Common use of Execution and Authentication of Certificates Clause in Contracts

Execution and Authentication of Certificates. Conveyance of Uncertificated REMIC Regular Interests (a) The Trustee acknowledges the assignment to it of the Mortgage Loans and the delivery of the Mortgage Files to it, or any Custodian on its behalf, subject to any exceptions noted, together with the assignment to it of all other assets included in the Trust Fund, receipt of which is hereby acknowledged. Concurrently with such delivery and in exchange therefor, the Trustee, pursuant to the written request of the Depositor executed by an officer of the Depositor, has executed and caused to be authenticated and delivered to or upon the order of the Depositor the Certificates in authorized denominations which evidence ownership of the entire Trust Fund. (b) The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee without recourse all the right, title and interest of the Depositor in and to the REMIC I Regular Interests and the REMIC II Regular Interests for the benefit of the Holders of each Class of Certificates (other than the Class R-I Certificates and the Class R-II Certificates). The Trustee acknowledges receipt of the REMIC I Regular Interests and the REMIC II Regular Interests and declares that it holds and will hold the same in trust for the exclusive use and benefit of the Holders of each Class of Certificates (other than the Class R-I Certificates and the Class R-II Certificates). The interests evidenced by the Class R-III Certificates, together with the REMIC III Regular Interests, constitute the entire beneficial ownership interest in REMIC III.

Execution and Authentication of Certificates. Conveyance of Uncertificated REMIC Regular Interests (a) The Trustee acknowledges the assignment to it of the Mortgage Loans and the delivery of the Mortgage Files to it, or any Custodian on its behalf, subject to any exceptions noted, together with the assignment to it of all other assets included in the Trust Fund, receipt of which is hereby acknowledged. Concurrently with such delivery and in exchange therefor, the Trustee, pursuant to the written request of the Depositor executed by an officer of the Depositor, has executed and caused to be authenticated and delivered to or upon the order of the Depositor the Certificates in authorized denominations which evidence ownership of the entire Trust Fund. (b) The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee without recourse all the right, title and interest of the Depositor in and to the REMIC I Regular Interests and the REMIC II Regular Interests Interest I-LT for the benefit of the Holders of each Class of Certificates (other than the Class R-I Certificates and the Class R-II Certificates)REMIC III Regular Interests. The Trustee acknowledges receipt of the REMIC I Regular Interests and the REMIC II Regular Interests Interest I-LT (which are uncertificated) and declares that it holds and will hold the same in trust for the exclusive use and benefit of the Holders of each Class the REMIC III Regular Interests and Holders of Certificates (other than the Class R-I Certificates and the Class R-II III Certificates). The interests evidenced by the Class R-III Certificates, together with the REMIC III Regular Interests, constitute the entire beneficial ownership interest in REMIC III. (c) The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee without recourse all the right, title and interest of the Depositor in and to the REMIC II Regular Interest II-LT and the REMIC III Regular Interests for the benefit of the Holders of the REMIC IV Regular Interests. The Trustee acknowledges receipt of the REMIC II Regular Interest II-LT and the REMIC III Regular Interests (which are uncertificated) and declares that it holds and will hold the same in trust for the exclusive use and benefit of the Holders of the REMIC IV Regular Interests and Holders of the Class R-IV Certificates. The interests evidenced by the Class R-IV Certificates, together with the REMIC IV Regular Interests, constitute the entire beneficial ownership interest in REMIC IV. (d) The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee without recourse all the right, title and interest of the Depositor in and to the REMIC IV Regular Interests for the benefit of the holders of the Regular Certificates and the Class R-V certificates. The Trustee acknowledges receipt of the REMIC IV Regular Interests (each of which are uncertificated) and declares that it holds and will hold the same in trust for the exclusive use and benefit of the holders of the Regular Certificates and the Class R-V Certificates. The interests evidenced by the Class R-V Certificate, together with the Regular Certificates, constitute the entire beneficial ownership interest in REMIC V.

Execution and Authentication of Certificates. Conveyance of Uncertificated REMIC Regular Interests (a) The Trustee acknowledges the assignment to it of the Mortgage Loans and the delivery of the Mortgage Files to it, or any Custodian on its behalf, subject to any exceptions noted, together with the assignment to it of all other assets included in the Trust Fund, receipt of which is hereby acknowledged. Concurrently with such delivery and in exchange therefor, the Trustee, pursuant to the written request of the Depositor executed by an officer of the Depositor, has executed and caused to be authenticated and delivered to or upon the order of the Depositor the Certificates in authorized denominations which evidence ownership of the entire Trust Fund. (b) The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee without recourse all the right, title and interest of the Depositor in and to the REMIC I Regular Interests and the REMIC II Regular Interests Interest I-LT for the benefit of the Holders of each Class of Certificates (other than the Class R-I Certificates and the Class R-REMIC II Certificates)Regular Interests. The Trustee acknowledges receipt of the REMIC I Regular Interests and the REMIC II Regular Interests Interest I-LT (which are uncertificated) and declares that it holds and will hold the same in trust for the exclusive use and benefit of the Holders of each Class the REMIC II Regular Interests and Holders of Certificates (other than the Class R-I Certificates and the Class R-II Certificates). The interests evidenced by the Class R-III II Certificates, together with the REMIC III II Regular Interests, constitute the entire beneficial ownership interest in REMIC IIIII.

Execution and Authentication of Certificates. Conveyance of Uncertificated REMIC Regular Interests (a) The Trustee acknowledges the assignment to it of the Mortgage Loans and the delivery of the Mortgage Files to it, or any Custodian on its behalf, subject to any exceptions noted, together with the assignment to it of all other assets included in the Trust Fund, receipt of which is hereby acknowledged. Concurrently with such delivery and in exchange therefor, the Trustee, pursuant to the written request of the Depositor executed by an officer of the Depositor, has executed and caused to be authenticated and delivered to or upon the order of the Depositor the Certificates in authorized denominations which evidence ownership of the entire Trust Fund. (b) The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee without recourse all the right, title and interest of the Depositor in and to the REMIC I Regular Interests and the REMIC II Regular Interests for the benefit of the Holders of each Class the REMIC II Regular Interests and the Holders of Certificates (other than the Class R-I Certificates and the Class R-II Certificates). The Trustee acknowledges receipt of the REMIC I Regular Interests and the REMIC II Regular Interests (which are uncertificated) and declares that it holds and will hold the same in trust for the exclusive use and benefit of the Holders of each Class the REMIC II Regular Interests and Holders of Certificates (other than the Class R-I Certificates and the Class R-II Certificates). The interests evidenced by the Class R-III II Certificates, together with the REMIC III II Regular Interests, constitute the entire beneficial ownership interest in REMIC IIIII. (c) In exchange for the REMIC I Regular Interests, concurrently with the assignment to the Trustee thereof, pursuant to the written request of the Depositor executed by an officer of the Depositor, the Trustee has executed, authenticated and delivered to or upon the order of the Depositor, the Regular Certificates in authorized denominations evidencing (together with the Class R-II Certificates) the entire beneficial ownership interest in REMIC II.

Execution and Authentication of Certificates. Conveyance of Uncertificated REMIC Regular Interests (a) The Trustee acknowledges the assignment to it of the Mortgage Loans and the delivery of the Mortgage Files to it, or any Custodian on its behalf, subject to any exceptions noted, together with the assignment to it of all other assets included in the Trust Fund, receipt of which is hereby acknowledged. Concurrently with such delivery and in exchange therefor, the Trustee, pursuant to the written request of the Depositor executed by an officer of the Depositor, has executed and caused to be authenticated and delivered to or upon the order of the Depositor the Certificates in authorized denominations which evidence ownership of the entire Trust Fund. (b) The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee without recourse all the right, title and interest of the Depositor in and to the REMIC I Regular Interests and the REMIC II Regular Interests for the benefit of the Holders holders of each Class of Certificates (other than the Class R-I Regular Certificates and the Class R-II III Certificates). The Trustee acknowledges receipt of the REMIC I Regular Interests and the REMIC II Regular Interests (each of which are uncertificated) and declares that it holds and will hold the same in trust for the exclusive use and benefit of the Holders holders of each Class of Certificates (other than the Class R-I Regular Certificates and the Class R-II III Certificates). The interests evidenced by the Class R-III CertificatesCertificate, together with the REMIC III Regular InterestsCertificates, constitute the entire beneficial ownership interest in REMIC III.

Execution and Authentication of Certificates. Conveyance of Uncertificated REMIC Regular Interests (a) The Trustee acknowledges the assignment to it of the Mortgage Loans and the delivery of the Mortgage Custodial Files to it, or any the Custodian on its behalf, subject to any exceptions noted, together with the assignment to it of all other assets included in the Trust Fund, receipt of which is hereby acknowledged. Concurrently with such delivery and in exchange therefor, the Trustee, pursuant to the written request of the Depositor executed by an officer of the Depositor, has executed and caused to be authenticated and delivered to or upon the order of the Depositor the [Certificates in authorized denominations which evidence ownership of the entire Trust Fund]. (b) [The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee without recourse all the right, title and interest of the Depositor in and to the REMIC I Regular Interests and the REMIC II Regular Interests for the benefit of the Holders of each Class of Certificates (other than the Class R-I Certificates and the Class R-II Certificates). The Trustee acknowledges receipt of the REMIC I Regular Interests and the REMIC II Regular Interests and declares that it holds and will hold the same in trust for the exclusive use and benefit of the Holders of each Class of Certificates (other than the Class R-I Certificates and the Class R-II Certificates). The interests evidenced by the Class R-III Certificates, together with the REMIC III Regular Interests, constitute the entire beneficial ownership interest in REMIC III.]

Execution and Authentication of Certificates. Conveyance of Uncertificated REMIC Regular Interests (a) The Trustee acknowledges the assignment to it of the Mortgage Loans and the delivery of the Mortgage Files to it, or any Custodian on its behalf, subject to any exceptions noted, together with the assignment to it of all other assets included in the Trust Fund, receipt of which is hereby acknowledged. Concurrently with such delivery and in exchange therefor, the Trustee, pursuant to the written request of the Depositor executed by an officer of the Depositor, has executed and caused to be authenticated and delivered to or upon the order of the Depositor the Certificates in authorized denominations which evidence ownership of the entire Trust Fund. (b) The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee without recourse all the right, title and interest of the Depositor in and to the REMIC I Regular Interests and the REMIC II Regular Interests for the benefit of the Holders of each Class the REMIC II Regular Interests and the Holders of Certificates (other than the Class R-I Certificates and the Class R-II Certificates). The Trustee acknowledges receipt of the REMIC I Regular Interests and the REMIC II Regular Interests (which are uncertificated) and declares that it holds and will hold the same in trust for the exclusive use and benefit of the Holders of each Class the REMIC II Regular Interests and Holders of Certificates (other than the Class R-I Certificates and the Class R-II Certificates). The interests evidenced by the Class R-III II Certificates, together with the REMIC III II Regular Interests, constitute the entire beneficial ownership interest in REMIC II. (c) The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee without recourse all the right, title and interest of the Depositor in and to the REMIC II Regular Interests for the benefit of the holders of the Regular Certificates and the Class R-III Certificates. The Trustee acknowledges receipt of the REMIC II Regular Interests (which are uncertificated) and declares that it holds and will hold the same in trust for the exclusive use and benefit of the holders of the Regular Certificates and the Class R-III Certificates. The interests evidenced by the Class R-III Certificate, together with the Regular Certificates, constitute the entire beneficial ownership interest in REMIC III. (d) In exchange for the REMIC I Regular Interests and REMIC II Regular Interests and, concurrently with the assignment to the Trustee thereof, pursuant to the written request of the Depositor executed by an officer of the Depositor, the Trustee has executed, authenticated and delivered to or upon the order of the Depositor, the Regular Certificates in authorized denominations evidencing (together with the Class R-III Certificates) the entire beneficial ownership interest in REMIC III.

Execution and Authentication of Certificates. Conveyance of Uncertificated REMIC Regular Interests. (a) The Trustee acknowledges the assignment to it of the Mortgage Loans and the delivery of the Mortgage Files to it, or any Custodian on its behalf, subject to any exceptions noted, together with the assignment to it of all other assets included in the Trust Fund, receipt of which is hereby acknowledged. Concurrently with such delivery and in exchange therefor, the Trustee, pursuant to the written request of the Depositor executed by an officer of the Depositor, has executed and caused to be authenticated and delivered to or upon the order of the Depositor the Certificates in authorized denominations which evidence ownership of the entire Trust Fund. (b) The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee without recourse recourse, all the right, title and interest of the Depositor in and to the REMIC I Regular Interests and the REMIC II Regular Interests for the benefit of the Holders of each Class the REMIC II Regular Interests and the Holders of Certificates (other than the Class R-I Certificates and the Class R-II Certificates). The Trustee acknowledges receipt of the REMIC I Regular Interests and the REMIC II Regular Interests (which are uncertificated) and declares that it holds and will hold the same in trust for the exclusive use and benefit of the Holders of each Class the REMIC II Regular Interests and Holders of Certificates (other than the Class R-I Certificates and the Class R-II Certificates). The interests evidenced by the Class R-III II Certificates, together with the REMIC III II Regular Interests, constitute the entire beneficial ownership interest in REMIC IIIII. (c) In exchange for the REMIC I Regular Interests and, concurrently with the assignment to the Trustee thereof, pursuant to the written request of the Depositor executed by an officer of the Depositor, the Trustee has executed, authenticated and delivered to or upon the order of the Depositor, the Regular Certificates in authorized denominations evidencing (together with the Class R-II Certificates) the entire beneficial ownership interest in REMIC II.

Execution and Authentication of Certificates. Conveyance of Uncertificated REMIC Regular Interests. (a) The Trustee acknowledges the assignment to it of the Mortgage Loans and the delivery of the Mortgage Files to it, or any Custodian on its behalf, subject to any exceptions noted, together with the assignment to it of all other assets included in the Trust Fund, receipt of which is hereby acknowledged. Concurrently with such delivery and in exchange therefor, the Trustee, pursuant to the written request of the Depositor executed by an officer of the Depositor, has executed and caused to be authenticated and delivered to or upon the order of the Depositor the Certificates in authorized denominations which evidence ownership of the entire Trust Fund. (b) The Depositor, concurrently with the execution and delivery hereof, does hereby transfer, assign, set over and otherwise convey in trust to the Trustee without recourse recourse, all the right, title and interest of the Depositor in and to the REMIC I Regular Interests, the REMIC II Regular Interests and the REMIC II III Regular Interests for the benefit of the Holders of each Class the REMIC IV Regular Interests and the Holders of Certificates (other than the Class R-I Certificates and the Class R-II IV Certificates). The Trustee acknowledges receipt of the REMIC I Regular Interests and Interests, the REMIC II Regular Interests and the REMIC III Regular Interests (each of which are uncertificated) and declares that it holds and will hold the same in trust for the exclusive use and benefit of the Holders of each Class the REMIC IV Regular Interests and Holders of Certificates (other than the Class R-I Certificates and the Class R-II IV Certificates). The interests evidenced by the Class R-III IV Certificates, together with the REMIC III IV Regular Interests, constitute the entire beneficial ownership interest in REMIC IIIIV. (c) In exchange for the REMIC I Regular Interests, the REMIC II Regular Interests and the REMIC III Regular Interests and, concurrently with the assignment to the Trustee thereof, pursuant to the written request of the Depositor executed by an officer of the Depositor, the Trustee has executed, authenticated and delivered to or upon the order of the Depositor, the Regular Certificates in authorized denominations evidencing (together with the Class R-IV Certificates) the entire beneficial ownership interest in REMIC IV.