Common use of Establishment of Custodial Accounts; Deposits in Custodial Accounts Clause in Contracts

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the loan documents or applicable law; (vii) any Monthly Advances; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ix) any amounts required to be deposited by the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial AccountsAccounts with a commercial bank, a savings bank or a savings and loan association (which may be a depository Affiliate of the Seller) which meets the guidelines set forth by Xxxxxx Mae or Xxxxxxx Mac as an eligible depository institution for custodial accounts. The Each Custodial Account shall be an Eligible Account. Funds deposited in the a Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaserpurchaser. The Seller shall deposit in the Custodial Account on a daily basis, within one (1) Business Day of receipt thereof, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Seller’s normal servicing procedures, the loan documents or applicable law; (vii) any Monthly Advances; (viii) Compensating Interest, if any, for the month of distribution. Such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (ix) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07Sections 3.03; (ixx) any amounts required to be deposited by the Seller pursuant to Section 4.10 4.11 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor;; and (xxi) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 4.01 or Section 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges charges, assumption fees and assumption other ancillary fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid The Seller may invest the funds in the Custodial Account in Eligible Investments designated in the name of the Seller for the benefit of the Seller, which shall mature not later than the Business Day next preceding the Remittance Date next following the date of such investment (except that (A) any investment in the Eligible Institution with which the Custodial Account is maintained may mature on such Remittance Date and (B) any other investment may mature on such Remittance Date if the Seller shall advance funds on such Remittance Date, pending receipt thereof to the extent necessary to make distributions to the Purchaser) and shall not be sold or disposed of prior to maturity. Notwithstanding anything to the contrary herein and above, all income and gain realized from any such investment shall be for the benefit of the Seller and shall be subject to withdrawal by the Seller from the Custodial Account pursuant to Section 4.05(iv). The amount of any losses incurred in respect of any such investments shall be deposited in the Custodial Account by the depository institution shall accrue to the benefit Seller out of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv)its own funds immediately as realized.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Any funds in a Custodial Account may be invested in Permitted Investments for the benefit of the Owner (with any income earned thereon for the benefit of the Servicer), provided that in the event that amounts on deposit in the Custodial Account exceed the amount fully insured by the FDIC (the "Insured Amount"), the Servicer shall be an Eligible obligated to invest the excess amount over the Insured Amount in Permitted Investments on the same Business Day as such excess amount becomes present in the Custodial Account. Any such Permitted Investment shall mature no later than the Business Day immediately preceding the related Remittance Date. Funds deposited in the Custodial Account may be drawn on by the Seller Servicer only in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement an account certification in the form shown in Exhibit C B hereto. The original of such letter agreement account certification shall be furnished to the Purchaser on Owner, or a copy to the initial Closing DateNIMs Insurer, upon reasonable request. The NIMs Insurer, Master Servicer and upon the request Trustee shall be notified of any subsequent Purchaserchange in the location of the Custodial Account. The Seller Servicer acknowledges and agrees that the Servicer shall bear any losses incurred with respect to Permitted Investments. The amount of any such losses shall be immediately deposited by the Servicer in the Custodial Account, out of the Servicer's own funds, with no right to reimbursement therefor. The Servicer shall deposit in the Custodial Account on a daily basiswithin two (2) Business Days of Servicer's receipt, and retain therein therein, the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such Cut-off Datecollections: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the loan documents or applicable law; (vii) any Monthly Advances; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ix) any amounts required to be deposited by the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one (1) or more Custodial Accounts. The Custodial Account , in the form of time deposit or demand accounts which accounts shall be an Eligible Account. Funds deposited in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05Accounts. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C 7 hereto. The original A copy of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaserrequest. The Seller Servicer shall deposit in the Custodial Account on a daily basiswithin two (2) Business Days of receipt, and retain therein the following payments and collections received or made by it subsequent to each the related Cut-off Date, or received by it prior to such the related Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the related Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all Liquidation Proceedsproceeds from a Cash Liquidation; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Primary Mortgage Insurance Proceeds and Other Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08Subsections 11.08, 4.10 11.10 and 4.1111.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents Mortgage Loan Documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices Practices, the loan documents Mortgage Loan Documents or applicable law; (viivi) any Monthly Advances; (viiivii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Subsections 7.04 , 7.05 and Section 2.0711.03, and any amount required to be remitted for deposit by the Seller in connection with any shortfall in principal amount of the Qualified Substitute Mortgage Loans and the Deleted Mortgage Loans as required pursuant to Subsection 7.04; (ixviii) any amounts required to be deposited by the Seller Servicer pursuant to Section 4.10 11.10 in connection with the deductible clause in any blanket hazard insurance policy, policy such deposit shall be made from the SellerServicer’s own funds, without reimbursement therefor; (ix) the Prepayment Interest Shortfall Amount, if any, for the month of distribution, such deposit shall be made from the Servicer’s own funds, without reimbursement therefor up to a maximum amount per month of the Servicing Fee payable for such month for the Mortgage Loans; provided, the Servicer shall not be obligated to deposit any amounts representing Relief Act Interest Shortfalls; (x) any amounts required to be deposited by the Servicer in connection with any REO Property pursuant to Subsection 11.13; and (xi) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01Subsection 11.01, 4.13 11.14, 11.22 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required11.23. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of prepayment penalties, late payment charges and assumption fees, to the extent permitted by Section 6.01Subsection 11.24, need not be deposited by the Seller Servicer in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Servicer and the Seller Servicer shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (ivSubsection 11.05(iv).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Each Custodial Account shall be an Eligible established with a Qualified Depository. To the extent such funds are not deposited in a Custodial Account, such funds may be invested in Permitted Investments for the benefit of the Owner (with any income earned thereon for the benefit of the Servicer). Funds deposited in the Custodial Account may be drawn on by the Seller Servicer in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on Owner upon request. The Servicer acknowledges and agrees that the initial Closing Date, and upon the request Servicer shall bear any losses incurred with respect to Permitted Investments. The amount of any subsequent Purchasersuch losses shall be immediately deposited by the Servicer in the Custodial Account, as appropriate, out of the Servicer's own funds, with no right to reimbursement therefor. The Seller Servicer shall deposit in the Custodial Account a mortgage clearing account on a daily basis, and in the Custodial Account or Accounts no later than the second Business Day after receipt of funds and retain therein the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such Cut-off Datecollections: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage LoansLoans received after the Cut-off Date; (ii) all payments on account of interest on the Mortgage Loans adjusted to the related Mortgage Loan Remittance RateRate received after the Cut-off Date; (iii) all Liquidation ProceedsProceeds and REO Disposition Proceeds received after the Cut-off Date; (iv) any net amounts required to be deposited received by the Seller Servicer after the Cut-off Date in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds received after the Cut-off Date including amounts required to be deposited pursuant to Sections 4.08, 4.10 4.08 and 4.114.10, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Servicer's normal servicing procedures, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not received after the Cut-off Date other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices the Servicer's normal servicing procedures, the loan documents or applicable law; (vii) any Monthly AdvancesAdvances as provided in Section 5.03; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ix) any amounts required to be deposited by received after the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (x) any amounts Cut-off Date and required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 or 6.02:; and (xiix) with respect to each full or partial Principal PrepaymentPrepayment received after the Cut-off date, an amount (any Prepayment Interest Shortfalls, to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount extent of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the Servicer’s aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in received with respect to the calendar month in which such deposits are requiredrelated Due Period. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller Servicer in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution Qualified Depository shall accrue to the benefit of the Seller Servicer and the Seller Servicer shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv4.05(iv).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Each Custodial Account shall be an Eligible established with a Qualified Depository. To the extent such funds are not deposited in a Custodial Account, such funds may be invested in Permitted Investments for the benefit of the Owner (with any income earned thereon for the benefit of the Servicer). Custodial Accounts will be reconciled within 45 calendar days after the bank statement cut-off date. Funds deposited in the Custodial Account may be drawn on by the Seller Servicer in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on Owner upon request. The Servicer acknowledges and agrees that the initial Closing Date, and upon the request Servicer shall bear any losses incurred with respect to Permitted Investments. The amount of any subsequent Purchasersuch losses shall be immediately deposited by the Servicer in the Custodial Account, out of the Servicer's own funds, with no right to reimbursement therefor. The Seller Servicer shall deposit in the Custodial Account a mortgage clearing account on a daily basis, and in the Custodial Account or Accounts no later than 48 hours after receipt and identification of funds and retain therein the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such Cut-off Datecollections: (i) all payments on account of principal, including Principal PrepaymentsPrepayments (exclusive of Prepayment Charges) and penalties, on the Mortgage LoansLoans received after the Cut-off Date; (ii) all payments on account of interest on the Mortgage Loans adjusted to the related Mortgage Loan Remittance RateRate received after the Cut-off Date; (iii) all Liquidation ProceedsProceeds received after the Cut-off Date; (iv) any net amounts required to be deposited received by the Seller Servicer after the Cut-off Date in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds received after the Cut-off Date including amounts required to be deposited pursuant to Sections 4.08, 4.10 4.08 and 4.114.10, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Servicer's normal servicing procedures, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not received after the Cut-off Date other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices the Servicer's normal servicing procedures, the loan documents or applicable law; (vii) any Monthly AdvancesAdvances as provided in Section 5.03; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ix) any amounts required to be deposited by received after the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (x) any amounts Cut-off Date and required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 or 6.02:; and (xiix) with respect to each full or partial Principal PrepaymentPrepayment received after the Cut-off Date, an amount (any Prepayment Interest Shortfalls, to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount extent of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the Servicer's aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in received with respect to the calendar month in which such deposits are requiredrelated Due Period. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges charges, Prepayment Charges and assumption fees, to the extent permitted by Section 6.01, and all Prepayment Interest Excess need not be deposited by the Seller Servicer in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one (1) or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited , in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05form of time deposit or demand accounts. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown set forth in Exhibit C B hereto. The original A copy of such letter agreement shall be furnished sent to the Purchaser on the initial Closing Date, and upon the request of any subsequent PurchaserOwner promptly after a Custodial Account is set up. The Seller Custodial Account shall be an Eligible Account. The Servicer shall deposit in the Custodial Account on a daily basisbasis within two (2) Business Days of receipt and acceptance, and retain therein therein, the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such after the Cut-off Date but allocable with respect to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such Cut-off DateLoans: (i) all payments on account of principal, including Principal PrepaymentsPrepayments (other than prepayment penalties), on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to net of the Mortgage Loan Remittance RateServicing Fee payable as provided in Section 6.03; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition all Primary Insurance Proceeds); (v) all , LPMI Policy Proceeds and Other Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 5.10 and 4.115.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Servicer’s normal servicing procedures, the loan documents Mortgage Loan Documents or applicable lawApplicable Regulations; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the loan documents Servicer’s normal servicing procedures, the Mortgage Loan Documents or applicable lawApplicable Regulations; (vii) any Monthly Advances; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ixvi) any amounts required to be deposited by the Seller Servicer pursuant to Section 4.10 4.11 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be being made from the SellerServicer’s own funds, without reimbursement therefor; (xvii) any amounts required to be deposited by the Servicer in connection with any REO Property pursuant to Section 4.14; and (viii) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Servicer and the Seller Servicer shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv4.05(iii). Any funds on deposit in the Custodial Account may only be invested in accordance with Section 4.16.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited , in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05form of time deposit or demand accounts. The creation of any Custodial Account shall be evidenced by a letter agreement Custodial Account Letter Agreement in the form shown in of Exhibit C hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser7. The Seller shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, principal on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 Subsections 11.10 and 4.1111.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Seller's normal servicing procedures, the loan documents or applicable law, and all proceeds under any Primary Mortgage Insurance Policy or LPMI Policy; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Seller's normal servicing procedures, the loan documents or applicable law; (vii) any Monthly Advances; (viiivi) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Subsections 7.03 and Section 2.077.04 and all amounts required to be deposited by the Seller in connection with shortfalls in principal amount of Qualified Substitute Mortgage Loans pursuant to Subsection 7.03; (ixvii) any amounts required to be deposited by the Seller pursuant to Section 4.10 Subsection 11.11 in connection with the deductible clause in any blanket hazard insurance policy, such . Such deposit shall be made from the Seller’s 's own funds, without reimbursement therefor; (xviii) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Subsection 11.13; (ix) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 Subsections 11.19 or 6.02:11.20; (x) all Monthly Advances; and (xi) with respect to each Principal PrepaymentPrepayment in full, an amount (to be paid by the Seller out of its own funds without with reimbursement therefortherefore from the Purchaser up to the amount of .375% of the previous month-end scheduled principal balance for the related pool) which, when added to all amount amounts allocable to interest received in connection with such Principle Principal Prepayment, equals one month’s 's interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are requiredInterest Rate. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01Subsection 11.01, need not be deposited by the Seller in the Custodial Account. Such Custodial Account shall be an Eligible Account. Any interest paid or earnings on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 Subsection 11.05(iii). The Seller shall give notice to the Purchaser of the location of the Custodial Account when established and prior to any change thereof. If the balance on deposit in the Custodial Account exceeds $75,000 as of the commencement of business on any Business Day and the Custodial Account constitutes an Eligible Account solely pursuant to clause (iv)ii) of the definition of Eligible Account, the Seller shall, on or before twelve o'clock noon Eastern time on such Business Day, withdraw from the Custodial Account any and all amounts payable to the Purchaser and remit such amounts to the Purchaser by wire transfer of immediately available funds.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and Servicer shall establish and maintain one or more Custodial Accounts. The at all times appropriate custodial accounts for principal and interest, and taxes and insurance with respect to the Mortgage Loans, Servicer will establish and maintain a Custodial Account shall be an Eligible Accountfor Xxxxxx Xxxxxxx Mortgage Capital Inc., as Owner. Funds deposited in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Servicer shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all All payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all All payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all All Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all All Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing PracticesServicer’s normal servicing procedures, the related loan documents or applicable law; (v) All Condemnation Proceeds affecting any Mortgaged Property that are not released to the Mortgagor in accordance with Servicer’s normal servicing procedures, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the loan documents or applicable lawAny Monthly Advances; (vii) any Monthly Advances; (viii) all All proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Section 5(c) or (d) of the Purchase Agreement, and Section 2.07; (ix) any all amounts required to be deposited by the Seller Servicer in connection with shortfalls in principal amount of Qualified Substitute Mortgage Loans pursuant to Section 4.10 5(c) of the Purchase Agreement; (viii) Any amounts required to be deposited by Servicer pursuant to Section 4.11 in connection with the deductible clause in amount of any blanket hazard property insurance policy, such deposit shall ; (ix) Any amounts required to be made from deposited by Servicer pursuant to Section 6.04 for the Seller’s own funds, without reimbursement thereformonth of distribution; (x) any Any amounts in respect of Permitted Investments required to be deposited pursuant to Section 4.20; (xi) Any amounts required to be deposited by Servicer in connection with any REO Property pursuant to Section 4.13; and (xii) Any amounts required to be deposited into the Custodial Account pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required7.01. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.017.01, need not be deposited by the Seller Servicer in the Custodial Account. Any interest paid on funds deposited in into the Custodial Account by the depository institution shall accrue to the benefit of the Seller Servicer and the Seller Servicer shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv4.05(iv). In addition, funds in the Custodial Account may be invested in Permitted Investments in accordance with the provisions set forth in Section 4.20.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited , in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05form of time deposit or demand accounts. The creation of any Custodial Account shall be evidenced by a letter agreement Custodial Account Certification in the form shown in of Exhibit C hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser6. The Seller shall deposit in the Custodial Account on a daily basiswithin 24 hours of receipt, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, principal on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 11.10 and 4.1111.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Seller's normal servicing procedures, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Seller's normal servicing procedures, the loan documents or applicable law; (viivi) any all Monthly Advances; (viiivii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Subsections 7.03 and 7.04 and all amounts required to be deposited by the Seller in connection with shortfalls in principal amount of Qualified Substitute Mortgage Loans pursuant to Subsection 7.03; (viii) any amounts required to be deposited by the Seller pursuant to Section 2.0711.11 in connection with the deductible clause in any blanket hazard insurance policy. Such deposit shall be made from the Seller's own funds, without reimbursement therefor; (ix) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor11.13; (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 Sections 11.19 or 6.02:11.20; and (xi) with respect to each Principal PrepaymentPrepayment in full, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount amounts allocable to interest received in connection with such Principle Principal Prepayment, equals one month’s 's interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate Interest Rate, provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee Seller's servicing compensation in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.0111.01, need not be deposited by the Seller in the Custodial Account. Such Custodial Account shall be an Eligible Account. Any interest paid or earnings on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 11.05(iii). The Seller shall give notice to the Purchaser of the location of the Custodial Account when established and prior to any change thereof. If the balance on deposit in the Custodial Account exceeds $75,000 as of the commencement of business on any Business Day and the Custodial Account constitutes an Eligible Account solely pursuant to clause (iv)ii) of the definition of Eligible Account, the Seller shall, on or before twelve o'clock noon Eastern time on such Business Day, withdraw from the Custodial Account any and all amounts payable to the Purchaser and remit such amounts to the Purchaser by wire transfer of immediately available funds.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Countrywide shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one (1) or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement , in the form shown of time deposit or demand accounts, titled "[Countrywide], in Exhibit C hereto. The original trust for Banc of America Mortgage Capital Corporation and/or subsequent purchasers of Mortgage Loans - P&I." Countrywide shall provide the Purchaser with written evidence of the creation of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and Custodial Account(s) upon the request of any subsequent the Purchaser. The Seller Countrywide shall deposit in the Custodial Account on a daily basiswithin two (2) Business Days, and retain therein therein, the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (ia) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (iib) all payments on account of interest on the Mortgage Loans Loans, adjusted to the Mortgage Loan Remittance Rate; (iiic) all Liquidation Proceedsproceeds from a Cash Liquidation; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (vd) all PMI Proceeds, Government Insurance Proceeds and Other Insurance Proceeds, including amounts required to be deposited pursuant to Sections 4.08, 4.10 4.08 and 4.114.10, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with the Accepted Servicing Practices, the loan documents or applicable law; (vie) all Condemnation Proceeds affecting any Mortgaged Property which that are not released to the Mortgagor in accordance with the Accepted Servicing Practices Practices, the loan documents or applicable law; (viif) any all Monthly Advances; (viiig) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Section 3.03 or 3.04, and any amount required to be deposited by Countrywide in connection with any shortfall in principal amount of the Qualified Substitute Mortgage Loans and the repurchased Mortgage Loans as required pursuant to Section 2.073.03; (ixh) any amounts required to be deposited by the Seller Countrywide pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, policy (such deposit shall be made from the Seller’s Countrywide's own funds, without reimbursement therefor); (xi) the Prepayment Interest Shortfall Amount, if any, for the month of distribution (such deposit shall be made from Countrywide's own funds, without reimbursement therefor up to a maximum amount per month equal to the lesser of (a) one-twelfth of the product of (i) the Servicing Fee Rate and (ii) the Stated Principal Balance of such Mortgage Loans, or (b) the aggregate Servicing Fee actually received for such month for the Mortgage Loans); and (j) any amounts required to be deposited by Countrywide in the Custodial Account connection with any REO Property pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required4.13. The foregoing requirements for deposit in the Custodial Account shall be are exclusive, it being understood . The Purchaser understands and agreed agrees that, without limiting the generality of the foregoing, payments in the nature of late payment charges charges, prepayment penalties and assumption fees, fees (to the extent permitted by Section 6.01, 4.16) need not be deposited by the Seller Countrywide in the Custodial Account. Any interest paid by the depository institution on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Countrywide and the Seller Countrywide shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv4.05(d). All funds required to be deposited in the Custodial Account shall be held in trust for the Purchaser until withdrawn in accordance with Section 4.05.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Company shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited in the Custodial Account may be drawn on by the Seller Company in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Company shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller Company in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents Mortgage Loan Documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Company's normal servicing procedures, the loan documents or applicable law; (vii) any Monthly Advances; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07Intentionally Omitted; (ix) any amounts required to be deposited by the Seller Company pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s Company's own funds, without reimbursement therefor; (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of: amortization schedule fees, fees for copies of canceled escrow checks, escrow analysis and loan documents, credit verification fees, fees for property inspections for defaults and lost drafts, fees for fax copies, partial release fees, nsf fees, speed pay fees, subordination fees and wire Fees, as well as late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller Company in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Company and the Seller Company shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited , in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05form of time deposit or demand accounts. The creation of any Custodial Account shall be evidenced by a letter agreement Custodial Account Letter Agreement in the form shown in of Exhibit C hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser7. The Seller shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, principal on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 Subsections 11.10 and 4.1111.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Seller’s normal servicing procedures, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Seller’s normal servicing procedures, the loan documents or applicable law; (vii) any Monthly Advances; (viiivi) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Subsections 7.03 and Section 2.077.04 and all amounts required to be deposited by the Seller in connection with shortfalls in principal amount of Qualified Substitute Mortgage Loans pursuant to Subsection 7.03; (ixvii) any amounts required to be deposited by the Seller pursuant to Section 4.10 Subsection 11.11 in connection with the deductible clause in any blanket hazard insurance policy, such . Such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (xviii) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Subsection 11.13; and (ix) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 Subsections 11.19 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required11.20. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01Subsection 11.01, need not be deposited by the Seller in the Custodial Account. Such Custodial Account shall be an Eligible Account. Any interest paid or earnings on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 Subsection 11.05(iii). The Seller shall give notice to the Purchaser of the location of the Custodial Account when established and prior to any change thereof. If the balance on deposit in the Custodial Account exceeds $75,000 as of the commencement of business on any Business Day and the Custodial Account constitutes an Eligible Account solely pursuant to clause (iv)ii) of the definition of Eligible Account, the Seller shall, on or before twelve o’clock noon Eastern time on such Business Day, withdraw from the Custodial Account any and all amounts payable to the Purchaser and remit such amounts to the Purchaser by wire transfer of immediately available funds.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial AccountsAccounts with a commercial bank, a savings bank or a savings and loan association (which may be a depository Affiliate of the Seller) which meets the guidelines set forth by Fannie Mae or Freddie Mac as an eligible depository institution xxx xxstodial xxxxxxxs. The Each Custodial Account shall be an Eligible Account. Funds deposited in the a Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaserpurchaser. The Seller shall deposit in the Custodial Account on a daily basis, within one (1) Business Day of receipt thereof, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Seller's normal servicing procedures, the loan documents or applicable law; (vii) any Monthly Advances; (viii) Compensating Interest, if any, for the month of distribution. Such deposit shall be made from the Seller's own funds, without reimbursement therefor; (ix) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07Sections 3.03; (ixx) any amounts required to be deposited by the Seller pursuant to Section 4.10 4.11 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s 's own funds, without reimbursement therefor;; and (xxi) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 4.01 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv)6.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Company shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds shall be deposited in the Custodial Account within 24 hours of receipt, and shall at all times be insured by the FDIC up to the FDIC insurance limits, or must be invested in Permitted Investments for the benefit of the Purchaser. Funds deposited in the Custodial Account may be drawn on by the Seller Company in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Company shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the loan documents or applicable law; (vii) any Monthly Advances; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ix) any amounts required to be deposited by the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall establish and maintain at all times appropriate custodial accounts for principal and interest, and taxes and insurance with respect to the Mortgage Loans. The Servicer shall segregate and hold all funds constituting Escrow Payments collected and received pursuant to each a Mortgage Loan to be so deposited, separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accountsassets. The Custodial Account shall be an Eligible Account. Funds deposited in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Servicer shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all All payments on account of principal, including Principal Prepaymentsprincipal prepayments, on the Mortgage Loans; (ii) all All payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all All Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all All Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.084.06, 4.10 4.11 and 4.114.18, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Servicer’s normal servicing procedures the related loan documents or applicable law; (v) All Condemnation Proceeds affecting any Mortgaged Property that are not released to the Mortgagor in accordance with the Servicer’s normal servicing procedures, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the loan documents or applicable lawAny Monthly Advances; (vii) any Monthly Advances; (viii) all All proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Section 5(c) or (d) of the Purchase Agreement, and Section 2.07; (ix) any all amounts required to be deposited by the Seller Servicer in connection with shortfalls in principal amount of Qualified Substitute Mortgage Loans pursuant to Section 4.10 5(c) of the Purchase Agreement; (viii) Any amounts required to be deposited by the Servicer pursuant to Section 6.04 for the month of distribution; (ix) Any amounts in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall respect of Permitted Investments required to be made from the Seller’s own funds, without reimbursement therefordeposited pursuant to Section 4.18; (x) any Any amounts required to be deposited by the Servicer in connection with any REO Property pursuant to Section 4.11; and (xi) Any amounts required to be deposited into the Custodial Account pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required7.01. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.017.01, need not be deposited by the Seller Servicer in the Custodial Account. Any interest paid on funds deposited in into the Custodial Account by the depository institution shall accrue to the benefit of the Seller Servicer and the Seller Servicer shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv4.05(iv). In addition, funds in the Custodial Account may be invested in Permitted Investments in accordance with the provisions set forth in Section 4.18.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Each Custodial Account shall be an Eligible Accountestablished with a Qualified Depository. Any funds in a Custodial Account may be invested in Permitted Investments for the benefit of the Owner (with any income earned thereon for the benefit of the Servicer). Funds deposited in the Custodial Account may be drawn on by the Seller Servicer only in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C A hereto. The original of such letter agreement shall be furnished to the Purchaser Owner upon request. The Servicer acknowledges and agrees that the Servicer shall bear any losses incurred with respect to Permitted Investments. The amount of any such losses shall be immediately deposited by the Servicer in the Custodial Account, out of the Servicer’s own funds, with no right to reimbursement therefor. The Servicer shall deposit in a mortgage clearing account on the initial Closing Datea daily basis, and upon the request of any subsequent Purchaser. The Seller shall deposit in the Custodial Account on a daily basisor Accounts no later than the second Business Day after receipt of funds, and retain therein the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such Cut-off Datecollections: (i) all payments on account of principal, including Principal PrepaymentsPrepayments and any prepayment penalties or premiums with respect thereto, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans; (iii) all Liquidation Proceeds and REO Disposition Proceeds; (iv) any net amounts required to be deposited received by the Seller Servicer in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices Practices, the loan documents or applicable law;; and (vii) any Monthly Advances; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ix) any amounts required to be deposited by the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01Sections 4.07, 4.13 or 4.14, 5.01 and 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, and other ancillary fees, excluding prepayment penalties, to the extent permitted by Section 6.01, need not be deposited by the Seller Servicer in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one (1) or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement , in the form shown in Exhibit C heretoof time deposit or demand accounts. The original Servicer shall provide the Seller with written evidence of the creation of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and Custodial Account(s) upon the request of any subsequent Purchaserthe Seller. The Seller Servicer shall deposit in the Custodial Account on a daily basiswithin two (2) Business Days, and retain therein therein, the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such Cut-off Dateit: (ia) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (iib) all payments on account of interest on the Mortgage Loans Loans, adjusted to the Mortgage Loan Remittance Rate; (iiic) all Liquidation Proceedsproceeds from a Cash Liquidation; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (vd) all PMI Proceeds and Other Insurance Proceeds Proceeds, including amounts required to be deposited pursuant to Sections 4.085.8, 4.10 5.10 and 4.115.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing PracticesServicer's normal servicing procedures, the loan documents or applicable law; (vie) all Condemnation Proceeds affecting any Mortgaged Property which that are not released to the Mortgagor in accordance with Accepted Servicing Practices Servicer's normal servicing procedures, the loan documents or applicable law; (viif) any all Monthly Advances; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ixg) any amounts required to be deposited by the Seller Servicer pursuant to Section 4.10 5.10 in connection with the deductible clause in any blanket hazard insurance policy, policy (such deposit shall be made from the Seller’s Servicer's own funds, without reimbursement therefor); (xi) the Prepayment Interest Shortfall Amount, if any, for the month of distribution (such deposit shall be made from Servicer's own funds, without reimbursement therefor up to a maximum amount per month equal to the lesser of (a) one-twelfth of the product of (i) 0.25% and (ii) the Stated Principal Balance of such Mortgage Loans, or (b) the aggregate Servicing Fee actually received for such month for the Mortgage Loans); and (j) any amounts required to be deposited by Servicer in the Custodial Account connection with any REO Property pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (5.13 and any amounts required to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller deposited pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are requiredSection 5.14 and Section 5.17. The foregoing requirements for deposit in the Custodial Account shall be are exclusive, it being understood . The Seller understands and agreed agrees that, without limiting the generality of the foregoing, payments in the nature of late payment charges charges, prepayment penalties and assumption fees, fees (to the extent permitted by Section 6.01, 5.16) need not be deposited by the Seller Servicer in the Custodial Account. Any interest paid by the depository institution on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Servicer and the Seller Servicer shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv5.5(d). Notwithstanding anything to the contrary contained in this Agreement, Servicer shall not be be obligated to deposit in the Custodial Account any amounts due to a shortfall in a Monthly Payment made by a Mortgagor entitled to relief under the Servicemembers Civil Relief Act.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaserpurchaser. The Seller shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the related Cut-off Date, or received by it prior to such the related Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the related Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable lawApplicable Requirements; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the loan documents or applicable lawApplicable Requirements; (vii) any Monthly Advances; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.073.03; (ix) any amounts required to be deposited by the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s 's own funds, without reimbursement therefor; (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 5.03 or 6.02:; and (xi) with respect to each Principal Prepayment, an amount any Prepayment Interest Shortfall Amount. (xii) any amounts required to be paid deposited by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest any losses on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are requiredEligible Investments. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 4.05(iv). The Seller may invest the funds in the Custodial Account in Eligible Investments, which shall mature not later than a date sufficient to make payment on the Remittance Date next following the date of such investment and shall not be sold or disposed of prior to maturity. All income and gains realized from any such investment shall be for the benefit of the Seller as additional compensation and shall be subject to its withdrawal in accordance with Section 4.05(v). The amount of any losses incurred in respect of any such investments (iv)to the extent not offset by income from other such investments) shall be deposited in the Custodial Account by the Servicer out of its own funds, without reimbursement therefore.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Company shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited in the Custodial Account, which shall be deposited within 24 hours of receipt, shall at all times be insured by the FDIC up to the FDIC insurance limits, or must be invested in Permitted Investments for the benefit of the Purchaser. Funds deposited in the Custodial Account may be drawn on by the Seller Company in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Company shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, Prepayments on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the loan documents or applicable law; (vii) any Monthly Advances; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ix) any amounts required to be deposited by the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited , in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05form of time deposit or demand accounts. The creation of any Custodial Account shall be evidenced by a letter agreement Custodial Account Letter Agreement in the form shown in of Exhibit C hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser6. The Seller shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal PrepaymentsPrepayments received during the related Prepayment Period, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to Loans, including all Prepayment Charges received during the Mortgage Loan Remittance Raterelated Prepayment Period; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 Subsections 11.10 and 4.1111.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Seller’s normal servicing procedures, the loan documents or applicable law; (viivi) any all Monthly Advances; (viiivii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Subsections 7.03, 7.04 or 7.05 and Section 2.07all amounts required to be deposited by the Seller in connection with shortfalls in principal amount of Qualified Substitute Mortgage Loans pursuant to Subsection 7.03; (ixviii) any amounts required to be deposited by the Seller pursuant to Section 4.10 Subsection 11.11 in connection with the deductible clause in any blanket hazard insurance policy, such . Such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (ix) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Subsection 11.13; (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 Subsections 11.19 or 6.02:11.20; (xi) with respect to each Principal PrepaymentPrepayment in full or in part received during the related Prepayment Period, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount amounts allocable to interest received in connection with such Principle Principal Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate Interest Rate; provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee Seller’s servicing compensation received in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv).; and

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Countrywide shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one (1) or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement , in the form shown of time deposit or demand accounts and shall be titled "[Countrywide] in Exhibit C hereto. The original trust for Barclays Bank PLC as Purchaser of Mortgage Loans and various Mortgagors." Countrywide shall provide the Purchaser with written evidence of the creation of such letter agreement shall be furnished to Custodial Account(s) within thirty (30) days of the Purchaser on the initial Initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Countrywide shall deposit in the Custodial Account on a daily basiswithin two (2) Business Days following receipt thereof, and retain therein therein, the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (ia) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (iib) all payments on account of interest on the Mortgage Loans Loans, adjusted to the Mortgage Loan Remittance Rate; (iiic) all Liquidation Proceedsproceeds from a Cash Liquidation; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (vd) all PMI Proceeds, Government Insurance Proceeds and Other Insurance Proceeds, including amounts required to be deposited pursuant to Sections 4.08, 4.10 3.08 and 4.113.10 of this Agreement, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing PracticesCountrywide's normal servicing procedures, the loan documents or applicable law; (vie) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices Countrywide's normal servicing procedures, the loan documents or applicable law; (viif) any all Monthly Advances; (viiig) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Section 3.03 or 3.04 of the Purchase Agreement, and any amount required to be deposited by Countrywide in connection with any shortfall in principal amount of the Qualified Substitute Mortgage Loans and the repurchased Mortgage Loans as required pursuant to Section 2.073.03 of the Purchase Agreement; (ixh) any amounts required to be deposited by the Seller Countrywide pursuant to Section 4.10 3.10 of this Agreement in connection with the deductible clause in any blanket hazard insurance policy, policy (such deposit shall be made from the Seller’s Countrywide's own funds, without reimbursement therefor); (xi) the Prepayment Interest Shortfall Amount, if any, for the month of distribution (such deposit shall be made from Countrywide's own funds, without reimbursement therefor up to a maximum amount per month equal to the lesser of one half of (a) one-twelfth of the product of (i) the Servicing Fee Rate and (ii) the Stated Principal Balance of such Mortgage Loans, or (b) the aggregate Servicing Fee actually received for such month for the Mortgage Loans); and (j) any amounts required to be deposited by Countrywide in the Custodial Account connection with any REO Property pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out 3.13 of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are requiredAgreement. The foregoing requirements for deposit in the Custodial Account shall be are exclusive, it being understood . The Purchaser understands and agreed agrees that, without limiting the generality of the foregoing, payments in the nature of late payment charges charges, Prepayment Penalties and assumption fees, fees (to the extent permitted by Section 6.01, 3.16 of this Agreement) need not be deposited by the Seller Countrywide in the Custodial Account. Any interest paid by the depository institution on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Countrywide and the Seller Countrywide shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv)3.05(d) of this Agreement.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Company shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account , in the form of time deposit or demand accounts which accounts shall be an Eligible Account. Funds deposited in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05Accounts. The creation of any Custodial Account shall be evidenced by (i) a certification in the form shown in Exhibit 9-3 hereto, in the case of an account established with the Company, or (ii) a letter agreement in the form shown in Exhibit C 9-4 hereto, in the case of an account held by a depository other than the Company. The original In either case, a copy of such certification or letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaserrequest. The Seller Company shall deposit in the Custodial Account on a daily basisAccount, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, within two (2) Business Days from the time it receives such payments and collections, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all Liquidation Proceedsproceeds from a Cash Liquidation; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Primary Insurance Proceeds and Other Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Company’s normal servicing procedures, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Company’s normal servicing procedures, the loan documents or applicable law; (viivi) any Monthly Advances; (viiivii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Sections 3.03 or 3.04, and all amounts required to be deposited by the Company in connection with shortfalls in principal amount of Qualified Substitute Mortgage Loans pursuant to Section 2.073.03; (ixviii) any amounts required to be deposited by the Seller Company pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the SellerCompany’s own funds, without reimbursement therefor; (ix) the Prepayment Interest Shortfall Amount, if any, for the month of distribution, such deposit shall be made from the Company’s own funds, without reimbursement therefor; provided, however, such amount shall not exceed the Servicing Fee actually received by the Company for such month for the Mortgage Loans; (x) any amounts required to be deposited by the Company in connection with any REO Property pursuant to Section 4.13; and (xi) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 4.01 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv)6.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Each Custodial Account shall be an Eligible Accountestablished with a Qualified Depository. Any funds in a Custodial Account may be invested in Permitted Investments for the benefit of the Owner (with any income earned thereon for the benefit of the Servicer). Funds deposited in the Custodial Account may be drawn on by the Seller Servicer only in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C A hereto. The original of such letter agreement shall be furnished to the Purchaser Owner upon request. The Servicer acknowledges and agrees that the Servicer shall bear any losses incurred with respect to Permitted Investments. The amount of any such losses shall be immediately deposited by the Servicer in the Custodial Account, out of the Servicer’s own funds, with no right to reimbursement therefor. The Servicer shall deposit in a mortgage clearing account on the initial Closing Datea daily basis, and upon the request of any subsequent Purchaser. The Seller shall deposit in the Custodial Account on a daily basisor Accounts no later than the second Business Day after receipt of funds, and retain therein the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such Cut-off Datecollections: (i) all payments on account of principal, including Principal PrepaymentsPrepayments and any prepayment penalties or premiums with respect thereto, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans; (iii) all Liquidation Proceeds and REO Disposition Proceeds; (iv) any net amounts required to be deposited received by the Seller Servicer in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices Practices, the loan documents or applicable law;; and (vii) any Monthly Advances; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ix) any amounts required to be deposited by the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01Sections 4.07, 4.13 or 4.14, 5.01 and 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and charges, assumption fees, and other ancillary fees, excluding prepayment penalties, to the extent permitted by Section 6.01, need not be deposited by the Seller Servicer in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited , in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05form of time deposit or demand accounts. The creation of any Custodial Account shall be evidenced by a letter agreement Custodial Account Letter Agreement in the form shown in of Exhibit C hereto7. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Servicer shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, principal on the Loans (including any Principal Prepayments, on the Mortgage Loans); (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 11.10 and 4.1111.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor Borrower in accordance with Accepted Servicing Practicesthe Servicer’s normal servicing procedures, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor Borrower in accordance with Accepted Servicing Practices the Servicer’s normal servicing procedures, the loan documents or applicable law; (viivi) any all Monthly Advances; (viiivii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Sections 7.04 and 7.05 and all amounts required to be deposited by the Seller or the Servicer in connection with shortfalls in principal amount of Qualified Substitute Loans pursuant to Section 2.077.04; (viii) any amounts required to be deposited by the Servicer pursuant to Section 11.11 in connection with the deductible clause in any blanket hazard insurance policy. Such deposit shall be made from the Servicer’s own funds, without reimbursement therefor; (ix) any amounts required to be deposited by the Seller Servicer in connection with any REO Property pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor11.13; (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 Sections 11.19. 11.20 or 6.02:11.23; and (xi) with respect to each Principal PrepaymentPrepayment in full or part, an amount (any Prepayment Interest Shortfalls, to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount extent of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the Servicer’s aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in received with respect to the calendar month in which such deposits are requiredrelated Due Period. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, fees need not be deposited by the Seller Servicer in the Custodial Account. Such Custodial Account shall be an Eligible Account. Any interest paid or earnings on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Servicer and the Seller Servicer shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv11.05(iii). The Servicer shall give notice to the Purchaser of the location of the Custodial Account when established and prior to any change thereof. Without limiting the foregoing, the funds in the Custodial Account shall at all times be segregated and held separate and apart from the Servicer’s own funds and general assets and from any other funds or assets collected or held by the Servicer on behalf of third parties. The Custodial Account shall be evidenced by a Custodial Account Letter Agreement in the form attached as Exhibit 7 hereto. Such Custodial Account Letter Agreement shall provide that such account is a special deposit, required to be segregated and held by the depository institution maintaining such account in a fiduciary capacity, separate and apart from the institution’s own funds and general assets and that the account shall not be held in any capacity that would create a debtor-creditor relationship between the institution and the Servicer or the Purchaser. At all times, the Purchaser shall be the sole beneficial owner of all funds in the Custodial Account. Servicer’s possession or control of any such funds shall be solely in Servicer’s capacity as collecting agent for the Purchaser.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited , in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05form of time deposit or demand accounts. The creation of any Custodial Account shall be evidenced by a letter agreement Custodial Account Letter Agreement in the form shown in of Exhibit C hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser6. The Seller shall deposit in the related Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, principal on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans, including all Prepayment Charges; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 Subsections 11.10 and 4.1111.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Seller's normal servicing procedures, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Seller's normal servicing procedures, the loan documents or applicable law; (vii) any Monthly Advances; (viiivi) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Subsections 7.03 and Section 2.077.04 and all amounts required to be deposited by the Seller in connection with shortfalls in principal amount of Qualified Substitute Mortgage Loans pursuant to Subsection 7.03; (ixvii) any amounts required to be deposited by the Seller pursuant to Section 4.10 Subsection 11.11 in connection with the deductible clause in any blanket hazard insurance policy, such . Such deposit shall be made from the Seller’s 's own funds, without reimbursement therefor; (xviii) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Subsection 11.13; (ix) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 Subsections 11.19 or 6.02:11.20; (x) all Monthly Advances; and (xi) with respect to each Principal PrepaymentPrepayment in full, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount amounts allocable to interest received in connection with such Principle Principal Prepayment, equals one month’s 's interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate Interest Rate, provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee Seller's servicing compensation in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01Subsection 11.21, need not be deposited by the Seller in the Custodial Account. Such Custodial Account shall be an Eligible Account. Any interest paid or earnings on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the related Custodial Account pursuant to Section 4.05 (ivSubsection 11.05(iii). The Seller shall give notice to the Purchaser of the location of the Custodial Account when established and prior to any change thereof.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and Servicer shall establish and maintain one or more Custodial Accountsat all times appropriate custodial accounts for principal and interest, and taxes and insurance with respect to the Mortgage Loans. The Servicer will establish and maintain a Custodial Account shall be an Eligible Account. Funds deposited in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05for Xxxxxxxxx Mortgage Home Loans, Inc., as Initial Owner. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Servicer shall deposit in the Custodial Account on a daily basis, basis and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all All payments on account of principal, including Principal Prepaymentspartial and full principal prepayments, on the Mortgage Loans; (ii) all All payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all All Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all All Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.114.06, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Servicer’s normal servicing procedures, the related loan documents or applicable lawApplicable Law; (viv) all All Condemnation Proceeds affecting any Mortgaged Property which that are not released to the Mortgagor in accordance with Accepted Servicing Practices the Servicer’s normal servicing procedures, the loan documents or applicable lawApplicable Law; (vi) Any Monthly Advances; (vii) any Monthly Advances; (viii) all All proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Section 5(c) or (d) of the Purchase Agreement, and Section 2.07; (ix) any all amounts required to be deposited by the Seller Servicer in connection with shortfalls in principal amount of Qualified Substitute Mortgage Loans pursuant to Section 4.10 5(c) of the Purchase Agreement; (viii) Any amounts required to be deposited by the Servicer pursuant to Section 6.04 for the month of distribution; (ix) Any amounts in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall respect of Permitted Investments required to be made from the Seller’s own funds, without reimbursement therefordeposited pursuant to Section 4.21; (x) any Any amounts required to be deposited by the Servicer in connection with any REO Property pursuant to Section 4.13; and (xi) Any amounts required to be deposited into the Custodial Account pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required7.01. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments [in the nature of late payment charges and assumption fees], to the extent permitted by Section 6.017.01, need not be deposited by the Seller Servicer in the Custodial Account. Any interest paid on funds deposited in into the Custodial Account by the depository institution shall accrue to the benefit of the Seller Servicer and the Seller Servicer shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv4.05(iv). In addition, funds in the Custodial Account may be invested in Permitted Investments in accordance with the provisions set forth in Section 4.21.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited , in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05form of time deposit or demand accounts. The creation of any Custodial Account shall be evidenced by a letter agreement Custodial Account Letter Agreement in the form shown in of Exhibit C hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser6. The Seller shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, principal on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 8.10 and 4.118.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Seller's normal servicing procedures, the loan documents or applicable law; (v) all Condemnation Proceeds affecting any Mort­gaged Property which are not released to the Mortgagor in accordance with the Seller's normal servicing procedures, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the loan documents or applicable law; (vii) any Monthly Advances; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.077.03 or 7.04; (ixvii) any amounts required to be deposited by the Seller pursuant to Section 4.10 8.11 in connection with the deductible clause in any blanket hazard insurance policy, such . Such deposit shall be made from the Seller’s 's own funds, without reimbursement therefor; (xviii) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to 8.13; (ix) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 8.19 or 6.02:8.20; and (xix) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of day prior to the principal so prepaid at the Mortgage Loan Remittance Rate providedDistribution Date, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are requiredall P&I Advances. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted per­mitted by Section 6.018.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv8.05(iii).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Each Custodial Account shall be an Eligible established with a Qualified Depository. To the extent such funds are not deposited in a Custodial Account, such funds may be invested in Permitted Investments for the benefit of the Owner (with any income earned thereon for the benefit of the Servicer). Custodial Accounts will be reconciled within 45 days. Funds deposited in the Custodial Account may be drawn on by the Seller Servicer in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on Owner upon request. The Servicer acknowledges and agrees that the initial Closing Date, and upon the request Servicer shall bear any losses incurred with respect to Permitted Investments. The amount of any subsequent Purchasersuch losses shall be immediately deposited by the Servicer in the Custodial Account, out of the Servicer's own funds, with no right to reimbursement therefor. The Seller Servicer shall deposit in the Custodial Account a mortgage clearing account on a daily basis, and in the Custodial Account or Accounts no later than 48 hours after receipt and identification of funds and retain therein the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such Cut-off Datecollections: (i) all payments on account of principal, including Principal PrepaymentsPrepayments and penalties, on the Mortgage LoansLoans received after the Cut-off Date; (ii) all payments on account of interest on the Mortgage Loans adjusted to the related Mortgage Loan Remittance RateRate received after the Cut-off Date; (iii) all Net Liquidation ProceedsProceeds received after the Cut-off Date; (iv) any net amounts required to be deposited received by the Seller Servicer after the Cut-off Date in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds received after the Cut-off Date including amounts required to be deposited pursuant to Sections 4.08, 4.10 4.08 and 4.114.10, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Servicer's normal servicing procedures, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not received after the Cut-off Date other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices the Servicer's normal servicing procedures, the loan documents or applicable law; (vii) any Monthly AdvancesAdvances as provided in Section 5.03; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ix) any amounts required to be deposited by received after the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (x) any amounts Cut-off Date and required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 or 6.02:; and (xiix) with respect to each full or partial Principal PrepaymentPrepayment received after the Cut-off Date, an amount (any Prepayment Interest Shortfalls, to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount extent of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the Servicer's aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in received with respect to the calendar month in which such deposits are requiredrelated Due Period. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, and all Prepayment Interest Excess need not be deposited by the Seller Servicer in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Company shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited in the Custodial Account, which shall be deposited within 24 hours of receipt, shall at all times be insured by the FDIC up to the FDIC insurance limits, or must be invested in Permitted Investments for the benefit of the Purchaser. Funds deposited in the Custodial Account may be drawn on by the Seller Company in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Company shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the loan documents or applicable law; (vii) any Monthly Advances; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ix) any amounts required to be deposited by the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. (a) The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited Accounts for the deposit of funds specified in Section 11.05(b) collected in connection with the Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. Mortgage Loans. (b) The Seller shall deposit in transfer the following funds into the applicable Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such Cut-off Date but allocable to a period subsequent thereto, other than in respect within two (2) Business Days of principal and interest on the Mortgage Loans due on or before such Cut-off Datereceipt: (i) all payments on account of principal, including Principal Prepayments, principal on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 11.11 and 4.1111.12, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Seller's normal servicing procedures, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Seller's normal servicing procedures, the loan documents or applicable law; (viivi) any all Monthly Advances; (viiivii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Subsections 7.03 and 7.04 and all amounts required to be deposited by the Seller in connection with shortfalls in principal amount of Qualified Substitute Mortgage Loans pursuant to Subsection 7.03; (viii) any amounts required to be deposited by the Seller pursuant to Section 2.0711.12 in connection with the deductible clause in any blanket hazard insurance policy. Such deposit shall be made from the Seller's own funds, without reimbursement therefor; (ix) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor11.14; (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 Sections 11.20 or 6.02:11.21; (xi) with respect to each Principal Prepayment, an amount the Prepayment Interest Shortfall Amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event which shall the aggregate of deposits made by the Seller pursuant to this clause (xi) not exceed the aggregate amount of the Servicing Fee in the calendar month in which actually received for such deposits are requiredmonth; and (xii) all Prepayment Charges. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges charges, Prepayment Charges, assumption fees and assumption feessimilar fees and charges, to the extent permitted by Section 6.0111.01, need not be deposited by the Seller in the Custodial Account. Each Custodial Account shall be an Eligible Account. The Seller shall give notice to the Purchaser of the location of the Custodial Account when established and prior to any change thereto. Any interest paid on funds deposited amounts held in the Custodial Account may be, but are not required to be, invested by the depository institution Seller. Any such investment by the Seller must be in Eligible Investments. Any interest or other income on Eligible Investments shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest funds from the Custodial Account pursuant to Section 4.05 11.06. Other than such interest or other income received on Eligible Investments, no other amounts may be commingled in the Custodial Account. The Seller shall promptly deposit in the Custodial Account from its own funds, without any right of reimbursement, the full amount of any losses on its investment of funds in the Custodial Account. (iv)c) Without limiting the foregoing, the funds in the Custodial Accounts shall at all times be segregated and held separate and apart from the Seller's own funds and general assets and from any other funds or assets collected or held by the Seller on behalf of third parties. The Seller's account agreement for each Custodial Account shall provide that such account is a special deposit, required to be segregated and held by the depository institution maintaining such account in a fiduciary capacity, separate and apart from the institution's own funds and general assets and that the account shall not be held in any capacity that would create a debtor-creditor relationship between the institution and the Seller or the Purchaser. Each Custodial Account shall be evidenced by a Custodial Account Certification in the form of Exhibit 6 and shall be entitled "Countrywide Home Loans, Inc., as servicer, in trust for the Purchaser". At all times, the Purchaser shall be the sole beneficial owner of all funds in the Custodial Accounts. Seller's possession or control of any such funds shall be solely in Seller's capacity as collecting agent for the Purchaser.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds shall be deposited in the Custodial Account within two (2) Business Days hours of receipt, and shall at all times be insured by the FDIC up to the FDIC insurance limits, or must be invested in Permitted Investments for the benefit of the Purchaser. Funds deposited in the Custodial Account may be drawn on by the Seller Servicer in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Servicer shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the loan documents or applicable law; (vii) any Monthly Advances; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ix) any amounts required to be deposited by the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account , each of which shall be an Eligible Account. Funds deposited in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement Custodial Account Letter Agreement in the form shown in of Exhibit C hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser6. The Seller shall deposit in the related Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, principal on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans, including all Prepayment Charges; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 Subsections 11.10 and 4.1111.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Seller’s normal servicing procedures, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Seller’s normal servicing procedures, the loan documents or applicable law; (vii) any Monthly Advances; (viiivi) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Subsections 7.03 and Section 2.077.04 and all amounts required to be deposited by the Seller in connection with shortfalls in principal amount of Qualified Substitute Mortgage Loans pursuant to Subsection 7.03; (ixvii) any amounts required to be deposited by the Seller pursuant to Section 4.10 Subsection 11.11 in connection with the deductible clause in any blanket hazard insurance policy, such . Such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (xviii) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Subsection 11.13; (ix) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 Subsections 11.19 or 6.02:11.20; (x) all Monthly Advances; and (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount amounts allocable to interest received in connection with such Principle Principal Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate Interest Rate, provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Seller’s Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01Subsection 11.21, need not be deposited by the Seller in the Custodial Account. Any interest paid or earnings on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the related Custodial Account pursuant to Section 4.05 (ivSubsection 11.05(iii). The Seller shall give notice to the Purchaser of the location of the Custodial Account when established and prior to any change thereof. If the balance on deposit in the Custodial Account exceeds $75,000 as of the commencement of business on any Business Day, the Seller shall, on or before twelve o’clock noon Eastern time on such Business Day, withdraw from the related Custodial Account any and all amounts payable to the Purchaser and remit such amounts to the Purchaser by wire transfer of immediately available funds.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial AccountsAccounts with a commercial bank, a savings bank or a savings and loan association (which may be a depository Affiliate of the Seller) which meets the guidelines set forth by Xxxxxx Xxx or Xxxxxxx Mac as an eligible depository institution for custodial accounts. The Each Custodial Account shall be an Eligible Account. Funds deposited in the a Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaserpurchaser. The Seller shall deposit in the Custodial Account on a daily basis, within one (1) Business Day of receipt thereof, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateInterest Rate (less the related Interim Servicing Fee); (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.084.07, 4.10 4.09 and 4.114.10, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Seller’s normal servicing procedures, the loan documents or applicable law; (viivi) any Monthly AdvancesServicing Advances made with respect to an Escrow Payment; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ixvii) any amounts required to be deposited by the Seller pursuant to Section 4.10 4.09 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor;; and (xviii) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption feesAncillary Fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid The Seller may invest the funds in the Custodial Account in Eligible Investments designated in the name of the Seller for the benefit of the Seller, which shall mature not later than the Business Day next preceding the Remittance Date next following the date of such investment (except that (A) any investment in the Eligible Institution with which the Custodial Account is maintained may mature on such Remittance Date and (B) any other investment may mature on such Remittance Date if the Seller shall advance funds on such Remittance Date, pending receipt thereof to the extent necessary to make distributions to the Purchaser) and shall not be sold or disposed of prior to maturity. Notwithstanding anything to the contrary herein and above, all income and gain realized from any such investment shall be for the benefit of the Seller and shall be subject to withdrawal by the Seller from the Custodial Account pursuant to Section 4.04(iv). The amount of any losses incurred in respect of any such investments shall be deposited in the Custodial Account by the depository institution shall accrue to the benefit Seller out of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv)its own funds immediately as realized.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited , in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05form of time deposit or demand accounts. The creation of any Custodial Account shall be evidenced by a letter agreement Custodial Account Letter Agreement in the form shown in of Exhibit C hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser7. The Seller shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, principal on the Loans (including any Principal Prepayments, on the Mortgage Loans); (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 11.10 and 4.1111.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or, with respect to a Cooperative Loan, the Cooperative Apartment, or released to the Mortgagor Borrower in accordance with Accepted Servicing Practicesthe Seller’s normal servicing procedures, the loan documents or applicable law; (v) all Condemnation Proceeds affecting any Mortgaged Property or Cooperative Apartment which are not released to the Borrower in accordance with the Seller’s normal servicing procedures, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the loan documents or applicable lawMonthly Advances; (vii) all proceeds of any Monthly AdvancesLoan repurchased in accordance with Sections 7.03 and 7.04 and all amounts required to be deposited by the Seller in connection with shortfalls in principal amount of Qualified Substitute Loans pursuant to Section 7.03; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ix) any amounts required to be deposited by the Seller pursuant to Section 4.10 11.11 in connection with the deductible clause in any blanket hazard insurance policy, such . Such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (ix) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 11.13; (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 Sections 11.19. 11.20 or 6.02:11.23; and (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount amounts allocable to interest received in connection with such Principle Principal Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate Interest Rate, provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee Seller’s servicing compensation in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, fees need not be deposited by the Seller in the Custodial Account. Such Custodial Account shall be an Eligible Account. Any interest paid or earnings on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv11.05(iii). The Seller shall give notice to the Purchaser of the location of the Custodial Account when established and prior to any change thereof. Without limiting the foregoing, the funds in the Custodial Account shall at all times be segregated and held separate and apart from the Seller’s own funds and general assets and from any other funds or assets collected or held by the Seller on behalf of third parties. The Custodial Account shall be evidenced by a Custodial Account Letter Agreement in the form attached as Exhibit 7 hereto. Such Custodial Account Letter Agreement shall provide that such account is a special deposit, required to be segregated and held by the depository institution maintaining such account in a fiduciary capacity, separate and apart from the institution’s own funds and general assets and that the account shall not be held in any capacity that would create a debtor-creditor relationship between the institution and the Seller or the Purchaser. At all times, the Purchaser shall be the sole beneficial owner of all funds in the Custodial Account. Seller’s possession or control of any such funds shall be solely in Seller’s capacity as collecting agent for the Purchaser.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. (a) The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited Accounts for the deposit of funds specified in Section 11.05(b) collected in connection with the Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. Mortgage Loans. (b) The Seller shall deposit in transfer the following funds into the applicable Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such Cut-off Date but allocable to a period subsequent thereto, other than in respect within two (2) Business Days of principal and interest on the Mortgage Loans due on or before such Cut-off Datereceipt: (i) all payments on account of principal, including Principal Prepayments, principal on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 11.11 and 4.1111.12, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Seller's normal servicing procedures, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Seller's normal servicing procedures, the loan documents or applicable law; (viivi) any all Monthly Advances; (viiivii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Subsections 7.03 and 7.04 and all amounts required to be deposited by the Seller in connection with shortfalls in principal amount of Qualified Substitute Mortgage Loans pursuant to Subsection 7.03; (viii) any amounts required to be deposited by the Seller pursuant to Section 2.0711.12 in connection with the deductible clause in any blanket hazard insurance policy. Such deposit shall be made from the Seller's own funds, without reimbursement therefor; (ix) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor11.14; (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 Sections 11.20 or 6.02:11.21; and (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount amounts allocable to interest received in connection with such Principle Principal Prepayment, equals one month’s 's interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are requiredInterest Rate. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges charges, Prepayment Charges, assumption fees and assumption feessimilar fees and charges, to the extent permitted by Section 6.0111.01, need not be deposited by the Seller in the Custodial Account. Each Custodial Account shall be an Eligible Account. The Seller shall give notice to the Purchaser of the location of the Custodial Account when established and prior to any change thereto. Any interest paid on funds deposited amounts held in the Custodial Account may be, but are not required to be, invested by the depository institution Seller. Any such investment by the Seller must be in Eligible Investments. Any interest or other income on Eligible Investments shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest funds from the Custodial Account pursuant to Section 4.05 11.06. Other than such interest or other income received on Eligible Investments, no other amounts may be commingled in the Custodial Account. The Seller shall promptly deposit in the Custodial Account from its own funds, without any right of reimbursement, the full amount of any losses on its investment of funds in the Custodial Account. (iv)c) Without limiting the foregoing, the funds in the Custodial Accounts shall at all times be segregated and held separate and apart from the Seller's own funds and general assets and from any other funds or assets collected or held by the Seller on behalf of third parties. The Seller's account agreement for each Custodial Account shall provide that such account is a special deposit, required to be segregated and held by the depository institution maintaining such account in a fiduciary capacity, separate and apart from the institution's own funds and general assets and that the account shall not be held in any capacity that would create a debtor-creditor relationship between the institution and the Seller or the Purchaser. Each Custodial Account shall be evidenced by a Custodial Account Certification in the form of Exhibit 6 and shall be entitled "Countrywide Home Loans, Inc., as servicer, in trust for the Purchaser". At all times, the Purchaser shall be the sole beneficial owner of all funds in the Custodial Accounts. Seller's possession or control of any such funds shall be solely in Seller's capacity as collecting agent for the Purchaser.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited , in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05form of time deposit or demand accounts. The creation of any Custodial Account shall be evidenced by a letter agreement Custodial Account Letter Agreement in the form shown in of Exhibit C hereto7. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Servicer shall deposit in the Custodial Account on a daily basis, subject to a two (2) Business Day ACH lag, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, principal on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 Subsections 11.10 and 4.1111.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Servicer's normal servicing procedures, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Servicer's normal servicing procedures, the loan documents or applicable law; (viivi) any all Monthly Advances; (viiivii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Subsections 7.03 and Section 2.077.04 and all amounts required to be deposited by the Servicer in connection with shortfalls in principal amount of Qualified Substitute Mortgage Loans pursuant to Subsection 7.03; (viii) any amounts required to be deposited by the Servicer pursuant to Subsection 11.11 in connection with the deductible clause in any blanket hazard insurance policy. Such deposit shall be made from the Servicer's own funds, without reimbursement therefor; (ix) any amounts required to be deposited by the Seller pursuant to Section 4.10 Servicer in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement thereforREO Property pursuant to Subsection 11.13; (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 Subsections 11.19 or 6.02:11.20; and (xi) with respect to each Principal PrepaymentPrepayment in full, an amount (to be paid by the Seller Servicer out of its own funds without reimbursement therefor) which, when added to all amount amounts allocable to interest received in connection with such Principle Principal Prepayment, equals one month’s 's interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate Interest Rate, provided, however, that in no event shall the aggregate of deposits made by the Seller Servicer pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee Servicer's servicing compensation in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01Subsection 11.01, need not be deposited by the Seller Servicer in the Custodial Account. Such Custodial Account shall be an Eligible Account. Any interest paid or earnings on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Servicer and the Seller Servicer shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 Subsection 11.05(iii). The Servicer shall give notice to the Purchaser of the location of the Custodial Account when established and prior to any change thereof. If the balance on deposit in the Custodial Account exceeds $75,000 as of the commencement of business on any Business Day and the Custodial Account constitutes an Eligible Account solely pursuant to clause (iv)ii) of the definition of Eligible Account, the Servicer shall, on or before twelve o'clock noon Eastern time on such Business Day, withdraw from the Custodial Account any and all amounts payable to the Purchaser and remit such amounts to the Purchaser by wire transfer of immediately available funds.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one (1) or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement , in the form shown in Exhibit C heretoof time deposit or demand accounts. The original Servicer shall provide the Seller with written evidence of the creation of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and Custodial Account(s) upon the request of any subsequent Purchaserthe Seller. The Seller Servicer shall deposit in the Custodial Account on a daily basiswithin two (2) Business Days, and retain therein therein, the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (ia) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (iib) all payments on account of interest on the Mortgage Loans Loans, adjusted to the Mortgage Loan Remittance Rate; (iiic) all Liquidation Proceedsproceeds from a Cash Liquidation; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (vd) all PMI Proceeds and Other Insurance Proceeds Proceeds, including amounts required to be deposited pursuant to Sections 4.085.8, 4.10 5.10 and 4.115.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing PracticesServicer's normal servicing procedures, the loan documents or applicable law; (vie) all Condemnation Proceeds affecting any Mortgaged Property which that are not released to the Mortgagor in accordance with Accepted Servicing Practices Servicer's normal servicing procedures, the loan documents or applicable law; (viif) any all Monthly Advances; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ixg) any amounts required to be deposited by the Seller Servicer pursuant to Section 4.10 5.10 in connection with the deductible clause in any blanket hazard insurance policy, policy (such deposit shall be made from the Seller’s Servicer's own funds, without reimbursement therefor); (xi) the Prepayment Interest Shortfall Amount, if any, for the month of distribution (such deposit shall be made from Servicer's own funds, without reimbursement therefor up to a maximum amount per month equal to the lesser of (a) one-twelfth of the product of (i) the Servicing Fee Rate and (ii) the Stated Principal Balance of such Mortgage Loans, or (b) the aggregate Servicing Fee actually received for such month for the Mortgage Loans); (j) any amounts required to be deposited by Servicer in the Custodial Account connection with any REO Property pursuant to Section 4.01, 4.13 or 6.02:5.13 and any amounts required to be deposited pursuant to Section 5.14 and Section 5.17; and (xik) with respect to each Principal Prepayment, an amount (any amounts required to be paid deposited by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller Servicer pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are requiredSection 5.1. The foregoing requirements for deposit in the Custodial Account shall be are exclusive, it being understood . The Seller understands and agreed agrees that, without limiting the generality of the foregoing, payments in the nature of late payment charges charges, and assumption fees, fees (to the extent permitted by Section 6.01, 5.16) need not be deposited by the Seller Servicer in the Custodial Account. Any interest paid by the depository institution on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Servicer and the Seller Servicer shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv5.5(d).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaserpurchaser. The Seller shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable lawApplicable Requirements; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the loan documents or applicable lawApplicable Requirements; (vii) any Monthly Advances; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected and other amounts payable in connection with any substituted Mortgage Loan in accordance with Article III and Section 2.073.03; (ix) any amounts required to be deposited by the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s 's own funds, without reimbursement therefor; (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 or 6.02:; and (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are requiredany Prepayment Interest Shortfall Amount. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv4.05(iv).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Any funds in a Custodial Account may be invested in Permitted Investments for the benefit of the Owner (with any income earned thereon for the benefit of the Servicer), provided that in the event that amounts on deposit in the Custodial Account exceed the amount fully insured by the FDIC (the "Insured Amount"), the Servicer shall be an Eligible obligated to invest the excess amount over the Insured Amount in Permitted Investments on the same Business Day as such excess amount becomes present in the Custodial Account. Any such Permitted Investment shall mature no later than the Business Day immediately preceding the related Remittance Date. Funds deposited in the Custodial Account may be drawn on by the Seller Servicer only in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement an account certification in the form shown in Exhibit C B hereto. The original of such letter agreement account certification shall be furnished to the Purchaser on Owner, or a copy to the initial Closing DateNIMs Insurer, upon reasonable request. The NIMs Insurer, Master Servicer and upon the request Trustee shall be notified of any subsequent Purchaserchange in the location of the Custodial Account. The Seller Servicer acknowledges and agrees that the Servicer shall bear any losses incurred with respect to Permitted Investments. The amount of any such losses shall be immediately deposited by the Servicer in the Custodial Account, out of the Servicer's own funds, with no right to reimbursement therefor. The Servicer shall deposit in the Custodial Account on a daily basiswithin two (2) Business Days of Servicer's receipt, and retain therein therein, the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such Cut-off Datecollections: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the related Mortgage Loan Remittance Rate; (iii) all Liquidation Proceeds; (iv) any net amounts required to be deposited received by the Seller Servicer in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account a restricted escrow account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents Mortgage Loan Documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not other than proceeds to be held in a restricted escrow account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices Practices, the loan documents Mortgage Loan Documents or applicable law; (vii) any Monthly AdvancesAdvances as provided in Section 5.03; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ix) any amounts required to be deposited by the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (x) any amounts required to be deposited in the Custodial Account pursuant to Section Sections 4.01, 4.13 or 4.14, 6.01 and 6.02:; and (xiix) with respect to each Full Principal Prepayment or Partial Principal Prepayment, an amount (any Prepayment Interest Shortfall, to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount extent of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the Servicer's aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in received with respect to the calendar month in which such deposits are requiredrelated Due Period (the "Compensating Interest Amount"). The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges Servicing Fees and assumption fees, to the extent permitted by Section 6.01, Ancillary Income need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited Servicer in the Custodial Account and may be retained by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv)Servicer as compensation.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited , in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05form of time deposit or demand accounts. The creation of any Custodial Account shall be evidenced by a letter agreement Custodial Account Letter Agreement in the form shown in of Exhibit C hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser7. The Seller shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, principal on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 11.10 and 4.1111.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Seller’s normal servicing procedures, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Seller’s normal servicing procedures, the loan documents or applicable law; (viivi) any all Monthly Advances; (viiivii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Sections 7.03 and 7.04 and all amounts required to be deposited by the Seller in connection with shortfalls in principal amount of Qualified Substitute Mortgage Loans pursuant to Section 2.077.03; (ixviii) any amounts required to be deposited by the Seller pursuant to Section 4.10 11.11 in connection with the deductible clause in any blanket hazard insurance policy, such . Such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (ix) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 11.13; (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 Sections 11.19 or 6.02:11.20; and (xi) with respect to each Principal PrepaymentPrepayment in full or in part received during the related Prepayment Period, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount amounts allocable to interest received in connection with such Principle Principal Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate Interest Rate; provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee Seller’s servicing compensation received in the calendar month in which such deposits are required; and (xii) any amounts required to be deposited pursuant to Section 11.34 in connection with any losses realized on Permitted Investments with respect to funds held in the Custodial Account. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.0111.01, need not be deposited by the Seller in the Custodial Account. Such Custodial Account shall be an Eligible Account. Any interest paid or earnings on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 11.05(iii). The Seller shall give notice to the Purchaser of the location of the Custodial Account when established and prior to any change thereof. If the balance on deposit in the Custodial Account exceeds $75,000 as of the commencement of business on any Business Day and the Custodial Account constitutes an Eligible Account solely pursuant to clause (iv)ii) of the definition of Eligible Account, the Seller shall, on or before twelve o’clock noon Eastern time on such Business Day, withdraw from the Custodial Account any and all amounts payable to the Purchaser and remit such amounts to the Purchaser by wire transfer of immediately available funds.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Countrywide shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one (1) or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement , in the form shown of time deposit or demand accounts and shall be titled "[Countrywide] in Exhibit C hereto. The original trust for Sutton Funding LLC as Purchaser of Mortgage Loans and various Mortgagorx." Xxuntrywide shall provide the Purchaser with written evidence of the creation of such letter agreement shall be furnished to Custodial Account(s) within thirty (30) days of the Purchaser on the initial Initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Countrywide shall deposit in the Custodial Account on a daily basiswithin two (2) Business Days following receipt thereof, and retain therein therein, the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (ia) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (iib) all payments on account of interest on the Mortgage Loans Loans, adjusted to the Mortgage Loan Remittance Rate; (iiic) all Liquidation Proceedsproceeds from a Cash Liquidation; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (vd) all PMI Proceeds, Government Insurance Proceeds and Other Insurance Proceeds, including amounts required to be deposited pursuant to Sections 4.08, 4.10 3.08 and 4.113.10 of this Agreement, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing PracticesCountrywide's normal servicing procedures, the loan documents or applicable law; (vie) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices Countrywide's normal servicing procedures, the loan documents or applicable law; (viif) any all Monthly Advances; (viiig) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Section 3.03 or 3.04 of the Purchase Agreement, and any amount required to be deposited by Countrywide in connection with any shortfall in principal amount of the Qualified Substitute Mortgage Loans and the repurchased Mortgage Loans as required pursuant to Section 2.073.03 of the Purchase Agreement; (ixh) any amounts required to be deposited by the Seller Countrywide pursuant to Section 4.10 3.10 of this Agreement in connection with the deductible clause in any blanket hazard insurance policy, policy (such deposit shall be made from the Seller’s Countrywide's own funds, without reimbursement therefor); (xi) the Prepayment Interest Shortfall Amount, if any, for the month of distribution (such deposit shall be made from Countrywide's own funds, without reimbursement therefor up to a maximum amount per month equal to the lesser of one half of (a) one-twelfth of the product of (i) the Servicing Fee Rate and (ii) the Stated Principal Balance of such Mortgage Loans, or (b) the aggregate Servicing Fee actually received for such month for the Mortgage Loans); and (j) any amounts required to be deposited by Countrywide in the Custodial Account connection with any REO Property pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out 3.13 of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are requiredAgreement. The foregoing requirements for deposit in the Custodial Account shall be are exclusive, it being understood . The Purchaser understands and agreed agrees that, without limiting the generality of the foregoing, payments in the nature of late payment charges charges, Prepayment Penalties and assumption fees, fees (to the extent permitted by Section 6.01, 3.16 of this Agreement) need not be deposited by the Seller Countrywide in the Custodial Account. Any interest paid by the depository institution on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Countrywide and the Seller Countrywide shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv)3.05(d) of this Agreement.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Countrywide shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one (1) or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited , in the form of time deposit or demand accounts. Countrywide shall provide the Purchaser with written evidence of the creation of such Custodial Account may be drawn on by Account(s) upon the Seller in accordance with Section 4.05request of the Purchaser. The creation of any the Custodial Account shall be evidenced by a letter agreement certificate delivered by Countrywide (“Custodial Account Certification”) in the form shown in of Exhibit C E attached hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Countrywide shall deposit in the Custodial Account on a daily basiswithin two (2) Business Days, and retain therein therein, the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (ia) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (iib) all payments on account of interest on the Mortgage Loans Loans, adjusted to the Mortgage Loan Remittance Rate; (iiic) all Liquidation Proceedsproceeds from a Cash Liquidation; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (vd) all Other Insurance Proceeds Proceeds, including amounts required to be deposited pursuant to Sections 4.08, 4.10 4.08 and 4.114.10, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing PracticesCountrywide’s normal servicing procedures, the loan documents or applicable law; (vie) all Condemnation Proceeds affecting any Mortgaged Property which that are not released to the Mortgagor in accordance with Accepted Servicing Practices Countrywide’s normal servicing procedures, the loan documents or applicable law; (viif) any all Monthly Advances; (viiig) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Section 3.03 or 3.04, and any amount required to be deposited by Countrywide in connection with any shortfall in principal amount of the Qualified Substitute Mortgage Loans and the repurchased Mortgage Loans as required pursuant to Section 2.073.03; (ixh) any amounts required to be deposited by the Seller Countrywide pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, policy (such deposit shall be made from the SellerCountrywide’s own funds, without reimbursement therefor); (xi) the Prepayment Interest Shortfall Amount, if any, for the month of distribution (such deposit shall be made from Countrywide’s own funds, without reimbursement therefor up to a maximum amount per month equal to the lesser of one half of (a) one-twelfth of the product of (i) the Servicing Fee Rate and (ii) the Stated Principal Balance of such Mortgage Loans, or (b) the aggregate Servicing Fee actually received for such month for the Mortgage Loans); and (j) any amounts required to be deposited by Countrywide in the Custodial Account connection with any REO Property pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required4.13. The foregoing requirements for deposit in the Custodial Account shall be are exclusive, it being understood . The Purchaser understands and agreed agrees that, without limiting the generality of the foregoing, payments in the nature of late payment charges charges, prepayment penalties and assumption fees, fees (to the extent permitted by Section 6.01, 4.16) need not be deposited by the Seller Countrywide in the Custodial Account. Any interest paid by the depository institution on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Countrywide and the Seller Countrywide shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv4.05(d).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Countrywide shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one (1) or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited , in the form of time deposit or demand accounts. Countrywide shall provide the Purchaser with written evidence of the creation of such Custodial Account may be drawn on by Account(s) upon the Seller in accordance with Section 4.05request of the Purchaser. The creation of any the Custodial Account shall be evidenced by a letter agreement certificate delivered by Countrywide (“Custodial Account Certification”) in the form shown in of Exhibit C D attached hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Countrywide shall deposit in the Custodial Account on a daily basiswithin two (2) Business Days, and retain therein therein, the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (ia) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (iib) all payments on account of interest on the Mortgage Loans Loans, adjusted to the Mortgage Loan Remittance Rate; (iiic) all Liquidation Proceedsproceeds from a Cash Liquidation; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (vd) all PMI Proceeds, Government Insurance Proceeds and Other Insurance Proceeds, including amounts required to be deposited pursuant to Sections 4.08, 4.10 4.08 and 4.114.10, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing PracticesCountrywide’s normal servicing procedures, the loan documents or applicable law; (vie) all Condemnation Proceeds affecting any Mortgaged Property which that are not released to the Mortgagor in accordance with Accepted Servicing Practices Countrywide’s normal servicing procedures, the loan documents or applicable law; (viif) any all Monthly Advances; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ixg) any amounts required to be deposited by the Seller Countrywide pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, policy (such deposit shall be made from the SellerCountrywide’s own funds, without reimbursement therefor); (xh) the Prepayment Interest Shortfall Amount, if any, for the month of distribution (such deposit shall be made from Countrywide’s own funds, without reimbursement therefor up to a maximum amount per month equal to the lesser of one half of (a) one-twelfth of the product of (i) the Servicing Fee Rate and (ii) the Stated Principal Balance of such Mortgage Loans, or (b) the aggregate Servicing Fee actually received for such month for the Mortgage Loans); and (i) any amounts required to be deposited by Countrywide in the Custodial Account connection with any REO Property pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required4.13. The foregoing requirements for deposit in the Custodial Account shall be are exclusive, it being understood . The Purchaser understands and agreed agrees that, without limiting the generality of the foregoing, payments in the nature of late payment charges charges, prepayment penalties and assumption fees, fees (to the extent permitted by Section 6.01, 4.16) need not be deposited by the Seller Countrywide in the Custodial Account. Any interest paid by the depository institution on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Countrywide and the Seller Countrywide shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv4.05(d).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaserpurchaser. The Seller shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable lawApplicable Requirements; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the loan documents or applicable lawApplicable Requirements; (vii) any Monthly Advances; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected and other amounts payable in connection with any substituted Mortgage Loan in accordance with Article III and Section 2.073.03; (ix) any amounts required to be deposited by the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 or 6.02:; and (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are requiredany Prepayment Interest Shortfall Amount. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv4.05(iv).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited , in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05form of time deposit or demand accounts. The creation of any Custodial Account shall be evidenced by a letter agreement Custodial Account Letter Agreement in the form shown in of Exhibit C hereto7. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Servicer shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, principal on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 Subsections 11.10 and 4.1111.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Servicer’s normal servicing procedures, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Servicer’s normal servicing procedures, the loan documents or applicable law; (viivi) any Monthly Advances;[Reserved] (viiivii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Subsections 7.03 and Section 2.077.04 and all amounts required to be deposited by the Servicer in connection with shortfalls in principal amount of Qualified Substitute Mortgage Loans pursuant to Subsection 7.03; (viii) any amounts required to be deposited by the Servicer pursuant to Subsection 11.11 in connection with the deductible clause in any blanket hazard insurance policy. Such deposit shall be made from the Servicer’s own funds, without reimbursement therefor; (ix) any amounts required to be deposited by the Seller pursuant to Section 4.10 Servicer in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor;REO Property pursuant to Subsection 11.13; and (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 Subsections 11.19 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. 11.20.. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01Subsection 11.01, need not be deposited by the Seller Servicer in the Custodial Account. Such Custodial Account shall be an Eligible Account. Any interest paid or earnings on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Servicer and the Seller Servicer shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 Subsection 11.05(iii). The Servicer shall give notice to the Purchaser of the location of the Custodial Account when established and prior to any change thereof. If the balance on deposit in the Custodial Account exceeds $75,000 as of the commencement of business on any Business Day and the Custodial Account constitutes an Eligible Account solely pursuant to clause (iv)ii) of the definition of Eligible Account, the Servicer shall, on or before twelve o’clock noon Eastern time on such Business Day, withdraw from the Custodial Account any and all amounts payable to the Purchaser and remit such amounts to the Purchaser by wire transfer of immediately available funds.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Interim Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accountsassets. The Custodial Account shall be an Eligible Account. Funds deposited in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Interim Servicer shall deposit in the Custodial Account on a daily basiswithin 24 hours of receipt, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, principal on the Mortgage LoansLoans including any Principal Prepayments and any prepayment penalties or premiums; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 Subsections 11.10 and 4.1111.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Interim Servicer's normal servicing procedures, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Interim Servicer's normal servicing procedures, the loan documents or applicable law; (vii) any Monthly Advances; (viiivi) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Subsections 7.03 and Section 2.077.04 and all amounts required to be deposited by the Seller in connection with shortfalls in principal amount of Qualified Substitute Mortgage Loans pursuant to Subsection 7.03; (ixvii) any amounts required to be deposited by the Seller Interim Servicer pursuant to Section 4.10 Subsection 11.11 in connection with the deductible clause in any blanket hazard insurance policy, such . Such deposit shall be made from the Seller’s Interim Servicer's own funds, without reimbursement therefor; (xviii) any amounts required to be deposited by the Interim Servicer in connection with any REO Property pursuant to Subsection 11.13; and (ix) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 Subsections 11.19 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv)11.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited , in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05form of time deposit or demand accounts. The creation of any Custodial Account shall be evidenced by a letter agreement Custodial Account Letter Agreement in the form shown in of Exhibit C hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser6. The Seller shall deposit in the related Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, principal on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans, including all Prepayment Charges; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 Subsections 11.10 and 4.1111.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Seller’s normal servicing procedures, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Seller’s normal servicing procedures, the loan documents or applicable law; (vii) any Monthly Advances; (viiivi) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Subsections 7.03 and Section 2.077.04 and all amounts required to be deposited by the Seller in connection with shortfalls in principal amount of Qualified Substitute Mortgage Loans pursuant to Subsection 7.03; (ixvii) any amounts required to be deposited by the Seller pursuant to Section 4.10 Subsection 11.11 in connection with the deductible clause in any blanket hazard insurance policy, such . Such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (xviii) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Subsection 11.13; (ix) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 Subsections 11.19 or 6.02:11.20; (x) all Monthly Advances; and (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount amounts allocable to interest received in connection with such Principle Principal Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate Interest Rate, provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee Seller’s servicing compensation in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01Subsection 11.21, need not be deposited by the Seller in the Custodial Account. Such Custodial Account shall be an Eligible Account. Any interest paid or earnings on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the related Custodial Account pursuant to Section 4.05 Subsection 11.05(iii). The Seller shall give notice to the Purchaser of the location of the Custodial Account when established and prior to any change thereof. If the balance on deposit in the Custodial Account exceeds $75,000 as of the commencement of business on any Business Day and the Custodial Account constitutes an Eligible Account solely pursuant to clause (iv)ii) of the definition of Eligible Account, the Seller shall, on or before twelve o’clock noon Eastern time on such Business Day, withdraw from the related Custodial Account any and all amounts payable to the Purchaser and remit such amounts to the Purchaser by wire transfer of immediately available funds.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Countrywide shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one (1) or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement , in the form shown in Exhibit C heretoof time deposit or demand accounts. The original Countrywide shall provide Purchaser with written evidence of the creation of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and Custodial Account(s) upon the request of any subsequent Purchaser. The Seller Countrywide shall deposit in the Custodial Account on a daily basis, and retain therein therein, the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (ia) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (iib) all payments on account of interest on the Mortgage Loans Loans, adjusted to the Mortgage Loan Remittance Rate; (iiic) all Liquidation Proceedsproceeds from a Cash Liquidation; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (vd) all PMI Proceeds and Other Insurance Proceeds Proceeds, including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing PracticesCountrywide’s normal servicing procedures, the loan documents or applicable law; (vie) all Condemnation Proceeds affecting any Mortgaged Property which that are not released to the Mortgagor in accordance with Accepted Servicing Practices Countrywide’s normal servicing procedures, the loan documents or applicable law; (viif) any all Monthly Advances; (viiig) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Section 3.03 or 3.04, and any amount required to be deposited by Countrywide in connection with any shortfall in principal amount of the Qualified Substitute Mortgage Loans and the repurchased Mortgage Loans as required pursuant to Section 2.073.03; (ixh) any amounts required to be deposited by the Seller Countrywide pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, policy (such deposit shall be made from the SellerCountrywide’s own funds, without reimbursement therefor); (xi) the Prepayment Interest Shortfall Amount, if any, for the month of distribution (such deposit shall be made from Countrywide’s own funds, without reimbursement therefor up to a maximum amount per month equal to the aggregate Servicing Fee actually received for such month for the Mortgage Loans); and (j) any amounts required to be deposited by Countrywide in the Custodial Account connection with any REO Property pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required4.13. The foregoing requirements for deposit in the Custodial Account shall be are exclusive, it being understood . Purchaser understands and agreed agrees that, without limiting the generality of the foregoing, payments in the nature of late payment charges charges, prepayment penalties and assumption fees, fees (to the extent permitted by Section 6.01, 4.16) need not be deposited by the Seller Countrywide in the Custodial Account. Any interest paid by the depository institution on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Countrywide and the Seller Countrywide shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv4.05(d).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Countrywide shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one (1) or more Custodial Accounts, in the form of time deposit or demand accounts. The Custodial Account Countrywide shall be an Eligible Account. Funds deposited in provide the Purchaser with written evidence of the creation of the Custodial Account may be drawn on by the Seller in accordance with Section 4.05upon request. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Countrywide shall deposit in the Custodial Account on a daily basiswithin two (2) Business Days, and retain therein therein, the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (ia) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (iib) all payments on account of interest on the Mortgage Loans Loans, adjusted to the Mortgage Loan Remittance Rate; (iiic) all Liquidation Proceedsproceeds from a Cash Liquidation; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (vd) all Other Insurance Proceeds Proceeds, including amounts required to be deposited pursuant to Sections 4.08, 4.10 3.08 and 4.113.10 of this Agreement, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing PracticesCountrywide’s normal servicing procedures, the loan documents or applicable law; (vie) all Condemnation Proceeds affecting any Mortgaged Property which that are not released to the Mortgagor in accordance with Accepted Servicing Practices Countrywide’s normal servicing procedures, the loan documents or applicable law; (viif) any all Monthly Advances; (viiig) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Section 3.03 or 3.04 of the Purchase Agreement, and any amount required to be deposited by Countrywide in connection with any shortfall in principal amount of the Qualified Substitute Mortgage Loans and the repurchased Mortgage Loans as required pursuant to Section 2.073.03 of the Purchase Agreement; (ixh) any amounts required to be deposited by the Seller Countrywide pursuant to Section 4.10 3.10 of this Agreement in connection with the deductible clause in any blanket hazard insurance policy, policy (such deposit shall be made from the SellerCountrywide’s own funds, without reimbursement therefor); (xi) the Prepayment Interest Shortfall Amount, if any, for the month of distribution (such deposit shall be made from Countrywide’s own funds, without reimbursement therefor up to a maximum amount per month equal to the lesser of one half of (a) one-twelfth of the product of (i) the Servicing Fee Rate and (ii) the Stated Principal Balance of such Mortgage Loans, or (b) the aggregate Servicing Fee actually received for such month for the Mortgage Loans); (j) any amounts required to be deposited by Countrywide in connection with any REO Property pursuant to Section 3.13 of this Agreement; and (k) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are requiredSections 3.17. The foregoing requirements for deposit in the Custodial Account shall be are exclusive, it being understood . The Purchaser understands and agreed agrees that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, fees (to the extent permitted by Section 6.01, need 3.16 of this Agreement) and any Prepayment Interest Excess shall not be deposited by the Seller Countrywide in the Custodial Account. Any interest or earnings paid by the depository institution on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Countrywide and the Seller Countrywide shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv)3.05(d) of this Agreement.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Company shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account, with a Qualified Depository, in the form of time deposit or demand accounts. Funds deposited in the Custodial Account may shall at all times be drawn on insured by the Seller FDIC up to the FDIC insurance limits, or must be invested in accordance with Section 4.05Permitted Investments for the benefit of the Purchaser. The creation Upon the request of any the Purchaser, the Company shall deliver to the Purchaser a Custodial Account shall be evidenced by a letter agreement Letter Agreement in the form shown in of Exhibit C hereto3. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Company shall deposit in the Custodial Account on a daily basisbasis within two Business Days of receipt, and retain therein the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such Cut-related Cut off Date: (i) all payments on account of principal, principal including Principal Prepayments (and any prepayment penalty fees collected from Mortgagors for any Principal Prepayments, ) on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 Subsections 11.10 and 4.1111.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices Practices, the loan documents or applicable law; (vii) any Monthly Advances; (viiivi) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07Subsection 7.03; (ixvii) any amounts required to be deposited by the Seller Company pursuant to Section 4.10 Subsection 11.11 in connection with the deductible clause in any blanket hazard insurance policy, such . Such deposit shall be made from the Seller’s Company's own funds, without reimbursement therefor; (xviii) any amounts required to be deposited by the Company in connection with any REO Property pursuant to Subsection 11.13; and (ix) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 Subsections 11.19 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv)11.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Each Custodial Account shall be an Eligible Account. Funds deposited in the a Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaserpurchaser. The Seller shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller Servicer in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Seller’s normal servicing procedures, the loan documents or applicable law; (vii) any Monthly Advances; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Sections 3.03, 3.04 and Section 2.073.05; (ix) any amounts required to be deposited by the Seller Servicer pursuant to Section 4.10 4.11 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the SellerServicer’s own funds, without reimbursement therefor;; and (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 4.01 or Section 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Servicer and the Seller Servicer shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv4.05(iv).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial AccountsAccounts with a commercial bank, a savings bank or a savings and loan association (which may be a depository Affiliate of the Seller) which meets the guidelines set forth by Fannie Mae or Freddie Mac as an eligible depository institution for xxxxxdxxx accxxxxx. The Each Custodial Account shall be an Eligible Account. Funds deposited in the a Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaserpurchaser. The Seller shall deposit in the Custodial Account on a daily basis, within one (1) Business Day of receipt thereof, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateInterest Rate (less the related Interim Servicing Fee); (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.084.07, 4.10 4.09 and 4.114.10, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Seller's normal servicing procedures, the loan documents or applicable law; (viivi) any Monthly AdvancesServicing Advances made with respect to an Escrow Payment; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ixvii) any amounts required to be deposited by the Seller pursuant to Section 4.10 4.09 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s 's own funds, without reimbursement therefor;; and (xviii) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption feesAncillary Fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid The Seller may invest the funds in the Custodial Account in Eligible Investments designated in the name of the Seller for the benefit of the Seller, which shall mature not later than the Business Day next preceding the Remittance Date next following the date of such investment (except that (A) any investment in the Eligible Institution with which the Custodial Account is maintained may mature on such Remittance Date and (B) any other investment may mature on such Remittance Date if the Seller shall advance funds on such Remittance Date, pending receipt thereof to the extent necessary to make distributions to the Purchaser) and shall not be sold or disposed of prior to maturity. Notwithstanding anything to the contrary herein and above, all income and gain realized from any such investment shall be for the benefit of the Seller and shall be subject to withdrawal by the Seller from the Custodial Account pursuant to Section 4.04(iv). The amount of any losses incurred in respect of any such investments shall be deposited in the Custodial Account by the depository institution shall accrue to the benefit Seller out of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv)its own funds immediately as realized.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial AccountsAccounts with a commercial bank, a savings bank or a savings and loan association (which may be a depository Affiliate of the Seller) which meets the guidelines set forth by Fannie Mae or Freddie Mac as an eligible depository institution fox xxxxodial acxxxxxx. The Each Custodial Account shall be an Eligible Account. Funds deposited in the a Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaserpurchaser. The Seller shall deposit in the Custodial Account on a daily basis, within one (1) Business Day of receipt thereof, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Seller's normal servicing procedures, the loan documents or applicable law; (vii) any Monthly Advances; (viii) Compensating Interest, if any, for the month of distribution. Such deposit shall be made from the Seller's own funds, without reimbursement therefor; (ix) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07Sections 3.03; (ixx) any amounts required to be deposited by the Seller pursuant to Section 4.10 4.11 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s 's own funds, without reimbursement therefor;; and (xxi) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 4.01 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv)6.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Interim Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited , in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05form of time deposit, demand accounts or other Eligible Accounts. The creation of any Custodial Account shall be evidenced by a letter agreement Custodial Account Letter Agreement in the form shown in of Exhibit C hereto7. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Interim Servicer shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each Cut-the Cut off Date, or received by it prior to such Cut-the Cut off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such Cut-the Cut off Date: (i) all payments on account of principal, including Principal Prepayments, principal on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans; (iii) all Liquidation ProceedsProceeds and income from REO Property; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 Subsections 11.10 and 4.1111.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Interim Servicer's normal servicing procedures, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Interim Servicer's normal servicing procedures, the loan documents or applicable law; (vii) any Monthly Advances; (viiivi) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Subsections 7.03 and Section 2.077.04; (ixvii) any amounts required to be deposited by the Seller Interim Servicer pursuant to Section 4.10 Subsection 11.11 in connection with the deductible clause in any blanket hazard insurance policy, such . Such deposit shall be made from the Seller’s Interim Servicer's own funds, without reimbursement therefor; (xviii) any amounts required to be deposited by the Interim Servicer in connection with any REO Property pursuant to Subsection 11.13; (ix) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01Subsections 11.20 or 11.21, 4.13 or 6.02:and (xix) with respect any amounts relating to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received Prepayment Charges as described in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are requiredSubsection 7.07. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges Servicing Fees and assumption feesAncillary Income, to the extent permitted by Section 6.01Subsection 11.01, need not be deposited by the Seller Interim Servicer in the Custodial Account. Such Custodial Account shall be an Eligible Account. Any interest paid or earnings on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Interim Servicer and the Seller Interim Servicer shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 Subsection 11.05(iii). The Interim Servicer shall give notice to the Purchaser of the location of the Custodial Account when established and prior to any change thereof. If the balance on deposit in the Custodial Account exceeds $75,000 as of the commencement of business on any Business Day and the Custodial Account constitutes an Eligible Account solely pursuant to clause (iv)ii) of the definition of Eligible Account, the Interim Servicer shall, on or before twelve o'clock noon Eastern time on such Business Day, withdraw from the Custodial Account any and all amounts payable to the Purchaser and remit such amounts to the Purchaser by wire transfer of immediately available funds.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Any funds in a Custodial Account may be invested in Permitted Investments for the benefit of the Owner (with any income earned thereon for the benefit of the Servicer), provided that in the event that amounts on deposit in the Custodial Account exceed the amount fully insured by the FDIC (the “Insured Amount”), the Servicer shall be an Eligible obligated to invest the excess amount over the Insured Amount in Permitted Investments on the same Business Day as such excess amount becomes present in the Custodial Account. Any such Permitted Investment shall mature no later than the Business Day immediately preceding the related Remittance Date. Funds deposited in the Custodial Account may be drawn on by the Seller Servicer only in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement an account certification in the form shown in Exhibit C B hereto. The original of such letter agreement account certification shall be furnished to the Purchaser on Owner, or a copy to the initial Closing DateNIMs Insurer, upon reasonable request. The NIMs Insurer, Master Servicer and upon the request Trustee shall be notified of any subsequent Purchaserchange in the location of the Custodial Account. The Seller Servicer acknowledges and agrees that the Servicer shall bear any losses incurred with respect to Permitted Investments. The amount of any such losses shall be immediately deposited by the Servicer in the Custodial Account, out of the Servicer’s own funds, with no right to reimbursement therefor. The Servicer shall deposit in the Custodial Account on a daily basiswithin two (2) Business Days of Servicer’s receipt, and retain therein therein, the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such Cut-off Datecollections: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the related Mortgage Loan Remittance Rate; (iii) all Liquidation Proceeds; (iv) any net amounts required to be deposited received by the Seller Servicer in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account a restricted escrow account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents Mortgage Loan Documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not other than proceeds to be held in a restricted escrow account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices Practices, the loan documents Mortgage Loan Documents or applicable law; (vii) any Monthly AdvancesAdvances as provided in Section 5.03; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ix) any amounts required to be deposited by the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (x) any amounts required to be deposited in the Custodial Account pursuant to Section Sections 4.01, 4.13 or 4.14, 6.01 and 6.02:; and (xiix) with respect to each Full Principal Prepayment or Partial Principal Prepayment, an amount (any Prepayment Interest Shortfall, to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount extent of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the Servicer’s aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in received with respect to the calendar month in which such deposits are requiredrelated Due Period (the “Compensating Interest Amount”). The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges Servicing Fees and assumption fees, to the extent permitted by Section 6.01, Ancillary Income need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited Servicer in the Custodial Account and may be retained by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv)Servicer as compensation.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Interim Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited , in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05form of time deposit or demand accounts. The creation of any Custodial Account shall be evidenced by a letter agreement Custodial Account Letter Agreement in the form shown in of Exhibit C hereto7. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Interim Servicer shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, principal on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 Subsections 11.10 and 4.1111.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Interim Servicer's normal servicing procedures, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Interim Servicer's normal servicing procedures, the loan documents or applicable law; (vii) any Monthly Advances; (viiivi) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Subsections 7.03 and Section 2.077.04 and all amounts required to be deposited by the Interim Servicer in connection with shortfalls in principal amount of Qualified Substitute Mortgage Loans pursuant to Subsection 7.03; (ixvii) any amounts required to be deposited by the Seller Interim Servicer pursuant to Section 4.10 Subsection 11.11 in connection with the deductible clause in any blanket hazard insurance policy, such . Such deposit shall be made from the Seller’s Interim Servicer's own funds, without reimbursement therefor; (xviii) any amounts required to be deposited by the Interim Servicer in connection with any REO Property pursuant to Subsection 11.13; and (ix) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 Subsections 11.19 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required11.20. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01Subsection 11.01, need not be deposited by the Seller Interim Servicer in the Custodial Account. Such Custodial Account shall be an Eligible Account. Any interest paid or earnings on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Interim Servicer and the Seller Interim Servicer shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 Subsection 11.05(iii). The Interim Servicer shall give notice to the Purchaser of the location of the Custodial Account when established and prior to any change thereof. If the balance on deposit in the Custodial Account exceeds $75,000 as of the commencement of business on any Business Day and the Custodial Account constitutes an Eligible Account solely pursuant to clause (iv)ii) of the definition of Eligible Account, the Interim Servicer shall, on or before twelve o'clock noon Eastern time on such Business Day, withdraw from the Custodial Account any and all amounts payable to the Purchaser and remit such amounts to the Purchaser by wire transfer of immediately available funds.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Each Custodial Account shall be an Eligible Accountestablished with a Qualified Depository. Any funds in a Custodial Account may be invested in Permitted Investments for the benefit of the Owner (with any income earned thereon for the benefit of the Servicer). Funds deposited in the Custodial Account may be drawn on by the Seller Servicer only in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement an account certification in the form shown in Exhibit C B hereto. The original of such letter agreement account certification shall be furnished to the Purchaser on Owner upon reasonable request. The Servicer acknowledges and agrees that the initial Closing Date, and upon the request Servicer shall bear any losses incurred with respect to Permitted Investments. The amount of any subsequent Purchasersuch losses shall be immediately deposited by the Servicer in the Custodial Account, out of the Servicer’s own funds, with no right to reimbursement therefor. The Seller Servicer shall deposit in the Custodial Account on a daily basiswithin two (2) Business Days of Servicer's receipt, and retain therein therein, the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such Cut-off Datecollections: (i) all payments on account of principal, including Principal PrepaymentsPrepayments and any prepayment penalties or premiums with respect thereto, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the related Mortgage Loan Remittance Rate; (iii) all Liquidation Proceeds and REO Disposition Proceeds; (iv) any net amounts required to be deposited received by the Seller Servicer in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices Practices, the loan documents or applicable law; (vii) any Monthly AdvancesAdvances as provided in Section 5.03; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ix) any amounts required to be deposited by the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (x) any amounts required to be deposited in the Custodial Account pursuant to Section Sections 4.01, 4.13 or 4.14, 6.01 and 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv).; and

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Each Custodial Account shall be an Eligible Account. Any funds in a Custodial Account may be invested only in Permitted Investments for the benefit of the Owner (with any income earned thereon for the benefit of the Servicer). Funds deposited in the Custodial Account may be drawn on by the Seller Servicer only in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser Owner upon request. The Servicer acknowledges and agrees that the Servicer shall bear any losses incurred with respect to Permitted Investments. The amount of any such losses shall be immediately deposited by the Servicer in the Custodial Account, out of the Servicer’s own funds, with no right to reimbursement therefor. The Servicer shall deposit in a mortgage clearing account on the initial Closing Datea daily basis, and upon the request of any subsequent Purchaser. The Seller shall deposit in the Custodial Account on a daily basisor Accounts no later than the second Business Day after receipt of funds, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal PrepaymentsPrepayments and any prepayment penalties or premiums with respect thereto, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the related Mortgage Loan Remittance Rate; (iii) all Liquidation Proceeds and REO Disposition Proceeds; (iv) any net amounts required to be deposited received by the Seller Servicer in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not other than proceeds to be applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices Practices, the loan documents or applicable law;; and (vii) any Monthly Advances; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ix) any amounts required to be deposited by the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01Sections 4.14, 4.13 or 5.01 and 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and charges, assumption fees, to the extent permitted by Section 6.01, and fifty percent (50%) of the prepayment penalties and other amounts to be retained by Servicer pursuant to this Agreement, need not be deposited by the Seller Servicer in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Servicer and the Seller Servicer shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv4.05(iii).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial AccountsAccounts with a commercial bank, a savings bank or a savings and loan association (which may be a depository Affiliate of the Seller) which meets the guidelines set forth by Fannie Mae or Freddie Mac as an eligible depository institutiox xxx custodiax xxxxxnts. The Each Custodial Account shall be an Eligible Account. Funds deposited in the a Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaserpurchaser. The Seller shall deposit in the Custodial Account on a daily basis, within one (1) Business Day of receipt thereof, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Seller's normal servicing procedures, the loan documents or applicable law; (vii) any Monthly Advances; (viii) Compensating Interest, if any, for the month of distribution. Such deposit shall be made from the Seller's own funds, without reimbursement therefor; (ix) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07Sections 3.03; (ixx) any amounts required to be deposited by the Seller pursuant to Section 4.10 4.11 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s 's own funds, without reimbursement therefor;; and (xxi) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 4.01 or Section 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges charges, assumption fees and assumption other ancillary fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid The Seller may invest the funds in the Custodial Account in Eligible Investments designated in the name of the Seller for the benefit of the Seller, which shall mature not later than the Business Day next preceding the Remittance Date next following the date of such investment (except that (A) any investment in the Eligible Institution with which the Custodial Account is maintained may mature on such Remittance Date and (B) any other investment may mature on such Remittance Date if the Seller shall advance funds on such Remittance Date, pending receipt thereof to the extent necessary to make distributions to the Purchaser) and shall not be sold or disposed of prior to maturity. Notwithstanding anything to the contrary herein and above, all income and gain realized from any such investment shall be for the benefit of the Seller and shall be subject to withdrawal by the Seller from the Custodial Account pursuant to Section 4.05(iv). The amount of any losses incurred in respect of any such investments shall be deposited in the Custodial Account by the depository institution shall accrue to the benefit Seller out of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv)its own funds immediately as realized.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Each Custodial Account shall be an Eligible established with a Qualified Depository. To the extent such funds are not deposited in a Custodial Account, such funds may be invested in Permitted Investments for the benefit of the Owner (with any income earned thereon for the benefit of the Servicer). Funds deposited in the Custodial Account may be drawn on by the Seller Servicer in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on Owner upon request. The Servicer acknowledges and agrees that the initial Closing Date, and upon the request Servicer shall bear any losses incurred with respect to Permitted Investments. The amount of any subsequent Purchasersuch losses shall be immediately deposited by the Servicer in the Custodial Account, as appropriate, out of the Servicer's own funds, with no right to reimbursement therefor. The Seller Servicer shall deposit in the Custodial Account a mortgage clearing account on a daily basis, and in the Custodial Account or Accounts no later than the second Business Day after receipt of funds and retain therein the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such Cut-off Datecollections: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage LoansLoans received after the related Servicing Transfer Date; (ii) all payments on account of interest on the Mortgage Loans adjusted to the related Mortgage Loan Remittance RateRate received after the related Servicing Transfer Date; (iii) all Liquidation ProceedsProceeds and REO Disposition Proceeds received after the related Servicing Transfer Date; (iv) any net amounts required to be deposited received by the Seller Servicer after the related Servicing Transfer Date in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds received after the related Servicing Transfer Date including amounts required to be deposited pursuant to Sections 4.08, 4.10 4.08 and 4.114.10, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Servicer's normal servicing procedures, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not received after the related Servicing Transfer Date other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices the Servicer's normal servicing procedures, the loan documents or applicable law; (vii) any Monthly AdvancesAdvances as provided in Section 5.03; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ix) any amounts required to be deposited by received after the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (x) any amounts related Servicing Transfer Date and required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 or 6.02:; and (xiix) with respect to each full or partial Principal PrepaymentPrepayment received after the related Servicing Transfer Date, an amount (any Prepayment Interest Shortfalls, to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount extent of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the Servicer's aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in received with respect to the calendar month in which such deposits are requiredrelated Due Period. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller Servicer in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Company shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account, with a Qualified Depository, in the form of time deposit or demand accounts. Funds deposited in the Custodial Account may shall at all times be drawn on insured by the Seller FDIC up to the FDIC insurance limits, or must be invested in accordance with Section 4.05Permitted Investments for the benefit of the Purchaser. The creation Upon the request of any the Purchaser, the Company shall deliver to the Purchaser a Custodial Account shall be evidenced by a letter agreement Letter Agreement in the form shown in of Exhibit C hereto3. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Company shall deposit in the Custodial Account on a daily basisbasis within two Business Days of receipt, and retain therein the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such related Cut-off Date: (i) all payments on account of principal, principal including Principal Prepayments (and any prepayment penalty fees collected from Mortgagors for any Principal Prepayments, ) on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 Subsections 11.10 and 4.1111.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices Practices, the loan documents or applicable law; (vii) any Monthly Advances; (viiivi) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07Subsection 7.03; (ixvii) any amounts required to be deposited by the Seller Company pursuant to Section 4.10 Subsection 11.11 in connection with the deductible clause in any blanket hazard insurance policy, such . Such deposit shall be made from the Seller’s Company's own funds, without reimbursement therefor; (xviii) any amounts required to be deposited by the Company in connection with any REO Property pursuant to Subsection 11.13; and (ix) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 Subsections 11.19 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv)11.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall, or shall cause the Subservicer to, segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Any funds in a Custodial Account shall may be an Eligible Accountinvested in Permitted Investments in the name of the Indenture Trustee (with any income earned thereon for the benefit of the Servicer, or the Subservicer in the case of a Custodial Account established by the Subservicer). Funds deposited in the Custodial Account may be drawn on by the Seller Servicer or the Subservicer only in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement an account certification in the form shown in Exhibit C B hereto. The original of such letter agreement account certification shall be furnished to the Purchaser on Master Servicer upon reasonable request. Each of the initial Closing Date, Servicer and upon the request Subservicer acknowledges and agrees that it shall bear any losses incurred with respect to Permitted Investments it directs. The amount of any subsequent Purchasersuch losses shall be immediately deposited by the Servicer or the Subservicer into the Custodial Account, out of its own funds, with no right to reimbursement therefor. The Seller Servicer shall, or shall cause the Subservicer to, deposit in into the Custodial Account on a daily basiswithin two (2) Business Days of the Servicer’s or the Subservicer’s receipt, and retain therein therein, the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such Cut-off Datecollections: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans (adjusted to the related Mortgage Loan Remittance RateRate in the case of deposits by the Subservicer); (iii) all Liquidation Proceeds; (iv) any net amounts required to be deposited received by the Seller Servicer or the Subservicer in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted the Servicing PracticesStandard, the loan documents Mortgage Loan Documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted the Servicing Practices Standard, the loan documents Mortgage Loan Documents or applicable law; (vii) any Monthly AdvancesAdvances as provided in Section 5.03; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ix) any amounts required to be deposited by the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (x) any amounts required to be deposited in the Custodial Account pursuant to Section Sections 4.01, 4.13 or 4.14, 6.01 and 6.02:; and (xiix) with respect to each Full Principal Prepayment or Partial Principal Prepayment, an amount (any Prepayment Interest Shortfall, to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount extent of the principal so prepaid at Servicer’s aggregate Servicing Fee received with respect to the Mortgage Loan Remittance Rate provided, however, that in no event shall related Due Period (or to the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount extent of the Servicing Subservicer’s aggregate Subservicing Fee received with respect to such Due Period, in the calendar month in which such deposits are requiredcase of the Prepayment Interest Shortfall obligations). The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption feesAncillary Income, to the extent permitted by Section 6.01, need not be deposited by the Seller Servicer or the Subservicer in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Company shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited , in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05form of time deposit or demand Eligible Accounts. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C A hereto. The original A copy of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent PurchaserHolder. The Seller Company shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it on or subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date, and interest accrued prior to the Cut-off Date, on the Mortgage Loans: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all Liquidation Proceedsproceeds from a Cash Liquidation; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11Proceeds, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Company's normal servicing procedures, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Company's normal servicing procedures, the loan documents or applicable law; (viivi) any Monthly Advances; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ixvii) any amounts required to be deposited by the Seller Company pursuant to Section 4.10 the Guide in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be being made from the Seller’s Company's own funds, without reimbursement therefor; (viii) [intentionally omitted] (ix) any amounts required to be deposited by the Company in connection with any REO Property pursuant to the Guide; and (x) any other amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are requiredGuide. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, fees need not be deposited by the Seller Company in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Company and the Seller Company shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv4.03(iv).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one (1) or more Custodial Accounts. The Custodial Account , in the form of time deposit or demand accounts which accounts shall be an Eligible Account. Funds deposited in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05Accounts. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C hereto7 to this Agreement. The original A copy of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaserrequest. The Seller shall deposit in the Custodial Account on a daily basiswithin two (2) Business Days of receipt, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all Liquidation Proceedsproceeds from a Cash Liquidation; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Primary Mortgage Insurance Proceeds and Other Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.0811.08, 4.10 11.10 and 4.1111.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Seller's normal servicing procedures, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the loan documents Seller's normal servicing procedures, the Mortgage Loan Documents or applicable law; (viivi) any Monthly Advances; (viiivii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Sections 7.03 and 11.03, and any amount required to be deposited by the Seller in connection with any shortfall in principal amount of the Qualified Substitute Mortgage Loans and the Deleted Mortgage Loans as required pursuant to Section 2.077.03; (ixviii) any amounts required to be deposited by the Seller pursuant to Section 4.10 11.10 in connection with the deductible clause in any blanket hazard insurance policypolicy such deposit shall be made from the Seller's own funds, without reimbursement therefor; (ix) the Prepayment Interest Shortfall Amount, if any, for the month of distribution, such deposit shall be made from the Seller’s 's own funds, without reimbursement therefortherefor up to a maximum amount per month of the Servicing Fee actually received for such month for the Mortgage Loans; (x) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 11.13; and (xi) any amounts required to be deposited in the Custodial Account pursuant to Section 4.0111.01, 4.13 11.14, 11.22 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required11.23. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges charges, prepayment penalties (except as otherwise set forth in a Purchase Price and Terms Letter) with respect to any Mortgage Loan Package, and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 11.05(iv). If the balance on deposit in the Custodial Account were to exceeds the insured amount limits of an FDIC insured account as of the commencement of business on any Business Day and the Custodial Account constitutes an Eligible Account solely pursuant to clause (iv)ii) of the definition of Eligible Account, the Seller shall, on or before twelve o’clock noon Eastern time on such Business Day, withdraw from the related Custodial Account all amounts in excess of the FDIC insurance limits and deposit such amounts in another account that constitutes an Eligible Account pursuant to clause (i) or (ii) of the definition of Eligible Account.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Each Custodial Account shall be an Eligible Accountestablished with a Qualified Depository. Any funds in a Custodial Account may be invested in Permitted Investments for the benefit of the Owner (with any income earned thereon for the benefit of the Servicer). Funds deposited in the Custodial Account may be drawn on by the Seller Servicer only in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C A hereto. The original of such letter agreement shall be furnished to the Purchaser Owner upon request. The Servicer acknowledges and agrees that the Servicer shall bear any losses incurred with respect to Permitted Investments. The amount of any such losses shall be immediately deposited by the Servicer in the Custodial Account, out of the Servicer’s own funds, with no right to reimbursement therefor. The Servicer shall deposit in a mortgage clearing account on the initial Closing Datea daily basis, and upon the request of any subsequent Purchaser. The Seller shall deposit in the Custodial Account on a daily basisor Accounts no later than the second Business Day after receipt of funds, and retain therein the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such Cut-off Datecollections: (i) all payments on account of principal, including Principal PrepaymentsPrepayments and any prepayment penalties or premiums with respect thereto, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans; (iii) all Liquidation Proceeds and REO Disposition Proceeds; (iv) any net amounts required to be deposited received by the Seller Servicer in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices Practices, the loan documents or applicable law;; and (vii) any Monthly Advances; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ix) any amounts required to be deposited by the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01Sections 4.07, 4.13 or 6.02: (xi) with respect to each Principal Prepayment4.14, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood 5.01 and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv)6.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Countrywide shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one (1) or more Custodial Accounts, in the form of time deposit or demand accounts. The Custodial Account Countrywide shall be an Eligible Account. Funds deposited in provide the Purchaser with written evidence of the creation of the Custodial Account may be drawn on by the Seller in accordance with Section 4.05upon request. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Countrywide shall deposit in the Custodial Account on a daily basiswithin two (2) Business Days, and retain therein therein, the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (ia) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (iib) all payments on account of interest on the Mortgage Loans Loans, adjusted to the Mortgage Loan Remittance Rate; (iiic) all Liquidation Proceedsproceeds from a Cash Liquidation; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (vd) all PMI Proceeds, Other Insurance Proceeds Proceeds, including amounts required to be deposited pursuant to Sections 4.08, 4.10 3.08 and 4.113.10 of this Agreement, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing PracticesCountrywide's normal servicing procedures, the loan documents or applicable law; (vie) all Condemnation Proceeds affecting any Mortgaged Property which that are not released to the Mortgagor in accordance with Accepted Servicing Practices Countrywide's normal servicing procedures, the loan documents or applicable law; (viif) any all Monthly Advances; (viiig) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Section 3.03 or 3.04 of the Purchase Agreement, and any amount required to be deposited by Countrywide in connection with any shortfall in principal amount of the Qualified Substitute Mortgage Loans and the repurchased Mortgage Loans as required pursuant to Section 2.073.03 of the Purchase Agreement; (ixh) any amounts required to be deposited by the Seller Countrywide pursuant to Section 4.10 3.10 of this Agreement in connection with the deductible clause in any blanket hazard insurance policy, policy (such deposit shall be made from the Seller’s Countrywide's own funds, without reimbursement therefor); (xi) the Prepayment Interest Shortfall Amount, if any, for the month of distribution (such deposit shall be made from Countrywide's own funds, without reimbursement therefor up to a maximum amount per month equal to the lesser of one half of (a) one-twelfth of the product of (i) the Servicing Fee Rate and (ii) the Stated Principal Balance of such Mortgage Loans, or (b) the aggregate Servicing Fee actually received for such month for the Mortgage Loans); (j) any amounts required to be deposited by Countrywide in connection with any REO Property pursuant to Section 3.13 of this Agreement; and (k) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are requiredSections 3.17. The foregoing requirements for deposit in the Custodial Account shall be are exclusive, it being understood . The Purchaser understands and agreed agrees that, without limiting the generality of the foregoing, payments in the nature of late payment charges charges, Prepayment Charges and assumption fees, fees (to the extent permitted by Section 6.01, need 3.16 of this Agreement) shall not be deposited by the Seller Countrywide in the Custodial Account. Any interest or earnings paid by the depository institution on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Countrywide and the Seller Countrywide shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv)3.05(d) of this Agreement.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited , in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05form of time deposit or demand accounts. The creation of any Custodial Account shall be evidenced by a letter agreement Custodial Account Letter Agreement in the form shown in of Exhibit C hereto7. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Servicer shall deposit in the related Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, principal on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans, including all Prepayment Charges; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 Subsections 11.10 and 4.1111.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Servicer's normal servicing procedures, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Servicer's normal servicing procedures, the loan documents or applicable law; (vii) any Monthly Advances; (viiivi) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Subsections 7.03 and Section 2.077.04 and all amounts required to be deposited by the Servicer in connection with shortfalls in principal amount of Qualified Substitute Mortgage Loans pursuant to Subsection 7.03; (ixvii) any amounts required to be deposited by the Seller Servicer pursuant to Section 4.10 Subsection 11.11 in connection with the deductible clause in any blanket hazard insurance policy, such . Such deposit shall be made from the Seller’s Servicer's own funds, without reimbursement therefor; (xviii) any amounts required to be deposited by the Servicer in connection with any REO Property pursuant to Subsection 11.13; and (ix) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 Subsections 11.19 or 6.02:11.20. (x) all Monthly Advances; and (xi) with respect to each Principal PrepaymentPrepayment in full, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount amounts allocable to interest received in connection with such Principle Principal Prepayment, equals one month’s 's interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate Interest Rate, provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee Seller's servicing compensation in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01Subsection 11.01, need not be deposited by the Seller Servicer in the Custodial Account. Such Custodial Account shall be an Eligible Account. Any interest paid or earnings on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Servicer and the Seller Servicer shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 Subsection 11.05(iii). The Servicer shall give notice to the Purchaser of the location of the Custodial Account when established and prior to any change thereof. If the balance on deposit in the Custodial Account exceeds $75,000 as of the commencement of business on any Business Day and the Custodial Account constitutes an Eligible Account solely pursuant to clause (iv)ii) of the definition of Eligible Account, the Servicer shall, on or before twelve o'clock noon Eastern time on such Business Day, withdraw from the Custodial Account any and all amounts payable to the Purchaser and remit such amounts to the Purchaser by wire transfer of immediately available funds.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Each Custodial Account shall be an Eligible established with a Qualified Depository. To the extent such funds are not deposited in a Custodial Account, such funds may be invested in Permitted Investments for the benefit of the Owner (with any income earned thereon for the benefit of the Servicer). Funds deposited in the Custodial Account may be drawn on by the Seller Servicer in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement Custodial Account Certification in the form shown in Exhibit C B hereto. The original of such letter agreement account certification shall be furnished to the Purchaser on Owner upon request. The Servicer acknowledges and agrees that the initial Closing Date, and upon the request Servicer shall bear any losses incurred with respect to Permitted Investments. The amount of any subsequent Purchasersuch losses shall be immediately deposited by the Servicer in the Custodial Account, as appropriate, out of the Servicer’s own funds, with no right to reimbursement therefor. The Seller Servicer shall deposit in the Custodial Account a mortgage clearing account on a daily basis, and in the Custodial Account or Accounts no later than the second Business Day after receipt of funds and retain therein the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such Cut-off Datecollections: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage LoansLoans received after the Cut-off Date; (ii) all payments on account of interest on the Mortgage Loans adjusted to the related Mortgage Loan Remittance RateRate received after the Cut-off Date; (iii) all Liquidation ProceedsProceeds and REO Disposition Proceeds received after the Cut-off Date; (iv) any net amounts required to be deposited received by the Seller Servicer after the Cut-off Date in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds received after the Cut-off Date including amounts required to be deposited pursuant to Sections 4.08, 4.10 4.08 and 4.114.10, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents Mortgage Loan Documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not received after the Cut-off Date other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices Practices, the loan documents Mortgage Loan Documents or applicable law; (vii) any Monthly AdvancesAdvances as provided in Section 5.03; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ix) any amounts required to be deposited by received after the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (x) any amounts Cut-off Date and required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 or 6.02:; and (xiix) with respect to each Principal PrepaymentPrepayment received after the Cut-off Date, an amount (to be paid by the Seller Servicer out of its own funds without reimbursement therefor) which, when added to all amount amounts allocable to interest received in connection with such Principle Principal Prepayment, equals one month’s interest on the amount of the principal so prepaid prepaid, at the Mortgage Loan Remittance Rate Rate; provided, however, that in no event shall the aggregate of deposits made by the Seller Servicer pursuant to this clause (xiix) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller Servicer in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution Qualified Depository shall accrue to the benefit of the Seller Servicer and the Seller Servicer shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv4.05(iv).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Countrywide shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one (1) or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement , in the form shown of time deposit or demand accounts and shall be titled "[Countrywide] in Exhibit C hereto. The original trust for Barclays Bank PLC as Purchaser of Mortgage Loans and various Mortgagors." Countrywide shall provide the Purchaser with written evidence of the creation of such letter agreement shall be furnished to Custodial Account(s) within thirty (30) days of the Purchaser on the initial Initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Countrywide shall deposit in the Custodial Account on a daily basiswithin two (2) Business Days following receipt thereof, and retain therein therein, the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (ia) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (iib) all payments on account of interest on the Mortgage Loans Loans, adjusted to the Mortgage Loan Remittance Rate; (iiic) all Liquidation Proceedsproceeds from a Cash Liquidation; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (vd) all PMI Proceeds, Government Insurance Proceeds and Other Insurance Proceeds, including amounts required to be deposited pursuant to Sections 4.08, 4.10 3.08 and 4.113.10 of this Agreement, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing PracticesCountrywide's normal servicing procedures, the loan documents or applicable law; (vie) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices Countrywide's normal servicing procedures, the loan documents or applicable law; (viif) any all Monthly Advances; (viiig) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Section 3.03 or 3.04 of the Purchase Agreement, and Section 2.07; (ix) any amounts amount required to be deposited by Countrywide in connection with any shortfall in principal amount of the Seller Qualified Substitute Mortgage Loans and the repurchased Mortgage Loans as required pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount 3.03 of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv).Purchase Agreement;

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited , in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05form of time deposit or demand accounts. The creation of any Custodial Account shall be evidenced by a letter agreement Custodial Account Certification in the form shown in of Exhibit C hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser6. The Seller shall deposit in the Custodial Account on a daily basiswithin 24 hours of receipt, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, principal on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 11.10 and 4.1111.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Seller's normal servicing procedures, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Seller's normal servicing procedures, the loan documents or applicable law; (viivi) any all Monthly Advances; (viiivii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Subsections 7.03 and 7.04 and all amounts required to be deposited by the Seller in connection with shortfalls in principal amount of Qualified Substitute Mortgage Loans pursuant to Subsection 7.03; (viii) any amounts required to be deposited by the Seller pursuant to Section 2.0711.11 in connection with the deductible clause in any blanket hazard insurance policy. Such deposit shall be made from the Seller's own funds, without reimbursement therefor; (ix) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor11.13; (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 Sections 11.19 or 6.02:11.20; and (xi) with respect to each Principal PrepaymentPrepayment in full, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount amounts allocable to interest received in connection with such Principle Principal Prepayment, equals one month’s 's interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate Interest Rate, provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee Seller's servicing compensation in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.0111.01, need not be deposited by the Seller in the Custodial Account. Such Custodial Account shall be an Eligible Account. Any interest paid or earnings on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv).pursuant

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain maintain, or cause to be established and maintained in accordance with the Option One Subservicing Agreement, one or more Custodial Accounts. The Any funds in a Custodial Account may be invested in Permitted Investments for the benefit of the Owner (with any income earned thereon for the benefit of the Servicer). Any such Permitted Investment shall mature no later than the Business Day immediately preceding the related Remittance Date. The amount of any losses incurred in respect of any such Permitted Investments shall be an Eligible Accountdeposited by the Servicer in the Custodial Account out of the Servicer’s own funds immediately as realized. Funds deposited in the Custodial Account may be drawn on by the Seller Servicer only in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement an account certification in the form shown in Exhibit C B hereto. The original of such letter agreement account certification shall be furnished to the Purchaser on Owner, with a copy to the initial Closing DateMaster Servicer, within 3 days of the creation of such Custodial Account. The Master Servicer and upon the request Indenture Trustee shall be given 30 days prior notice of any subsequent Purchaserchange in the location of the Custodial Account and the Servicer shall provide evidence to the Master Servicer and Indenture Trustee that such Custodial Account meets the requirements for Permitted Investments set forth in this Agreement. The Seller Servicer acknowledges and agrees that the Servicer shall bear any losses incurred with respect to Permitted Investments. The amount of any such losses shall be immediately deposited by the Servicer in the Custodial Account, out of the Servicer’s own funds, with no right to reimbursement therefor. The Servicer shall deposit in the Custodial Account on a daily basiswithin two (2) Business Days of Servicer's receipt, and retain therein therein, the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such Cut-off Datecollections: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the related Mortgage Loan Remittance Rate; (iii) all Liquidation Proceeds; (iv) any net amounts required to be deposited received by the Seller Servicer in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account a restricted escrow account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents Mortgage Loan Documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not other than proceeds to be held in a restricted escrow account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices Practices, the loan documents Mortgage Loan Documents or applicable law; (vii) any Monthly AdvancesAdvances as provided in Section 5.03; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ix) any amounts required to be deposited by the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (x) any amounts required to be deposited in the Custodial Account pursuant to Section Sections 4.01, 4.13 or 4.14, 6.01 and 6.02:; and (xiix) with respect to each full or partial Principal Prepayment, an amount (any Prepayment Interest Shortfall, to be paid by the Seller out extent of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount one-half of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the Servicer’s aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in received with respect to the calendar month in which such deposits are requiredrelated Due Period. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges Servicing Fees, Ancillary Income and assumption fees, to the extent permitted by Section 6.01, any Prepayment Interest Excess need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited Servicer in the Custodial Account and may be retained by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv)Servicer as compensation.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaserpurchaser. The Seller shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable lawApplicable Requirements; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the loan documents or applicable lawApplicable Requirements; (vii) any Monthly Advances; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.073.03; (ix) any amounts required to be deposited by the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s 's own funds, without reimbursement therefor; (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 5.03 or 6.02:; and (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are requiredany Prepayment Interest Shortfall Amount. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv4.05(iv). The amount of any losses incurred in respect of any such investments shall be deposited in the Custodial Account by the Servicer out of its own funds.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and Servicer shall establish and maintain one or more Custodial Accounts. The at all times appropriate custodial accounts for principal and interest, and taxes and insurance with respect to the Mortgage Loans, Servicer will establish and maintain a Custodial Account shall be an Eligible Accountfor Morgan Stanley Mortgage Capital Inc., as Owner. Funds deposited in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller shall deposit Servxxxx xhxxx xxxosit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all All payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all All payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all All Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all All Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing PracticesServicer's normal servicing procedures, the related loan documents or applicable law; (v) All Condemnation Proceeds affecting any Mortgaged Property that are not released to the Mortgagor in accordance with Servicer's normal servicing procedures, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the loan documents or applicable lawAny Monthly Advances; (vii) any Monthly Advances; (viii) all All proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Section 5(c) or (d) of the Purchase Agreement, and Section 2.07; (ix) any all amounts required to be deposited by the Seller Servicer in connection with shortfalls in principal amount of Qualified Substitute Mortgage Loans pursuant to Section 4.10 5(c) of the Purchase Agreement; (viii) Any amounts required to be deposited by Servicer pursuant to Section 4.11 in connection with the deductible clause in amount of any blanket hazard property insurance policy, such deposit shall ; (ix) Any amounts required to be made from deposited by Servicer pursuant to Section 6.04 for the Seller’s own funds, without reimbursement thereformonth of distribution; (x) any Any amounts in respect of Permitted Investments required to be deposited pursuant to Section 4.20; (xi) Any amounts required to be deposited by Servicer in connection with any REO Property pursuant to Section 4.13; and (xii) Any amounts required to be deposited into the Custodial Account pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required7.01. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.017.01, need not be deposited by the Seller Servicer in the Custodial Account. Any interest paid on funds deposited in into the Custodial Account by the depository institution shall accrue to the benefit of the Seller Servicer and the Seller Servicer shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv4.05(iv). In addition, funds in the Custodial Account may be invested in Permitted Investments in accordance with the provisions set forth in Section 4.20.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain maintain, or cause to be established and maintained in accordance with the Option One Subservicing Agreement, one or more Custodial Accounts. The Any funds in a Custodial Account may be invested in Permitted Investments for the benefit of the Owner (with any income earned thereon for the benefit of the Servicer), provided that in the event that amounts on deposit in the Custodial Account exceed the amount fully insured by the FDIC (the “Insured Amount”), the Servicer shall be an Eligible obligated to invest the excess amount over the Insured Amount in Permitted Investments on the same Business Day as such excess amount becomes present in the Custodial Account. Any such Permitted Investment shall mature no later than the Business Day immediately preceding the related Remittance Date. The amount of any losses incurred in respect of any such Permitted Investments shall be deposited by the Servicer in the Custodial Account out of the Servicer’s own funds immediately as realized. Funds deposited in the Custodial Account may be drawn on by the Seller Servicer only in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement an account certification in the form shown in Exhibit C B hereto. The original of such letter agreement account certification shall be furnished to the Purchaser on Owner upon reasonable request. The Master Servicer and the initial Closing Date, and upon the request Indenture Trustee shall be notified of any subsequent Purchaserchange in the location of the Custodial Account. The Seller Servicer acknowledges and agrees that the Servicer shall bear any losses incurred with respect to Permitted Investments. The amount of any such losses shall be immediately deposited by the Servicer in the Custodial Account, out of the Servicer’s own funds, with no right to reimbursement therefor. The Servicer shall deposit in the Custodial Account on a daily basiswithin two (2) Business Days of Servicer's receipt, and retain therein therein, the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such Cut-off Datecollections: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the related Mortgage Loan Remittance Rate; (iii) all Liquidation Proceeds; (iv) any net amounts required to be deposited received by the Seller Servicer in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account a restricted escrow account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents Mortgage Loan Documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not other than proceeds to be held in a restricted escrow account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices Practices, the loan documents Mortgage Loan Documents or applicable law; (vii) any Monthly AdvancesAdvances as provided in Section 5.03; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ix) any amounts required to be deposited by the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (x) any amounts required to be deposited in the Custodial Account pursuant to Section Sections 4.01, 4.13 or 4.14, 6.01 and 6.02:; and (xiix) with respect to each full or partial Principal Prepayment, an amount (any Prepayment Interest Shortfall, to be paid by the Seller out extent of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount one-half of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the Servicer’s aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in received with respect to the calendar month in which such deposits are requiredrelated Due Period. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges Servicing Fees, Ancillary Income and assumption fees, to the extent permitted by Section 6.01, any Prepayment Interest Excess need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited Servicer in the Custodial Account and may be retained by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv)Servicer as compensation.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited , in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05form of time deposit or demand accounts. The creation of any Custodial Account shall be evidenced by a letter agreement Custodial Account Letter Agreement in the form shown in of Exhibit C hereto6. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Servicer shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Servicing Released Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, principal on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans, including all Prepayment Charges; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 11.10 and 4.1111.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Servicer’s normal servicing procedures, the loan documents or applicable law; (vii) any Monthly Advances; (viiivi) all proceeds of any Servicing Released Mortgage Loan repurchased or otherwise collected in accordance with Article III Sections 7.03, 7.04 and 7.05 and all amounts required to be deposited by the Servicer in connection with shortfalls in principal amount of Qualified Substitute Mortgage Loans pursuant to Section 2.077.03; (ixvii) any amounts required to be deposited by the Seller Servicer pursuant to Section 4.10 11.11 in connection with the deductible clause in any blanket hazard insurance policy, such . Such deposit shall be made from the SellerServicer’s own funds, without reimbursement therefor; (xviii) any amounts required to be deposited by the Servicer in connection with any REO Property pursuant to Section 11.13; and (ix) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 Sections 11.19 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. 11.20; and The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.0111.01, need not be deposited by the Seller Servicer in the Custodial Account. Such Custodial Account shall be an Eligible Account. Any interest paid or earnings on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Servicer and the Seller Servicer shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 11.05(iii). The Servicer shall give notice to the Purchaser of the location of the Custodial Account when established and prior to any change thereof. If the balance on deposit in the Custodial Account exceeds $75,000 as of the commencement of business on any Business Day and the Custodial Account constitutes an Eligible Account solely pursuant to clause (iv)ii) of the definition of Eligible Account, the Servicer shall, on or before twelve o’clock noon Eastern time on such Business Day, withdraw from the Custodial Account any and all amounts payable to the Purchaser and remit such amounts to the Purchaser by wire transfer of immediately available funds.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Company shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account , in the form of time deposit or demand accounts, each of which shall be an Eligible Account. Funds deposited in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by (i) a certification in the form shown in Exhibit B hereto, in the case of an account established with the Company, or (ii) a letter agreement in the form shown in Exhibit C hereto, in the case of an account held by a depository other than the Company. The original In either case, a copy of such certification or letter agreement shall be furnished to the Purchaser on the initial Closing Date, and a Owner upon the request of any subsequent Purchaserrequest. The Seller Company shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all All payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all All payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all All Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all All Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Company's normal servicing procedures, the loan documents or applicable law; (v) All Condemnation Proceeds affecting any Mortgaged Property that are not released to the Mortgagor in accordance with the Company's normal servicing procedures, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the loan documents or applicable lawAny Monthly Advances; (vii) any Monthly Advances; (viii) all All proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Section 5(c) or (d) of the Master Mortgage Loan Purchase Agreement, and Section 2.07; (ix) any all amounts required to be deposited by the Seller Company in connection with shortfalls in principal amount of Qualified Substitute Mortgage Loans pursuant to Section 4.10 5(c) of the Master Mortgage Loan Purchase Agreement. (viii) Any amounts required to be deposited by the Company pursuant to Section 4.11 in connection with the deductible clause in amount of any blanket hazard insurance policy; (ix) Any amounts required to be deposited by the Company pursuant to Section 5.04 in connection with the Prepayment Interest Shortfalls, such deposit shall be made from if any, for the Seller’s own funds, without reimbursement thereformonth of distribution; (x) any Any amounts in respect of Permitted Investments required to be deposited pursuant to Section 4.21; (xi) Any amounts required to be deposited by the Company in connection with any REO Property pursuant to Section 4.13; (xii) Any amounts required to be deposited into the Custodial Account pursuant to Section 4.01, 4.13 Sections 6.01 or 6.02:; and (xixiii) with respect to each Principal Prepayment, an amount (Any amounts required to be paid deposited by the Seller out of its own funds without reimbursement therefor) which, when added Company pursuant to all amount allocable to interest received Section 4.14 in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the errors in adjustments to Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are requiredInterest Rates or Monthly Payments. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller Company in the Custodial Account. Any interest paid on funds deposited in into the Custodial Account by the depository institution shall accrue to the benefit of the Seller Company and the Seller Company shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv). In addition, funds in the Custodial Account may be invested in Permitted Investments in accordance with the provisions set forth in Section 4.21.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial AccountsAccounts with a commercial bank, a savings bank or a savings and loan association (which may be a depository Affiliate of the Seller) which meets the guidelines set forth by Xxxxxx Xxx or Xxxxxxx Mac as an eligible depository institution for custodial accounts. The Each Custodial Account shall be an Eligible Account. Funds deposited in the a Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on or before the initial Closing Date, and upon the request of any subsequent Purchaserpurchaser. The Seller shall deposit in the Custodial Account on a daily basis, within one (1) Business Day of receipt thereof, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans Loans, including all Prepayment Penalties received during the related Prepayment Period, adjusted to the Mortgage Loan Remittance Rate; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Seller’s normal servicing procedures, the loan documents or applicable law; (vii) any Monthly Advances; (viii) Compensating Interest, if any, for the month of distribution. Such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (ix) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07Sections 3.03; (ixx) any amounts required to be deposited by the Seller pursuant to Section 4.10 4.11 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (xxi) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 4.01 or Section 6.02:; (xixii) with respect to each Principal Prepayment, an amount (from the Buydown Account that when added to the Mortgagor’s payment will equal the full monthly amount due under the related Mortgage Note; and all proceeds of any Mortgage Loan repurchased in accordance with Sections 3.03, 3.04 or 3.05 and all amounts required to be paid deposited by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the shortfalls in principal amount of the principal so prepaid at the Qualified Substitute Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller Loans pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are requiredSection 3.03. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges charges, assumption fees and assumption other ancillary fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid The Seller may invest the funds in the Custodial Account in Eligible Investments designated in the name of the Seller for the benefit of the Seller, which shall mature not later than the Business Day next preceding the Remittance Date next following the date of such investment (except that (A) any investment in the Eligible Institution with which the Custodial Account is maintained may mature on funds such Remittance Date) and shall not be sold or disposed of prior to maturity. Notwithstanding anything to the contrary herein and above, all income and gain realized from any such investment shall be for the benefit of the Seller and shall be subject to withdrawal by the Seller from the Custodial Account pursuant to Section 4.05(iv). The amount of any losses incurred in respect of any such investments shall be deposited in the Custodial Account by the depository institution shall accrue to Seller out of its own funds immediately as realized. If the benefit balance on deposit in the Custodial Account exceeds $75,000 as of the Seller commencement of business on any Business Day and the Custodial Account constitutes an Eligible Account solely pursuant to clause (a) of the definition of Eligible Account, the Seller shall be entitled to retain and shall, on or before twelve o’clock noon Eastern time on such Business Day, withdraw such interest from the Custodial Account pursuant any and all amounts payable to Section 4.05 (iv)the Purchaser and remit such amounts to the Purchaser by wire transfer of immediately available funds.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited , in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05form of time deposit or demand accounts. The creation of any Custodial Account shall be evidenced by a letter agreement Custodial Account Letter Agreement in the form shown in of Exhibit C hereto7. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Servicer shall deposit in the Custodial Account on a daily basis, subject to a two (2) Business Day ACH lag, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, principal on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 Subsections 11.10 and 4.1111.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Servicer's normal servicing procedures, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Servicer's normal servicing procedures, the loan documents or applicable law; (vii) any Monthly Advances; (viiivi) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Subsections 7.03 and Section 2.077.04 and all amounts required to be deposited by the Servicer in connection with shortfalls in principal amount of Qualified Substitute Mortgage Loans pursuant to Subsection 7.03; (ixvii) any amounts required to be deposited by the Seller Servicer pursuant to Section 4.10 Subsection 11.11 in connection with the deductible clause in any blanket hazard insurance policy, such . Such deposit shall be made from the Seller’s Servicer's own funds, without reimbursement therefor; (xviii) any amounts required to be deposited by the Servicer in connection with any REO Property pursuant to Subsection 11.13; and (ix) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 Subsections 11.19 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv)11.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited , in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05form of time deposit or demand accounts. The creation of any Custodial Account shall be evidenced by a letter agreement Custodial Account Letter Agreement in the form shown in of Exhibit C hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser7. The Seller shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, principal on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 Subsections 11.10 and 4.1111.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Seller's normal servicing procedures, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Seller's normal servicing procedures, the loan documents or applicable law; (viivi) any all Monthly Advances; (viiivii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Subsections 7.03 and Section 2.077.04 and all amounts required to be deposited by the Seller in connection with shortfalls in principal amount of Qualified Substitute Mortgage Loans pursuant to Subsection 7.03; (viii) any amounts required to be deposited by the Seller pursuant to Subsection 11.11 in connection with the deductible clause in any blanket hazard insurance policy. Such deposit shall be made from the Seller's own funds, without reimbursement therefor; (ix) any amounts required to be deposited by the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor;REO Property pursuant to Subsection 11.13; and (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 Subsections 11.19 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required11.20. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01Subsection 11.01, need not be deposited by the Seller in the Custodial Account. Such Custodial Account shall be an Eligible Account. Any interest paid or earnings on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 Subsection 11.05(iv). The Seller shall give notice to the Purchaser of the location of the Custodial Account when established and prior to any change thereof. If the balance on deposit in the Custodial Account exceeds $75,000 as of the commencement of business on any Business Day and the Custodial Account constitutes an Eligible Account solely pursuant to clause (iv)ii) of the definition of Eligible Account, the Seller shall, on or before twelve o'clock noon Pacific time on such Business Day, withdraw from the Custodial Account any and all amounts payable to the Purchaser and remit such amounts to the Purchaser by wire transfer of immediately available funds.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Each Custodial Account shall be an Eligible Account. Funds deposited in the a Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaserpurchaser. The Seller shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) : all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) ; all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Interest Rate; (iii) ; all Liquidation Proceeds; (iv) ; any amounts required to be deposited by the Seller Servicer in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) 4.13; all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (vi) ; all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Seller's normal servicing procedures, the loan documents or applicable law; (vii) ; any Monthly Advances; (viii) ; all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Sections 3.03, 3.04 and Section 2.07; (ix) 3.05; any amounts required to be deposited by the Seller Servicer pursuant to Section 4.10 4.11 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s Servicer's own funds, without reimbursement therefor; (x) ; and any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 4.01 or Section 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Servicer and the Seller Servicer shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv4.05(iv).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account, with a Qualified Depository, in the form of time deposit or demand accounts. Funds deposited in the Custodial Account may shall at all times be drawn on insured by the Seller FDIC up to the FDIC insurance limits, or must be invested in accordance with Section 4.05Permitted Investments for the benefit of the Purchaser. The creation Upon the request of any the Purchaser, the Servicer shall deliver to the Purchaser a Custodial Account shall be evidenced by a letter agreement Letter Agreement in the form shown in of Exhibit C hereto3. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Servicer shall deposit in the Custodial Account on a daily basisbasis within two Business Days of receipt, and retain therein the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such related Cut-off Date: (i) all payments on account of principal, principal including Principal Prepayments (and prepayment penalty fees collected from Mortgagors for any Principal Prepayments, ) on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 Subsections 11.10 and 4.1111.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices Practices, the loan documents or applicable law; (vii) any Monthly Advances; (viiivi) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07Subsection 7.03; (ixvii) any amounts required to be deposited by the Seller Servicer pursuant to Section 4.10 Subsection 11.11 in connection with the deductible clause in any blanket hazard insurance policy, such . Such deposit shall be made from the Seller’s Servicer's own funds, without reimbursement therefor; (xviii) any amounts required to be deposited by the Servicer in connection with any REO Property pursuant to Subsection 11.13; and (ix) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 Subsections 11.19 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv)11.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Countrywide shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one (1) or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement , in the form shown of time deposit or demand accounts, titled "Countrywide in Exhibit C hereto. The original trust for Xxxxxxxxx Mortgage Home Loans, Inc." Countrywide shall provide the Purchaser with written evidence of the creation of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and Custodial Account(s) upon the request of any subsequent Purchaser. The Seller the Purchaser in a form attached hereto as Exhibit H. Countrywide shall deposit in the Custodial Account on a daily basiswithin two (2) Business Days, and retain therein therein, the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (ia) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (iib) all payments on account of interest on the Mortgage Loans Loans, adjusted to the Mortgage Loan Remittance Rate; (iiic) all Liquidation Proceedsproceeds from a Cash Liquidation; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (vd) all PMI Proceeds and Other Insurance Proceeds Proceeds, including amounts required to be deposited pursuant to Sections 4.084.8, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Customary Servicing PracticesProcedures, the loan documents or applicable law; (vie) all Condemnation Proceeds affecting any Mortgaged Property which that are not released to the Mortgagor in accordance with Accepted Customary Servicing Practices Procedures, the loan documents or applicable law; (viif) any all Monthly Advances; (viiig) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Section 3.3 or 3.4, and any amount required to be deposited by Countrywide in connection with any shortfall in principal amount of the Qualified Substitute Mortgage Loans and the repurchased Mortgage Loans as required pursuant to Section 2.073.3; (ixh) any amounts required to be deposited by the Seller Countrywide pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, policy (such deposit shall be made from the Seller’s Countrywide's own funds, without reimbursement therefor); (xi) the Prepayment Interest Shortfall Amount, if any, for the month of distribution (such deposit shall be made from Countrywide's own funds, without reimbursement therefor up to a maximum amount per month equal to the lesser of (a) one-twelfth of the product of (i) 0.25% and (ii) the Stated Principal Balance of such Mortgage Loans, or (b) the aggregate Servicing Fee actually received for such month for the Mortgage Loans); (j) any amounts required to be deposited by Countrywide in the Custodial Account connection with any REO Property pursuant to Section 4.01, 4.13 or 6.02:4.13; (xik) with respect principal prepayment penalties, if any and if applicable pursuant to each Principal Prepayment, an amount the Purchase Confirmation or the Trade Confirmation; and (l) any other amounts required to be paid deposited by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller Countrywide pursuant to the terms of this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are requiredAgreement. The foregoing requirements for deposit in the Custodial Account shall be are exclusive, it being understood . The Purchaser understands and agreed agrees that, without limiting the generality of the foregoing, payments in the nature of late payment charges charges, prepayment penalties and assumption fees, fees (to the extent permitted by Section 6.01, 4.16) need not be deposited by the Seller Countrywide in the Custodial Account. Any interest paid by the depository institution on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Countrywide and the Seller Countrywide shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv4.5(d).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial AccountsAccounts with a commercial bank, a savings bank or a savings and loan association (which may be a depository Affiliate of the Seller) which meets the guidelines set forth by Fxxxxx Mae or Fxxxxxx Mac as an eligible depository institution for custodial accounts. The Each Custodial Account shall be an Eligible Account. Funds deposited in the a Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaserpurchaser. The Seller shall deposit in the Custodial Account on a daily basis, within one (1) Business Day of receipt thereof, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Seller’s normal servicing procedures, the loan documents or applicable law; (vii) any Monthly Advances; (viii) Compensating Interest, if any, for the month of distribution. Such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (ix) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07Sections 3.03; (ixx) any amounts required to be deposited by the Seller pursuant to Section 4.10 4.11 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor;; and (xxi) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 4.01 or Section 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges charges, assumption fees and assumption other ancillary fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid The Seller may invest the funds in the Custodial Account in Eligible Investments designated in the name of the Seller for the benefit of the Seller, which shall mature not later than the Business Day next preceding the Remittance Date next following the date of such investment (except that (A) any investment in the Eligible Institution with which the Custodial Account is maintained may mature on such Remittance Date and (B) any other investment may mature on such Remittance Date if the Seller shall advance funds on such Remittance Date, pending receipt thereof to the extent necessary to make distributions to the Purchaser) and shall not be sold or disposed of prior to maturity. Notwithstanding anything to the contrary herein and above, all income and gain realized from any such investment shall be for the benefit of the Seller and shall be subject to withdrawal by the Seller from the Custodial Account pursuant to Section 4.05(iv). The amount of any losses incurred in respect of any such investments shall be deposited in the Custodial Account by the depository institution shall accrue to the benefit Seller out of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv)its own funds immediately as realized.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Each Custodial Account shall be an Eligible established with a Qualified Depository. To the extent such funds are not deposited in a Custodial Account, such funds may be invested in Permitted Investments for the benefit of the Owner (with any income earned thereon for the benefit of the Servicer). Custodial Accounts will be reconciled within 45 days after bank statement cutoff date. Funds deposited in the Custodial Account may be drawn on by the Seller Servicer in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on Owner upon request. The Servicer acknowledges and agrees that the initial Closing Date, and upon the request Servicer shall bear any losses incurred with respect to Permitted Investments. The amount of any subsequent Purchasersuch losses shall be immediately deposited by the Servicer in the Custodial Account, out of the Servicer's own funds, with no right to reimbursement therefor. The Seller Servicer shall deposit in the Custodial Account a mortgage clearing account on a daily basis, and in the Custodial Account or Accounts no later than two (2) Business Days after receipt and identification of funds and retain therein the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such Cut-off Datecollections: (i) all payments on account of principal, including Principal PrepaymentsPrepayments (exclusive of any Prepayment Charges with regards to the Group II Mortgage Loans, but inclusive of any Prepayment Charges with regards to the Group I Mortgage Loans), on the Mortgage LoansLoans received after the Cut-off Date; (ii) all payments on account of interest on the Mortgage Loans adjusted to the related Mortgage Loan Remittance RateRate received after the Cut-off Date; (iii) all Net Liquidation ProceedsProceeds received after the Cut-off Date; (iv) any net amounts required to be deposited received by the Seller Servicer after the Cut-off Date in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds received after the Cut-off Date including amounts required to be deposited pursuant to Sections 4.08, 4.10 4.08 and 4.114.10, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Servicer's normal servicing procedures, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not received after the Cut-off Date other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices the Servicer's normal servicing procedures, the loan documents or applicable law; (vii) any Monthly AdvancesAdvances as provided in Section 5.03; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ix) any amounts required to be deposited by received after the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (x) any amounts Cut-off Date and required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 or 6.02:; and (xiix) with respect to each full or partial Principal PrepaymentPrepayment received after the Cut-off Date, an amount (any Prepayment Interest Shortfalls, to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount extent of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the Servicer's aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in received with respect to the calendar month in which such deposits are requiredrelated Due Period. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, and all Prepayment Interest Excess need not be deposited by the Seller Servicer in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Countrywide shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one (1) or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited in the Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement , in the form shown in Exhibit C heretoof time deposit or demand accounts. The original Countrywide shall provide the Purchaser with written evidence of the creation of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and Custodial Account(s) upon the request of any subsequent the Purchaser. The Seller Countrywide shall deposit in the Custodial Account on a daily basiswithin two (2) Business Days, and retain therein therein, the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (ia) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (iib) all payments on account of interest on the Mortgage Loans Loans, adjusted to the Mortgage Loan Remittance Rate; (iiic) all Liquidation Proceedsproceeds from a Cash Liquidation; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds); (vd) all PMI Proceeds, Government Insurance Proceeds and Other Insurance Proceeds, including amounts required to be deposited pursuant to Sections 4.08, 4.10 4.08 and 4.114.10, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicescustomary servicing procedures, the loan documents or applicable law; (vie) all Condemnation Proceeds affecting any Mortgaged Property which that are not released to the Mortgagor in accordance with Accepted Servicing Practices Countrywide’s normal servicing procedures, the loan documents or applicable law; (viif) any all Monthly Advances; (viiig) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Section 3.03 or 3.04, and any amount required to be deposited by Countrywide in connection with any shortfall in principal amount of the Qualified Substitute Mortgage Loans and the repurchased Mortgage Loans as required pursuant to Section 2.073.03; (ixh) any amounts required to be deposited by the Seller Countrywide pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, policy (such deposit shall be made from the SellerCountrywide’s own funds, without reimbursement therefor;reimbursement (xi) the Prepayment Interest Shortfall Amount, if any, for the month of distribution (such deposit shall be made from Countrywide’s own funds, without reimbursement (j) any amounts required to be deposited by Countrywide in the Custodial Account connection with any REO Property pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required4.13. The foregoing requirements for deposit in the Custodial Account shall be are exclusive, it being understood . The Purchaser understands and agreed agrees that, without limiting the generality of the foregoing, payments in the nature of late payment charges charges, prepayment penalties and assumption fees, fees (to the extent permitted by Section 6.01, 4.16) need not be deposited by the Seller Countrywide in the Custodial Account. Any interest paid by the depository institution on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Countrywide and the Seller Countrywide shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv4.05(d).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one (1) or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds deposited , in the Custodial Account form of time deposit or demand accounts, which account(s) may be drawn on by established with the Seller in accordance with Section 4.05Servicer. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown set forth in Exhibit C B hereto. The original A copy of such letter agreement shall be furnished sent to the Purchaser on the initial Closing Date, and upon the request of any subsequent PurchaserOwner promptly after a Custodial Account is set up. The Seller Custodial Account shall be an Eligible Account. The Servicer shall deposit in the Custodial Account on a daily basisbasis within one (1) Business Day of receipt, and retain therein therein, the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such after the Cut-off Date but allocable with respect to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such Cut-off DateLoans: (i) all payments on account of principal, including Principal PrepaymentsPrepayments and prepayment penalties, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to net of the Mortgage Loan Remittance RateServicing Fee payable as provided in Section 7.03; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition all Primary Insurance Proceeds); (v) all , LPMI Policy Proceeds and Other Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 5.10 and 4.115.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Servicer’s normal servicing procedures, the loan documents Mortgage Loan Documents or applicable law; (viv) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the loan documents Servicer’s normal servicing procedures, the Mortgage Loan Documents or applicable law; (vii) any Monthly Advances; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ixvi) any amounts required to be deposited by the Seller Servicer pursuant to Section 4.10 5.11 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be being made from the SellerServicer’s own funds, without reimbursement therefor; (xvii) any amounts required to be deposited by the Servicer in connection with any REO Property pursuant to Section 5.14; and (viii) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 5.14 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Servicer and the Seller Servicer shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv5.05(iii). Any funds on deposit in the Custodial Account may only be invested in accordance with Section 5.16.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall, or shall cause the Subservicer to, segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Any funds in a Custodial Account shall may be an Eligible Accountinvested in Permitted Investments (with any income earned thereon for the benefit of the Servicer, or the Subservicer in the case of a Custodial Account established by the Subservicer). Funds deposited in the Custodial Account may be drawn on by the Seller Servicer or the Subservicer only in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement an account certification in the form shown in Exhibit C B hereto. The original of such letter agreement account certification shall be furnished to the Purchaser on Master Servicer upon reasonable request. Each of the initial Closing Date, Servicer and upon the request Subservicer acknowledges and agrees that it shall bear any losses incurred with respect to Permitted Investments it directs. The amount of any subsequent Purchasersuch losses shall be immediately deposited by the Servicer or the Subservicer into the Custodial Account, out of its own funds, with no right to reimbursement therefor. The Seller Servicer shall, or shall cause the Subservicer to, deposit in into the Custodial Account on a daily basiswithin two (2) Business Days of the Servicer’s or the Subservicer’s receipt, and retain therein therein, the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such Cut-off Datecollections: (ia) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (iib) all payments on account of interest on the Mortgage Loans (adjusted to the related Mortgage Loan Remittance RateRate in the case of deposits by the Subservicer); (iiic) all Liquidation Proceeds; (ivd) any net amounts required to be deposited received by the Seller Servicer or the Subservicer in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (ve) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted the Servicing PracticesStandard, the loan documents Mortgage Loan Documents or applicable law; (vif) all Condemnation Proceeds affecting any Mortgaged Property which are not other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted the Servicing Practices Standard, the loan documents Mortgage Loan Documents or applicable law; (viig) any Monthly AdvancesAdvances as provided in Section 5.03; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ix) any amounts required to be deposited by the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (xh) any amounts required to be deposited in the Custodial Account pursuant to Section Sections 4.01, 4.13 or 4.14, 6.01 and 6.02:; and (xii) with respect to each Full Principal Prepayment or Partial Principal Prepayment, an amount (any Prepayment Interest Shortfall, to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount extent of the principal so prepaid at Servicer’s aggregate Servicing Fee received with respect to the Mortgage Loan Remittance Rate provided, however, that in no event shall related Due Period (or to the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount extent of the Servicing Subservicer’s aggregate Subservicing Fee received with respect to such Due Period, in the calendar month in which such deposits are requiredcase of the Prepayment Interest Shortfall obligations). The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption feesAncillary Income, to the extent permitted by Section 6.01, need not be deposited by the Seller Servicer or the Subservicer in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Custodial Account shall be an Eligible Account. Funds, deposited in the Custodial Account shall at all times be insured by the FDIC up to the FDIC insurance limits, or must be invested in Permitted Investments for the benefit of the Purchaser. Funds deposited in the Custodial Account may be drawn on by the Seller Servicer in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaser. The Seller Servicer shall deposit in a mortgage clearing account on a daily basis, and in the Custodial Account on a daily basisor Accounts no later than 48 hours after receipt of funds, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal PrepaymentsPrepayments and related penalties, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all Net Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller Servicer in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)and in connection therewith, the Servicer shall provide the Purchaser with written detail itemizing all of such amounts; (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents Mortgage Loan Documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices Practices, the loan documents or applicable law; (vii) any Monthly Advances; (viii) all proceeds with respect to each full or partial Principal Prepayment, any Prepayment Interest Shortfalls, to the extent of any Mortgage Loan repurchased or otherwise collected in accordance the Servicer’s aggregate Servicing Fee received with Article III and Section 2.07respect to the related Prepayment Period; (ix) any amounts required to be deposited by the Seller Servicer pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the SellerServicer’s own funds, without reimbursement therefor;; and (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller Servicer in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Servicer and the Seller Servicer shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv). The Purchaser shall not be responsible for any losses suffered with respect to investment of funds in the Custodial Account.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial AccountsAccounts with a commercial bank, a savings bank or a savings and loan association (which may be a depository Affiliate of the Seller) which meets the guidelines set forth by Fannie Mae or Freddie Mac as an eligible depository institution for xxxxxdial accxxxxx. The Each Custodial Account shall be an Eligible Account. Funds deposited in the a Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaserpurchaser. The Seller shall deposit in the Custodial Account on a daily basis, within one (1) Business Day of receipt thereof, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Rate; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Seller's normal servicing procedures, the loan documents or applicable law; (vii) any Monthly Advances; (viii) Compensating Interest, if any, for the month of distribution. Such deposit shall be made from the Seller's own funds, without reimbursement therefor; (ix) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07Sections 3.03; (ixx) any amounts required to be deposited by the Seller pursuant to Section 4.10 4.11 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s 's own funds, without reimbursement therefor;; and (xxi) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 4.01 or 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller and the Seller shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv)6.

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Upon request, the Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Each Custodial Account shall be an Eligible Account. Funds deposited in the a Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaserpurchaser. The Seller shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance RateLoans; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller Servicer in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Seller’s normal servicing procedures, the loan documents or applicable law; (vii) any Monthly Advances; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Sections 3.03, 3.04 and Section 2.073.05; (ix) any amounts required to be deposited by the Seller Servicer pursuant to Section 4.10 4.11 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the SellerServicer’s own funds, without reimbursement therefor;; and (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 4.01 or Section 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Servicer and the Seller Servicer shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv4.05(iv).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Each Custodial Account shall be an Eligible Account. Funds deposited in the a Custodial Account may be drawn on by the Seller in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C B hereto. The original of such letter agreement shall be furnished to the Purchaser on the initial Closing Date, and upon the request of any subsequent Purchaserpurchaser. The Seller shall deposit in the Custodial Account on a daily basis, and retain therein the following payments and collections received or made by it subsequent to each the Cut-off Date, or received by it prior to such the Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such the Cut-off Date: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage Loans; (ii) all payments on account of interest on the Mortgage Loans adjusted to the Mortgage Loan Remittance Interest Rate; (iii) all Liquidation Proceeds; (iv) any amounts required to be deposited by the Seller Servicer in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds including amounts required to be deposited pursuant to Sections 4.08, 4.10 and 4.11, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not released to the Mortgagor in accordance with Accepted Servicing Practices the Seller’s normal servicing procedures, the loan documents or applicable law; (vii) any Monthly Advances; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III Sections 3.03, 3.04 and Section 2.073.05; (ix) any amounts required to be deposited by the Seller Servicer pursuant to Section 4.10 4.11 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the SellerServicer’s own funds, without reimbursement therefor;; and (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 4.01 or Section 6.02: (xi) with respect to each Principal Prepayment, an amount (to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in the calendar month in which such deposits are required. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution shall accrue to the benefit of the Seller Servicer and the Seller Servicer shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv4.05(iv).

Establishment of Custodial Accounts; Deposits in Custodial Accounts. The Seller Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan separate and apart from any of its own funds and general assets and shall establish and maintain one or more Custodial Accounts. The Each Custodial Account shall be an Eligible established with a Qualified Depository. To the extent such funds are not deposited in a Custodial Account, such funds may be invested in Permitted Investments for the benefit of the Owner (with any income earned thereon for the benefit of the Servicer). Funds deposited in the Custodial Account may be drawn on by the Seller Servicer in accordance with Section 4.05. The creation of any Custodial Account shall be evidenced by a letter agreement in the form shown in Exhibit C EXHIBIT B hereto. The original of such letter agreement shall be furnished to the Purchaser on Owner upon request. The Servicer acknowledges and agrees that the initial Closing Date, and upon the request Servicer shall bear any losses incurred with respect to Permitted Investments. The amount of any subsequent Purchasersuch losses shall be immediately deposited by the Servicer in the Custodial Account, as appropriate, out of the Servicer's own funds, with no right to reimbursement therefor. The Seller Servicer shall deposit in the Custodial Account a mortgage clearing account on a daily basis, and in the Custodial Account or Accounts no later than the second Business Day after receipt of funds and retain therein the following payments and collections received or made by it subsequent to each Cut-off Date, or received by it prior to such Cut-off Date but allocable to a period subsequent thereto, other than in respect of principal and interest on the Mortgage Loans due on or before such Cut-off Datecollections: (i) all payments on account of principal, including Principal Prepayments, on the Mortgage LoansLoans received after the Cut-off Date; (ii) all payments on account of interest on the Mortgage Loans adjusted to the related Mortgage Loan Remittance RateRate received after the Cut-off Date; (iii) all Liquidation ProceedsProceeds and REO Disposition Proceeds received after the Cut-off Date; (iv) any net amounts required to be deposited received by the Seller Servicer after the Cut-off Date in connection with any REO Property pursuant to Section 4.13 (including REO Disposition Proceeds)4.13; (v) all Insurance Proceeds received after the Cut-off Date including amounts required to be deposited pursuant to Sections 4.08, 4.10 4.08 and 4.114.10, other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practicesthe Servicer's normal servicing procedures, the loan documents or applicable law; (vi) all Condemnation Proceeds affecting any Mortgaged Property which are not received after the Cut-off Date other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing Practices the Servicer's normal servicing procedures, the loan documents or applicable law; (vii) any Monthly AdvancesAdvances as provided in Section 5.03; (viii) all proceeds of any Mortgage Loan repurchased or otherwise collected in accordance with Article III and Section 2.07; (ix) any amounts required to be deposited by received after the Seller pursuant to Section 4.10 in connection with the deductible clause in any blanket hazard insurance policy, such deposit shall be made from the Seller’s own funds, without reimbursement therefor; (x) any amounts Cut-off Date and required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 or 6.02:; and (xiix) with respect to each full or partial Principal PrepaymentPrepayment received after the Cut-off date, an amount (any Prepayment Interest Shortfalls, to be paid by the Seller out of its own funds without reimbursement therefor) which, when added to all amount allocable to interest received in connection with such Principle Prepayment, equals one month’s interest on the amount extent of the principal so prepaid at the Mortgage Loan Remittance Rate provided, however, that in no event shall the Servicer's aggregate of deposits made by the Seller pursuant to this clause (xi) exceed the aggregate amount of the Servicing Fee in received with respect to the calendar month in which such deposits are requiredrelated Due Period. The foregoing requirements for deposit in the Custodial Account shall be exclusive, it being understood and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges and assumption fees, to the extent permitted by Section 6.01, need not be deposited by the Seller Servicer in the Custodial Account. Any interest paid on funds deposited in the Custodial Account by the depository institution Qualified Depository shall accrue to the benefit of the Seller Servicer and the Seller Servicer shall be entitled to retain and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv4.05(iv).