor to the Master ServicerDepositor.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association an entity duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,00050,000,000 and a minimum long-term debt rating of Baa3 by Moody's and a short-term rating of ax xxxxx A-1 by S&P, and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer8.07.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or a national banking association organized and doing business under the laws of a any state or the United States of AmericaAmerica or the District of Columbia, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and subject to supervision or examination by federal or state authority and with a credit authority. In addition, the Trustee shall at all times be acceptable to each Rating Agency rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)Certificates. If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof8.07. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor Seller and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity corporation cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies Agency to reduce their respective the then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction). If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, subject to supervision super-vision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction). If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be -------- ------- an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association Department of Housing and Urban Development and Federal Housing Administration approved mortgagee, an entity duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,00050,000,000 and a minimum long-term debt rating of BBB by Fitch and S&P, and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer8.07.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or a national banking association organized and doing business under the laws of a any state or the United States of AmericaAmerica or the District of Columbia, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and subject to supervision or examination by 100 federal or state authority and with a credit rating which would not cause either of authority. In addition, the Trustee shall at all times be acceptable to the Rating Agencies to reduce their respective then current ratings of Agency rating the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)Certificates. If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof8.07. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor Seller and its their affiliates or the Master Servicer and its affiliates; providedPROVIDED, howeverHOWEVER, that such entity corporation cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or a national banking association organized and doing business under the laws of a any state or the United States of AmericaAmerica or the District of Columbia, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,00050,000,000 and the longterm debt obligations of which are rated in one of the four highest categories assigned longterm debt obligations by one of the Rating Agencies, and is subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition conditions so published. In case at the event that any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof5.07. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliatesAffiliates; provided, however, that such entity cancorporation shall not be an affiliate Affiliate of the Master Servicer other than the Trustee in its role as successor to the Master ServicerDepositor.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction). If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.the

Eligibility Requirements for Trustee. The Trustee hereunder shall each at all times be a corporation or association an entity duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having and shall each have a combined capital and surplus of at least $50,000,000, a minimum long-term debt rating in the third highest rating category by each Rating Agency, a minimum short-term debt rating in the second highest rating category by each Rating Agency, and shall each be subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust Fund will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be (i) an institution whose accounts are insured by the FDIC, (ii) a corporation or association national banking association, organized and doing business under the laws of a state any State or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least not less than $50,000,000, 50,000,000 and subject to supervision or examination by federal or state authority and with a credit rating which would (iii) not cause either an Affiliate of the Rating Agencies to reduce their respective then current ratings of Master Servicer or the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)Servicer. If such corporation or national banking association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then then, for the purposes of this Section 8.6 Section, the combined capital and surplus of such corporation or national banking association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In addition, the Trustee (i) may not be an originator of Mortgage Loans, the Master Servicer, the Servicer, the Depositor or an affiliate of the Depositor unless the Trustee is in an institutional trust department of the Trustee, (ii) must be authorized to exercise corporate trust powers under the laws of its jurisdiction of organization and (iii) must be rated at least “A/F1” by Fitch, if Fitch is a Rating Agency that has rated the Trustee, or the equivalent rating by DBRS, S&P or Xxxxx’x. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer6.06.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, subject to 62 67 supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction). If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association Department of Housing and Urban Development and Federal Housing Administration approved mortgagee, an entity duly organized and doing business validly existing under the laws of a state or the United States of AmericaAmerica or any state thereof, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,00050,000,000 and a minimum long-term debt rating of BBB by [Rating Agency] and [Rating Agency], and subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)authority. If such corporation or association entity publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06, the combined capital and surplus of such corporation or association entity shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The principal office of the Trustee (other than the initial Trustee) shall be in a state with respect to which an Opinion of Counsel has been delivered to such Trustee at the time such Trustee is appointed Trustee to the effect that the Trust will not be a taxable entity under the laws of such state. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer8.07.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or a national banking association organized and doing business under the laws of a any state or the United States of AmericaAmerica or the District of Columbia, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, 50,000,000 and subject to supervision or examination by federal or state authority and with a credit authority. In addition, the Trustee shall at all times be acceptable to each Rating Agency rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction)Securities. If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 the combined capital and surplus of such corporation or association shall be 125 deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.6Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 hereof8.07. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor Loan Seller and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity corporation cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall at all times be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, ________ subject to supervision or examination by federal or state authority and with a credit rating which would not cause either of the Rating Agencies to reduce their respective then current ratings of the Certificates (or having provided such security from time to time as is sufficient to avoid such reduction). If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity serving as Trustee may have normal banking and trust relationships with the Depositor and its affiliates or the Master Servicer and its affiliates; provided, however, that such entity cannot be an affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.

Eligibility Requirements for Trustee. The Trustee hereunder shall shall, at all times times, be a corporation or association organized and doing business under the laws of a state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, subject to supervision or examination by federal or state authority and with a credit rating which that would not cause either any of the Rating Agencies to reduce their respective then current ratings of any Class of Certificates (without regard to the Certificates Certificate Insurance Policy, in the case of the Class A Certificates) below the ratings issued on the Closing Date (or having provided such security from time to time as is sufficient to avoid such reduction). If such corporation or association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 8.6 8.06 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 8.68.06, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.7 8.07 hereof. The entity corporation or national banking association serving as Trustee may have normal banking and trust relationships with the Depositor Depositor, the Sellers and its affiliates or the Master Servicer and its their respective affiliates; provided, however, provided that such entity corporation cannot be an 141 affiliate of the Master Servicer other than the Trustee in its role as successor to the Master Servicer.