Common use of Miscellaneous REMIC Matters Clause in Contracts

Miscellaneous REMIC Matters. (a) The Trustee shall elect that REMIC I, REMIC II and REMIC III shall be treated as REMICs under Section 860D of the Code, as described in Section 9.11. The REMIC I REMIC Pool, REMIC II REMIC Pool and REMIC III REMIC Pool shall constitute the assets of REMIC I, REMIC II and REMIC III respectively. Any inconsistencies or ambiguities in this Agreement or in the administration of the Trust shall be resolved in a manner that preserves the validity of such REMIC elections. (b) REMIC I will be evidenced by the Class IA, Class IB, Class IC, Class ID, Class IE, Class IF, Class IG, Class IH, Class II, Class IJ, Class IK, Class IL and Class IM Interests and the Class P Certificates (together, the "REMIC I Regular Interests"), which (i) (except in the case of the Class P Certificates) will be uncertificated and non-transferable and (ii) are hereby designated as the "regular interests" in REMIC I and (y) the Class R-I Certificate, which is hereby designated as the single "residual interest" in REMIC I (the REMIC I Regular Interests, together with the Class R-I Certificate, the "REMIC I Interests"). The REMIC I Regular Interests (other than the Class P Certificates) shall be recorded on the records of the REMIC I as being issued to and held by the Trustee on behalf of REMIC II. The REMIC I Interests will have the following designations, initial principal balances and pass-through rates: (1) R-I $0 0% (1) The per annum Pass-Through Rate on these REMIC I Regular Interests shall at any time of determination equal the weighted average of the Net Loan Rates of the Mortgage Loans. (2) The Class P Certificates shall be entitled to receive all Prepayment Charges collected with respect to the Mortgage Loans. Such Prepayment Charges shall not be available for distribution with respect to any other Class of REMIC I Interests. The Prepayment Charges received by the Class P Certificates shall not be applied to the principal balance of those Certificates. On each Distribution Date, principal collections and realized losses on the Mortgage Loans shall be allocated first, to the Class IM Interests, and then, to the REMIC I Regular Interests (other than the Class IM Interests and Class P Certificates), sequentially, in reverse order to which they are listed above, until the principal balance of each such class is reduced to zero. The Class R-I Certificates shall have no principal balance and no pass-through rate and shall be entitled to only those distributable assets (exclusive of the Class P Deposit), if any, remaining in REMIC I on each Distribution Date after all amounts required to be distributed to the REMIC I Regular Interests (other than the Class P Certificates) and applicable Trust expenses have been paid. If, at any time, the Pool Balance is $15,000 or less, a portion of the Class P Deposit shall be paid as principal with respect to the Class P Certificates such that the remaining Class P Deposit is always less than 0.66% of the sum of the Pool Balance and the remaining Class P Deposit. After all of the REMIC I Regular Interests (other than the Class P Certificates) have been paid in full, the remaining available funds in REMIC I shall first be applied to reduce the principal balance of the Class P Certificates to zero, and then shall be payable with respect to the Class R-I Certificates. It is expected that there will not be any distributions on the Class R-I Certificate. (c) REMIC II will be evidenced by (x) the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2, Class II-B, the 12 components of Class II-A-IO described in note (2) below, and Class II-Q Interests (the "REMIC II Regular Interests"), which will be uncertificated and non-transferable and are hereby designated as the "regular interests" in REMIC II and (y) the Class R-II Certificates, which are hereby designated as the single "residual interest" in REMIC II (the REMIC II Regular Interests, together with the Class R-II Certificates, the "REMIC II Interests"). The REMIC II Regular Interests shall be recorded on the records of REMIC II as being issued to and held by the Trustee on behalf of REMIC III. The Basic Principal Distribution Amount shall be allocated 99% to the Class II-Q Certificate and 1% to the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests until paid in full. The aggregate amount of the Basic Principal Distribution Amount allocated to the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests shall be apportioned among such classes in the same manner as such amount is payable with respect to the Class X-0, Xxxxx X-0, Class M-1, Class M-2 and Class B Certificates, respectively. The Excess Overcollateralization Amount shall be allocated entirely to the Class II-Q Certificates until paid in full. On any Distribution Date, any interest paid with respect to the Mortgage Loans that is allocable to payments of principal on the Certificates pursuant to Section 5.01(e) (the "Turbo Amount") will not be payable to the REMIC II Regular Interests. Instead, a portion of the interest payable with respect to the Class II-Q Interest which equals 1% of the Turbo Amount will be payable as a reduction of the principal balances of the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests in the same manner as the Turbo Amount is allocated among the Class X-0, Xxxxx X-0, Class M-1, Class M-2 and Class B Certificates, respectively (and will be accrued and added to principal on the Class II-Q Interest). Losses on the Mortgage Loans shall be applied such that after all distributions have been made on such Distribution Date, the principal balances of the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests equal 1% of the principal balances of the Class X-0, Xxxxx X-0, Class M-1, Class M-2 and Class B Certificates, respectively, and the principal balance of the Class II-Q Interest equals the Pool Balance less an amount equal to the aggregate principal balances of the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests. The REMIC II Interests will have the following designations and pass-through rates, and distributions of principal and interest thereon shall be allocated to the Certificates in the following manner: Pass- Allocation Allocation REMIC II Initial Through of of Interests Balance Rate Principal Interest --------- ------- ---- --------- -------- II-A-1 $1,326,630 (1) (3) (4),(5) II-A-2 $ 160,870 (1) (3) (4),(5) II-M-1 $ 109,375 (1) (3) (4),(5) II-M-2 $ 83,125 (1) (3) (4),(5) II-B $ 70,000 (1) (3) (4),(5) II-Q $173,258,314.47 (1) (3) (4),(5) II-A-IO $0 (2) N/A Class A-IO R-II $0 0% N/A N/A(6) --------------- (1) The per annum Pass-Through Rate on these REMIC II Regular Interests shall at any time of determination equal the weighted average of the Pass-Through Rates of the REMIC I Regular Interests (other than the Class P Certificates), after first subtracting 6.0% from the Pass-Through Rates of each of such regular interests (other than the Class IM Interests) for the Distribution Dates indicated below for each of such regular interests.

Miscellaneous REMIC Matters. (a) The Trustee shall elect that REMIC I, I and REMIC II and REMIC III shall be treated as REMICs under Section 860D of the Code, as described in Section 9.11. The REMIC I REMIC Pool, REMIC II REMIC Pool and REMIC III II REMIC Pool shall constitute the assets of REMIC I, I and REMIC II and REMIC III respectively. Any inconsistencies or ambiguities in this Agreement or in the administration of the Trust shall be resolved in a manner that preserves the validity of such REMIC elections. (b) REMIC I will be evidenced by (x) the Class IALT-A1F, Class IBLT-A2F, Class ICLT-A3F, Class IDLT-A4F, Class IELT-A5F, Class IFLT-A6F, (collectively, the Class LT-AF Certificates), Class IGLT-MF, Class IHLT-AV1, Class IILT-MV1, Class IJLT-AV2, Class IK, Class IL LT-MV2 and Class IM Interests and the Class P Certificates (together, the "REMIC I Regular Interests"), which (i) (except in the case of the Class P Certificates) will be uncertificated and non-transferable and (ii) are hereby designated as the "regular interests" in REMIC I and (y) the Class R-I Certificate, which is hereby designated as the single "residual interest" in REMIC I (the REMIC I Regular Interests, together with the Class R-I Certificate, the "REMIC I Interests"). The REMIC I Regular Interests (other than the Class P Certificates) shall be recorded on the records of the REMIC I as being issued to and held by the Trustee on behalf of REMIC II. The REMIC I Interests will have the following designations, initial principal balances and pass-through rates: (1) R-I $0 0% (1) The per annum Pass-Through Rate on these REMIC I Regular Interests shall at any time of determination equal the weighted average of the Net Loan Rates of the Mortgage Loans. (2c) The Fixed Rate Group Certificates, Class P Certificates shall be entitled A-V1 Certificates, Class A-V2 Certificates, and the Class C Certificates, consisting of three components (the Class C-F Component, the Class C-V1 Component and the Class C-V2 Component (each as defined in Note 8 of (e) below)), but exclusive of any right to receive all Prepayment Charges collected any Supplemental Interest Amount are hereby designated as "regular interests" with respect to the Mortgage Loans. Such Prepayment Charges shall not be available for distribution REMIC II and the Class R-II Certificate is hereby designated as the single "residual interest" with respect to REMIC II. The Class R-II Certificate shall have no pass-through rate and shall have no principal balance. On each Distribution Date, available funds, if any, remaining in REMIC II after payments of interest and principal on the regular interests in REMIC II will be distributed to the Class R-II Certificates. (d) The Basic Principal Amount with respect to the Fixed Rate Group shall be allocated 99.99% to the Class LT-MF Certificate and 0.01% to the Class LT-AF Certificates until paid in full. The Basic Principal Amount with respect to Adjustable Rate Group I shall be allocated 99.99% to the Class LT-MV1 Certificates and 0.01% to the Class LT-AV1 Certificates until paid in full. The Basic Principal Amount with respect to Adjustable Rate Group II shall be allocated 99.99% to the Class LT-MV2 Certificates and 0.01% to the Class LT-AV2 Certificates until paid in full. Notwithstanding the foregoing, 100% of any other portion of the Basic Principal Amount that is attributable to an Overcollateralization Release Amount shall be allocated to the Class of LT-MF Certificates, Class LT-MV1 Certificates and Class LT-MV2 Certificates, until paid in full, to the extent it relates to the Fixed Rate Group, Adjustable Rate Group I or Adjustable Rate Group II, respectively. On any Distribution Date, the Extra Principal Distribution Amount, if any, for the Fixed Rate Group Certificates (the "Fixed Rate Turbo Amount") will not be payable to the REMIC I Regular Interests. The Prepayment Charges received by Similarly, on any Distribution Date, the Extra Principal Distribution Amount for the Adjustable Rate Group I Certificates (the "Adjustable Rate Group I Turbo Amount") or Adjustable Rate Group II Certificates (the "Adjustable Rate Group II Turbo Amount") will not be payable to the REMIC I Regular Interests. Instead, a portion of the interest payable with respect to the Class P LT-MF Certificate which equals 0.01% of the Fixed Rate Turbo Amount will be payable as a reduction of the principal balances of each of the Class LT-AF Certificates in the same manner as on which the Fixed Rate Turbo Amount is allocated among the Fixed Rate Group Certificates with the same designated class number, respectively (and will be accrued and added to principal on the Class LT-MF Certificate), a portion of the interest payable with respect to the Class LT-MV1 Certificate which equals 0.01% of the Adjustable Rate I Turbo Amount will be payable as a reduction of the principal balance of the Class LT-AV1 Certificates (and will be accrued and added to principal on the Class LT-MV1 Certificate), and a portion of the interest payable with respect to the Class LT-MV2 Certificate which equals 0.01% of the Adjustable Rate II Turbo Amount will be payable as a reduction of the principal balance of the Class LT-AV2 Certificates (and will be accrued and added to principal on the Class LT-MV2 Certificate). Realized Losses on the Mortgage Loans shall not be applied such that after all distributions have been made on such Distribution Date, the principal balances of each of the Class LT-AF Certificates, respectively equals 0.01% of the principal balance of the Fixed Rate Group Certificates with the same designated number, respectively; the principal balance of the Class LT-MF Certificates equals the Fixed Rate Group Balance less an amount equal to the aggregate principal balances of the Class LT-AF Certificates, the principal balance of the Class LT-AV1 Certificates equals 0.01% of the principal balance of the Class A-V1 Certificates, the principal balance of the Class LT-MV1 Certificates equals the Adjustable Rate Group I Balance less an amount equal to the principal balance of those the Class LT-AV1 Certificates, the principal balance of the Class LT-AV2 Certificates equals 0.01% of the principal balance of the Class A-V2 Certificates and the principal balance of the Class LT-MV2 Certificates equals the Adjustable Rate Group II Balance less an amount equal to the principal balance of the Class LT-AV2 Certificates. No Realized Losses shall be applied to the Class P Certificates. On each Distribution Date, principal collections and realized losses on the Mortgage Loans shall be allocated firstavailable funds, to the Class IM Interestsif any, and then, to the REMIC I Regular Interests (other than the Class IM Interests and Class P Certificates), sequentially, in reverse order to which they are listed above, until the principal balance of each such class is reduced to zero. The Class R-I Certificates shall have no principal balance and no pass-through rate and shall be entitled to only those distributable assets (exclusive of the Class P Deposit), if any, ) remaining in the REMIC I on each Distribution Date after all amounts required to be distributed payments of interest and principal with respect to the REMIC I Regular Interests (other than the Class P Certificates) and applicable Trust expenses have been paidwill be distributed with respect to the Class R-I Certificate. If, at any time, the Pool Balance is $15,000 or less, a portion of the Class P Deposit shall be paid as principal with respect to the Class P Certificates such that the remaining Class P Deposit is always less than 0.66% of the sum of the Pool Balance and the remaining Class P Deposit. After all of the REMIC I Regular Interests (other than the Class P Certificates) have been paid in full, the remaining available funds in REMIC I shall first be applied to reduce the principal balance of the Class P Certificates to zero, and then shall be payable with respect to the Class R-I Certificates. It is not expected that there will not be any distributions distribution on the Class R-I Certificate. (c) REMIC II Certificates. It is not expected that there will be evidenced by (x) the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2, Class II-B, the 12 components of Class II-A-IO described in note (2) below, and Class II-Q Interests (the "REMIC II Regular Interests"), which will be uncertificated and non-transferable and are hereby designated as the "regular interests" in REMIC II and (y) any distribution on the Class R-II I Certificates, which are hereby designated as the single "residual interest" in REMIC II . (the REMIC II Regular Interests, together with the Class R-II Certificates, the "REMIC II Interests"). e) The REMIC II Regular Interests shall be recorded on the records of REMIC II as being issued to and held by the Trustee on behalf of REMIC III. The Basic Principal Distribution Amount shall be allocated 99% to the Class II-Q Certificate and 1% to the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests until paid in full. The aggregate amount of the Basic Principal Distribution Amount allocated to the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests shall be apportioned among such classes in the same manner as such amount is payable with respect to the Class X-0, Xxxxx X-0, Class M-1, Class M-2 and Class B Certificates, respectively. The Excess Overcollateralization Amount shall be allocated entirely to the Class II-Q Certificates until paid in full. On any Distribution Date, any interest paid with respect to the Mortgage Loans that is allocable to payments of principal on the Certificates pursuant to Section 5.01(e) (the "Turbo Amount") will not be payable to the REMIC II Regular Interests. Instead, a portion of the interest payable with respect to the Class II-Q Interest which equals 1% of the Turbo Amount will be payable as a reduction of the principal balances of the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests in the same manner as the Turbo Amount is allocated among the Class X-0, Xxxxx X-0, Class M-1, Class M-2 and Class B Certificates, respectively (and will be accrued and added to principal on the Class II-Q Interest). Losses on the Mortgage Loans shall be applied such that after all distributions have been made on such Distribution Date, the principal balances of the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests equal 1% of the principal balances of the Class X-0, Xxxxx X-0, Class M-1, Class M-2 and Class B Certificates, respectively, and the principal balance of the Class II-Q Interest equals the Pool Balance less an amount equal to the aggregate principal balances of the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests. The REMIC II I Interests will have the following designations and pass-through rates, and distributions of principal and interest thereon shall be allocated to the Certificates in the following manner: Pass- Allocation Allocation REMIC II Initial Through of of Interests Balance Rate Principal Interest --------- ------- ---- --------- -------- II-A-1 $1,326,630 (1) (3) (4),(5) II-A-2 $ 160,870 (1) (3) (4),(5) II-M-1 $ 109,375 (1) (3) (4),(5) II-M-2 $ 83,125 (1) (3) (4),(5) II-B $ 70,000 (1) (3) (4),(5) II-Q $173,258,314.47 (1) (3) (4),(5) II-A-IO $0 (2) N/A Class A-IO R-II $0 0% N/A N/A(6) --------------- (1) The per annum Pass-Through Rate on these REMIC II Regular Interests shall at any time of determination equal the weighted average of the Pass-Through Rates of the REMIC I Regular Interests (other than the Class P Certificates), after first subtracting 6.0% from the Pass-Through Rates of each of such regular interests (other than the Class IM Interests) for the Distribution Dates indicated below for each of such regular interests.:

Miscellaneous REMIC Matters. (a) The Trustee shall elect that REMIC I, I and REMIC II and REMIC III shall be treated as REMICs under Section 860D of the Code, as described in Section 9.11. The REMIC I REMIC Pool, REMIC II REMIC Pool and REMIC III II REMIC Pool shall constitute the assets of REMIC I, I and REMIC II and REMIC III respectively. Any inconsistencies or ambiguities in this Agreement or in the administration of the Trust shall be resolved in a manner that preserves the validity of such REMIC elections. (b) The REMIC I will be evidenced by (x) the Class IALT-AF, Class IBLT-MF, Class ICLT-AV, Class ID, Class IE, Class IF, Class IG, Class IH, Class II, Class IJ, Class IK, Class IL LT-MV and Class IM Interests and the Class P Certificates (together, the "REMIC I Regular Interests"), which (i) (except in the case of the Class P CertificatesP) will be uncertificated and non-transferable and (ii) are hereby designated as the "regular interests" in the REMIC I and (y) the Class R-I 108 114 Certificate, which is hereby designated as the single "residual interest" in the REMIC I (the REMIC I Regular Interests, together with the Class R-I Certificate, the "REMIC I Interests"). The REMIC I Regular Interests (other than the Class P Certificates) shall be recorded on the records of the REMIC I as being issued to and held by the Trustee on behalf of the REMIC II. (c) The Class A-F, Class A-V and Class C Certificates, consisting of two components (the Class C-F Component and the Class C-V Component (each as defined in Note 7 of (e) below)), are hereby designated as "regular interests" with respect to the REMIC II and the Class R-II Certificate is hereby designated as the single "residual interest" with respect to the REMIC II. The REMIC I Interests will Class R-II Certificate shall have the following designations, initial principal balances and no pass-through rates: (1) rate and shall have no principal balance. On each Distribution Date, available funds, if any, remaining in the REMIC II after payments of interest and principal on the regular interests in REMIC II will be distributed to the Class R-I $0 0% (1) The per annum Pass-Through Rate on these REMIC I Regular Interests shall at any time of determination equal the weighted average of the Net Loan Rates of the Mortgage LoansII Certificates. (2d) The Class P Certificates shall be entitled to receive all Prepayment Charges collected Basic Principal Amount with respect to the Mortgage LoansFixed Rate Group shall be allocated 99.99% to the Class LT-MF Certificate and 0.01% to the Class LT-AF Certificates until paid in full. Such Prepayment Charges shall not be available for distribution The Basic Principal Amount with respect to the Adjustable Rate Group shall be allocated 99.99% to the Class LT-MV Certificates and 0.01% to the Class LT-AV Certificates until paid in full. Notwithstanding the foregoing, 100% of any other portion of the Basic Principal Amount that is attributable to an Overcollateralization Release Amount shall be allocated to the Class of LT-MF Certificates and Class LT-MV Certificates, until paid in full, to the extent it relates to the Fixed Rate Group and the Adjustable Rate Group, respectively. On any Distribution Date, the Extra Principal Distribution Amount, if any, for the Fixed Rate Group Certificates (the "Fixed Rate Turbo Amount") will not be payable to the REMIC I Regular Interests. The Prepayment Charges received by Similarly, on any Distribution Date, the Extra Principal Distribution Amount for the Adjustable Rate Group Certificates (the "Adjustable Rate Turbo Amount") will not be payable to the REMIC I Regular Interests. Instead, a portion of the interest payable with respect to the Class P LT-MF Certificate which equals 0.01% of the Fixed Rate Turbo Amount will be payable as a reduction of the principal balance of the Class LT-AF Certificates (and will be accrued and added to principal on the Class LT-MF Certificate) and a portion of the interest payable with respect to the Class LT-MV Certificate which equals 0.01% of the Adjustable Rate Turbo Amount will be payable as a reduction of the principal balance of the Class LT-AV Certificates (and will be accrued and added to principal on the Class LT-MV Certificate). Realized Losses on the Mortgage Loans shall not be applied such that after all distributions have been made on such Distribution Date, the principal balance of the Class LT-AF Certificates equals 0.01% of the principal balance of the Class A-F Certificates; the principal balance of the Class LT-MF Certificates equals the Fixed Rate Group Balance less an amount equal to the principal balance of those the Class LT-AF Certificates, the principal balance of the Class LT-AV Certificates equals 0.01% of the principal balance of the Class A-V Certificates, and the principal balance of the Class LT- 109 115 MV Certificates equals the Adjustable Rate Group Balance less an amount equal to the principal balance of the Class LT-AV Certificates. No Realized Losses shall be applied to the Class P Certificates. On each Distribution Date, principal collections and realized losses on the Mortgage Loans shall be allocated firstavailable funds, to the Class IM Interestsif any, and then, to the REMIC I Regular Interests (other than the Class IM Interests and Class P Certificates), sequentially, in reverse order to which they are listed above, until the principal balance of each such class is reduced to zero. The Class R-I Certificates shall have no principal balance and no pass-through rate and shall be entitled to only those distributable assets (exclusive of the Class P Deposit), if any, ) remaining in the REMIC I on each Distribution Date after all amounts required to be distributed payments of interest and principal with respect to the REMIC I Regular Interests (other than the Class P Certificates) and applicable Trust expenses have been paidwill be distributed with respect to the Class R-I Certificate. If, at any time, the Pool Balance is $15,000 or less, a portion of the Class P Deposit shall be paid as principal with respect to the Class P Certificates such that the remaining Class P Deposit is always less than 0.66% of the sum of the Pool Balance and the remaining Class P Deposit. After all of the REMIC I Regular Interests (other than the Class P Certificates) have been paid in full, the remaining available funds in REMIC I shall first be applied to reduce the principal balance of the Class P Certificates to zero, and then shall be payable with respect to the Class R-I Certificates. It is expected that there will not be any distributions on the Class R-I Certificate. (ce) REMIC II will be evidenced by (x) the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2, Class II-B, the 12 components of Class II-A-IO described in note (2) below, and Class II-Q Interests (the "REMIC II Regular Interests"), which will be uncertificated and non-transferable and are hereby designated as the "regular interests" in REMIC II and (y) the Class R-II Certificates, which are hereby designated as the single "residual interest" in REMIC II (the REMIC II Regular Interests, together with the Class R-II Certificates, the "REMIC II Interests"). The REMIC II Regular Interests shall be recorded on the records of REMIC II as being issued to and held by the Trustee on behalf of REMIC III. The Basic Principal Distribution Amount shall be allocated 99% to the Class II-Q Certificate and 1% to the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests until paid in full. The aggregate amount of the Basic Principal Distribution Amount allocated to the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests shall be apportioned among such classes in the same manner as such amount is payable with respect to the Class X-0, Xxxxx X-0, Class M-1, Class M-2 and Class B Certificates, respectively. The Excess Overcollateralization Amount shall be allocated entirely to the Class II-Q Certificates until paid in full. On any Distribution Date, any interest paid with respect to the Mortgage Loans that is allocable to payments of principal on the Certificates pursuant to Section 5.01(e) (the "Turbo Amount") will not be payable to the REMIC II Regular Interests. Instead, a portion of the interest payable with respect to the Class II-Q Interest which equals 1% of the Turbo Amount will be payable as a reduction of the principal balances of the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests in the same manner as the Turbo Amount is allocated among the Class X-0, Xxxxx X-0, Class M-1, Class M-2 and Class B Certificates, respectively (and will be accrued and added to principal on the Class II-Q Interest). Losses on the Mortgage Loans shall be applied such that after all distributions have been made on such Distribution Date, the principal balances of the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests equal 1% of the principal balances of the Class X-0, Xxxxx X-0, Class M-1, Class M-2 and Class B Certificates, respectively, and the principal balance of the Class II-Q Interest equals the Pool Balance less an amount equal to the aggregate principal balances of the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests. The REMIC II I Interests will have the following designations and pass-through rates, and distributions of principal and interest thereon shall be allocated to the Certificates in the following manner: Pass- Allocation Allocation ------------------------------------------------------------------------ REMIC II Initial Through of of Interests Balance Rate Principal Interest --------- ------- ---- --------- -------- III INTERESTS INITIAL PASS-A-1 THROUGH ALLOCATION BALANCE ($1,326,630 ) RATE (%) OF INTEREST ------------------------------------------------------------------------ LT-AF 19,123.50 7.29 (2) (6a), (7a) ------------------------------------------------------------------------ LT-MF 196,688,617.88 (1) (36a), (7a) ------------------------------------------------------------------------ LT-AV 20,203.50 (4) (4),(56b), (7b) II------------------------------------------------------------------------ LT-A-2 $ 160,870 (1) MV 203,337,098.17 (3) (4),(56b), (7b) II-M-1 $ 109,375 (1) (3) (4),(5) II-M-2 $ 83,125 (1) (3) (4),(5) II-B $ 70,000 (1) (3) (4),(5) II-Q $173,258,314.47 (1) (3) (4),(5) II-A-IO $------------------------------------------------------------------------ P 100 0 (25) N/A Class A-IO ------------------------------------------------------------------------ R-II $I 0 0% 0 (8) N/A N/A(6) --------------------------------------------------------------------------------------- ------------- (1) The per annum pass-through rate ("Pass-Through Rate Rate") on these REMIC II Regular Interests the Class LT-MF Certificates shall at any time of determination equal the weighted net average Mortgage Loan Rate in the Fixed Rate Group ("Fix WAC"). For this purpose, the Mortgage Loan Rates shall be net of the Monthly Servicing Fee, the Back-up Servicing Fee, the Trustee Fee and the Certificate Insurer Premium, each to the extent they are attributable to Mortgage Loans in the Fixed Rate Group and each expressed as an annual percentage of the Fixed Rate Group Balance. If there are any prepayment interest shortfalls with respect to the Fixed Rate Group not covered by Compensating Interest for the Fixed Rate Group, such shortfall will proportionally reduce the interest accrued on the Class LT-AF and Class LT-MF Certificates. (2) The per annum pass-through rate ("Pass-Through Rate") on the Class LT-AF Certificates shall at all times be subject to a maximum per annum rate equal to Fix WAC (as defined in Note 1 above). (3) The per annum pass-through rate ("Pass-Through Rate") on the Class LT-MV Certificates shall at any time of determination equal the weighted net average Mortgage Loan Rate in the Adjustable Rate Group ("Adj. WAC"). For this purpose, the Mortgage Loan Rates shall be net of the Monthly Servicing Fee, the Back-up Servicing Fee, the Trustee Fee and the Certificate Insurer Premium, each to the extent they are attributable to Mortgage Loans in the Adjustable Rate Group and each expressed as an annual percentage of the Adjustable Rate Group Balance. If there are any Prepayment Interest Shortfalls with respect to the Adjustable Rate Group not covered by Compensating Interest and not covered by the Certificate Insurance Policy for the Adjustable Rate Group, such shortfall will proportionally reduce the interest accrued on the Class LT-AV and Class LT-MV Certificates. (4) The per annum pass-through rate ("Pass-Through Rate") on the Class LT-AV Certificates shall equal the lesser of (i) the Class A-V Formula Pass-Through Rate (ii) Adj. WAC (as defined in Note 3 above) minus 0.50 %, and (iii) 14%. (5) The Class P Certificates shall be entitled to receive all Prepayment Charges collected with respect to the Mortgage Loans. Such Prepayment Charges shall not be available for distribution with respect to any other Class of REMIC I Interests. The Prepayment Charges received by the Class P Certificates shall not be applied to the principal balance of those certificates. (a) Except as provided in Note 7, interest on the Class LT-AF and Class LT-MF Certificates will be allocated to the Class A-F Certificates. (b) Except as provided in Note 7, interest on the Class LT-AV and Class LT-MV Certificates will be allocated to the Class A-V Certificates. (a) Any interest with respect to this REMIC I Interest in excess of the product of (i) 10,000 times the weighted average Pass-Through Rate of the Class LT-AF and Class LT-MF Certificates, where the Class LT-MF Certificate Pass-Through Rate is subject to a cap equal to 0%, and (ii) the principal balance of this REMIC I Interest, shall not be allocated to the Fixed Rate Certificates but will be allocated to the Class C Certificates as a separate component (the "Class C-F Component"). (b) Any interest with respect to this REMIC II Interest in excess of the product of (i) 10,000 times the weighted average Pass-Through Rate of the Class LT-AV and Class LT-MV Certificates, where the Class LT-MV Certificate Pass-Through Rate is subject to a cap equal to 0%, and (ii) the principal balance of this REMIC I Interest, shall not be allocated to the Adjustable Rate Certificates but will be allocated to the Class C Certificates as a separate component (the "Class C-V Component"). (8) On each Distribution Date, available funds, if any, (other than the Class P Deposit) remaining in the REMIC I after payments of interest and principal with respect to the REMIC I Regular Interests (other than the Class P Certificates), after first subtracting 6.0% from as described above, will be distributed with respect to the PassClass R-Through Rates I Certificate. (f) The Closing Date is hereby designated as the "Startup Day" of each of such regular interests (other than REMIC I and REMIC II within the Class IM Interestsmeaning of Section 860G(a)(9) of the Code. The "latest possible maturity date", solely for the Distribution Dates indicated below for purposes of Treasury regulation Section 1.860G-1(a)(4)(iii), of each of such the REMIC I Regular Interests and each of the "regular interests" with respect to REMIC II is July 15, 2033.

Miscellaneous REMIC Matters. (a) The Trustee shall elect that REMIC I, REMIC II and REMIC III shall be treated as REMICs under Section 860D of the Code, as described in Section 9.11. The REMIC I REMIC Pool, REMIC II REMIC Pool and REMIC III REMIC Pool shall constitute the assets of REMIC I, REMIC II and REMIC III respectively. Any inconsistencies or ambiguities in this Agreement or in the administration of the Trust shall be resolved in a manner that preserves the validity of such REMIC elections. (b) REMIC I will be evidenced by the Class IA, Class IB, Class IC, Class ID, Class IE, Class IF, Class IG, Class IH, Class II, Class IJ, Class IK, Class IL and Class IM Interests and the Class P Certificates (together, the "REMIC I Regular Interests"), which (i) (except in the case of the Class P Certificates) will be uncertificated and non-transferable and (ii) are hereby designated as the "regular interests" in REMIC I and (y) the Class R-I Certificate, which is hereby designated as the single "residual interest" in REMIC I (the REMIC I Regular Interests, together with the Class R-I Certificate, the "REMIC I Interests"). The REMIC I Regular Interests (other than the Class P Certificates) shall be recorded on the records of the REMIC I as being issued to and held by the Trustee on behalf of REMIC II. The REMIC I Interests will have the following designations, initial principal balances and pass-through rates: (1) R-I $$ 0 0% (1) The per annum Pass-Through Rate on these REMIC I Regular Interests shall at any time of determination equal the weighted average of the Net Loan Rates of the Mortgage Loans. (2) The Class P Certificates shall be entitled to receive all Prepayment Charges collected with respect to the Mortgage Loans. Such Prepayment Charges shall not be available for distribution with respect to any other Class of REMIC I Interests. The Prepayment Charges received by the Class P Certificates shall not be applied to the principal balance of those Certificates. On each Distribution Date, principal collections and realized losses on the Mortgage Loans shall be allocated first, to the Class IM Interests, and then, to the REMIC I Regular Interests (other than the Class IM Interests and Class P Certificates), sequentially, in reverse order to which they are listed above, until the principal balance of each such class is reduced to zero. The Class R-I Certificates shall have no principal balance and no pass-through rate and shall be entitled to only those distributable assets (exclusive of the Class P Deposit), if any, remaining in REMIC I on each Distribution Date after all amounts required to be distributed to the REMIC I Regular Interests (other than the Class P Certificates) and applicable Trust expenses have been paid. If, at any time, the Pool Balance is $15,000 or less, a portion of the Class P Deposit shall be paid as principal with respect to the Class P Certificates such that the remaining Class P Deposit is always less than 0.66% of the sum of the Pool Balance and the remaining Class P Deposit. After all of the REMIC I Regular Interests (other than the Class P Certificates) have been paid in full, the remaining available funds in REMIC I shall first be applied to reduce the principal balance of the Class P Certificates to zero, and then shall be payable with respect to the Class R-I Certificates. It is expected that there will not be any distributions on the Class R-I Certificate. (c) REMIC II will be evidenced by (x) the Class II-A-1, Class II-A-2, Class II-A-3, Class II-A-4, Class II-M-1, Class II-M-2, Class II-B, the 12 components of Class II-A-IO described in note (2) below, and Class II-Q Interests (the "REMIC II Regular Interests"), which will be uncertificated and non-transferable and are hereby designated as the "regular interests" in REMIC II and (y) the Class R-II Certificates, which are hereby designated as the single "residual interest" in REMIC II (the REMIC II Regular Interests, together with the Class R-II Certificates, the "REMIC II Interests"). The REMIC II Regular Interests shall be recorded on the records of REMIC II as being issued to and held by the Trustee on behalf of REMIC III. The Basic Principal Distribution Amount shall be allocated 99% to the Class II-Q Certificate and 1% to the Class II-A-1, Class II-A-2, Class II-A-3, Class II-A-4,Class II-M-1, Class II-M-2 and Class II-B Interests until paid in full. The aggregate amount of the Basic Principal Distribution Amount allocated to the Class II-A-1, Class II-A-2, Class II-A-3, Class II-A-4,Class II-M-1, Class II-M-2 and Class II-B Interests shall be apportioned among such classes in the same manner as such amount is payable with respect to the Class X-0, Xxxxx X-0, Class A-3, Class A-4, Class M-1, Class M-2 and Class B Certificates, respectively. The Excess Overcollateralization Amount shall be allocated entirely to the Class II-Q Certificates until paid in full. On any Distribution Date, any interest paid with respect to the Mortgage Loans that is allocable to payments of principal on the Certificates pursuant to Section 5.01(e5.01(c) (7) (the "Turbo Amount") will not be payable to the REMIC II Regular Interests. Instead, a portion of the interest payable with respect to the Class II-Q Interest which equals 1% of the Turbo Amount will be payable as a reduction of the principal balances of the Class II-A-1, Class II-A-2, Class II-A-3, Class II-A-4, Class II-M-1, Class II-M-2 and Class II-B Interests in the same manner as the Turbo Amount is allocated among the Class X-0, Xxxxx X-0, Class A-3, Class A-4, Class M-1, Class M-2 and Class B Certificates, respectively (and will be accrued and added to principal on the Class II-Q Interest). Losses on the Mortgage Loans shall be applied such that after all distributions have been made on such Distribution Date, the principal balances of the Class II-A-1, Class II-A-2, Class II-A-3, Class II-A-4, Class II-M-1, Class II-M-2 and Class II-B Interests equal 1% of the principal balances of the Class A-1, Class X-0, Xxxxx X-0, Class A-4, Class M-1, Class M-2 and Class B Certificates, respectively, and the principal balance of the Class II-Q Interest equals the Pool Balance less an amount equal to the aggregate principal balances of the Class II-A-1, Class II-A-2, Class II-A-3, Class II-A-4, Class II-M-1, Class II-M-2 and Class II-B Interests. The REMIC II Interests will have the following designations and pass-through rates, and distributions of principal and interest thereon shall be allocated to the Certificates in the following manner: Pass- Allocation Allocation REMIC II Initial Through of of Interests Balance Rate Principal Interest --------- ------- ---- --------- -------- II-A-1 $1,326,630 (1) (3) (4),(5) II-A-2 $ 160,870 (1) (3) (4),(5) II-M-1 $ 109,375 (1) (3) (4),(5) II-M-2 $ 83,125 (1) (3) (4),(5) II-B $ 70,000 (1) (3) (4),(5) II-Q $173,258,314.47 (1) (3) (4),(5) II-A-IO $0 (2) N/A Class A-IO R-II $0 0% N/A N/A(6) --------------- (1) The per annum Pass-Through Rate on these REMIC II Regular Interests shall at any time of determination equal the weighted average of the Pass-Through Rates of the REMIC I Regular Interests (other than the Class P Certificates), after first subtracting 6.0% from the Pass-Through Rates of each of such regular interests (other than the Class IM Interests) for the Distribution Dates indicated below for each of such regular interests.:

Miscellaneous REMIC Matters. (a) The Trustee shall elect that REMIC I, I and REMIC II and REMIC III shall be treated as REMICs under Section 860D of the Code, as described in Section 9.11. The REMIC I REMIC Pool, REMIC II REMIC Pool and REMIC III II REMIC Pool shall constitute the assets of REMIC I, I and REMIC II and REMIC III respectively. Any inconsistencies or ambiguities in this Agreement or in the administration of the Trust shall be resolved in a manner that preserves the validity of such REMIC elections. (b) REMIC I will be evidenced by (x) the Class IALT-AF, Class IBLT-MF, Class ICLT-AV1, Class IDLT-MV1, Class IE, Class IF, Class IG, Class IH, Class II, Class IJ, Class IK, Class IL LT-AV2 and Class IM Interests and the Class P LT-MV2 Certificates (together, the "REMIC I Regular Interests"), which (i) (except in the case of the Class P Certificates) will be uncertificated and non-transferable and (ii) are hereby designated as the "regular interests" in REMIC I and (y) the Class R-I Certificate, which is hereby designated as the single "residual interest" in REMIC I (the REMIC I Regular Interests, together with the Class R-I Certificate, the "REMIC I Interests"). The REMIC I Regular Interests (other than the Class P Certificates) shall be recorded on the records of the REMIC I as being issued to and held by the Trustee on behalf of REMIC II. The REMIC I Interests will have the following designations, initial principal balances and pass-through rates: (1) R-I $0 0% (1) The per annum Pass-Through Rate on these REMIC I Regular Interests shall at any time of determination equal the weighted average of the Net Loan Rates of the Mortgage Loans. (2) The Class P Certificates shall be entitled to receive all Prepayment Charges collected with respect to the Mortgage Loans. Such Prepayment Charges shall not be available for distribution with respect to any other Class of REMIC I Interests. The Prepayment Charges received by the Class P Certificates shall not be applied to the principal balance of those Certificates. On each Distribution Date, principal collections and realized losses on the Mortgage Loans shall be allocated first, to the Class IM Interests, and then, to the REMIC I Regular Interests (other than the Class IM Interests and Class P Certificates), sequentially, in reverse order to which they are listed above, until the principal balance of each such class is reduced to zero. The Class R-I Certificates shall have no principal balance and no pass-through rate and shall be entitled to only those distributable assets (exclusive of the Class P Deposit), if any, remaining in REMIC I on each Distribution Date after all amounts required to be distributed to the REMIC I Regular Interests (other than the Class P Certificates) and applicable Trust expenses have been paid. If, at any time, the Pool Balance is $15,000 or less, a portion of the Class P Deposit shall be paid as principal with respect to the Class P Certificates such that the remaining Class P Deposit is always less than 0.66% of the sum of the Pool Balance and the remaining Class P Deposit. After all of the REMIC I Regular Interests (other than the Class P Certificates) have been paid in full, the remaining available funds in REMIC I shall first be applied to reduce the principal balance of the Class P Certificates to zero, and then shall be payable with respect to the Class R-I Certificates. It is expected that there will not be any distributions on the Class R-I Certificate. (c) REMIC II will be evidenced by (x) The Class A-F, Class A-V1, Class A-V2, and the Class IIC Certificates, consisting of three components (the Class C-A-1, Class II-A-2, Class II-M-1, Class II-M-2, Class II-BF Component, the 12 components Class C-V1 Component and the Class C-V2 Component (each as defined in Note 8 of Class II-A-IO described in note (2e) below, and Class II-Q Interests (the "REMIC II Regular Interests")), which will be uncertificated and non-transferable and but exclusive of any right to receive any Supplemental Interest Amount are hereby designated as the "regular interests" in with respect to the REMIC II and (y) the Class R-II Certificates, which are Certificate is hereby designated as the single "residual interest" with respect to REMIC II. The Class R-II Certificate shall have no pass-through rate and shall have no principal balance. On each Distribution Date, available funds, if any, remaining in REMIC II (after payments of interest and principal on the regular interests in REMIC II Regular Interests, together with will be distributed to the Class R-II Certificates, the "REMIC II Interests"). The REMIC II Regular Interests shall be recorded on the records of REMIC II as being issued to and held by the Trustee on behalf of REMIC III. . (d) The Basic Principal Distribution Amount with respect to the Fixed Rate Group shall be allocated 9999.99% to the Class IILT-Q MF Certificate and 10.01% to the Class IILT-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests AF Certificates until paid in full. The aggregate amount of the Basic Principal Distribution Amount with respect to Adjustable Rate Group I shall be allocated 99.99% to the Class IILT-A-1, Class II-A-2, Class II-M-1, Class II-M-2 MV1 Certificates and Class II-B Interests shall be apportioned among such classes in the same manner as such amount is payable with respect 0.01% to the Class X-0, Xxxxx X-0, Class M-1, Class M-2 and Class B Certificates, respectively. The Excess Overcollateralization Amount shall be allocated entirely to the Class IILT-Q AV1 Certificates until paid in full. The Basic Principal Amount with respect to Adjustable Rate Group II shall be allocated 99.99% to the Class LT-MV2 Certificates and 0.01% to the Class LT-AV2 Certificates until paid in full. Notwithstanding the foregoing, 100% of any portion of the Basic Principal Amount that is attributable to an Overcollateralization Release Amount shall be allocated to the Class LT-MF Certificates, Class LT-MV1 Certificates and Class LT-MV2 Certificates, until paid in full, to the extent it relates to the Fixed Rate Group, Adjustable Rate Group I or Adjustable Rate Group II, respectively. On any Distribution Date, any interest paid with respect to the Mortgage Loans that is allocable to payments of principal on Extra Principal Distribution Amount, if any, for the Fixed Rate Group Certificates pursuant to Section 5.01(e) (the "Fixed Rate Turbo Amount") will not be payable to the REMIC I Regular Interests. Similarly, on any Distribution Date, the Extra Principal Distribution Amount for the Adjustable Rate Group I Certificates (the "Adjustable Rate Group I Turbo Amount") or Adjustable Rate Group II Certificates (the "Adjustable Rate Group II Turbo Amount") will not be payable to the REMIC I Regular Interests. Instead, a portion of the interest payable with respect to the Class IILT-Q Interest MF Certificate which equals 10.01% of the Fixed Rate Turbo Amount will be payable as a reduction of the principal balances balance of the Class IILT-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests in the same manner as the Turbo Amount is allocated among the Class X-0, Xxxxx X-0, Class M-1, Class M-2 and Class B Certificates, respectively AF Certificates (and will be accrued and added to principal on the Class IILT-Q InterestMF Certificate), a portion of the interest payable with respect to the Class LT-MV1 Certificate which equals 0.01% of the Adjustable Rate I Turbo Amount will be payable as a reduction of the principal balance of the Class LT-AV1 Certificates (and will be accrued and added to principal on the Class LT-MV1 Certificate), and a portion of the interest payable with respect to the Class LT-MV2 Certificate which equals 0.01% of the Adjustable Rate II Turbo Amount will be payable as a reduction of the principal balance of the Class LT-AV2 Certificates (and will be accrued and added to principal on the Class LT-MV2 Certificate). Realized Losses on the Mortgage Loans shall be applied such that after all distributions have been made on such Distribution Date, the principal balances balance of the Class IILT-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests equal 1AF Certificates equals 0.01% of the principal balances balance of the Class X-0, Xxxxx X-0, A-F Certificates; the principal balance of the Class M-1, LT-MF Certificates equals the Fixed Rate Group Balance less an amount equal to the principal balance of the Class M-2 and Class B LT-AF Certificates, respectivelythe principal balance of the Class LT-AV1 Certificates equals 0.01% of the principal balance of the Class A-V1 Certificates, the principal balance of the Class LT-MV1 Certificates equals the Adjustable Rate Group I Balance less an amount equal to the principal balance of the Class LT-AV1 Certificates, the principal balance of the Class LT-AV2 Certificates equals 0.01% of the principal balance of the Class A-V2 Certificates and the principal balance of the Class IILT-Q Interest MV2 Certificates equals the Pool Adjustable Rate Group II Balance less an amount equal to the aggregate principal balances balance of the Class IILT-A-1AV2 Certificates. On each Distribution Date, available funds, if any, remaining in the REMIC I after payments of interest and principal with respect to the REMIC I Regular Interests will be distributed with respect to the Class IIR-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests. I Certificate. (e) The REMIC II I Interests will have the following designations and pass-through rates, and distributions of principal and interest thereon shall be allocated to the Certificates in the following manner: Pass- Allocation Allocation ------------------ ----------------------- ---------------- ----------------- REMIC II Initial Through of of Interests Balance I INTERESTS INITIAL PASS-THROUGH ALLOCATION BALANCE ($) RATE (%) OF INTEREST ------------------ ----------------------- ---------------- ----------------- LT-AF 22,950.00 7.589 (2) (6a), (7a) ------------------ ----------------------- ---------------- ----------------- LT-MF Fixed Rate Principal Interest --------- ------- ---- --------- -------- II-A-1 $1,326,630 Group (1) (36a), (7a) Balance - 22,950.00 ------------------ ----------------------- ---------------- ----------------- LT-AV1 15,500.00 (4) (4),(56b), (7b) II------------------ ----------------------- ---------------- ----------------- LT-A-2 $ 160,870 (1) MV1 Adjustable Rate Group I (3) (4),(56b), (7b) IIBalance - 15,500.00 ------------------ ----------------------- ---------------- ----------------- LT-M-1 $ 109,375 AV2 1,550.00 (15) (36) ------------------ ----------------------- ---------------- ----------------- LT-MV2 Adjustable Rate Group (5) (4),(56) IIII Balance - 1,550.00 ------------------ ----------------------- ---------------- ----------------- R-M-2 $ 83,125 (1) (3) (4),(5) II-B $ 70,000 (1) (3) (4),(5) II-Q $173,258,314.47 (1) (3) (4),(5) II-A-IO $I 0 0 (2) 8) N/A Class A-IO R-II $0 0% N/A N/A(6) --------------------------------- ----------------------- ---------------- ----------------- ------------- (1) The per annum pass-through rate ("Pass-Through Rate Rate") on these REMIC II Regular Interests the Class LT-MF Certificates shall at any time of determination equal the weighted net average Mortgage Loan Rate in the Fixed Rate Group ("Fix WAC"). For this purpose, the Mortgage Loan Rates shall be net of the Monthly Servicing Fee, the Back-up Servicing Fee, the Trustee Fee, the PMI Insurer Premium and the Certificate Insurer Premium, each to the extent they are attributable to Mortgage Loans in the Fixed Rate Group and each expressed as an annual percentage of the Fixed Rate Group Balance. If there are any prepayment interest shortfalls with respect to the Fixed Rate Group not covered by Compensating Interest for the Fixed Rate Group, such shortfall will proportionally reduce the interest accrued on the Class LT-AF and Class LT-MF Certificates. (2) The per annum pass-through rate ("Pass-Through Rate") on the Class LT-AF Certificates shall at all times be subject to a maximum per annum rate equal to Fix WAC (as defined in Note 1 above). (3) The per annum pass-through rate ("Pass-Through Rate") on the Class LT-MV1 Certificates shall at any time of determination equal the weighted net average Mortgage Loan Rate in Adjustable Rate Group I ("Adj. WAC1"). For this purpose, the Mortgage Loan Rates shall be net of the Monthly Servicing Fee, the Back-up Servicing Fee, the Trustee Fee, the PMI Insurer Premium and the Certificate Insurer Premium, each to the extent they are attributable to Mortgage Loans in Adjustable Rate Group I and each expressed as an annual percentage of the Adjustable Rate Group I Balance. If there are any Prepayment Interest Shortfalls with respect to Adjustable Rate Group I not covered by Compensating Interest and not covered by the Certificate Insurance Policy for Adjustable Rate Group I, such shortfall will proportionally reduce the interest accrued on the Class LT-AV1 and Class LT-MV1 Certificates. (4) The per annum pass-through rate ("Pass-Through Rate") on the Class LT-AV1 Certificates shall equal the lesser of (i) the Class A-V1 Formula Pass-Through Rate, (ii) Adj. WAC1 (as defined in Note 3 above) minus, after the 12th Distribution Date, 0.50%, and (iii) 14%. (5) The per annum pass-through rate ("Pass-Through Rate") on the Class LT-MV2 Certificates shall at any time of determination equal the weighted net average Mortgage Loan Rate in Adjustable Rate Group II ("Adj. WAC2"). For this purpose, the Mortgage Loan Rates shall be net of the Monthly Servicing Fee, the Back-up Servicing Fee, the Trustee Fee, the PMI Insurer Premium and the Certificate Insurer Premium, each to the extent they are attributable to Mortgage Loans in Adjustable Rate Group II and each expressed as an annual percentage of the Adjustable Rate Group II Balance. If there are any Prepayment Interest Shortfalls with respect to Adjustable Rate Group II not covered by Compensating Interest and not covered by the Certificate Insurance Policy for Adjustable Rate Group II, such shortfall will proportionally reduce the interest accrued on the Class LT-AV2 and Class LT-MV2 Certificates. (6) The per annum pass-through rate ("Pass-Through Rate") on the Class LT-AV2 Certificates shall equal the lesser of (i) the Class A-V2 Formula Pass-Through Rate, (ii) Adj. WAC2 (as defined in Note 5 above) minus, after the 12th Distribution Date, 0.50%, and (iii) 14%. (a) Except as provided in Note 8, interest on the Class LT-AF and Class LT-MF Certificates will be allocated to the Class A-F Certificates. (b) Except as provided in Note 8, interest on the Class LT-AV1 and Class LT-MV1 Certificates will be allocated to the Class A-V1 Certificates, and interest on the Class LT-AV2 and Class LT-MV2 Certificates will be allocated to the Class A-V2 Certificates. (a) Any interest with respect to this REMIC I Interest in excess of the product of (i) 10,000 times the weighted average Pass-Through Rate of the Class LT-AF and Class LT-MF Certificates, where the Class LT-MF Certificate Pass-Through Rate is subject to a cap equal to 0%, and (ii) the principal balance of this REMIC I Interest, shall not be allocated to the Fixed Rate Certificates but will be allocated to the Class C Certificates as a separate component (the "Class C-F Component"). (b) Any interest with respect to this REMIC II Interest in excess of the product of (A) in the case of Adjustable Rate Group I (i) 10,000 times the weighted average Pass-Through Rate of the Class LT-AV1 and Class LT-MV1 Certificates, where the Class LT-MV1 Certificate Pass-Through Rate is subject to a cap equal to 0%, and (ii) the principal balance of this REMIC I Interest, shall not be allocated to the Adjustable Rate Group I Certificates but will be allocated to the Class C Certificates as a separate component (the -116- "Class C-V1 Component") and (B) in the case of Adjustable Rate Group II (i) 10,000 times the weighted average Pass-Through Rate of the Class LT-AV2 and Class LT-MV2 Certificates, where the Class LT-MV2 Certificate Pass-Through Rate is subject to a cap equal to 0%, and (ii) the principal balance of this REMIC I Interest, shall not be allocated to the Adjustable Rate Group II Certificates but will be allocated to the Class C Certificates as a separate component (the "Class C-V2 Component"). (9) On each Distribution Date, available funds, if any, remaining in the REMIC I after payments of interest and principal with respect to the REMIC I Regular Interests (other than Interests, as described above, will be distributed with respect to the Class P Certificates), after first subtracting 6.0% from the PassR-Through Rates of each of such regular interests (other than the Class IM Interests) for the Distribution Dates indicated below for each of such regular interestsI Certificate.

Miscellaneous REMIC Matters. REMIC Pool, shall promptly forward a copy of such notice to the Servicer. (a) The Trustee shall elect that REMIC I, I and REMIC II and REMIC III shall be treated as REMICs under Section 860D of the Code, as described in Section 9.11. The REMIC I REMIC Pool, REMIC II REMIC Pool and REMIC III II REMIC Pool shall constitute the assets of REMIC I, I and REMIC II and REMIC III respectively. Any inconsistencies or ambiguities in this Agreement or in the administration of the Trust shall be resolved in a manner that preserves the validity of such REMIC elections. (b) REMIC I will be evidenced by the Class IA, Class IB, Class IC, Class ID, Class IE, Class IF, Class IG, Class IH, Class II, Class IJ, Class IK, Class IL and Class IM Interests and the Class P Certificates (together, the "REMIC I Regular Interests"), which (i) (except in the case of the Class P Certificates) will be uncertificated and non-transferable and (ii) are hereby designated as the "regular interests" in REMIC I and (y) the Class R-I Certificate, which is hereby designated as the single "residual interest" in REMIC I (the REMIC I Regular Interests, together with the Class R-I Certificate, the "REMIC I Interests"). The REMIC I Regular Interests (other than the Class P Certificates) shall be recorded on the records of the REMIC I as being issued to and held by the Trustee on behalf of REMIC II. The REMIC I Interests will have the following designations, initial principal balances and pass-through rates: (1) R-I $0 0% (1) The per annum Pass-Through Rate on these REMIC I Regular Interests shall at any time of determination equal the weighted average of the Net Loan Rates of the Mortgage Loans. (2) The Class P Certificates shall be entitled to receive all Prepayment Charges collected with respect to the Mortgage Loans. Such Prepayment Charges shall not be available for distribution with respect to any other Class of REMIC I Interests. The Prepayment Charges received by the Class P Certificates shall not be applied to the principal balance of those Certificates. On each Distribution Date, principal collections and realized losses on the Mortgage Loans shall be allocated first, to the Class IM Interests, and then, to the REMIC I Regular Interests (other than the Class IM Interests and Class P Certificates), sequentially, in reverse order to which they are listed above, until the principal balance of each such class is reduced to zero. The Class R-I Certificates shall have no principal balance and no pass-through rate and shall be entitled to only those distributable assets (exclusive of the Class P Deposit), if any, remaining in REMIC I on each Distribution Date after all amounts required to be distributed to the REMIC I Regular Interests (other than the Class P Certificates) and applicable Trust expenses have been paid. If, at any time, the Pool Balance is $15,000 or less, a portion of the Class P Deposit shall be paid as principal with respect to the Class P Certificates such that the remaining Class P Deposit is always less than 0.66% of the sum of the Pool Balance and the remaining Class P Deposit. After all of the REMIC I Regular Interests (other than the Class P Certificates) have been paid in full, the remaining available funds in REMIC I shall first be applied to reduce the principal balance of the Class P Certificates to zero, and then shall be payable with respect to the Class R-I Certificates. It is expected that there will not be any distributions on the Class R-I Certificate. (c) REMIC II will be evidenced by (x) the Class II-A-1, Class II-A-2, Class II-A-3, Class II-A-4, Class II-M-1, Class II-M-2, Class II-B, the 12 components of Class II-A-IO described in note (2) below, B and Class II-Q Interests (the "REMIC II Regular Interests"), which will be uncertificated and non-transferable and are hereby designated as the "regular interests" in REMIC II and (y) the Class R-II Certificates, which are hereby designated as the single "residual interest" in REMIC II (the REMIC II Regular Interests, together with the Class R-II Certificates, the "REMIC II Interests"). The REMIC II Regular Interests shall be recorded on the records of REMIC II as being issued to and held by the Trustee on behalf of REMIC III. I. The Basic Principal Distribution Amount shall be allocated 99% to the Class II-Q Certificate and 1% to the Class II-A-1, Class II-A-2, Class II-A-3, Class II-A-4, Class II-M-1, Class II-M-2 and Class II-B Interests until paid in full. The aggregate amount of the Basic Principal Distribution Amount allocated to the Class II-A-1, Class II-A-2, Class II-A-3, Class II-A-4, Class II-M-1, Class II-M-2 and Class II-B Interests shall be apportioned among such classes in the same manner as such amount is payable with respect to the Class X-0, Xxxxx X-0, Class A-3, Class A-4, Class M-1, Class M-2 and Class B Certificates, respectively. The Excess Overcollateralization Amount shall be allocated entirely to the Class II-Q Certificates until paid in full. On any Distribution Date, any interest paid with respect to the Mortgage Loans that is allocable to payments of principal on the Certificates pursuant to Section 5.01(e5.01(c) (7) (the "Turbo Amount") will not be payable to the REMIC II Regular Interests. Instead, a portion of the interest payable with respect to the Class II-Q Interest which equals 1% of the Turbo Amount will be payable as a reduction of the principal balances of the Class II-A-1, Class II-A-2, Class II-A-3, Class II-A-4, Class II-M-1, Class II-M-2 and Class II-B Interests in the same manner as the Turbo Amount is allocated among the Class X-0, Xxxxx X-0, Class A-3, Class A-4, Class M-1, Class M-2 and Class B Certificates, respectively (and will be accrued and added to principal on the Class II-Q Interest). Losses on the Mortgage Loans shall be applied such that after all distributions have been made on such Distribution Date, the principal balances of the Class II-A-1, Class II-A-2, Class II-A-3, Class II-A-4, Class II-M-1, Class II-M-2 and Class II-B Interests equal 1% of the principal balances of the Class A-1, Class X-0, Xxxxx X-0, Class A-4, Class M-1, Class M-2 and Class B Certificates, respectively, and the principal balance of the Class II-Q Interest equals the Pool Balance less an amount equal to the aggregate principal balances of the Class II-A-1, Class II-A-2, Class II-A-3, Class II-A-4, Class II-M-1, Class II-M-2 and Class II-B Interests. The REMIC II Interests will have the following designations and pass-through rates, and distributions of principal and interest thereon shall be allocated to the Certificates in the following manner: Pass- Allocation Allocation REMIC II Initial Through of of Interests Balance Rate Principal Interest --------- ------- ---- --------- -------- II-A-1 $1,326,630 $ 655,000 (1) (3) (4),(5) II-A-2 $ 160,870 500,000 (1) (3) (4),(5) II-A-3 $ 215,000 (1) (3) (4),(5) II-A-4 $ 117,500 (1) (3) (4),(5) II-M-1 $ 109,375 113,750 (1) (3) (4),(5) II-M-2 $ 83,125 78,750 (1) (3) (4),(5) II-B $ 70,000 (1) (3) (4),(5) II-Q $173,258,314.47 173,250,000 (1) (3) (4),(5) II-A-IO $0 (2) N/A Class A-IO R-II $$ 0 0% N/A N/A(6) --------------- (1) The per annum Pass-Through Rate on these REMIC II Regular Interests shall at any time of determination equal the weighted average of the Pass-Through Rates of the REMIC I Regular Interests Interests. (2) [Reserved]. (3) Principal will be allocated to and apportioned among the Class A-1, Class A-2, Class A-3, Class A-4, Class M-1, Class M-2 and Class B Certificates, in the same proportion as principal is payable with respect to such Certificates, except that a portion of such principal in an amount up to the Excess Overcollateralization Amount shall first be allocated as a payment of interest to the Class C Certificates, and all principal will be allocated to the Class C Certificates after the principal balances of the Class A-1, Class X-0, Xxxxx X-0, Class A-4, Class M-1, Class M-2 and Class B Certificates have been reduced to zero. (4) Except as provided in note (5), interest with respect to this REMIC II Regular Interest will be allocated among the Class X-0, Xxxxx X-0, Class X-0, Xxxxx X-0, Class M-1, Class M-2 and Class B Certificates in the same proportion as interest is payable on such Certificates. (5) Any interest with respect to this REMIC II Regular Interest in excess of the product of (i) 100 times the weighted average coupon of the Class II-A-1, Class II-A-2, Class II-A-3, Class II-A-4, Class II-M-1, Class II-M-2, Class II-B and Class II-Q Interests, where each of such REMIC II Regular Interests, other than the Class P Certificates)II-Q Interest, after is first subtracting 6.0% from subject to a cap and floor equal to the Class A-1, Class A-2, Class A-3, Class A-4, Class M-1, Class M-2 and Class B Pass-Through Rates Rates, respectively, and the Class II-Q Interest is subject to a cap equal to 0%, and (ii) the principal balance of this REMIC II Regular Interest, shall not be allocated to the Class X-0, Xxxxx X-0, Class A-3, Class A-4, Class M-1, Class M-2 or Class B Certificates, but will be allocated to the Class C Certificates. However, the Class C Certificates shall be subordinated to the extent provided in Section 5.01. (6) On each Distribution Date, available funds, if any, remaining in REMIC II after payments of interest and principal, as designated above, will be distributed to the Class R-II Certificate. It is expected that there will not be any distributions on the Class R-II Certificates. (c) The Offered Certificates and Class C Certificates, but exclusive, in each case, of any rights to receive any Net Rate Cap Carryover, are hereby designated as "regular interests" with respect to REMIC I and the Class R-I Certificate is hereby designated as the single "residual interest" with respect to REMIC I. The Class R-I Certificate shall have no pass-through rate and shall have no principal balance. On each Distribution Date, available funds, if any, remaining in REMIC I after payments of interest and principal on the regular interests in REMIC I will be distributed to the Class R-I Certificates. (d) The Closing Date is hereby designated as the "Startup Day" of each of such regular interests (other than REMIC I and REMIC II within the Class IM Interestsmeaning of Section 860G(a)(9) of the Code. The "latest possible maturity date", solely for the Distribution Dates indicated below for purposes of Treasury regulation ss.1.860G-1(a)(4)(iii), of each of such the REMIC II Regular Interests and each of the "regular interests" with respect to REMIC I is June 25, 2036.

Miscellaneous REMIC Matters. REMIC Pool, shall promptly forward a copy of such notice to the Servicer. (a) The Trustee shall elect that REMIC I, I and REMIC II and REMIC III shall be treated as REMICs under Section 860D of the Code, as described in Section 9.11. The REMIC I REMIC Pool, REMIC II REMIC Pool and REMIC III II REMIC Pool shall constitute the assets of REMIC I, I and REMIC II and REMIC III respectively. Any inconsistencies or ambiguities in this Agreement or in the administration of the Trust shall be resolved in a manner that preserves the validity of such REMIC elections. (b) REMIC I will be evidenced by the Class IA, Class IB, Class IC, Class ID, Class IE, Class IF, Class IG, Class IH, Class II, Class IJ, Class IK, Class IL and Class IM Interests and the Class P Certificates (together, the "REMIC I Regular Interests"), which (i) (except in the case of the Class P Certificates) will be uncertificated and non-transferable and (ii) are hereby designated as the "regular interests" in REMIC I and (y) the Class R-I Certificate, which is hereby designated as the single "residual interest" in REMIC I (the REMIC I Regular Interests, together with the Class R-I Certificate, the "REMIC I Interests"). The REMIC I Regular Interests (other than the Class P Certificates) shall be recorded on the records of the REMIC I as being issued to and held by the Trustee on behalf of REMIC II. The REMIC I Interests will have the following designations, initial principal balances and pass-through rates: (1) R-I $0 0% (1) The per annum Pass-Through Rate on these REMIC I Regular Interests shall at any time of determination equal the weighted average of the Net Loan Rates of the Mortgage Loans. (2) The Class P Certificates shall be entitled to receive all Prepayment Charges collected with respect to the Mortgage Loans. Such Prepayment Charges shall not be available for distribution with respect to any other Class of REMIC I Interests. The Prepayment Charges received by the Class P Certificates shall not be applied to the principal balance of those Certificates. On each Distribution Date, principal collections and realized losses on the Mortgage Loans shall be allocated first, to the Class IM Interests, and then, to the REMIC I Regular Interests (other than the Class IM Interests and Class P Certificates), sequentially, in reverse order to which they are listed above, until the principal balance of each such class is reduced to zero. The Class R-I Certificates shall have no principal balance and no pass-through rate and shall be entitled to only those distributable assets (exclusive of the Class P Deposit), if any, remaining in REMIC I on each Distribution Date after all amounts required to be distributed to the REMIC I Regular Interests (other than the Class P Certificates) and applicable Trust expenses have been paid. If, at any time, the Pool Balance is $15,000 or less, a portion of the Class P Deposit shall be paid as principal with respect to the Class P Certificates such that the remaining Class P Deposit is always less than 0.66% of the sum of the Pool Balance and the remaining Class P Deposit. After all of the REMIC I Regular Interests (other than the Class P Certificates) have been paid in full, the remaining available funds in REMIC I shall first be applied to reduce the principal balance of the Class P Certificates to zero, and then shall be payable with respect to the Class R-I Certificates. It is expected that there will not be any distributions on the Class R-I Certificate. (c) REMIC II will be evidenced by (x) the Class II-A-1, Class II-A-2, Class II-A-3, Class II-A-4, Class II-M-1, Class II-M-2, Class II-B, the 12 components of Class II-A-IO described in note (2) below, B and Class II-Q Interests (the "REMIC II Regular Interests"), which will be uncertificated and non-transferable and are hereby designated as the "regular interests" in REMIC II and (y) the Class R-II Certificates, which are hereby designated as the single "residual interest" in REMIC II (the REMIC II Regular Interests, together with the Class R-II Certificates, the "REMIC II Interests"). The REMIC II Regular Interests shall be recorded on the records of REMIC II as being issued to and held by the Trustee on behalf of REMIC III. I. The Basic Principal Distribution Amount shall be allocated 99% to the Class II-Q Certificate and 1% to the Class II-A-1, Class II-A-2, Class II-A-3, Class II-A-4, Class II-M-1, Class II-M-2 and Class II-B Interests until paid in full. The aggregate amount of the Basic Principal Distribution Amount allocated to the Class II-A-1, Class II-A-2, Class II-A-3, Class II-A-4, Class II-M-1, Class II-M-2 and Class II-B Interests shall be apportioned among such classes in the same manner as such amount is payable with respect to the Class X-0, Xxxxx X-0, Class A-3, Class A-4, Class M-1, Class M-2 and Class B Certificates, respectively. The Excess Overcollateralization Amount shall be allocated entirely to the Class II-Q Certificates until paid in full. On any Distribution Date, any interest paid with respect to the Mortgage Loans that is allocable to payments of principal on the Certificates pursuant to Section 5.01(e5.01(c) (7) (the "Turbo Amount") will not be payable to the REMIC II Regular Interests. Instead, a portion of the interest payable with respect to the Class II-Q Interest which equals 1% of the Turbo Amount will be payable as a reduction of the principal balances of the Class II-A-1, Class II-A-2, Class II-A-3, Class II-A-4, Class II-M-1, Class II-M-2 and Class II-B Interests in the same manner as the Turbo Amount is allocated among the Class X-0, Xxxxx X-0, Class A-3, Class A-4, Class M-1, Class M-2 and Class B Certificates, respectively (and will be accrued and added to principal on the Class II-Q Interest). Losses on the Mortgage Loans shall be applied such that after all distributions have been made on such Distribution Date, the principal balances of the Class II-A-1, Class II-A-2, Class II-A-3, Class II-A-4, Class II-M-1, Class II-M-2 and Class II-B Interests equal 1% of the principal balances of the Class A-1, Class X-0, Xxxxx X-0, Class A-4, Class M-1, Class M-2 and Class B Certificates, respectively, and the principal balance of the Class II-Q Interest equals the Pool Balance less an amount equal to the aggregate principal balances of the Class II-A-1, Class II-A-2, Class II-A-3, Class II-A-4, Class II-M-1, Class II-M-2 and Class II-B Interests. The REMIC II Interests will have the following designations and pass-through rates, and distributions of principal and interest thereon shall be allocated to the Certificates in the following manner: Pass- Allocation Allocation REMIC II Initial Through of of Interests Balance Rate Principal Interest --------- ------- ---- --------- -------- II-A-1 $1,326,630 $ 655,000 (1) (3) (4),(5) II-A-2 $ 160,870 500,000 (1) (3) (4),(5) II-A-3 $ 215,000 (1) (3) (4),(5) II-A-4 $ 117,500 (1) (3) (4),(5) II-M-1 $ 109,375 113,750 (1) (3) (4),(5) II-M-2 $ 83,125 78,750 (1) (3) (4),(5) II-B $ 70,000 (1) (3) (4),(5) II-Q $173,258,314.47 173,250,000 (1) (3) (4),(5) II-A-IO $0 (2) N/A Class A-IO R-II $$ 0 0% N/A N/A(6) --------------- (1) The per annum Pass-Through Rate on these REMIC II Regular Interests shall at any time of determination equal the weighted average of the Pass-Through Net Loan Rates of the Mortgage Loans. (2) [Reserved]. (3) Principal will be allocated to and apportioned among the Class A-1, Class A-2, Class A-3, Class A-4, Class M-1, Class M-2 and Class B Certificates, in the same proportion as principal is payable with respect to such Certificates, except that a portion of such principal in an amount up to the Excess Overcollateralization Amount shall first be allocated as a payment of interest to the Class C Certificates, and all principal will be allocated to the Class C Certificates after the principal balances of the Class A-1, Class X-0, Xxxxx X-0, Class A-4, Class M-1, Class M-2 and Class B Certificates have been reduced to zero. (4) Except as provided in note (5), interest with respect to this REMIC I II Regular Interests Interest will be allocated among the Class X-0, Xxxxx X-0, Class X-0, Xxxxx X-0, Class M-1, Class M-2 and Class B Certificates in the same proportion as interest is payable on such Certificates. (5) Any interest with respect to this REMIC II Regular Interest in excess of the product of (i) 100 times the weighted average coupon of the Class II-A-1, Class II-A-2, Class II-A-3, Class II-A-4, Class II-M-1, Class II-M-2, Class II-B and Class II-Q Interests, where each of such REMIC II Regular Interests, other than the Class P Certificates)II-Q Interest, after is first subtracting 6.0% from subject to a cap and floor equal to the Class A-1, Class A-2, Class A-3, Class A-4, Class M-1, Class M-2 and Class B Pass-Through Rates Rates, respectively, and the Class II-Q Interest is subject to a cap equal to 0%, and (ii) the principal balance of this REMIC II Regular Interest, shall not be allocated to the Class X-0, Xxxxx X-0, Class A-3, Class A-4, Class M-1, Class M-2 or Class B Certificates, but will be allocated to the Class C Certificates. However, the Class C Certificates shall be subordinated to the extent provided in Section 5.01. (6) On each Distribution Date, available funds, if any, remaining in REMIC II after payments of interest and principal, as designated above, will be distributed to the Class R-II Certificate. It is expected that there will not be any distributions on the Class R-II Certificates. (c) The Offered Certificates and Class C Certificates, but exclusive, in each case, of any rights to receive any Net Rate Cap Carryover, are hereby designated as "regular interests" with respect to REMIC I and the Class R-I Certificate is hereby designated as the single "residual interest" with respect to REMIC I. The Class R-I Certificate shall have no pass-through rate and shall have no principal balance. On each Distribution Date, available funds, if any, remaining in REMIC I after payments of interest and principal on the regular interests in REMIC I will be distributed to the Class R-I Certificates. (d) The Closing Date is hereby designated as the "Startup Day" of each of such regular interests (other than REMIC I and REMIC II within the Class IM Interestsmeaning of Section 860G(a)(9) of the Code. The "latest possible maturity date", solely for the Distribution Dates indicated below for purposes of Treasury regulation ss.1.860G-1(a)(4)(iii), of each of such the REMIC II Regular Interests and each of the "regular interests" with respect to REMIC I is June 25, 2036.

Miscellaneous REMIC Matters. (a) The Trustee shall elect that REMIC I, REMIC II and REMIC III shall be treated as REMICs under Section 860D of the Code, as described in Section 9.11. The REMIC I REMIC Pool, REMIC II REMIC Pool and REMIC III REMIC Pool shall constitute the assets of REMIC I, REMIC II and REMIC III respectively. Any inconsistencies or ambiguities in this Agreement or in the administration of the Trust shall be resolved in a manner that preserves the validity of such REMIC elections. (b) REMIC I will be evidenced by the Class IA, Class IB, Class IC, Class ID, Class IE, Class IF, Class IG, Class IH, Class II, Class IJ, Class IK, Class IL and Class IM Interests and the Class P Certificates (together, the "REMIC I Regular Interests"), which (i) (except in the case of the Class P Certificates) will be uncertificated and non-transferable and (ii) are hereby designated as the "regular interests" in REMIC I and (y) the Class R-I Certificate, which is hereby designated as the single "residual interest" in REMIC I (the REMIC I Regular Interests, together with the Class R-I Certificate, the "REMIC I Interests"). The REMIC I Regular Interests (other than the Class P Certificates) shall be recorded on the records of the REMIC I as being issued to and held by the Trustee on behalf of REMIC II. The REMIC I Interests will have the following designations, initial principal balances and pass-through rates:: REMIC I Initial Pass-Through Interests Balance Rate --------- ------- ---- -97- REMIC I Initial Pass-Through Interests Balance Rate --------- ------- ---- (1) R-I $0 0% (1) The per annum Pass-Through Rate on these REMIC I Regular Interests shall at any time of determination equal the weighted average of the Net Loan Rates of the Mortgage Loans. (2) The Class P Certificates shall be entitled to receive all Prepayment Charges collected with respect to the Mortgage Loans. Such Prepayment Charges shall not be available for distribution with respect to any other Class of REMIC I Interests. The Prepayment Charges received by the Class P Certificates shall not be applied to the principal balance of those Certificates. On each Distribution Date, principal collections and realized losses on the Mortgage Loans shall be allocated first, to the Class IM Interests, and then, to the REMIC I Regular Interests (other than the Class IM Interests and Class P Certificates), sequentially, in reverse order to which they are listed above, until the principal balance of each such class is reduced to zero. The Class R-I Certificates shall have no principal balance and no pass-through rate and shall be entitled to only those distributable assets (exclusive of the Class P Deposit), if any, remaining in REMIC I on each Distribution Date after all amounts required to be distributed to the REMIC I Regular Interests (other than the Class P Certificates) and applicable Trust expenses have been paid. If, at any time, the Pool Balance is $15,000 or less, a portion of the Class P Deposit shall be paid as principal with respect to the Class P Certificates such that the remaining Class P Deposit is always less than 0.66% of the sum of the Pool Balance and the remaining Class P Deposit. After all of the REMIC I Regular Interests (other than the Class P Certificates) have been paid in full, the remaining available funds in REMIC I shall first be applied to reduce the principal balance of the Class P Certificates to zero, and then shall be payable with respect to the Class R-I Certificates. It is expected that there will not be any distributions on the Class R-I Certificate. (c) REMIC II will be evidenced by (x) the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2, Class II-B, the 12 components of Class II-A-IO described in note (2) below, and Class II-Q Interests (the "REMIC II Regular Interests"), which will be uncertificated and non-transferable and are hereby designated as the "regular interests" in REMIC II and (y) the Class R-II Certificates, which are hereby designated as the single "residual interest" in REMIC II (the REMIC II Regular Interests, together with the Class R-II Certificates, the "REMIC II Interests"). The REMIC II Regular Interests shall be recorded on the records of REMIC II as being issued to and held by the Trustee on behalf of REMIC III. The Basic Principal Distribution Amount shall be allocated 99% to the Class II-Q Certificate and 1% to the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests until paid in full. The aggregate amount of the Basic Principal Distribution Amount allocated to the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests shall be apportioned among such classes in the same manner as such amount is payable with respect to the Class X-0, Xxxxx X-0, Class M-1, Class M-2 and Class B Certificates, respectively. The Excess Overcollateralization Amount shall be allocated entirely to the Class II-Q Certificates until paid in full. On any Distribution Date, any interest paid with respect to the Mortgage Loans that is allocable to payments of principal on the Certificates pursuant to Section 5.01(e) (the "Turbo Amount") will not be payable to the REMIC II Regular Interests. Instead, a portion of the interest payable with respect to the Class II-Q Interest which equals 1% of the Turbo Amount will be payable as a reduction of the principal balances of the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests in the same manner as the Turbo Amount is allocated among the Class X-0, Xxxxx X-0, Class M-1, Class M-2 and Class B Certificates, respectively (and will be accrued and added to principal on the Class II-Q Interest). Losses on the Mortgage Loans shall be applied such that after all distributions have been made on such Distribution Date, the principal balances of the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests equal 1% of the principal balances of the Class X-0, Xxxxx X-0, Class M-1, Class M-2 and Class B Certificates, respectively, and the principal balance of the Class II-Q Interest equals the Pool Balance less an amount equal to the aggregate principal balances of the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests. The REMIC II Interests will have the following designations and pass-through rates, and distributions of principal and interest thereon shall be allocated to the Certificates in the following manner: Pass- Allocation Allocation REMIC II Initial Through of of Interests Balance Rate Principal Interest --------- ------- ---- --------- -------- II-A-1 $1,326,630 (1) (3) (4),(5) II-A-2 $ 160,870 (1) (3) (4),(5) II-M-1 $ 109,375 (1) (3) (4),(5) II-M-2 $ 83,125 (1) (3) (4),(5) II-B $ 70,000 (1) (3) (4),(5) II-Q $173,258,314.47 (1) (3) (4),(5) II-A-IO $0 (2) N/A Class A-IO R-II $0 0% N/A N/A(6) --------------- (1) The per annum Pass-Through Rate on these REMIC II Regular Interests shall at any time of determination equal the weighted average of the Pass-Through Rates of the REMIC I Regular Interests (other than the Class P Certificates), after first subtracting 6.0% from the Pass-Through Rates of each of such regular interests (other than the Class IM Interests) for the Distribution Dates indicated below for each of such regular interests.:

Miscellaneous REMIC Matters. (a) The Trustee shall elect that REMIC I, REMIC II and REMIC III shall be treated as REMICs under Section 860D of the Code, as described in Section 9.11. The REMIC I REMIC Pool, REMIC II REMIC Pool and REMIC III REMIC Pool shall constitute the assets of REMIC I, REMIC II and REMIC III respectively. Any inconsistencies or ambiguities in this Agreement or in the administration of the Trust shall be resolved in a manner that preserves the validity of such REMIC elections. (b) REMIC I will shall be evidenced by (x) the Class IAI-Initial, Class IB, Class IC, Class ID, Class IE, Class IF, Class IG, Class IH, Class II, Class IJ, Class IK, Class IL I-Prefunding A and Class IM I- Prefunding B Interests and the Class P Certificates (together, the "“REMIC I Regular Interests"”), which (i) (except in the case of the Class P Certificates) will shall be uncertificated and non-transferable and (ii) are hereby designated as the "“regular interests" ” in REMIC I and (y) the Class R-I CertificateInterest, which is hereby designated as the single "“residual interest" ” in REMIC I (the REMIC I Regular Interests, together with the Class R-I CertificateInterest, the "“REMIC I Interests"”). The REMIC I Regular Interests (other than the Class P Certificates) shall be recorded on the records of the REMIC I as being issued to and held by the Trustee on behalf of REMIC II. The REMIC I Interests will shall have the following designations, initial principal balances and passinterest rates: REMIC I I-through rates: Initial $255,356,214.97 (1) RI-I $0 0% (1) The per annum Pass-Through Rate on these REMIC I Regular Interests shall at any time of determination equal the weighted average of the Net Loan Rates of the Mortgage Loans. (2) The Class P Certificates shall be entitled to receive all Prepayment Charges collected with respect to the Mortgage Loans. Such Prepayment Charges shall not be available for distribution with respect to any other Class of REMIC I Interests. The Prepayment Charges received by the Class P Certificates shall not be applied to the principal balance of those Certificates. On each Distribution Date, principal collections and realized losses on the Mortgage Loans shall be allocated first, to the Class IM Interests, and then, to the REMIC I Regular Interests (other than the Class IM Interests and Class P Certificates), sequentially, in reverse order to which they are listed above, until the principal balance of each such class is reduced to zero. The Class R-I Certificates shall have no principal balance and no pass-through rate and shall be entitled to only those distributable assets (exclusive of the Class P Deposit), if any, remaining in REMIC I on each Distribution Date after all amounts required to be distributed to the REMIC I Regular Interests (other than the Class P Certificates) and applicable Trust expenses have been paid. If, at any time, the Pool Balance is $15,000 or less, a portion of the Class P Deposit shall be paid as principal with respect to the Class P Certificates such that the remaining Class P Deposit is always less than 0.66% of the sum of the Pool Balance and the remaining Class P Deposit. After all of the REMIC I Regular Interests (other than the Class P Certificates) have been paid in full, the remaining available funds in REMIC I shall first be applied to reduce the principal balance of the Class P Certificates to zero, and then shall be payable with respect to the Class R-I Certificates. It is expected that there will not be any distributions on the Class R-I Certificate. (c) REMIC II will be evidenced by (x) the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2, Class II-B, the 12 components of Class II-A-IO described in note (2) below, and Class II-Q Interests (the "REMIC II Regular Interests"), which will be uncertificated and non-transferable and are hereby designated as the "regular interests" in REMIC II and (y) the Class R-II Certificates, which are hereby designated as the single "residual interest" in REMIC II (the REMIC II Regular Interests, together with the Class R-II Certificates, the "REMIC II Interests"). The REMIC II Regular Interests shall be recorded on the records of REMIC II as being issued to and held by the Trustee on behalf of REMIC III. The Basic Principal Distribution Amount shall be allocated 99% to the Class II-Q Certificate and 1% to the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests until paid in full. The aggregate amount of the Basic Principal Distribution Amount allocated to the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests shall be apportioned among such classes in the same manner as such amount is payable with respect to the Class X-0, Xxxxx X-0, Class M-1, Class M-2 and Class B Certificates, respectively. The Excess Overcollateralization Amount shall be allocated entirely to the Class II-Q Certificates until paid in full. On any Distribution Date, any interest paid with respect to the Mortgage Loans that is allocable to payments of principal on the Certificates pursuant to Section 5.01(e) (the "Turbo Amount") will not be payable to the REMIC II Regular Interests. Instead, a portion of the interest payable with respect to the Class II-Q Interest which equals 1% of the Turbo Amount will be payable as a reduction of the principal balances of the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests in the same manner as the Turbo Amount is allocated among the Class X-0, Xxxxx X-0, Class M-1, Class M-2 and Class B Certificates, respectively (and will be accrued and added to principal on the Class II-Q Interest). Losses on the Mortgage Loans shall be applied such that after all distributions have been made on such Distribution Date, the principal balances of the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests equal 1% of the principal balances of the Class X-0, Xxxxx X-0, Class M-1, Class M-2 and Class B Certificates, respectively, and the principal balance of the Class II-Q Interest equals the Pool Balance less an amount equal to the aggregate principal balances of the Class II-A-1, Class II-A-2, Class II-M-1, Class II-M-2 and Class II-B Interests. The REMIC II Interests will have the following designations and pass-through rates, and distributions of principal and interest thereon shall be allocated to the Certificates in the following manner: Pass- Allocation Allocation REMIC II Initial Through of of Interests Balance Rate Principal Interest --------- ------- ---- --------- -------- II-A-1 $1,326,630 (1) (3) (4),(5) II-A-2 $ 160,870 (1) (3) (4),(5) II-M-1 $ 109,375 (1) (3) (4),(5) II-M-2 $ 83,125 (1) (3) (4),(5) II-B $ 70,000 (1) (3) (4),(5) II-Q $173,258,314.47 (1) (3) (4),(5) II-A-IO $0 (2) N/Prefunding A Class A-IO R-II $0 0% N/A N/A(6) --------------- (1) The per annum Pass-Through Rate on these REMIC II Regular Interests shall at any time of determination equal the weighted average of the Pass-Through Rates of the REMIC I Regular Interests (other than the Class P Certificates), after first subtracting 6.0% from the Pass-Through Rates of each of such regular interests (other than the Class IM Interests) for the Distribution Dates indicated below for each of such regular interests.44,643,785.03