Common use of Optional Purchase of Defaulted Mortgage Loans Clause in Contracts

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, without recourse, to the Master Servicer, which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter calendar quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quartercalendar quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quartercalendar quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quartercalendar quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, Servicer without recourse, recourse to the Master Servicer, Servicer which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which as of the first day of a Calendar Quarter is delinquent in payment by 90 days or moremore or is an REO Property, the Master Servicer may, at its option, Company shall have the right to purchase such Mortgage Loan from the Trustee Trust at a price equal to the Purchase Price thereforRepurchase Price; provided, provided however (i) that such Mortgage Loan that becomes is still 90 days or more delinquent during any given Calendar Quarter or is an REO Property as of the date of such purchase and (ii) this purchase option, if not theretofore exercised, shall only be eligible for purchase pursuant to this Section during the period beginning terminate on the first Business Day date prior to the last day of the following related Calendar Quarter. This purchase option, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised exercised, shall not be thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more delinquent or becomes an REO Property, in a subsequent which case the option shall again become exercisable as of the first day of the related Calendar Quarter. (b) If at any time the Company remits to the Master Servicer makes a payment to for deposit in the Certificate Master Servicer Collection Account covering the amount of the Purchase Repurchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and the Master Servicer Company provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Master Servicer Collection Account, then the Trustee shall execute the assignment of such Mortgage Loan to the Company at the request of the Master Servicer, Company without recourse, to representation or warranty and the Master Servicer, which Company shall succeed to all of the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer Company will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect As to any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that any such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) . If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, Servicer without recourse, recourse to the Master Servicer, Servicer which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that is delinquent in payment by 90 days or more, the Master Servicer (i) The NIMS Insurer may, at its option, purchase such a Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes which has become 90 days or more days delinquent during any given Calendar Quarter shall only be eligible or for which the Master Servicer has accepted a deed in lieu of foreclosure. Prior to purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, without recourse, to the Master Servicer, which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however3.16(a)(i), the Master Servicer shall have exercised its right be required to repurchase continue to make Advances pursuant to Section 4.03. The NIMS Insurer shall not use any procedure in selecting Mortgage Loans to be repurchased which is materially adverse to the interests of the Certificateholders. The NIMS Insurer shall purchase such delinquent Mortgage Loan at a price equal to the Purchase Price of such Mortgage Loan. Any such purchase of a Mortgage Loan pursuant to this Section 4.07 upon 3.16(a)(i) shall be accomplished by remittance to the written request Master Servicer for deposit in the Collection Account of and with funds provided by the Junior Certificateholder and thereupon transferred amount of the Purchase Price. The Trustee shall effectuate the conveyance of such delinquent Mortgage Loan to the Junior CertificateholderNIMS Insurer to the extent necessary, as requested, and the Trustee shall promptly deliver all documentation to the NIMS Insurer. (i) During the first full calendar month (but excluding the last Business Day thereof) following a Mortgage Loan or related REO Property becoming 90 days or more delinquent, the Master Servicer shall so notify have the option, but not the obligation to purchase from the Trust Fund any such Mortgage Loan or related REO Property that is then still 90 days or more delinquent, which the Master Servicer determines in good faith shall otherwise become subject to foreclosure proceedings (evidence of such determination to be delivered in writing to the Trustee prior to purchase), at a price equal to the Purchase Price. The Purchase Price for any Mortgage Loan or related REO Property purchased hereunder shall be deposited in writingthe Collection Account, and the Trustee, upon written certification of such deposit, shall release or cause to be released to the Master Servicer the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Master Servicer shall furnish and as shall be necessary to vest in the Master Servicer title to any Mortgage Loan or related REO Property released pursuant hereto. (b) If with respect to any delinquent Mortgage Loan or related REO Property, the option of the Master Servicer set forth in the preceding paragraph shall have arisen but the Master Servicer shall have failed to exercise such option on or before the Business Day preceding the last Business Day of the calendar month following the calendar month during which such Mortgage Loan or related REO Property first became 90 days or more delinquent, then such option shall automatically expire; provided, however, that if any such Mortgage Loan or related REO Property shall cease to be 90 days or more delinquent but then subsequently shall again become 90 days or more delinquent, then the Master Servicer shall be entitled to another repurchase option with respect to such Mortgage Loan or REO Property as provided in the preceding paragraph.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which as of the first day of a Fiscal Quarter is delinquent in payment by 90 days or moremore or is an REO Property, the Master Servicer may, at its option, Company shall have the right to purchase such Mortgage Loan from the Trustee Trust at a price equal to the Purchase Price thereforRepurchase Price; provided, provided however (i) that such Mortgage Loan that becomes is still 90 days or more delinquent during any given Calendar Quarter or is an REO Property as of the date of such purchase and (ii) this purchase option, if not theretofore exercised, shall only be eligible for purchase pursuant to this Section during the period beginning terminate on the first Business Day date prior to the last day of the following Calendar related Fiscal Quarter. This purchase option, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised exercised, shall not be thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more delinquent or becomes an REO Property, in a subsequent Calendar which case the option shall again become exercisable as of the first day of the related Fiscal Quarter. (b) If at any time the Company remits to the Master Servicer makes a payment to for deposit in the Certificate Master Servicer Collection Account covering the amount of the Purchase Repurchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and the Master Servicer Company provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Master Servicer Collection Account, then the Trustee shall execute the assignment of such Mortgage Loan to the Company at the request of the Master Servicer, Company without recourse, to representation or warranty and the Master Servicer, which Company shall succeed to all of the Trustee's ’s right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer Company will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which is delinquent in payment by 90 days or more, (i) the Holder of the Class SB Certificate may, at its option, upon twenty days prior written notice to the Master Servicer, purchase such Mortgage Loan from the Trustee at the Purchase Price therefore, except that in no event shall the Holder of the Class SB Certificate purchase such Mortgage Loan where the aggregate value of all such Mortgage Loans purchased by the Holder of the Class SB Certificate would be greater than three percent (3%) of the Certificate Principal Balance of any Certificate and (ii) if the Holder of the Class SB Certificate fails to provide notice pursuant to the immediately preceding sentence, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that with respect to the Master Servicer such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, Servicer without recourse, recourse to the Master Servicer, Servicer which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which as of the first day of a Calendar Quarter is delinquent in payment by 90 days or moremore or is an REO Property, EMC shall have the Master Servicer may, at its option, right to purchase such Mortgage Loan from the Trustee Trust at a price equal to the Purchase Price thereforRepurchase Price; provided, provided however (i) that such Mortgage Loan that becomes is still 90 days or more delinquent during any given Calendar Quarter or is an REO Property as of the date of such purchase and (ii) this purchase option, if not theretofore exercised, shall only be eligible for purchase pursuant to this Section during the period beginning terminate on the first Business Day date prior to the last day of the following related Calendar Quarter. This purchase option, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised exercised, shall not be thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more delinquent or becomes an REO Property, in a subsequent which case the option shall again become exercisable as of the first day of the related Calendar Quarter. (b) . If at any time EMC remits to the Master Servicer makes a payment to for deposit in the Certificate Master Servicer Collection Account covering the amount of the Purchase Repurchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and the Master Servicer EMC provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Master Servicer Collection Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, EMC without recourse, recourse to the Master Servicer, EMC which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer EMC will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which as of the first day of a Fiscal Quarter is delinquent Delinquent in payment by 90 days or moremore or is an REO Property, the Master Servicer may, at its option, Company shall have the right to purchase such Mortgage Loan from the Trustee Trust at a price equal to the Purchase Price thereforRepurchase Price; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarterhowever, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, (i) that such Mortgage Loan is still 90 days or more delinquent at Delinquent or is an REO Property as of the time date of repurchase. Such option such purchase and (ii) this purchase option, if not exercised theretofore exercised, shall terminate on the date prior to the last day of the related Fiscal Quarter. This purchase option, if not exercised, shall not be thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more Delinquent or becomes an REO Property, in a subsequent Calendar which case the option shall again become exercisable as of the first day of the related Fiscal Quarter. (b) If at any time the Company remits to the Master Servicer makes a payment to for deposit in the Certificate Distribution Account covering the amount of the Purchase Repurchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and the Master Servicer Company provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Distribution Account, then the Trustee shall execute the assignment of such Mortgage Loan to the Company at the request of the Master Servicer, Company without recourse, to representation or warranty and the Master Servicer, which Company shall succeed to all of the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer Company will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which as of the first day of a Calendar Quarter is delinquent in payment by 90 days or moremore or is an REO Property, EMC shall have the Master Servicer may, at its option, right to purchase such Mortgage Loan from the Trustee Trust at a price equal to the Purchase Price thereforRepurchase Price; provided, provided however (i) that such Mortgage Loan that becomes is still 90 days or more delinquent during any given Calendar Quarter or is an REO Property as of the date of such purchase and (ii) this purchase option, if not theretofore exercised, shall only be eligible for purchase pursuant to this Section during the period beginning terminate on the first Business Day date prior to the last day of the following related Calendar Quarter. This purchase option, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised exercised, shall not be thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more delinquent or becomes an REO Property, in a subsequent which case the option shall again become exercisable as of the first day of the related Calendar Quarter. (b) . If at any time EMC remits to the Master Servicer makes a payment to for deposit in the Certificate Master Servicer Collection Account covering the amount of the Purchase Repurchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and the Master Servicer EMC provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Master Servicer Collection Account, then the Trustee shall execute the assignment of such Mortgage Loan to EMC at the request of the Master Servicer, EMC without recourse, to the Master Servicer, which representation or warranty and EMC shall succeed to all of the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer EMC will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which as of the first day of a Fiscal Quarter is delinquent in payment by 90 days or moremore or is an REO Property, the Master Servicer may, at its option, Company shall have the right to purchase such Mortgage Loan from the Trustee Trust at a price equal to the Purchase Price thereforRepurchase Price; provided, provided however (i) that such Mortgage Loan that becomes is still 90 days or more delinquent during any given Calendar Quarter or is an REO Property as of the date of such purchase and (ii) this purchase option, if not theretofore exercised, shall only be eligible for purchase pursuant to this Section during the period beginning terminate on the first Business Day date prior to the last day of the following Calendar related Fiscal Quarter. This purchase option, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised exercised, shall not be thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more delinquent or becomes an REO Property, in a subsequent Calendar which case the option shall again become exercisable as of the first day of the related Fiscal Quarter. (b) If at any time the Master Servicer makes a payment Company deposits, or remits to the Certificate Servicer (to the extent it is not the Servicer) for deposit, in the Custodial Account covering the amount of the Purchase Repurchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer Company provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Custodial Account, then the Trustee shall execute the assignment of such Mortgage Loan to the Company at the request of the Master Servicer, Company without recourse, to representation or warranty and the Master Servicer, which Company shall succeed to all of the Trustee's ’s right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer Company will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which as of the first day of a Fiscal Quarter is delinquent in payment by 90 days or moremore or is an REO Property, the Master Servicer may, at its option, Company shall have the right to purchase such Mortgage Loan from the Trustee Trust at a price equal to the Purchase Price thereforRepurchase Price; provided, provided however (i) that such Mortgage Loan that becomes is still 90 days or more delinquent during any given Calendar Quarter or is an REO Property as of the date of such purchase and (ii) this purchase option, if not theretofore exercised, shall only be eligible for purchase pursuant to this Section during the period beginning terminate on the first Business Day date prior to the last day of the following Calendar related Fiscal Quarter. This purchase option, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised exercised, shall not be thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more delinquent or becomes an REO Property, in a subsequent Calendar which case the option shall again become exercisable as of the first day of the related Fiscal Quarter. (b) If at any time the Company remits to the Master Servicer makes a payment to for deposit in the Certificate Master Servicer Collection Account covering the amount of the Purchase Repurchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and the Master Servicer Company provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Master Servicer Collection Account, then the Trustee shall execute the assignment of such Mortgage Loan to the Company at the request of the Master Servicer, Company without recourse, to representation or warranty and the Master Servicer, which Company shall succeed to all of the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer Company will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which as of the first day of a Fiscal Quarter is delinquent in payment by 90 days or moremore or is an REO Property, the Master Servicer may, at its option, Company shall have the right to purchase such Mortgage Loan from the Trustee Trust at a price equal to the Purchase Price thereforRepurchase Price; provided, provided however (i) that such Mortgage Loan that becomes is still 90 days or more delinquent during any given Calendar Quarter or is an REO Property as of the date of such purchase and (ii) this purchase option, if not theretofore exercised, shall only be eligible for purchase pursuant to this Section during the period beginning terminate on the first Business Day date prior to the last day of the following Calendar related Fiscal Quarter. This purchase option, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised exercised, shall not be thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more delinquent or becomes an REO Property, in a subsequent Calendar which case the option shall again become exercisable as of the first day of the related Fiscal Quarter. (b) If at any time the Master Servicer makes a payment Company deposits, or remits to the Certificate Servicer (to the extent it is not the Servicer) for deposit, in the Custodial Account covering the amount of the Purchase Repurchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer Company provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Custodial Account, then the Trustee shall execute the assignment of such Mortgage Loan to the Company at the request of the Master Servicer, Company without recourse, to representation or warranty and the Master Servicer, which Company shall succeed to all of the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer Company will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, Servicer without recourse, recourse to the Master Servicer, Servicer which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect As to any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that any such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, provided further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) . If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, Servicer without recourse, recourse to the Master Servicer, Servicer which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer Purchaser may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account Amount covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate AccountAmount, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, without recourse, to the Master Servicer, which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning Beginning on the first Business Day of the fiscal quarter immediately following Calendar Quarter, and ending at the close of business date on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such which a Mortgage Loan is 90 has become at least 91 days or more delinquent at delinquent, the time of repurchase. Such option if not exercised Seller, in its sole discretion, shall not thereafter be reinstated as have the right to any Mortgage Loanelect (by written notice sent to the Trustee, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in with a subsequent Calendar Quarter. (b) If at any time copy to the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides applicable Servicer) to purchase for its own account from the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of Trust Fund any such Mortgage Loan at a price equal to the request of Purchase Price. The Purchase Price for any Mortgage Loan purchased hereunder shall be deposited in the Master ServicerServicer Collection Account, and the Trustee, upon receipt of a Request for Release from the Seller, shall release or cause the Custodian to release to the Seller, the related Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the Seller, in each case without recourse, representation or warranty as shall be necessary to vest in the Master Servicer, which Seller any Mortgage Loan released pursuant hereto and the Seller shall succeed to all the TrusteeTrust's right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will Seller shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. IfNotwithstanding the foregoing, however, any such optional right of repurchase by the Master Servicer shall have exercised its right Seller hereunder with respect to repurchase a delinquent Mortgage Loan pursuant to this Section 4.07 upon shall, if unexercised, terminate on the written request earlier of and with funds provided by (i) the Junior Certificateholder and thereupon transferred date on which such delinquency has been cured or (ii) the last Business Day of such fiscal quarter immediately following the date on which such Mortgage Loan to became 91 days delinquent, provided however, that such optional right of repurchase shall be reinstated if (a) in the Junior Certificateholdercase of clause (i), the Master Servicer related Mortgage Loan shall so notify thereafter again have become 91 or more days delinquent and (b) in the Trustee case of clause (ii), such delinquency shall have been subsequently cured and the related Mortgage Loan shall thereafter again become 91 or more days delinquent in writingany subsequent fiscal quarter. In either event, the purchase option shall again become exercisable on the first day of the fiscal quarter immediately following the date on which the related Mortgage Loan again becomes at least 91 days delinquent.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect As to any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; providedprovide, that any such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, Quarter and ending at the close of business on the second-to-second to the last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, Loan related unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) . If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, Servicer without recourse, recourse to the Master Servicer, Servicer which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect The Depositor, in its sole discretion, shall have the right to elect (by written notice sent to the Servicer and the Indenture Trustee), but shall not be obligated, to purchase for its own account from the Issuing Entity any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 ninety (90) days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during Delinquent in the period beginning on the first Business Day of the following Calendar Quarter, and ending manner at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. Repurchase Price (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating except that the amount described in the definition of such payment has been Loan Repurchase Price shall in no case be net of the Servicing Fee). The purchase price for any Mortgage Loan purchased hereunder shall be deposited in the Certificate AccountCollection Account and the Indenture Trustee, then upon the Trustee Indenture Trustee’s receipt of written notice by the Servicer of such deposit, shall execute release or cause to be released to the assignment purchaser of such Mortgage Loan at the request related Indenture Trustee’s Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the Master Servicerpurchaser of such Mortgage Loan, in each case without recourse, as shall be necessary to vest in the Master Servicer, which purchaser of such Mortgage Loan any Mortgage Loan released pursuant hereto and the purchaser of such Mortgage Loan shall succeed to all the Indenture Trustee's ’s right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will purchaser of such Mortgage Loan shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Indenture Trustee or the Certificateholders Noteholders with respect thereto. If. (b) After the Depositor or its Affiliate has repurchased any Mortgage Loans which are 90 days or more Delinquent in an aggregate amount equal to 1% of the Maximum Collateral Amount, howeverthen notwithstanding the foregoing, the Master Servicer shall have exercised Depositor or its right to repurchase a Mortgage Loan Affiliate may only exercise its option pursuant to this Section 4.07 upon 5.15 with respect to the written request Mortgage Loan or Mortgage Loans (including REO Mortgage Loans) that have been Delinquent for the longest period at the time of and with funds provided such repurchase. (c) The Depositor may not repurchase pursuant to this Section 5.15 more than 10% of the Mortgage Loans, measured by the Junior Certificateholder and thereupon transferred such outstanding Principal Balance of the Mortgage Loan to Loans repurchased as a percentage of the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writingInitial Pool Balance.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning Beginning on the first Business Day of the Fiscal Quarter immediately following Calendar Quarter, and ending at the close of business date on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such which a Mortgage Loan as provided has become at least 91 days delinquent, EMC Mortgage Corporation, in clause its sole discretion, shall have the right to elect (a) above, and the Master Servicer provides by written notice sent to the Trustee a certification signed by a Servicing Officer stating that Trustee) to purchase for its own account from the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of Trust Fund any such Mortgage Loan at a price equal to the request of Purchase Price. The Purchase Price for any Mortgage Loan purchased hereunder shall be deposited in the Master ServicerServicer Collection Account, and the Trustee, upon receipt of a Request for Release from EMC Mortgage Corporation, shall release to EMC Mortgage Corporation, the related Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by EMC Mortgage Corporation, in each case without recourse, representation or warranty as shall be necessary to the Master Servicer, which vest in EMC Mortgage Corporation any Mortgage Loan released pursuant hereto and EMC Mortgage Corporation shall succeed to all the TrusteeTrust's right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will EMC Mortgage Corporation shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. IfNotwithstanding the foregoing, however, the Master Servicer shall have exercised its any such optional right of repurchase by EMC Mortgage Corporation hereunder with respect to repurchase a delinquent Mortgage Loan pursuant to this Section 4.07 upon shall, if unexercised, terminate on the written request earlier of and with funds provided by (i) the Junior Certificateholder and thereupon transferred date on which such delinquency has been cured or (ii) the last Business Day of such Fiscal Quarter immediately following the date on which such Mortgage Loan to became 91 days delinquent, provided however, that such optional right of repurchase shall be reinstated if (a) in the Junior Certificateholdercase of clause (i), the Master Servicer related Mortgage Loan shall so notify thereafter again have become 91 or more days delinquent and (b) in the Trustee case of clause (ii), such delinquency shall have been subsequently cured and the related Mortgage Loan shall thereafter again become 91 or more days delinquent in writingany subsequent Fiscal Quarter. In either event, the purchase option shall again become exercisable on the first day of the Fiscal Quarter immediately following the date on which the related Mortgage Loan again becomes at least 91 days delinquent.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that Loans which as of the first day of a Calendar Quarter is delinquent in payment by 90 days or moremore or is an REO Property, EMC shall have the Master Servicer may, at its option, right to purchase such any Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that Trust which becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant or becomes an REO Property at a price equal to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar QuarterRepurchase Price; and provided, further, provided however (i) that such Mortgage Loan is still 90 days or more delinquent at or is an REO Property as of the time date of repurchase. Such option such purchase and (ii) this purchase option, if not exercised theretofore exercised, shall terminate on the date prior to the last day of the related Calendar Quarter. This purchase option, if not exercised, shall not be thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more delinquent or becomes an REO Property, in a subsequent which case the option shall again become exercisable as of the first day of the related Calendar Quarter. (b) . If at any time EMC remits to the Master Servicer makes a payment to for deposit in the Certificate Master Servicer Collection Account covering the amount of the Purchase Repurchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and the Master Servicer EMC provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Master Servicer Collection Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, EMC without recourse, recourse to the Master Servicer, EMC which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer EMC will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning Beginning on the first Business Day of the Fiscal Quarter immediately following Calendar Quarter, and ending at the close of business date on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such which a Mortgage Loan is 90 has become at least 91 days or more delinquent at delinquent, the time of repurchase. Such option if not exercised EMC Servicer, in its sole discretion, shall not thereafter be reinstated as have the right to any Mortgage Loanelect (by written notice sent to the Trustee, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in with a subsequent Calendar Quarter. (b) If at any time copy to the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides applicable Servicer) to purchase for its own account from the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of Trust Fund any such Mortgage Loan at a price equal to the request of Purchase Price. The Purchase Price for any Mortgage Loan purchased hereunder shall be deposited in the Master Servicer Collection Account, and the Trustee, upon receipt of a Request for Release from the EMC Servicer, shall release or cause the Custodian to release to the EMC Servicer, the related Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the EMC Servicer, in each case without recourse, representation or warranty as shall be necessary to vest in the Master Servicer, which EMC Servicer any Mortgage Loan released pursuant hereto and the EMC Servicer shall succeed to all the TrusteeTrust's right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master EMC Servicer will shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. IfNotwithstanding the foregoing, however, any such optional right of repurchase by the Master EMC Servicer shall have exercised its right hereunder with respect to repurchase a delinquent Mortgage Loan pursuant to this Section 4.07 upon shall, if unexercised, terminate on the written request earlier of and with funds provided by (i) the Junior Certificateholder and thereupon transferred date on which such delinquency has been cured or (ii) the last Business Day of such Fiscal Quarter immediately following the date on which such Mortgage Loan to became 91 days delinquent, provided however, that such optional right of repurchase shall be reinstated if (a) in the Junior Certificateholdercase of clause (i), the Master Servicer related Mortgage Loan shall so notify thereafter again have become 91 or more days delinquent and (b) in the Trustee case of clause (ii), such delinquency shall have been subsequently cured and the related Mortgage Loan shall thereafter again become 91 or more days delinquent in writingany subsequent Fiscal Quarter. In either event, the purchase option shall again become exercisable on the first day of the Fiscal Quarter immediately following the date on which the related Mortgage Loan again becomes at least 91 days delinquent.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect The Seller or any Affiliate of the Seller, in its sole discretion, shall have the right to elect (by written notice sent to the Servicer, the Trustee and the Certificate Insurer), but shall not be obligated, to purchase for its own account from the Trust Fund any Mortgage Loan that is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan which is 90 days or more delinquent Delinquent in the manner and at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent price specified in payment by 90 days or more in a subsequent Calendar Quarter. (bSection 2.06(b) If at any time the Master Servicer makes a payment to the Certificate Account covering except that the amount of the Purchase Price for such a Mortgage Loan as provided described in clause (aii) above, and of Section 2.06(b) shall in no case be net of the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been Fee. The purchase price for any Mortgage Loan purchased hereunder shall be deposited in the Certificate AccountCollection Account and the Trustee, then upon receipt of such deposit, shall release or cause to be released to the Trustee shall execute the assignment purchaser of such Mortgage Loan at the request related Trustee's Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the Master Servicerpurchaser of such Mortgage Loan, in each case without recourse, as shall be necessary to vest in the Master Servicer, which purchaser of such Mortgage Loan any Mortgage Loan released pursuant hereto and the purchaser of such Mortgage Loan shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will purchaser of such Mortgage Loan shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If. (b) Notwithstanding the foregoing, howeverunless the Certificate Insurer consents, any such Affiliate of the Master Servicer shall have exercised Seller may only exercise its right to repurchase a Mortgage Loan option pursuant to this Section 4.07 upon 5.15 with respect to the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan or Mortgage Loans that have been Delinquent for the longest period at the time of such repurchase. Any request by such Affiliate to the Junior CertificateholderCertificate Insurer for consent to repurchase Mortgage Loans that are not the most Delinquent shall be accompanied by a description of the Mortgage Loans that have been Delinquent longer than the Mortgage Loan or Mortgage Loans such Affiliate proposes to repurchase. If the Certificate Insurer fails to respond to such request within 10 Business Days after receipt thereof, such Affiliate may repurchase the Mortgage Loan or Mortgage Loans proposed to be repurchased without the consent of, or any further action by, the Master Servicer Certificate Insurer. Notice to the Certificate Insurer shall so notify be delivered in accordance with the Trustee in writingterms of the Insurance and Indemnity Agreement.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which is delinquent in payment by 90 days or more, (i) the Holder of the Class SB Certificate may, at its option, upon twenty days prior written notice to the Master Servicer, purchase such Mortgage Loan from the Trustee at the Purchase Price therefore, except that in no event shall the Holder of the Class SB Certificate purchase such Mortgage Loan where the aggregate value of all such Mortgage Loans purchased by the Holder of the Class SB Certificate would be greater than three percent (3%) of the Certificate Principal Balance of any Certificate and (ii) if the Holder of the Class SB Certificate fails to provide notice pursuant to the immediately preceding sentence, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that with respect to the Master Servicer, such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, Servicer without recourse, recourse to the Master Servicer, Servicer which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any During the first full calendar month (but excluding the last Business Day thereof) following a Mortgage Loan that is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes related REO Property becoming 90 days or more delinquent during delinquent, the Servicer shall have the option, but not the obligation to purchase from the Trust Fund any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan or related REO Property that is then still 90 days or more delinquent at delinquent, which the time Servicer determines in good faith will otherwise become subject to foreclosure proceedings (evidence of repurchase. Such option if not exercised shall not thereafter such determination to be reinstated as delivered in writing to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes prior to purchase), at a payment price equal to the Certificate Account covering the amount of the Purchase Price. The Purchase Price for such a any Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been or related REO Property purchased hereunder shall be deposited in the Certificate Account, then and, upon receipt of written certification of such deposit from the Servicer in the Request for Release, the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the assignment Servicer shall furnish and as shall be necessary to vest in the Servicer title to any Mortgage Loan or related REO Property released pursuant hereto. If with respect to any delinquent Mortgage Loan or related REO Property, the option of the Servicer set forth in the preceding paragraph shall have arisen but the Servicer shall have failed to exercise such option on or before the Business Day preceding the last Business Day of the calendar month following the calendar month during which such Mortgage Loan at or related REO Property first became 90 days or more delinquent, then such option shall automatically expire; provided, however, that if any such Mortgage Loan or related REO Property shall cease to be 90 days or more delinquent but then subsequently shall again become 90 days or more delinquent, then the request of the Master Servicer, without recourse, Servicer shall be entitled to the Master Servicer, which shall succeed to all the Trustee's right, title and interest in and another repurchase option with respect to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to Loan or REO Property as provided in the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writingpreceding paragraph.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which is delinquent in payment by 90 ninety-one (91) days or moremore or is an REO Property, the Master Servicer may, at its option, Seller shall have the right to purchase such Mortgage Loan or REO Property from the Trustee Trust at a price equal to the Purchase Price. The Purchase Price shall be remitted to the Servicer for deposit in the Custodial Account and remitted by the Servicer to the Securities Administrator on the Servicer Remittance Date in the month immediately following the month in which the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during was deposited in the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchaseCustodial Account. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Seller remits to the Servicer makes a payment to for deposit in the Certificate Custodial Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides delivers an Officer’s Certificate to the Trustee a certification signed by a Servicing Officer stating certifying that the amount of such payment Purchase Price has been deposited in the Certificate Custodial Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, Seller without recourse, recourse to the Master Servicer, Seller which shall succeed to all the Trustee's ’s, right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer Seller will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer The Seller shall have exercised its right be responsible for any transfer costs incurred with respect to repurchase a Mortgage Loan purchased pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing3.24.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect The Seller, in its sole discretion, shall have the right to elect (by written notice sent to the Servicer and the Indenture Trustee), but shall not be obligated, to purchase for its own account from the Trust any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 ninety (90) days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during Delinquent in the period beginning on the first Business Day of the following Calendar Quarter, and ending manner at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. Repurchase Price (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating except that the amount described in the definition of such payment has been Loan Repurchase Price shall in no case be net of the Servicing Fee). The purchase price for any Mortgage Loan purchased hereunder shall be deposited in the Certificate AccountCollection Account and the Indenture Trustee, then upon the Trustee Indenture Trustee’s receipt of written notice by the Servicer of such deposit, shall execute release or cause to be released to the assignment purchaser of such Mortgage Loan at the request related Indenture Trustee’s Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the Master Servicerpurchaser of such Mortgage Loan, in each case without recourse, as shall be necessary to vest in the Master Servicer, which purchaser of such Mortgage Loan any Mortgage Loan released pursuant hereto and the purchaser of such Mortgage Loan shall succeed to all the Indenture Trustee's ’s right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will purchaser of such Mortgage Loan shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Indenture Trustee or the Certificateholders Noteholders with respect thereto. If. (b) After the Seller or its Affiliate has repurchased any Mortgage Loans which are 90 days or more Delinquent in an aggregate amount equal to 1% of the Maximum Collateral Amount, howeverthen notwithstanding the foregoing, the Master Servicer shall have exercised Seller or its right to repurchase a Mortgage Loan Affiliate may only exercise its option pursuant to this Section 4.07 upon 5.15 with respect to the written request Mortgage Loan or Mortgage Loans (including REO Mortgage Loans) that have been Delinquent for the longest period at the time of and with funds provided such repurchase. (c) The Seller may not repurchase pursuant to this Section 5.15 more than 10% of the Mortgage Loans, measured by the Junior Certificateholder and thereupon transferred such outstanding Principal Balance of the Mortgage Loan to Loans repurchased as a percentage of the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writingInitial Pool Balance.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect As to any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that any such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section 4.07 during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, provided further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, Servicer without recourse, recourse to the Master Servicer, Servicer which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which as of the first day of a Calendar Quarter is delinquent in payment by 90 days or moremore or is an REO Property, EMC shall have the Master Servicer may, at its option, right to purchase such Mortgage Loan from the Trustee Trust at a price equal to the Purchase Price thereforRepurchase Price; provided, however, (i) that such Mortgage Loan that becomes is still 90 days or more delinquent during any given Calendar Quarter or is an REO Property as of the date of such purchase and (ii) this purchase option, if not theretofore exercised, shall only be eligible for purchase pursuant to this Section during the period beginning terminate on the first Business Day date prior to the last day of the following related Calendar Quarter. This purchase option, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised exercised, shall not be thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more delinquent or becomes an REO Property, in a subsequent which case the option shall again become exercisable as of the first day of the related Calendar Quarter. . In addition, EMC shall, at its option, purchase any Mortgage Loan from the Trust if the first Due Date for such Mortgage Loan is subsequent to the Cut-off Date and the initial Monthly Payment with respect to such Mortgage Loan is not made within thirty (b30) days of such Due Date. Such purchase shall be made at a price equal to the Repurchase Price. If at any time EMC remits to the Master Servicer makes Paying Agent a payment to for deposit in the Certificate Distribution Account covering the amount of the Purchase Repurchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and EMC provides to the Trustee and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Distribution Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master ServicerEMC, without recourse, to the Master Servicer, EMC which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer EMC will thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that is delinquent in payment by 90 days or more, the The RMBS Master Servicer may, at its optionon behalf of the Issuer, purchase such but is not obligated to, repurchase from the Issuer any Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes delinquent in payment for a period of 90 days or more delinquent during any given Calendar Quarter longer (a "90-Day Delinquent Mortgage Loan") for a price equal to the Repurchase Price. Any such 90-Day Delinquent Mortgage Loan shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the Calendar Quarter following the Calendar QuarterQuarter in which such Mortgage Loan became a 90- Day Delinquent Mortgage Loan, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for . Any such a Mortgage Loan purchase shall be accomplished as provided in clause (a) aboveSubsection 2.03 hereof. Notwithstanding the foregoing, and the Master Servicer provides to the Indenture Trustee, whether acting as Indenture Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited or in the Certificate Account, then the Trustee shall execute the assignment capacity of such Mortgage Loan at the request of the successor RMBS Master Servicer, without recourse, shall have no obligation hereunder or under any other Basic Document to the Master Servicer, which shall succeed to all the Trustee's right, title and interest in and to such repurchase any Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect Subject to Sections 5.15(b) and 5.15(c), the Unaffiliated Seller or any Affiliate of the Unaffiliated Seller, in its sole discretion, shall have the right to elect (by written notice sent to the Servicer, the Indenture Trustee and the Note Insurer), but shall not be obligated, to purchase for its own account from the Trust any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 ninety (90) days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during Delinquent in the period beginning on the first Business Day of the following Calendar Quarter, manner and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, Loan Purchase Price (except that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided described in clause (aii) above, and of the Master Servicer provides to definition of Loan Purchase Price shall in no case be net of the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been Fee). The purchase price for any Mortgage Loan purchased hereunder shall be deposited in the Certificate AccountCollection Account and the Collateral Agent, then upon the Trustee Indenture Trustee's receipt of such deposit, shall execute release or cause to be released to the assignment purchaser of such Mortgage Loan at the request related Indenture Trustee's Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the Master Servicerpurchaser of such Mortgage Loan, in each case without recourse, as shall be necessary to vest in the Master Servicer, which purchaser of such Mortgage Loan any Mortgage Loan released pursuant hereto and the purchaser of such Mortgage Loan shall succeed to all the Indenture Trustee's right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will purchaser of such Mortgage Loan shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee Indenture Trustee, the Collateral Agent, the Note Insurer or the Certificateholders Noteholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a The purchaser of such Mortgage Loan shall give written notice to the Note Insurer of the means by which any Mortgage Loan purchased pursuant to this Section 4.07 upon 5.15 is ultimately disposed of. (b) After the written Unaffiliated Seller or an Affiliate of the Unaffiliated Seller has repurchased any Mortgage Loans which are 90 days or more Delinquent in an Aggregate Principal Balance equal to 1% of the Maximum Collateral Amount, then notwithstanding the foregoing, unless the Note Insurer consents, any such Unaffiliated Seller or Affiliate of the Unaffiliated Seller may only exercise its option pursuant to this Section 5.15 with respect to the Mortgage Loan or Mortgage Loans that have been Delinquent for the longest period at the time of such repurchase. Any request of and with funds provided by the Junior Certificateholder and thereupon transferred such Unaffiliated Seller or Affiliate to the Note Insurer for consent to repurchase Mortgage Loans that are not the most Delinquent shall be accompanied by a description of the Mortgage Loans that have been Delinquent longer than the Mortgage Loan or Mortgage Loans the Unaffiliated Seller or such Affiliate proposes to repurchase. If the Note Insurer fails to respond to such request within ten (10) Business Days after receipt thereof, the Unaffiliated Seller or such Affiliate may repurchase the Mortgage Loan or Mortgage Loans proposed to be repurchased without the consent of, or any further action by, the Note Insurer. Notice to the Junior CertificateholderNote Insurer shall be delivered in accordance with the terms of the Insurance and Indemnity Agreement. (c) After the Unaffiliated Seller or an Affiliate of the Unaffiliated Seller has repurchased any Mortgage Loans which are 90 days or more Delinquent in an Aggregate Principal Balance equal to 5% of the Maximum Collateral Amount, then notwithstanding the Master Servicer shall so notify foregoing, unless the Trustee in writingNote Insurer consents, any such Unaffiliated Seller or Affiliate of the Unaffiliated Seller may not repurchase such additional Mortgage Loans.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect Subject to Section 5.15(b), the Unaffiliated Seller or any Affiliate of the Unaffiliated Seller, in its sole discretion, shall have the right to elect (by written notice sent to the Servicer, the Indenture Trustee and the Note Insurer), but shall not be obligated, to purchase for its own account from the Trust any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 ninety (90) days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during Delinquent in the period beginning on the first Business Day of the following Calendar Quarter, manner and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, Loan Purchase Price (except that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided described in clause (aii) above, and of the Master Servicer provides to definition of Loan Purchase Price shall in no case be net of the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been Fee). The purchase price for any Mortgage Loan purchased hereunder shall be deposited in the Certificate AccountCollection Account and the Collateral Agent, then upon the Trustee Indenture Trustee's receipt of such deposit, shall execute release or cause to be released to the assignment purchaser of such Mortgage Loan at the request related Indenture Trustee's Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the Master Servicerpurchaser of such Mortgage Loan, in each case without recourse, as shall be necessary to vest in the Master Servicer, which purchaser of such Mortgage Loan any Mortgage Loan released pursuant hereto and the purchaser of such Mortgage Loan shall succeed to all the Indenture Trustee's right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will purchaser of such Mortgage Loan shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee Indenture Trustee, the Collateral Agent, the Note Insurer or the Certificateholders Noteholders with respect thereto. If. (b) After the Unaffiliated Seller or an Affiliate of the Unaffiliated Seller has repurchased defaulted Mortgage Loans in a Aggregate Principal Balance equal to 1% of the Maximum Collateral Amount, howeverthen notwithstanding the foregoing, unless the Master Servicer shall have exercised Note Insurer consents, any such Unaffiliated Seller or Affiliate of the Unaffiliated Seller may only exercise its right to repurchase a Mortgage Loan option pursuant to this Section 4.07 upon 5.15 with respect to the written Mortgage Loan or Mortgage Loans that have been Delinquent for the longest period at the time of such repurchase. Any request of and with funds provided by the Junior Certificateholder and thereupon transferred such Unaffiliated Seller or Affiliate to the Note Insurer for consent to repurchase Mortgage Loans that are not the most Delinquent shall be accompanied by a description of the Mortgage Loans that have been Delinquent longer than the Mortgage Loan or Mortgage Loans the Unaffiliated Seller or such Affiliate proposes to repurchase. If the Note Insurer fails to respond to such request within ten (10) Business Days after receipt thereof, the Unaffiliated Seller or such Affiliate may repurchase the Mortgage Loan or Mortgage Loans proposed to be repurchased without the consent of, or any further action by, the Note Insurer. Notice to the Junior Certificateholder, Note Insurer shall be delivered in accordance with the Master Servicer shall so notify terms of the Trustee in writingInsurance and Indemnity Agreement.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which as of the first day of a Fiscal Quarter is delinquent Delinquent in payment by 90 days or moremore or is an REO Property, the Master Servicer may, at its option, Seller shall have the right to purchase such Mortgage Loan from the Trustee Trust at a price equal to the Purchase Price thereforPrice; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, provided however (i) that such Mortgage Loan is still 90 days or more delinquent at Delinquent or is an REO Property as of the time date of repurchase. Such option such purchase and (ii) this purchase option, if not exercised theretofore exercised, shall terminate on the date prior to the last day of the related Fiscal Quarter. This purchase option, if not exercised, shall not be thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more Delinquent or becomes an REO Property, in which case the option shall again become exercisable as of the first day of the related Fiscal Quarter. This right may be assigned by the Seller to a subsequent Calendar Quarterthird party, including a holder of a Class of Certificates. (b) In addition, EMC shall, at its option, purchase any Mortgage Loan from the Trust for which the first Scheduled Payment due to the Trust after the Closing Date becomes thirty (30) days past due; provided however, such Mortgage Loan was purchased by EMC or one of its affiliates from a seller pursuant to a loan purchase agreement that obligated such seller to repurchase such Mortgage Loan if one or more Scheduled Payments becomes 30 or more days delinquent (and such seller has agreed to repurchase such Mortgage Loan); provided, further, that such optional purchase shall be exercised no later than the 270th day after such Mortgage Loan is subject to such seller's repurchase obligation. Such purchase shall be made at a price equal to the Purchase Price. (c) If at any time EMC remits to the Master Servicer makes a payment to for deposit in the Certificate Master Servicer Collection Account covering the amount of the Purchase Price for such a any Mortgage Loan as provided in purchased pursuant to clause (a) above), and the Master Servicer EMC provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Master Servicer Collection Account, then the Trustee shall execute the assignment of such Mortgage Loan prepared and delivered to the Trustee, at the request of the Master ServicerEMC, without recourse, representation or warranty, to the Master Servicer, EMC which shall succeed to all of the Trustee's ’s right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer EMC will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect The Unaffiliated Seller, in its sole discretion, shall have the right, after the aggregate Principal Balance of defaulted Mortgage Loans exceeds 1.50% of the Original Aggregate Principal Balance, to elect (by written notice sent to the Trustee), but shall not be obligated, to purchase for its own account from the Trust Fund any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 one hundred and eighty (180) days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during Delinquent in the period beginning on the first Business Day of the following Calendar Quarter, manner and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such price specified in Section 2.06(c). The purchase price for any Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised purchased hereunder shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate AccountCollection Account and the Trustee, then upon receipt of such deposit, shall release or cause to be released to the Trustee Unaffiliated Seller the related Trustee's Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the assignment of such Mortgage Loan at the request of the Master ServicerUnaffiliated Seller, in each case without recourse, as shall be necessary to vest in the Master Servicer, which Unaffiliated Seller any Mortgage Loan released pursuant hereto and the Unaffiliated Seller shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will Unaffiliated Seller shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however. (b) If the Unaffiliated Seller shall have repurchased Mortgage Loans under this Section 5.15 in an aggregate Principal Balance equal to 2.00% of the Original Aggregate Principal Balance, the Master Servicer shall have exercised Unaffiliated Seller may not thereafter exercise its right under this Section 5.15 to repurchase a purchase any Mortgage Loan unless it delivers to the Trustee an Opinion of Counsel that such repurchase will not have a material adverse effect on the characterization as a sale for bankruptcy purposes of the transfer of the Mortgage Loans from the Unaffiliated Seller to the Depositor. Notwithstanding the foregoing, the Unaffiliated Seller shall in no event repurchase Mortgage Loans pursuant to this Section 4.07 upon 5.15 in an aggregate Principal Balance in excess of 10.00% of the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writingOriginal Aggregate Principal Balance.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect As to any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that any such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section 4.07 during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, provided further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) . If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, Servicer without recourse, recourse to the Master Servicer, Servicer which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which as of the first day of a Calendar Quarter is delinquent in payment by 90 days or moremore or is an REO Property, EMC shall have the Master Servicer may, at its option, right to purchase such Mortgage Loan from the Trustee Trust at a price equal to the Purchase Price thereforRepurchase Price; provided, provided however (i) that such Mortgage Loan that becomes is still 90 days or more delinquent during any given Calendar Quarter or is an REO Property as of the date of such purchase and (ii) this purchase option, if not theretofore exercised, shall only be eligible for purchase pursuant to this Section during the period beginning terminate on the first Business Day date prior to the last day of the following related Calendar Quarter. This purchase option, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised exercised, shall not be thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more delinquent or becomes an REO Property, in a subsequent which case the option shall again become exercisable as of the first day of the related Calendar Quarter. (b) If at any time EMC remits to the Master Servicer makes a payment to for deposit in the Certificate Master Servicer Collection Account covering the amount of the Purchase Repurchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and the Master Servicer EMC provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Master Servicer Collection Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, EMC without recourse, recourse to the Master Servicer, EMC which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer EMC will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect As to any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, Servicer without recourse, recourse to the Master Servicer, Servicer which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, howeverNotwithstanding anything to the contrary in this Section 4.07, the Master Servicer shall have exercised its right continue to repurchase a service any such Mortgage Loan after the date of such purchase in accordance with the terms of this Agreement and, if any Realized Loss with respect to such Mortgage Loan occurs, allocate such Realized Loss to the Class or Classes of Certificates that would have borne such Realized Loss in accordance with the terms hereof as if such Mortgage Loan had not been so purchased. For purposes of this Agreement, a payment of the Purchase Price by the Master Servicer pursuant to this Section 4.07 upon will be viewed as an advance, and the written request amount of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan any Realized Loss shall be recoverable pursuant to the Junior Certificateholderprovisions for the recovery of unreimbursed Advances under Section 4.02(a) or, to the Master Servicer shall so notify the Trustee in writingextent not recoverable under such provisions, as a Nonrecoverable Advance as set forth herein.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect As to any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, Servicer without recourse, recourse to the Master Servicer, which the Trustee or the Trust Fund whereupon the Master Servicer shall succeed to all of the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, howeverNotwithstanding anything to the contrary in this Section 4.07, the Master Servicer shall have exercised its right continue to repurchase a service any such Mortgage Loan after the date of such purchase in accordance with the terms of this Agreement and, if any Realized Loss with respect to such Mortgage Loan occurs, allocate such Realized Loss to the Class or Classes of Certificates that would have borne such Realized Loss in accordance with the terms hereof as if such Mortgage Loan had not been so purchased. For purposes of this Agreement, a payment of the Purchase Price by the Master Servicer pursuant to this Section 4.07 upon will be viewed as an advance, and the written request amount of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan any Realized Loss shall be recoverable pursuant to the Junior Certificateholderprovisions for the recovery of unreimbursed Advances under Section 4.02(a) or, to the Master Servicer shall so notify the Trustee in writingextent not recoverable under such provisions, as a Nonrecoverable Advance as set forth herein.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) In addition, with respect to any Mortgage Loan for which a Realized Loss was incurred during any Prepayment Period, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor during such Prepayment Period. (c) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause clauses (a) and (b) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, Servicer without recourse, recourse to the Master Servicer, Servicer which shall succeed to all the Trustee's ’s right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that Loans which as of the first day of a Calendar Quarter is delinquent in payment by 90 days or moremore or is an REO Property, EMC shall have the Master Servicer may, at its option, right purchase such any Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that Trust which becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant or becomes an REO Property at a price equal to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar QuarterRepurchase Price; and provided, further, provided however (i) that such Mortgage Loan is still 90 days or more delinquent at or is an REO Property as of the time date of repurchase. Such option such purchase and (ii) this purchase option, if not exercised theretofore exercised, shall terminate on the date prior to the last day of the related Calendar Quarter. This purchase option, if not exercised, shall not be thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more delinquent or becomes an REO Property, in a subsequent which case the option shall again become exercisable as of the first day of the related Calendar Quarter. (b) . If at any time EMC remits to the Master Servicer makes a payment to for deposit in the Certificate Master Servicer Collection Account covering the amount of the Purchase Repurchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and the Master Servicer EMC provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Master Servicer Collection Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, EMC without recourse, recourse to the Master Servicer, EMC which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer EMC will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect The Sponsor, in its sole discretion, shall have the right to any Mortgage Loan that is delinquent in payment elect (by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, without recourse, written notice sent to the Master Servicer, the Indenture Trustee and the Note Insurer), but shall not be obligated, to purchase for its own account from the Trust any Mortgage Loan which is ninety (90) days or more Delinquent in the manner at the Loan Repurchase Price (except that the amount described in the definition of Loan Repurchase Price shall in no case be net of the Servicing Fee and the Backup Servicing Fee). The purchase price for any Mortgage Loan purchased hereunder shall be deposited in the Collection Account and the Indenture Trustee, upon the Indenture Trustee's receipt of written notice by the Master Servicer of such deposit, shall release or cause to be released to the purchaser of such Mortgage Loan the related Indenture Trustee's Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the purchaser of such Mortgage Loan, in each case without recourse, as shall be necessary to vest in the purchaser of such Mortgage Loan any Mortgage Loan released pursuant hereto and the purchaser of such Mortgage Loan shall succeed to all the Indenture Trustee's right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will purchaser of such Mortgage Loan shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee Indenture Trustee, the Note Insurer or the Certificateholders Noteholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a The purchaser of such Mortgage Loan shall give written notice to the Note Insurer of the means by which any Mortgage Loan purchased pursuant to this Section 4.07 upon the written request 5.15 is ultimately disposed of and with funds provided by the Junior Certificateholder and thereupon transferred any other information regarding any such Mortgage Loan reasonably requested by the Note Insurer. (b) After the Sponsor or an Affiliate of the Sponsor has repurchased any Mortgage Loans which are 90 days or more Delinquent in an aggregate amount equal to 1% of the Maximum Collateral Amount, then notwithstanding the foregoing, unless the Note Insurer consents, the Sponsor or an Affiliate of the Sponsor may only exercise its option pursuant to this Section 5.15 with respect to the Junior CertificateholderMortgage Loan or Mortgage Loans (including REO Mortgage Loans) that have been Delinquent for the longest period at the time of such repurchase. Any request by the Sponsor or an Affiliate of the Sponsor to the Note Insurer for consent to repurchase Mortgage Loans that are not the most Delinquent shall be accompanied by a description of the Mortgage Loans that have been Delinquent longer than the Mortgage Loan or Mortgage Loans the Sponsor or such Affiliate proposes to repurchase. If the Note Insurer fails to respond to such request within ten (10) Business Days after receipt thereof, the Master Servicer Sponsor or such Affiliate may repurchase the Mortgage Loan or Mortgage Loans proposed to be repurchased without the consent of, or any further action by, the Note Insurer. Notice to the Note Insurer shall so notify be delivered in accordance with the Trustee in writingterms of the Insurance Agreement.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect The Sponsor, in its sole discretion, shall have the right to any Mortgage Loan that is delinquent in payment elect (by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, without recourse, written notice sent to the Master Servicer, the Indenture Trustee and the Note Insurer), but shall not be obligated, to purchase for its own account from the Trust any Mortgage Loan which is ninety (90) days or more Delinquent in the manner at the Loan Repurchase Price (except that the amount described in the definition of Loan Repurchase Price shall in no case be net of the Servicing Fee and the Backup Servicing Fee). The purchase price for any Mortgage Loan purchased hereunder shall be deposited in the Collection Account and the Indenture Trustee, upon the Indenture Trustee’s receipt of written notice by the Master Servicer of such deposit, shall release or cause to be released to the purchaser of such Mortgage Loan the related Indenture Trustee’s Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the purchaser of such Mortgage Loan, in each case without recourse, as shall be necessary to vest in the purchaser of such Mortgage Loan any Mortgage Loan released pursuant hereto and the purchaser of such Mortgage Loan shall succeed to all the Indenture Trustee's ’s right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will purchaser of such Mortgage Loan shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee Indenture Trustee, the Note Insurer or the Certificateholders Noteholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a The purchaser of such Mortgage Loan shall give written notice to the Note Insurer of the means by which any Mortgage Loan purchased pursuant to this Section 4.07 upon the written request 5.15 is ultimately disposed of and with funds provided by the Junior Certificateholder and thereupon transferred any other information regarding any such Mortgage Loan reasonably requested by the Note Insurer. (b) After the Sponsor or an Affiliate of the Sponsor has repurchased any Mortgage Loans which are 90 days or more Delinquent in an aggregate amount equal to 1% of the Maximum Collateral Amount, then notwithstanding the foregoing, unless the Note Insurer consents, the Sponsor or an Affiliate of the Sponsor may only exercise its option pursuant to this Section 5.15 with respect to the Junior CertificateholderMortgage Loan or Mortgage Loans (including REO Mortgage Loans) that have been Delinquent for the longest period at the time of such repurchase. Any request by the Sponsor or an Affiliate of the Sponsor to the Note Insurer for consent to repurchase Mortgage Loans that are not the most Delinquent shall be accompanied by a description of the Mortgage Loans that have been Delinquent longer than the Mortgage Loan or Mortgage Loans the Sponsor or such Affiliate proposes to repurchase. If the Note Insurer fails to respond to such request within ten (10) Business Days after receipt thereof, the Master Servicer Sponsor or such Affiliate may repurchase the Mortgage Loan or Mortgage Loans proposed to be repurchased without the consent of, or any further action by, the Note Insurer. Notice to the Note Insurer shall so notify be delivered in accordance with the Trustee in writingterms of the Insurance Agreement.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect During the first full calendar month (but excluding the last Business Day thereof) following a Mortgage Loan or related REO Property becoming 90 days or more delinquent, the Servicer shall have the option, but not the obligation to purchase from the Trust Fund any such Mortgage Loan or related REO Property that is then still 90 days or more delinquent, which the Servicer determines in good faith will otherwise become subject to foreclosure proceedings (evidence of such determination to be delivered in writing to the Master Servicer prior to purchase), at a price equal to the Purchase Price. The Purchase Price for any Mortgage Loan or related REO Property purchased hereunder shall be deposited in the Distribution Account, and, upon receipt of written certification of such deposit from the Servicer in the Request for Release, the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Servicer shall furnish and as shall be necessary to vest in the Servicer title to any Mortgage Loan that is or related REO Property released pursuant hereto. If with respect to any delinquent Mortgage Loan or related REO Property, the option of the Servicer set forth in payment by the preceding paragraph shall have arisen but the Servicer shall have failed to exercise such option on or before the Business Day preceding the last Business Day of the calendar month following the calendar month during which such Mortgage Loan or related REO Property first became 90 days or moremore delinquent, the Master Servicer maythen such option shall automatically expire; provided, at its optionhowever, purchase that if any such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes or related REO Property shall cease to be 90 days or more delinquent during any given Calendar Quarter but then subsequently shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is again become 90 days or more delinquent at delinquent, then the time of repurchase. Such Servicer shall be entitled to another repurchase option if not exercised shall not thereafter be reinstated as with respect to any Mortgage Loan, unless the delinquency is cured and the such Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan REO Property as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, without recourse, to the Master Servicer, which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writingpreceding paragraph.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect During the first full calendar quarter (but excluding the last Business Day thereof) following a Mortgage Loan or related REO Property becoming 90 days or more delinquent, the Servicer shall have the option, but not the obligation to purchase from the Trust Fund any such Mortgage Loan or related REO Property that is then still 90 days or more delinquent, which the Servicer determines in good faith will otherwise become subject to foreclosure proceedings (evidence of such determination to be delivered in writing to the Master Servicer prior to purchase), at a price equal to the Purchase Price. The Purchase Price for any Mortgage Loan or related REO Property purchased hereunder shall be deposited in the Distribution Account, and, upon receipt of written certification of such deposit from the Servicer in the Request for Release, as provided in the Custodial Agreement, the Custodian shall release to the Servicer the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Servicer shall furnish and as shall be necessary to vest in the Servicer title to any Mortgage Loan that is or related REO Property released pursuant hereto. If with respect to any delinquent Mortgage Loan or related REO Property, the option of the Servicer set forth in payment by the preceding paragraph shall have arisen but the Servicer shall have failed to exercise such option on or before the Business Day preceding the last Business Day of the calendar quarter following the calendar quarter during which such Mortgage Loan or related REO Property first became 90 days or moremore delinquent, the Master Servicer maythen such option shall automatically expire; provided, at its optionhowever, purchase that if any such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes or related REO Property shall cease to be 90 days or more delinquent during any given Calendar Quarter but then subsequently shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is again become 90 days or more delinquent at delinquent, then the time of repurchase. Such Servicer shall be entitled to another repurchase option if not exercised shall not thereafter be reinstated as with respect to any Mortgage Loan, unless the delinquency is cured and the such Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan REO Property as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, without recourse, to the Master Servicer, which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writingpreceding paragraph.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which as of the first day of a Fiscal Quarter is delinquent in payment by 90 days or moremore or is an REO Property, the Master Servicer may, at its option, Company shall have the right to purchase such Mortgage Loan from the Trustee Trust at a price equal to the Purchase Price thereforRepurchase Price; provided, provided however (i) that such Mortgage Loan that becomes is still 90 days or more delinquent during any given Calendar Quarter or is an REO Property as of the date of such purchase and (ii) this purchase option, if not theretofore exercised, shall only be eligible for purchase pursuant to this Section during the period beginning terminate on the first Business Day date prior to the last day of the following Calendar related Fiscal Quarter. This purchase option, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised exercised, shall not be thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more delinquent or becomes an REO Property, in a subsequent Calendar which case the option shall again become exercisable as of the first day of the related Fiscal Quarter. (b) In addition, the Company shall, at its option, purchase any Mortgage Loan from the Trust for which the first Scheduled Payment due to the Trust after the Closing Date becomes thirty (30) days past due; provided, however, such Mortgage Loan was purchased by the Company or one of its affiliates from an originator pursuant to a loan purchase agreement that obligated such seller to repurchase such Mortgage Loan if one or more Scheduled Payments becomes 30 or more days delinquent (and such originator has agreed to repurchase such Mortgage Loan); provided, further, that such optional purchase shall be exercised no later than the 270th day after such Mortgage Loan is subject to such originator's repurchase obligation. Such purchase shall be made at a price equal to 100% of the Stated Principal Balance thereof plus accrued interest thereon at the applicable Mortgage Rate from the date through which interest was last paid by the related Mortgagor or advanced to the first day of the month in which such amount is to be distributed. (c) If at any time the Master Servicer makes a payment Company deposits, or remits to the Certificate Servicer (to the extent it is not the Servicer) for deposit, in the Custodial Account covering the amount of the Purchase Repurchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer Company provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Custodial Account, then the Trustee shall execute the assignment of such Mortgage Loan to the Company at the request of the Master Servicer, Company without recourse, to representation or warranty and the Master Servicer, which Company shall succeed to all of the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer Company will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its This right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided may be assigned by the Junior Certificateholder and thereupon transferred such Mortgage Loan Company to the Junior Certificateholdera third party, the Master Servicer shall so notify the Trustee in writingincluding a Holder of a Class of Certificates.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect During the first full calendar month (but excluding the last Business Day thereof) following a Mortgage Loan or related REO Property becoming 90 days or more delinquent, the Servicer shall have the option, but not the obligation to purchase from the Trust Fund any such Mortgage Loan or related REO Property that is then still 90 days or more delinquent, which the Servicer determines in good faith will otherwise become subject to foreclosure proceedings (evidence of such determination to be delivered in writing to the Master Servicer prior to purchase), at a price equal to the Purchase Price. The Purchase Price for any Mortgage Loan or related REO Property purchased hereunder shall be deposited in the Distribution Account, and the Trustee, upon written certification of such deposit from the Servicer in the Request for Release, shall release or cause to be released to the Servicer the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Servicer shall furnish and as shall be necessary to vest in the Servicer title to any Mortgage Loan that is or related REO Property released pursuant hereto. If with respect to any delinquent Mortgage Loan or related REO Property, the option of the Servicer set forth in payment by the preceding paragraph shall have arisen but the Servicer shall have failed to exercise such option on or before the Business Day preceding the last Business Day of the calendar month following the calendar month during which such Mortgage Loan or related REO Property first became 90 days or moremore delinquent, the Master Servicer maythen such option shall automatically expire; provided, at its optionhowever, purchase that if any such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes or related REO Property shall cease to be 90 days or more delinquent during any given Calendar Quarter but then subsequently shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is again become 90 days or more delinquent at delinquent, then the time of repurchase. Such Servicer shall be entitled to another repurchase option if not exercised shall not thereafter be reinstated as with respect to any Mortgage Loan, unless the delinquency is cured and the such Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan REO Property as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, without recourse, to the Master Servicer, which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writingpreceding paragraph.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect Subject to Sections 5.15(b) and 5.15(c), the Unaffiliated Seller or any Affiliate of the Unaffiliated Seller, in its sole discretion, shall have the right to elect (by written notice sent to the Servicer, the Indenture Trustee and the Note Insurer), but shall not be obligated, to purchase for its own account from the Trust any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 ninety (90) days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during Delinquent in the period beginning on the first Business Day of the following Calendar Quarter, manner and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, Loan Purchase Price (except that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided described in clause (aii) above, and of the Master Servicer provides to definition of Loan Purchase Price shall in no case be net of the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been Fee). The purchase price for any Mortgage Loan purchased hereunder shall be deposited in the Certificate AccountCollection Account and the Collateral Agent, then upon the Trustee Indenture Trustee's receipt of such deposit, shall execute release or cause to be released to the assignment purchaser of such Mortgage Loan at the request related Indenture Trustee's Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the Master Servicerpurchaser of such Mortgage Loan, in each case without recourse, as shall be necessary to vest in the Master Servicer, which purchaser of such Mortgage Loan any Mortgage Loan released pursuant hereto and the purchaser of such Mortgage Loan shall succeed to all the Indenture Trustee's right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will purchaser of such Mortgage Loan shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee Indenture Trustee, the Collateral Agent, the Note Insurer or the Certificateholders Noteholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a The purchaser of such Mortgage Loan shall give written notice to the Note Insurer of the means by which any Mortgage Loan purchased pursuant to this Section 4.07 upon 5.15 is ultimately disposed of. (b) After the written Unaffiliated Seller or an Affiliate of the Unaffiliated Seller has repurchased any Mortgage Loans which are 90 days or more Delinquent in an Aggregate Principal Balance equal to 2% of the Maximum Collateral Amount, then notwithstanding the foregoing, unless the Note Insurer consents, any such Unaffiliated Seller or Affiliate of the Unaffiliated Seller may only exercise its option pursuant to this Section 5.15 with respect to the Mortgage Loan or Mortgage Loans that have been Delinquent for the longest period at the time of such repurchase. Any request of and with funds provided by the Junior Certificateholder and thereupon transferred such Unaffiliated Seller or Affiliate to the Note Insurer for consent to repurchase Mortgage Loans that are not the most Delinquent shall be accompanied by a description of the Mortgage Loans that have been Delinquent longer than the Mortgage Loan or Mortgage Loans the Unaffiliated Seller or such Affiliate proposes to repurchase. If the Note Insurer fails to respond to such request within ten (10) Business Days after receipt thereof, the Unaffiliated Seller or such Affiliate may repurchase the Mortgage Loan or Mortgage Loans proposed to be repurchased without the consent of, or any further action by, the Note Insurer. Notice to the Junior CertificateholderNote Insurer shall be delivered in accordance with the terms of the Insurance and Indemnity Agreement. (c) After the Unaffiliated Seller or an Affiliate of the Unaffiliated Seller has repurchased any Mortgage Loans which are 90 days or more Delinquent in an Aggregate Principal Balance equal to 5% of the Maximum Collateral Amount, then notwithstanding the Master Servicer shall so notify foregoing, unless the Trustee in writingNote Insurer consents, any such Unaffiliated Seller or Affiliate of the Unaffiliated Seller may not repurchase such additional Mortgage Loans.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect The Unaffiliated Seller, in its sole discretion, shall have the right, after the aggregate Principal Balance of defaulted Mortgage Loans exceeds 1.50% of the Maximum Pool Principal Balance, to elect (by written notice sent to the Trustee), but shall not be obligated, to purchase for its own account from the Trust Fund any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 one hundred and eighty (180) days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during Delinquent in the period beginning on the first Business Day of the following Calendar Quarter, manner and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such price specified in Section 2.06(c). The purchase price for any Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised purchased hereunder shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate AccountCollection Account and the Trustee, then upon receipt of such deposit, shall release or cause to be released to the Trustee Unaffiliated Seller the related Trustee's Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the assignment of such Mortgage Loan at the request of the Master ServicerUnaffiliated Seller, in each case without recourse, as shall be necessary to vest in the Master Servicer, which Unaffiliated Seller any Mortgage Loan released pursuant hereto and the Unaffiliated Seller shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will Unaffiliated Seller shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however. (b) If the Unaffiliated Seller shall have repurchased Mortgage Loans under this Section 5.15 in an aggregate Principal Balance equal to 2.00% of the Maximum Pool Principal Balance, the Master Servicer shall have exercised Unaffiliated Seller may not thereafter exercise its right under this Section 5.15 to repurchase a purchase any Mortgage Loan unless it delivers to the Trustee an Opinion of Counsel that such repurchase will not have a material adverse effect on the characterization as a sale for bankruptcy purposes of the transfer of the Mortgage Loans from the Unaffiliated Seller to the Depositor. Notwithstanding the foregoing, the Unaffiliated Seller shall in no event repurchase Mortgage Loans pursuant to this Section 4.07 upon 5.15 in an aggregate Principal Balance in excess of 10.00% of the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writingMaximum Pool Principal Balance.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect During the first full calendar month (but excluding the last Business Day thereof) following a Mortgage Loan or related REO Property becoming 90 days or more delinquent, the Seller shall have the option, but not the obligation to purchase from the Trust Fund any such Mortgage Loan or related REO Property that is then still 90 days or more delinquent, which the Seller determines in good faith will otherwise become subject to foreclosure proceedings (evidence of such determination to be delivered in writing to the Trustee prior to purchase), at a price equal to the Purchase Price. The Purchase Price for any Mortgage Loan or related REO Property purchased hereunder shall be deposited in the Custodial Account, and the Trustee, upon written certification of such deposit, shall release or cause to be released to the Seller the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish and as shall be necessary to vest in the Seller title to any Mortgage Loan that is or related REO Property released pursuant hereto. If with respect to any delinquent Mortgage Loan or related REO Property, the option of the Seller set forth in payment by the preceding paragraph shall have arisen but the Seller shall have failed to exercise such option on or before the Business Day preceding the last Business Day of the calendar month following the calendar month during which such Mortgage Loan or related REO Property first became 90 days or moremore delinquent, the Master Servicer maythen such option shall automatically expire; provided, at its optionhowever, purchase that if any such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes or related REO Property shall cease to be 90 days or more delinquent during any given Calendar Quarter but then subsequently shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is again become 90 days or more delinquent at delinquent, then the time of repurchase. Such Seller shall be entitled to another repurchase option if not exercised shall not thereafter be reinstated as with respect to any Mortgage Loan, unless the delinquency is cured and the such Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan REO Property as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, without recourse, to the Master Servicer, which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writingpreceding paragraph.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect As to any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that any such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section 4.07 during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, provided further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, Servicer without recourse, recourse to the Master Servicer, Servicer which shall succeed to all the Trustee's ’s right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which as of the first day of a Calendar Quarter is delinquent in payment by 90 days or moremore or is an REO Property, EMC shall have the Master Servicer may, at its option, right to purchase such Mortgage Loan from the Trustee Trust at a price equal to the Purchase Price thereforRepurchase Price; provided, provided however (i) that such Mortgage Loan that becomes is still 90 days or more delinquent during any given Calendar Quarter or is an REO Property as of the date of such purchase and (ii) this purchase option, if not theretofore exercised, shall only be eligible for purchase pursuant to this Section during the period beginning terminate on the first Business Day date prior to the last day of the following related Calendar Quarter. This purchase option, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised exercised, shall not be thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more delinquent or becomes an REO Property, in a subsequent which case the option shall again become exercisable as of the first day of the related Calendar Quarter. (b) . If at any time EMC remits to the Master Servicer makes Trustee a payment to for deposit in the Certificate Distribution Account covering the amount of the Purchase Repurchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and EMC provides to the Trustee and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Distribution Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, EMC without recourse, recourse to the Master Servicer, EMC which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer EMC will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect Subject to Section 5.15(b), the Unaffiliated Seller or any Affiliate of the Unaffiliated Seller, in its sole discretion, shall have the right to elect (by written notice sent to the Servicer, the Indenture Trustee and the Note Insurer), but shall not be obligated, to purchase for its own account from the Trust any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 ninety (90) days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during Delinquent in the period beginning on the first Business Day of the following Calendar Quarter, manner and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, Loan Purchase Price (except that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided described in clause (aii) above, and of the Master Servicer provides to definition of Loan Purchase Price shall in no case be net of the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been Fee). The purchase price for any Mortgage Loan purchased hereunder shall be deposited in the Certificate AccountCollection Account and the Collateral Agent, then upon the Trustee Indenture Trustee's receipt of such deposit, shall execute release or cause to be released to the assignment purchaser of such Mortgage Loan at the request related Indenture Trustee's Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the Master Servicerpurchaser of such Mortgage Loan, in each case without recourse, as shall be necessary to vest in the Master Servicer, which purchaser of such Mortgage Loan any Mortgage Loan released pursuant hereto and the purchaser of such Mortgage Loan shall succeed to all the Indenture Trustee's right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will purchaser of such Mortgage Loan shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee Indenture Trustee, the Collateral Agent, the Note Insurer or the Certificateholders Noteholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a The purchaser of such Mortgage Loan shall give written notice to the Note Insurer of the means by which any Mortgage Loan purchased pursuant to this Section 4.07 upon 5.15 is ultimately disposed of. (b) After the written Unaffiliated Seller or an Affiliate of the Unaffiliated Seller has repurchased defaulted Mortgage Loans in a Aggregate Principal Balance equal to 1% of the Maximum Collateral Amount, then notwithstanding the foregoing, unless the Note Insurer consents, any such Unaffiliated Seller or Affiliate of the Unaffiliated Seller may only exercise its option pursuant to this Section 5.15 with respect to the Mortgage Loan or Mortgage Loans that have been Delinquent for the longest period at the time of such repurchase. Any request of and with funds provided by the Junior Certificateholder and thereupon transferred such Unaffiliated Seller or Affiliate to the Note Insurer for consent to repurchase Mortgage Loans that are not the most Delinquent shall be accompanied by a description of the Mortgage Loans that have been Delinquent longer than the Mortgage Loan or Mortgage Loans the Unaffiliated Seller or such Affiliate proposes to repurchase. If the Note Insurer fails to respond to such request within ten (10) Business Days after receipt thereof, the Unaffiliated Seller or such Affiliate may repurchase the Mortgage Loan or Mortgage Loans proposed to be repurchased without the consent of, or any further action by, the Note Insurer. Notice to the Junior Certificateholder, Note Insurer shall be delivered in accordance with the Master Servicer shall so notify terms of the Trustee in writingInsurance and Indemnity Agreement.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which as of the first day of a Calendar Quarter is delinquent in payment by 90 days or moremore or is an REO Property, the Master Servicer may(which, at its optionnotwithstanding Section 3.03(f), for purposes of this Section shall only refer to HomeBanc and not the Special Servicer) shall have the right to purchase such Mortgage Loan from the Trustee Trust Estate at a price equal to the Purchase Price thereforRepurchase Price; provided, provided however (i) that such Mortgage Loan that becomes is still 90 days or more delinquent during any given Calendar Quarter or is an REO Property as of the date of such purchase and (ii) this purchase option, if not theretofore exercised, shall only be eligible for purchase pursuant to this Section during the period beginning terminate on the first Business Day date prior to the last day of the following related Calendar Quarter. This purchase option, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised exercised, shall not be thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more delinquent or becomes an REO Property, in a subsequent which case the option shall again become exercisable as of the first day of the related Calendar Quarter. (b) If at any time the Servicer remits to the Master Servicer makes a payment to for deposit in the Certificate Master Servicer Collection Account covering the amount of the Purchase Repurchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and the Master Servicer provides to the Indenture Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Master Servicer Collection Account, then the Indenture Trustee shall execute the assignment of such Mortgage Loan at to the request of the Master Servicer, without recourse, to representation or warranty and the Master Servicer, which Servicer shall succeed to all of the Indenture Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Issuer, the Indenture Trustee or the Certificateholders Noteholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which as of the first day of a Fiscal Quarter is delinquent in payment by 90 days or moremore or is an REO Property, the Master Servicer may, at its option, Company shall have the right to purchase such Mortgage Loan from the Trustee Trust at a price equal to the Purchase Price thereforRepurchase Price; provided, provided however (i) that such Mortgage Loan that becomes is still 90 days or more delinquent during any given Calendar Quarter or is an REO Property as of the date of such purchase and (ii) this purchase option, if not theretofore exercised, shall only be eligible for purchase pursuant to this Section during the period beginning terminate on the first Business Day date prior to the last day of the following Calendar related Fiscal Quarter. This purchase option, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised exercised, shall not be thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more delinquent or becomes an REO Property, in a subsequent Calendar which case the option shall again become exercisable as of the first day of the related Fiscal Quarter. (b) In addition, the Company shall, at its option, purchase any Mortgage Loan from the Trust for which the first Scheduled Payment due to the Trust after the Closing Date becomes thirty (30) days past due; provided, however, such Mortgage Loan was purchased by the Company or one of its affiliates from an originator pursuant to a loan purchase agreement that obligated such seller to repurchase such Mortgage Loan if one or more Scheduled Payments becomes 30 or more days delinquent (and such originator has agreed to repurchase such Mortgage Loan); provided, further, that such optional purchase shall be exercised no later than the 270th day after such Mortgage Loan is subject to such originator's repurchase obligation. Such purchase shall be made at a price equal to 100% of the Stated Principal Balance thereof plus accrued interest thereon at the applicable Mortgage Rate from the date through which interest was last paid by the related Mortgagor or advanced to the first day of the month in which such amount is to be distributed. (c) If at any time the Master Servicer makes a payment Company deposits, or remits to the Certificate Servicer (to the extent it is not the Servicer) for deposit, in the Custodial Account covering the amount of the Purchase Repurchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer Company provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Custodial Account, then the Trustee shall execute the assignment of such Mortgage Loan to the Company at the request of the Master Servicer, Company without recourse, to representation or warranty and the Master Servicer, which Company shall succeed to all of the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer Company will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect The Unaffiliated Seller, in its sole discretion, shall have the right to elect (by written notice sent to the Trustee and the Certificate Insurer), but shall not be obligated, to purchase for its own account from the Trust Fund any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 180 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during Delinquent in the period beginning on the first Business Day of the following Calendar Quarter, manner and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such price specified in Section 2.06(b). The purchase price for any Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised purchased hereunder shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate AccountCollection Account and the Trustee, then upon receipt of such deposit, shall release or cause to be released to the Trustee Unaffiliated Seller the related Trustee's Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the assignment of such Mortgage Loan at the request of the Master ServicerUnaffiliated Seller, in each case without recourse, as shall be necessary to vest in the Master Servicer, which Unaffiliated Seller any Mortgage Loan released pursuant hereto and the Unaffiliated Seller shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will Unaffiliated Seller shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however. (b) If the Unaffiliated Seller shall have repurchased Mortgage Loans under this Section 5.15 in an aggregate principal amount equal to 2.00% of the Original Aggregate Principal Balance, the Master Servicer shall have exercised Unaffiliated Seller may not thereafter exercise its right under this Section 5.15 to purchase any Mortgage Loan without the prior written consent of the Certificate Insurer. Any request by the Unaffiliated Seller to the Certificate Insurer for consent to repurchase Mortgage Loans that are not the most Delinquent shall be accompanied by a description of the Mortgage Loans that have been Delinquent longer than the Mortgage Loan pursuant or Mortgage Loans the Unaffiliated Seller proposes to this Section 4.07 upon repurchase. If the written Certificate Insurer fails to respond to such request of and with funds provided by within ten (10) Business Days after receipt thereof, the Junior Certificateholder and thereupon transferred such Unaffiliated Seller shall be deemed to have been granted consent to repurchase the Mortgage Loan or Mortgage Loans proposed to be repurchased. Notice to the Junior Certificateholder, Certificate Insurer shall be delivered in accordance with the Master Servicer shall so notify terms of the Trustee in writingInsurance and Reimbursement Agreement.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect The Unaffiliated Seller, in its sole discretion, shall have the right, after the aggregate Principal Balance of defaulted Mortgage Loans exceeds 1.50% of the Maximum Pool Principal Balance, to elect (by written notice sent to the Trustee and the Certificate Insurer), but shall not be obligated, to purchase for its own account from the Trust Fund any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 one hundred and eighty (180) days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during Delinquent in the period beginning on the first Business Day of the following Calendar Quarter, manner and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such price specified in Section 2.06(c). The purchase price for any Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised purchased hereunder shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate AccountCollection Account and the Trustee, then upon receipt of such deposit, shall release or cause to be released to the Trustee Unaffiliated Seller the related Trustee's Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the assignment of such Mortgage Loan at the request of the Master ServicerUnaffiliated Seller, in each case without recourse, as shall be necessary to vest in the Master Servicer, which Unaffiliated Seller any Mortgage Loan released pursuant hereto and the Unaffiliated Seller shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will Unaffiliated Seller shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee Trustee, the Certificate Insurer or the Certificateholders with respect thereto. If, however. (b) If the Unaffiliated Seller shall have repurchased Mortgage Loans under this Section 5.15 in an aggregate Principal Balance equal to 2.00% of the Maximum Pool Principal Balance, the Master Servicer shall have exercised Unaffiliated Seller may not thereafter exercise its right under this Section 5.15 to purchase any Mortgage Loan without the prior written consent of the Certificate Insurer. Any request by the Unaffiliated Seller to the Certificate Insurer for consent to repurchase Mortgage Loans that are not the most Delinquent shall be accompanied by a description of the Mortgage Loans that have been Delinquent longer than the Mortgage Loan or Mortgage Loans the Unaffiliated Seller proposes to repurchase. If the Certificate Insurer fails to respond to such request within ten (10) Business Days after receipt thereof, the Unaffiliated Seller shall be deemed to have been granted consent to repurchase the Mortgage Loan or Mortgage Loans proposed to be repurchased. Notice to the Certificate Insurer shall be delivered in accordance with the terms of the Insurance and Indemnity Agreement. Notwithstanding the foregoing, the Unaffiliated Seller shall in no event repurchase Mortgage Loans pursuant to this Section 4.07 upon 5.15 in an aggregate Principal Balance in excess of 10.00% of the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writingMaximum Pool Principal Balance.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect The Depositor, in its sole discretion, shall have the right to elect (by written notice sent to the Servicer, the Indenture Trustee and the Note Insurer), but shall not be obligated, to purchase for its own account from the Issuing Entity any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 ninety (90) days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during Delinquent in the period beginning on the first Business Day of the following Calendar Quarter, and ending manner at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. Repurchase Price (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating except that the amount described in the definition of such payment has been Loan Repurchase Price shall in no case be net of the Servicing Fee). The purchase price for any Mortgage Loan purchased hereunder shall be deposited in the Certificate AccountCollection Account and the Indenture Trustee, then upon the Trustee Indenture Trustee’s receipt of written notice by the Servicer of such deposit, shall execute release or cause to be released to the assignment purchaser of such Mortgage Loan at the request related Indenture Trustee’s Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the Master Servicerpurchaser of such Mortgage Loan, in each case without recourse, as shall be necessary to vest in the Master Servicer, which purchaser of such Mortgage Loan any Mortgage Loan released pursuant hereto and the purchaser of such Mortgage Loan shall succeed to all the Indenture Trustee's ’s right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will purchaser of such Mortgage Loan shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee Indenture Trustee, the Note Insurer or the Certificateholders Noteholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a The purchaser of such Mortgage Loan shall give written notice to the Note Insurer of the means by which any Mortgage Loan purchased pursuant to this Section 4.07 upon the written request 5.15 is ultimately disposed of and with funds provided by the Junior Certificateholder and thereupon transferred any other information regarding any such Mortgage Loan reasonably requested by the Note Insurer. (b) After the Depositor or its Affiliate has repurchased any Mortgage Loans which are 90 days or more Delinquent in an aggregate amount equal to 1% of the Maximum Collateral Amount, then notwithstanding the foregoing, unless the Note Insurer consents, the Depositor or its Affiliate may only exercise its option pursuant to this Section 5.15 with respect to the Junior CertificateholderMortgage Loan or Mortgage Loans (including REO Mortgage Loans) that have been Delinquent for the longest period at the time of such repurchase. Any request by the Depositor or its Affiliate to the Note Insurer for consent to repurchase Mortgage Loans that are not the most Delinquent shall be accompanied by a description of the Mortgage Loans that have been Delinquent longer than the Mortgage Loan or Mortgage Loans the Depositor or its Affiliate proposes to repurchase. If the Note Insurer fails to respond to such request within ten (10) Business Days after receipt thereof, the Master Servicer Depositor or its Affiliate may repurchase the Mortgage Loan or Mortgage Loans proposed to be repurchased without the consent of, or any further action by, the Note Insurer. Notice to the Note Insurer shall so notify be delivered in accordance with the Trustee in writingterms of the Insurance Agreement. (c) The Depositor may not repurchase pursuant to this Section 5.15 more than 10% of the Mortgage Loans, measured by the outstanding Principal Balance of the Mortgage Loans repurchased as a percentage of the Initial Pool Balance.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which is delinquent in payment by 90 ninety-one (91) days or moremore or is an REO Property, the Master Servicer may, at its option, Sponsor shall have the right to purchase such Mortgage Loan or REO Property from the Trustee Trust at a price equal to the Purchase Price. The Purchase Price shall be remitted to the Servicer for deposit in the Custodial Account and remitted by the Servicer to the Securities Administrator on the Remittance Date in the month immediately following the month in which the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during was deposited in the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchaseCustodial Account. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Sponsor remits to the Servicer makes a payment to for deposit in the Certificate Custodial Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides delivers an Officer’s Certificate to the Trustee a certification signed by a Servicing Officer stating certifying that the amount of such payment Purchase Price has been deposited in the Certificate Custodial Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, Sponsor without recourse, recourse to the Master Servicer, Sponsor which shall succeed to all the Trustee's ’s, right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer Sponsor will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, The Sponsor shall be responsible for any transfer costs incurred with respect to a Mortgage Loan purchased pursuant to this Section 3.24. If the Master Servicer shall have exercised its right Sponsor is required to repurchase a Mortgage Loan pursuant to this Section 4.07 upon 3.24, the written request of and with funds provided by the Junior Certificateholder and thereupon transferred Servicer shall continue to service such Mortgage Loan unless the Sponsor shall repurchase the servicing rights thereon on terms mutually agreed to by the Junior CertificateholderSponsor and the Servicer. Notwithstanding the foregoing, the Master Servicer shall have no obligation to master service any Mortgage Loan that has been so notify the Trustee in writingrepurchased.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which as of the first day of a Calendar Quarter is delinquent in payment by 90 days or moremore or is an REO Property, the Master Servicer may, at its option, Mortgage Loan Seller shall have the right to purchase such Mortgage Loan from the Trustee Trust at a price equal to the Purchase Price thereforRepurchase Price; provided, provided however (i) that such Mortgage Loan that becomes is still 90 days or more delinquent during any given Calendar Quarter or is an REO Property as of the date of such purchase and (ii) this purchase option, if not theretofore exercised, shall only be eligible for purchase pursuant to this Section during the period beginning terminate on the first Business Day date prior to the last day of the following related Calendar Quarter. This purchase option, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised exercised, shall not be thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more delinquent or becomes an REO Property, in a subsequent which case the option shall again become exercisable as of the first day of the related Calendar Quarter. (b) If at any time the Mortgage Loan Seller remits to the Master Servicer makes a payment to for deposit in the Certificate Master Servicer Collection Account covering the amount of the Purchase Repurchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and the Master Servicer Mortgage Loan Seller provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Master Servicer Collection Account, then the Trustee shall execute the assignment of such Mortgage Loan to the Mortgage Loan Seller at the request of the Master Servicer, Mortgage Loan Seller without recourse, to representation or warranty and the Master Servicer, which Mortgage Loan Seller shall succeed to all of the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer Mortgage Loan Seller will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, without recourse, to the Master Servicer, which shall succeed to all the Trustee's ’s right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning Beginning on the first Business Day of the fiscal quarter immediately following Calendar Quarter, and ending at the close of business date on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such which a Mortgage Loan is 90 has become at least 91 days or more delinquent at delinquent, the time of repurchase. Such option if not exercised EMC Servicer, in its sole discretion, shall not thereafter be reinstated as have the right to any Mortgage Loanelect (by written notice sent to the Trustee, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in with a subsequent Calendar Quarter. (b) If at any time copy to the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides applicable Servicer) to purchase for its own account from the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of Trust Fund any such Mortgage Loan at a price equal to the request of Purchase Price. The Purchase Price for any Mortgage Loan purchased hereunder shall be deposited in the Master Servicer Collection Account, and the Trustee, upon receipt of a Request for Release from the EMC Servicer, shall release or cause the Custodian to release to the EMC Servicer, the related Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the EMC Servicer, in each case without recourse, representation or warranty as shall be necessary to vest in the Master Servicer, which EMC Servicer any Mortgage Loan released pursuant hereto and the EMC Servicer shall succeed to all the Trustee's Trust’s right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master EMC Servicer will shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. IfNotwithstanding the foregoing, however, any such optional right of repurchase by the Master EMC Servicer shall have exercised its right hereunder with respect to repurchase a delinquent Mortgage Loan pursuant to this Section 4.07 upon shall, if unexercised, terminate on the written request earlier of and with funds provided by (i) the Junior Certificateholder and thereupon transferred date on which such delinquency has been cured or (ii) the last Business Day of such fiscal quarter immediately following the date on which such Mortgage Loan to became 91 days delinquent, provided however, that such optional right of repurchase shall be reinstated if (a) in the Junior Certificateholdercase of clause (i), the Master Servicer related Mortgage Loan shall so notify thereafter again have become 91 or more days delinquent and (b) in the Trustee case of clause (ii), such delinquency shall have been subsequently cured and the related Mortgage Loan shall thereafter again become 91 or more days delinquent in writingany subsequent fiscal quarter. In either event, the purchase option shall again become exercisable on the first day of the fiscal quarter immediately following the date on which the related Mortgage Loan again becomes at least 91 days delinquent.

Optional Purchase of Defaulted Mortgage Loans. (See Section 4.07 of the Standard Terms) (a) With respect to any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, Servicer without recourse, recourse to the Master Servicer, Servicer which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. The majority Holder of the Class C Certificates, in its sole discretion, shall have the right to elect (aby written notice sent to the Master Servicer) With respect to purchase for its own account from the Trust Fund any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 ninety (90) days or more delinquent during in the manner and at the price specified in Section 2.01(d). The majority Holder of the Class C Certificates shall not use any given Calendar Quarter shall only procedure in selecting Mortgage Loans to be eligible for purchase pursuant to repurchased under this Section during 3.16 which is materially adverse to the period beginning on the first Business Day interests of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchaseCertificateholders. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the The Purchase Price for such a any Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been purchased hereunder shall be deposited in the Certificate AccountCollection Account and the Trustee, then upon receipt of notice of such deposit in the Trustee Distribution Account by the Securities Administrator, shall execute release or cause to be released to the assignment purchaser of such Mortgage Loan at the request related Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the Master Servicerpurchaser of such Mortgage Loan, in each case without recourse, as shall be necessary to vest in the Master Servicer, which purchaser of such Mortgage Loan any Mortgage Loan released pursuant hereto and the purchaser of such Mortgage Loan shall succeed to all the Trustee's ’s right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will purchaser of such Mortgage Loan shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter calendar quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quartercalendar quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quartercalendar quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quartercalendar quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request written direction of the Master Servicer, Servicer without recourse, recourse to the Master Servicer, Servicer which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. thereto If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect The Sponsor, in its sole discretion, shall have the right to any Mortgage Loan that is delinquent in payment elect (by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, without recourse, written notice sent to the Master Servicer, the Indenture Trustee and the Note Insurer), but shall not be obligated, to purchase for its own account from the Trust any Mortgage Loan which is ninety (90) days or more Delinquent in the manner and at the Loan Repurchase Price (except that the amount described in the definition of Loan Repurchase Price shall in no case be net of the Servicing Fee and the Backup Servicing Fee). The purchase price for any Mortgage Loan purchased hereunder shall be deposited in the Collection Account and the Indenture Trustee, upon the Indenture Trustee's receipt of notice by the Master Servicer of such deposit, shall release or cause to be released to the purchaser of such Mortgage Loan the related Indenture Trustee's Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the purchaser of such Mortgage Loan, in each case without recourse, as shall be necessary to vest in the purchaser of such Mortgage Loan any Mortgage Loan released pursuant hereto and the purchaser of such Mortgage Loan shall succeed to all the Indenture Trustee's right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will purchaser of such Mortgage Loan shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee Indenture Trustee, the Note Insurer or the Certificateholders Noteholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a The purchaser of such Mortgage Loan shall give written notice to the Note Insurer of the means by which any Mortgage Loan purchased pursuant to this Section 4.07 upon the written request 5.15 is ultimately disposed of and with funds provided by the Junior Certificateholder and thereupon transferred any other information regarding any such Mortgage Loan reasonably requested by the Note Insurer. (b) After the Sponsor or an Affiliate of the Sponsor has repurchased any Mortgage Loans which are 90 days or more Delinquent in an aggregate amount equal to 1% of the Maximum Collateral Amount, then notwithstanding the foregoing, unless the Note Insurer consents, the Sponsor or an Affiliate of the Sponsor may only exercise its option pursuant to this Section 5.15 with respect to the Junior CertificateholderMortgage Loan or Mortgage Loans (including REO Mortgage Loans) that have been Delinquent for the longest period at the time of such repurchase. Any request by the Sponsor or an Affiliate of the Sponsor to the Note Insurer for consent to repurchase Mortgage Loans that are not the most Delinquent shall be accompanied by a description of the Mortgage Loans that have been Delinquent longer than the Mortgage Loan or Mortgage Loans the Sponsor or such Affiliate proposes to repurchase. If the Note Insurer fails to respond to such request within ten (10) Business Days after receipt thereof, the Master Servicer Sponsor or such Affiliate may repurchase the Mortgage Loan or Mortgage Loans proposed to be repurchased without the consent of, or any further action by, the Note Insurer. Notice to the Note Insurer shall so notify be delivered in accordance with the Trustee in writingterms of the Insurance Agreement.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Beginning on the first Business Day of the fiscal quarter immediately following the date on which a Mortgage Loan that is delinquent in payment by 90 has become at least 91 days or moredelinquent, the Master Servicer Seller may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer Seller makes a payment to the Certificate Protected Account maintained by the Master Servicer, covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and the Master Servicer Seller provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, such Protected Account then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, Seller without recourse, recourse to the Master Servicer, Seller which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer Seller will thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. IfNotwithstanding the foregoing, however, any such optional right of repurchase by the Master Servicer shall have exercised its right Seller hereunder with respect to repurchase a delinquent Mortgage Loan pursuant to this Section 4.07 upon shall, if unexercised, terminate on the written request earlier of and with funds provided by (i) the Junior Certificateholder and thereupon transferred date on which such delinquency has been cured or (ii) the last Business Day of such fiscal quarter immediately following the date on which such Mortgage Loan to became 91 days delinquent, provided however, that such optional right of repurchase shall be reinstated if (a) in the Junior Certificateholdercase of clause (I), the Master Servicer related Mortgage Loan shall so notify thereafter again have become 91 or more days delinquent and (b) in the Trustee case of clause (ii), such delinquency shall have been subsequently cured and the related Mortgage Loan shall thereafter again become 91 or more days delinquent in writingany subsequent fiscal quarter.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect The Sponsor, in its sole discretion, shall have the right to any Mortgage Loan that is delinquent in payment elect (by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, without recourse, written notice sent to the Master Servicer, the Indenture Trustee and the Note Insurer), but shall not be obligated, to purchase for its own account from the Trust any Mortgage Loan which is ninety (90) days or more Delinquent in the manner at the Loan Repurchase Price (except that the amount described in the definition of Loan Repurchase Price shall in no case be net of the Servicing Fee and the Backup Servicing Fee). The purchase price for any Mortgage Loan purchased hereunder shall be deposited in the Collection Account and the Indenture Trustee, upon the Indenture Trustee's receipt of notice by the Master Servicer of such deposit, shall release or cause to be released to the purchaser of such Mortgage Loan the related Indenture Trustee's Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the purchaser of such Mortgage Loan, in each case without recourse, as shall be necessary to vest in the purchaser of such Mortgage Loan any Mortgage Loan released pursuant hereto and the purchaser of such Mortgage Loan shall succeed to all the Indenture Trustee's right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will purchaser of such Mortgage Loan shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee Indenture Trustee, the Note Insurer or the Certificateholders Noteholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a The purchaser of such Mortgage Loan shall give written notice to the Note Insurer of the means by which any Mortgage Loan purchased pursuant to this Section 4.07 upon the written request 5.15 is ultimately disposed of and with funds provided by the Junior Certificateholder and thereupon transferred any other information regarding any such Mortgage Loan reasonably requested by the Note Insurer. (b) After the Sponsor or an Affiliate of the Sponsor has repurchased any Mortgage Loans which are 90 days or more Delinquent in an aggregate amount equal to 1% of the Maximum Collateral Amount, then notwithstanding the foregoing, unless the Note Insurer consents, the Sponsor or an Affiliate of the Sponsor may only exercise its option pursuant to this Section 5.15 with respect to the Junior CertificateholderMortgage Loan or Mortgage Loans (including REO Mortgage Loans) that have been Delinquent for the longest period at the time of such repurchase. Any request by the Sponsor or an Affiliate of the Sponsor to the Note Insurer for consent to repurchase Mortgage Loans that are not the most Delinquent shall be accompanied by a description of the Mortgage Loans that have been Delinquent longer than the Mortgage Loan or Mortgage Loans the Sponsor or such Affiliate proposes to repurchase. If the Note Insurer fails to respond to such request within ten (10) Business Days after receipt thereof, the Master Servicer Sponsor or such Affiliate may repurchase the Mortgage Loan or Mortgage Loans proposed to be repurchased without the consent of, or any further action by, the Note Insurer. Notice to the Note Insurer shall so notify be delivered in accordance with the Trustee in writingterms of the Insurance Agreement.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which as of the first day of a Fiscal Quarter is delinquent in payment by 90 days or moremore or is an REO Property, the Master Servicer may, at its option, Seller shall have the right to purchase such Mortgage Loan from the Trustee Trust at a price equal to the Purchase Price thereforPrice; provided, provided however (i) that such Mortgage Loan that becomes is still 90 days or more delinquent during any given Calendar Quarter or is an REO Property as of the date of such purchase and (ii) this purchase option, if not theretofore exercised, shall only be eligible for purchase pursuant to this Section during the period beginning terminate on the first Business Day date prior to the last day of the following Calendar related Fiscal Quarter. This purchase option, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised exercised, shall not be thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more delinquent or becomes an REO Property, in which case the option shall again become exercisable as of the first day of the related Fiscal Quarter. This right may be assigned by the Seller to a subsequent Calendar Quarterthird party, including a holder of a Class of Certificates. EMC may, at its option, purchase any Mortgage Loan from the Issuing Entity for which the first Scheduled Payment due to the Issuing Entity after the Closing Date becomes thirty days past due; provided, however, such Mortgage Loan was purchased by EMC or one of its affiliates from an originator pursuant to a loan purchase agreement that obligated such originator to repurchase such Mortgage Loan if one or more Scheduled Payments becomes 30 or more days Delinquent (and such originator has agreed to repurchase such Mortgage Loan). Such purchase shall be made at a price equal to 100% of the Stated Principal Balance thereof plus accrued interest thereon at the applicable mortgage rate, from the date through which interest was last paid by the related mortgagor or advanced to the first day of the month in which such amount is to be distributed. (b) If at any time the Seller remits to the Master Servicer makes a payment to for deposit in the Certificate Master Servicer Collection Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and the Master Servicer Seller provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Master Servicer Collection Account, then the Trustee shall execute the assignment of such Mortgage Loan prepared and delivered to the Trustee, at the request of the Master ServicerSeller, without recourse, representation or warranty, to the Master Servicer, Seller which shall succeed to all of the Trustee's ’s right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer Seller will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (ai) With respect to any Mortgage Loan that is delinquent in payment by 90 days or more, the Master Servicer The NIMS Insurer may, at its option, purchase such a Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes which has become 90 days or more days delinquent during any given Calendar Quarter shall only be eligible or for which the Master Servicer has accepted a deed in lieu of foreclosure. Prior to purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, without recourse, to the Master Servicer, which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however3.16(a)(i), the Master Servicer shall have exercised its right be required to repurchase continue to make Advances pursuant to Section 4.03. The NIMS Insurer shall not use any procedure in selecting Mortgage Loans to be repurchased which is materially adverse to the interests of the Certificateholders. The NIMS Insurer shall purchase such delinquent Mortgage Loan at a price equal to the Purchase Price of such Mortgage Loan. Any such purchase of a Mortgage Loan pursuant to this Section 4.07 upon 3.16(a)(i) shall be accomplished by remittance to the written request Master Servicer for deposit in the Collection Account of and with funds provided by the Junior Certificateholder and thereupon transferred amount of the Purchase Price. The Trustee shall effectuate the conveyance of such delinquent Mortgage Loan to the Junior CertificateholderNIMS Insurer to the extent necessary, as requested, and the Trustee shall promptly deliver all documentation to the NIMS Insurer. (ii) During the first full calender month (but excluding the last Business Day thereof) following a Mortgage Loan or related REO Property becoming 90 days or more delinquent, the Master Servicer shall so notify have the option, but not the obligation to purchase from the Trust Fund any such Mortgage Loan or related REO Property that is then still 90 days or more delinquent, which the Master Servicer determines in good faith will otherwise become subject to foreclosure proceedings (evidence of such determination to be delivered in writing to the Trustee prior to purchase), at a price equal to the Purchase Price. The Purchase Price for any Mortgage Loan or related REO Property purchased hereunder shall be deposited in writingthe Collection Account, and the Trustee, upon written certification of such deposit, shall release or cause to be released to the Master Servicer the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Master Servicer shall furnish and as shall be necessary to vest in the Master Servicer title to any Mortgage Loan or related REO Property released pursuant hereto. (b) If with respect to any delinquent Mortgage Loan or related REO Property, the option of the Master Servicer set forth in the preceding paragraph shall have arisen but the Master Servicer shall have failed to exercise such option on or before the Business Day preceding the last Business Day of the calender month following the calender month during which such Mortgage Loan or related REO Property first became 90 days or more delinquent, then such option shall automatically expire; provided, however, that if any such Mortgage Loan or related REO Property shall cease to be 90 days or more delinquent but then subsequently shall again become 90 days or more delinquent, then the Master Servicer shall be entitled to another repurchase option with respect to such Mortgage Loan or REO Property as provided in the preceding paragraph.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which as of the first day of a Calendar Quarter is delinquent in payment by 90 days or moremore or is an REO Property, EMC shall have the Master Servicer may, at its option, right to purchase such Mortgage Loan from the Trustee Trust at a price equal to the Purchase Price thereforRepurchase Price; provided, provided however (i) that such Mortgage Loan that becomes is still 90 days or more delinquent during any given Calendar Quarter or is an REO Property as of the date of such purchase and (ii) this purchase option, if not theretofore exercised, shall only be eligible for purchase pursuant to this Section during the period beginning terminate on the first Business Day date prior to the last day of the following related Calendar Quarter. This purchase option, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised exercised, shall not be thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more delinquent or becomes an REO Property, in a subsequent which case the option shall again become exercisable as of the first day of the related Calendar Quarter. (b) . If at any time EMC remits to the Master Servicer makes a payment to for deposit in the Certificate Protected Account covering the amount of the Purchase Repurchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and the Master Servicer EMC provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Protected Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, EMC without recourse, recourse to the Master Servicer, EMC which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer EMC will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, Servicer without recourse, recourse to the Master Servicer, Servicer which shall succeed to all the Trustee's ’s right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect The Master Servicer shall have the right, but not the obligation, to purchase any Mortgage Loan that as of the first day of a calendar quarter is a Defaulted Mortgage Loan, at the Repurchase Price; PROVIDED, HOWEVER, that (i) such Mortgage Loan must, at the time of purchase by the Master Servicer, still be delinquent in payment by 90 91 days or more, more and (ii) the right of the Master Servicer may, at its option, hereunder to purchase such Mortgage Loan from shall, if unexercised, terminate on the Trustee at day prior to the Purchase Price thereforlast day of such calendar quarter; providedPROVIDED FURTHER, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day right of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that Master Servicer with respect to such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any if such Mortgage Loan shall, if following such Mortgage Loan's again becoming current in payment, unless the delinquency is cured and the Mortgage Loan it thereafter again becomes delinquent in payment by 90 91 days or more in a subsequent Calendar Quarter. (b) If at any time more. In such event, the applicable calendar quarter for purposes of exercise by the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount its right of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment purchase of such Mortgage Loan at hereunder shall be the request of the Master Servicer, without recourse, to the Master Servicer, which shall succeed to all the Trustee's right, title and interest in and to calendar quarter immediately succeeding such Mortgage Loan, and all security and documents relative thereto's having again become 91 days delinquent in payment. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free optional right of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, repurchase of Defaulted Mortgage Loans by the Master Servicer shall is subject to the further limitation that, should the Master Servicer have exercised its right to repurchase a purchased Defaulted Mortgage Loan Loans pursuant to this Section 4.07 upon 3.19 equal to 2% of the written request of and Cut-Off Date Scheduled Principal Balance, it may thereafter only exercise such option with funds provided by the Junior Certificateholder and thereupon transferred such respect to a Defaulted Mortgage Loan that is the greatest number of days delinquent relative to other Defaulted Mortgage Loans at the time of such repurchase, and must provide the Trustee and the Certificate Insurer with a REMIC Opinion satisfactory to the Junior Certificateholder, the Master Servicer Certificate Insurer in connection with each such purchase. Any such purchase shall so notify the Trustee be accomplished as provided in writingSubsection 2.02(c) hereof.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request written direction of the Master Servicer, Servicer without recourse, recourse to the Master Servicer, Servicer which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. thereto If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect The Unaffiliated Seller, in its sole discretion, shall have the right to elect (by written notice sent to the Trustee and the Certificate Insurer), but shall not be obligated, to purchase for its own account from the Trust Fund any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 one hundred and eighty (180) days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during Delinquent in the period beginning on the first Business Day of the following Calendar Quarter, manner and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such price specified in Section 2.06(c). The purchase price for any Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised purchased hereunder shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate AccountCollection Account and the Trustee, then upon receipt of such deposit, shall release or cause to be released to the Trustee Unaffiliated Seller the related Trustee's Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the assignment of such Mortgage Loan at the request of the Master ServicerUnaffiliated Seller, in each case without recourse, as shall be necessary to vest in the Master Servicer, which Unaffiliated Seller any Mortgage Loan released pursuant hereto and the Unaffiliated Seller shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will Unaffiliated Seller shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however. (b) If the Unaffiliated Seller shall have repurchased Mortgage Loans under this Section 5.15 in an aggregate principal amount equal to 2.00% of the Maximum Pool Principal Balance, the Master Servicer shall have exercised Unaffiliated Seller may not thereafter exercise its right under this Section 5.15 to purchase any Mortgage Loan without the prior written consent of the Certificate Insurer. Any request by the Unaffiliated Seller to the Certificate Insurer for consent to repurchase Mortgage Loans that are not the most Delinquent shall be accompanied by a description of the Mortgage Loans that have been Delinquent longer than the Mortgage Loan pursuant or Mortgage Loans the Unaffiliated Seller proposes to this Section 4.07 upon repurchase. If the written Certificate Insurer fails to respond to such request of and with funds provided by within ten (10) Business Days after receipt thereof, the Junior Certificateholder and thereupon transferred such Unaffiliated Seller shall be deemed to have been granted consent to repurchase the Mortgage Loan or Mortgage Loans proposed to be repurchased. Notice to the Junior Certificateholder, Certificate Insurer shall be delivered in accordance with the Master Servicer shall so notify terms of the Trustee in writingInsurance and Indemnity Agreement.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which as of the first day of a Fiscal Quarter is delinquent in payment by 90 days or moremore or is an REO Property, the Master Servicer maySeller has the right, at its optionbut not the obligation, to purchase such Mortgage Loan from the Trustee Trust at a price equal to the Purchase Price thereforPrice; provided, provided however (i) that such Mortgage Loan that becomes is still 90 days or more delinquent during any given Calendar Quarter or is an REO Property as of the date of such purchase and (ii) this purchase option, if not theretofore exercised, shall only be eligible for purchase pursuant to this Section during the period beginning terminate on the first Business Day date prior to the last day of the following Calendar related Fiscal Quarter. This purchase option, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised exercised, shall not be thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more delinquent or becomes an REO Property, in which case the option shall again become exercisable as of the first day of the related Fiscal Quarter. EMC shall have the right, but not the obligation, to purchase any Mortgage Loan from the Issuing Entity for which (i) the initial Scheduled Payment due to the Seller or (ii) the initial Scheduled Payment due to the Trust becomes thirty days Delinquent; provided, however, such optional purchase shall be exercised no later than 270th day after such Mortgage Loan is subject to such optional purchase. Such purchase shall be made at a subsequent Calendar Quarterprice equal to 100% of the Stated Principal Balance thereof plus accrued interest thereon at the applicable mortgage rate, from the date through which interest was last paid by the related mortgagor or advanced to the first day of the month in which such amount is to be distributed. These optional purchase rights may be assigned by the Seller to a third party, including a holder of a Class of Certificates. (b) If at any time the Seller remits to the Master Servicer makes a payment to for deposit in the Certificate Master Servicer Collection Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and the Master Servicer Seller provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Master Servicer Collection Account, then the Trustee shall execute the assignment of such Mortgage Loan prepared and delivered to the Trustee, at the request of the Master ServicerSeller, without recourse, representation or warranty, to the Master Servicer, Seller which shall succeed to all of the Trustee's ’s right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer Seller will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which as of the first day of a Fiscal Quarter is delinquent in payment by 90 days or moremore or is an REO Property, EMC shall have the Master Servicer may, at its option, right to purchase such Mortgage Loan from the Trustee Trust at a price equal to the Purchase Price thereforRepurchase Price; provided, however, (i) that such Mortgage Loan that becomes is still 90 days or more delinquent during any given Calendar Quarter or is an REO Property as of the date of such purchase and (ii) this purchase option, if not theretofore exercised, shall only be eligible for purchase pursuant to this Section during the period beginning terminate on the first Business Day date prior to the last day of the following Calendar related Fiscal Quarter. This purchase option, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised exercised, shall not be thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more delinquent or becomes an REO Property, in which case the option shall again become exercisable as of the first day of the related Fiscal Quarter. In addition, EMC shall, at its option, purchase any Mortgage Loan from the Trust if the first Due Date for such Mortgage Loan is subsequent to the Cut-off Date, and the initial Monthly Payment with respect to such Mortgage Loan is not made within thirty (30) days of such Due Date. Such purchase shall be made at a subsequent Calendar Quarter. (b) price equal to the Repurchase Price. If at any time EMC remits to the Master Servicer makes Paying Agent a payment to for deposit in the Certificate Distribution Account covering the amount of the Purchase Repurchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and EMC provides to the Trustee and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Distribution Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master ServicerEMC, without recourse, to the Master Servicer, EMC which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer EMC will thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning Beginning on the first Business Day of the fiscal quarter immediately following Calendar Quarterthe date on which a Mortgage Loan has become at least 91 days delinquent, the Seller, in its sole discretion, shall have the right to elect (by written notice sent to the Trustee, with a copy to the Wells Master Servicer and ending WFHM, if such loan is not being sexxxxxd by the EMC Master Servicer) to purchase for its own account from the Trust Fund any such Mortgage Loan at a price equal to the close of business on Purchase Price. The Purchase Price for any Mortgage Loan purchased hereunder shall be deposited in the second-to-last Business Day of such following Calendar Quarter; and providedMaster Servicer Collection Account, further, that or if such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any an EMC Mortgage Loan, unless in the delinquency is cured and Protected Account maintained by the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the EMC Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) aboveServicer, and the Master Servicer provides Trustee, upon receipt of a Request for Release from the Seller, shall release or cause the Custodian to release to the Trustee a certification signed by a Servicing Officer stating that Seller, the amount of such payment has been deposited in the Certificate Account, then the Trustee related Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the assignment of such Mortgage Loan at the request of the Master ServicerSeller, in each case without recourse, as shall be necessary to vest in the Master Servicer, which Seller any Mortgage Loan released pursuant hereto and the Seller shall succeed to all the TrusteeTrust's right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will Seller shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. IfNotwithstanding the foregoing, however, any such optional right of repurchase by the Master Servicer shall have exercised its right Seller hereunder with respect to repurchase a delinquent Mortgage Loan pursuant to this Section 4.07 upon shall, if unexercised, terminate on the written request earlier of and with funds provided by (i) the Junior Certificateholder and thereupon transferred date on which such delinquency has been cured or (ii) the last Business Day of such fiscal quarter immediately following the date on which such Mortgage Loan to became 91 days delinquent, provided however, that such optional right of repurchase shall be reinstated if (a) in the Junior Certificateholdercase of clause (i), the Master Servicer related Mortgage Loan shall so notify thereafter again have become 91 or more days delinquent and (b) in the Trustee case of clause (ii), such delinquency shall have been subsequently cured and the related Mortgage Loan shall thereafter again become 91 or more days delinquent in writingany subsequent fiscal quarter. In either event, the purchase option shall again become exercisable on the first day of the fiscal quarter immediately following the date on which the related Mortgage Loan again becomes at least 91 days delinquent.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect As to any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, Servicer without recourse, recourse to the Master Servicer, Servicer which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, howeverNotwithstanding anything to the contrary in this Section 4.07, the Master Servicer shall have exercised its right continue to repurchase a service any such Mortgage Loan after the date of such purchase in accordance with the terms of this Agreement and, if any Realized Loss with respect to such Mortgage Loan occurs, allocate such Realized Loss in accordance with the terms hereof as if such Mortgage Loan had not been so purchased. For purposes of this Agreement, a payment of the Purchase Price by the Master Servicer pursuant to this Section 4.07 upon the written request of will be viewed as an advance and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan any Realized Loss shall be recoverable pursuant to the Junior Certificateholder, provisions for the Master Servicer shall so notify the Trustee in writingrecovery of advances as set forth herein.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that Loans which as of the first day of a Calendar Quarter is delinquent in payment by 90 days or moremore or is an REO Property, EMC shall have the Master Servicer may, at its option, right purchase such any Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that Trust which becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant or becomes an REO Property at a price equal to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar QuarterRepurchase Price; and provided, further, provided however (i) that such Mortgage Loan is still 90 days or more delinquent at or is an REO Property as of the time date of repurchase. Such option such purchase and (ii) this purchase option, if not exercised theretofore exercised, shall terminate on the date prior to the last day of the related Calendar Quarter. This purchase option, if not exercised, shall not be thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more delinquent or becomes an REO Property, in a subsequent which case the option shall again become exercisable as of the first day of the related Calendar Quarter. (b) . If at any time EMC remits to the Master Servicer makes Trustee a payment to for deposit in the Certificate Distribution Account covering the amount of the Purchase Repurchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate AccountLoan, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, EMC without recourse, recourse to the Master Servicer, EMC which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer EMC will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which is delinquent in payment by 90 ninety-one (91) days or moremore or is an REO Property, the Master Servicer may, at its option, Sponsor shall have the right to purchase such Mortgage Loan or REO Property from the Trustee Trust Fund at a price equal to the Purchase Price. The Purchase Price shall be remitted to the Servicer for deposit in the Custodial Account and remitted by the Servicer to the Securities Administrator on the Servicer Remittance Date in the month immediately following the month in which the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during was deposited in the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchaseCustodial Account. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Sponsor remits to the Servicer makes a payment to for deposit in the Certificate Custodial Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides delivers an Officer’s Certificate to the Trustee a certification signed by a Servicing Officer stating certifying that the amount of such payment Purchase Price has been deposited in the Certificate Custodial Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, Sponsor without recourse, recourse to the Master Servicer, Sponsor which shall succeed to all the Trustee's ’s, right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer Sponsor will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer The Sponsor shall have exercised its right be responsible for any transfer costs incurred with respect to repurchase a Mortgage Loan purchased pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing3.24.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which is delinquent in payment by 90 ninety-one (91) days or moremore or is an REO Property, the Master Sponsor shall have the right to purchase such Mortgage Loan or REO Property from the Trust Fund at a price equal to the Purchase Price. The Purchase Price shall be remitted to the Servicer mayfor deposit in the Custodial Account and remitted by the Servicer to the Securities Administrator on the Servicer Remittance Date in the month immediately following the month in which the Purchase Price was deposited in the Custodial Account. In addition, the Sponsor shall, at its option, purchase such any Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on Trust if the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that or second Due Date for such Mortgage Loan is 90 subsequent to the Cut-off Date and the first or second Monthly Payment is not made within thirty (30) days or more delinquent at the time of repurchasesuch Due Date. Such option purchase shall only be made if such Monthly Payments have not exercised been received as of the date of purchase and such purchase shall not thereafter be reinstated as made at a price equal to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) Purchase Price. If at any time the Master Sponsor remits to the Servicer makes a payment to for deposit in the Certificate Custodial Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides delivers an Officer’s Certificate to the Trustee a certification signed by a Servicing Officer stating certifying that the amount of such payment Purchase Price has been deposited in the Certificate AccountCustodial Account (which shall be delivered no more than two Business Days following such deposit), then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, Sponsor without recourse, recourse to the Master Servicer, Sponsor which shall succeed to all the Trustee's ’s, right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer Sponsor will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, The Sponsor shall be responsible for any transfer costs incurred with respect to a Mortgage Loan purchased pursuant to this Section 3.24. If the Master Servicer shall have exercised its right Sponsor is required to repurchase a Mortgage Loan pursuant to this Section 4.07 upon 3.24, the written request of and with funds provided by the Junior Certificateholder and thereupon transferred Servicer shall continue to service such Mortgage Loan unless the Sponsor shall repurchase the servicing rights thereon on terms mutually agreed to by the Junior CertificateholderSponsor and the Servicer. Notwithstanding the foregoing, the Master Servicer shall have no obligation to master service any Mortgage Loan that has been so notify the Trustee in writingrepurchased.

Optional Purchase of Defaulted Mortgage Loans. (ai) With respect to any Mortgage Loan that is delinquent in payment by 90 days or more, the Master Servicer The NIMS Insurer may, at its option, purchase such a Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes which has become 90 days or more days delinquent during any given Calendar Quarter shall only be eligible or for which the Servicer has accepted a deed in lieu of foreclosure. Prior to purchase pursuant to this Section during 3.25(a)(i), the period beginning on Servicer shall be required to continue to make Advances pursuant to the first Business Day related Servicing Agreement. The NIMS Insurer shall not use any procedure in selecting Mortgage Loans to be repurchased which is materially adverse to the interests of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of Certificateholders. The NIMS Insurer shall purchase such following Calendar Quarter; and provided, further, that such delinquent Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as a price equal to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request Loan. Any such purchase of the Master Servicer, without recourse, to the Master Servicer, which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon 3.25(a)(i) shall be accomplished by remittance to the written request Master Servicer for deposit in the Custodial Account of and with funds provided by the Junior Certificateholder and thereupon transferred amount of the Purchase Price. The Trustee shall effectuate the conveyance of such delinquent Mortgage Loan to the Junior CertificateholderNIMS Insurer to the extent necessary, as requested, and the Trustee shall promptly deliver all documentation to the NIMS Insurer. (ii) During the first full calender month (but excluding the last Business Day thereof) following a Mortgage Loan or related REO Property becoming 90 days or more delinquent, the Master Servicer Seller shall so notify have the option, but not the obligation to purchase from the Trust Fund any such Mortgage Loan or related REO Property that is then still 90 days or more delinquent, which the Seller determines in good faith will otherwise become subject to foreclosure proceedings (evidence of such determination to be delivered in writing to the Trustee prior to purchase), at a price equal to the Purchase Price. The Purchase Price for any Mortgage Loan or related REO Property purchased hereunder shall be deposited in writingthe Custodial Account, and the Trustee, upon written certification of such deposit, shall release or cause to be released to the Seller the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish and as shall be necessary to vest in the Seller title to any Mortgage Loan or related REO Property released pursuant hereto.

Optional Purchase of Defaulted Mortgage Loans. (ai) With respect to any Mortgage Loan that is delinquent in payment by 90 days or more, the Master Servicer The NIMS Insurer may, at its option, purchase such a Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes which has become 90 days or more days delinquent during any given Calendar Quarter shall only be eligible or for which the Master Servicer has accepted a deed in lieu of foreclosure. Prior to purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, without recourse, to the Master Servicer, which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however3.16(a)(i), the Master Servicer shall have exercised its right be required to repurchase continue to make Advances pursuant to Section 4.03. The NIMS Insurer shall not use any procedure in selecting Mortgage Loans to be repurchased which is materially adverse to the interests of the Certificateholders. The NIMS Insurer shall purchase such delinquent Mortgage Loan at a price equal to the Purchase Price of such Mortgage Loan. Any such purchase of a Mortgage Loan pursuant to this Section 4.07 upon 3.16(a)(i) shall be accomplished by remittance to the written request Master Servicer for deposit in the Collection Account of and with funds provided by the Junior Certificateholder and thereupon transferred amount of the Purchase Price. The Trustee shall effectuate the conveyance of such delinquent Mortgage Loan to the Junior CertificateholderNIMS Insurer to the extent necessary, as requested, and the Trustee shall promptly deliver all documentation to the NIMS Insurer. (ii) During the first full calender month (but excluding the last Business Day thereof) following a Mortgage Loan or related REO Property becoming 90 days or more delinquent, the Master Servicer shall so notify have the option, but not the obligation to purchase from the Trust Fund any such Mortgage Loan or related REO Property that is then still 90 days or more delinquent, which the Master Servicer determines in good faith will otherwise become subject to foreclosure proceedings (evidence of such determination to be delivered in writing to the Trustee prior to purchase), at a price equal to the Purchase Price. The Purchase Price for any Mortgage Loan or related REO Property purchased hereunder shall be deposited in writingthe Collection Account, and the Trustee, upon written certification of such deposit, shall release or cause to be released to the Master Servicer the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Master Servicer shall furnish and as shall be necessary to vest in the Master Servicer title to any Mortgage Loan or related REO Property released pursuant hereto. (iii) Following the expiration of the Master's Servicer's option to purchase from the Trust Fund any such Mortgage Loan or related REO Property that is then still 90 days or more delinquent, the Special Sub-Servicer shall have the option, but not the obligation to purchase from the Trust Fund any such Mortgage Loan or related REO Property at a price equal to the Purchase Price for a period of 30 days. The Purchase Price for any Mortgage Loan or related REO Property purchased hereunder shall be deposited in the Collection Account, and the Trustee, upon written certification of such deposit, shall release or cause to be released to the Special Sub-Servicer the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Special Sub-Servicer shall furnish and as shall be necessary to vest in the Special Sub-Servicer title to any Mortgage Loan or related REO Property released pursuant hereto. (b) If with respect to any delinquent Mortgage Loan or related REO Property, the option of the Special Sub-Servicer set forth in the preceding paragraph shall have arisen but the Special Sub-Servicer shall have failed to exercise such option, then such option shall automatically expire; provided, however, that if any such Mortgage Loan or related REO Property shall cease to be 90 days or more delinquent but then subsequently shall again become 90 days or more delinquent, then the Master Servicer and the Special Sub-Servicer shall be entitled to another repurchase option with respect to such Mortgage Loan or REO Property as provided in the preceding paragraphs.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which as of the first day of a Calendar Quarter is delinquent in payment by 90 days or moremore or is an REO Property, EMC shall have the Master Servicer may, at its option, right to purchase such Mortgage Loan from the Trustee Trust at a price equal to the Purchase Price thereforRepurchase Price; provided, however, (i) that such Mortgage Loan that becomes is still 90 days or more delinquent during any given Calendar Quarter or is an REO Property as of the date of such purchase and (ii) this purchase option, if not theretofore exercised, shall only be eligible for purchase pursuant to this Section during the period beginning terminate on the first Business Day date prior to the last day of the following related Calendar Quarter. This purchase option, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised exercised, shall not be thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more delinquent or becomes an REO Property, in a subsequent which case the option shall again become exercisable as of the first day of the related Calendar Quarter. . In addition, EMC shall, at its option, purchase any Mortgage Loan from the Trust if the first Due Date for such Initial Mortgage Loan is subsequent to the Cut-off Date, or if the first Due Date for such Subsequent Mortgage Loan is subsequent to the related Subsequent Cut-off Date, as the case may be, and the initial Monthly Payment with respect to such Mortgage Loan is not made within thirty (b30) days of such Due Date. Such purchase shall be made at a price equal to the Repurchase Price. If at any time EMC remits to the Master Servicer makes Paying Agent a payment to for deposit in the Certificate Distribution Account covering the amount of the Purchase Repurchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and EMC provides to the Trustee and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Distribution Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master ServicerEMC, without recourse, to the Master Servicer, EMC which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer EMC will thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect The Depositor, in its sole discretion, shall have the right to elect (by written notice sent to the Servicer and the Indenture Trustee), but shall not be obligated, to purchase for its own account from the Issuer any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 ninety (90) days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during Delinquent in the period beginning on the first Business Day of the following Calendar Quarter, and ending manner at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. Repurchase Price (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating except that the amount described in the definition of such payment has been Loan Repurchase Price shall in no case be net of the Servicing Fee). The purchase price for any Mortgage Loan purchased hereunder shall be deposited in the Certificate AccountCollection Account and the Indenture Trustee, then upon the Trustee Indenture Trustee’s receipt of written notice by the Servicer of such deposit, shall execute release or cause to be released to the assignment purchaser of such Mortgage Loan at the request related Indenture Trustee’s Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the Master Servicerpurchaser of such Mortgage Loan, in each case without recourse, as shall be necessary to vest in the Master Servicer, which purchaser of such Mortgage Loan any Mortgage Loan released pursuant hereto and the purchaser of such Mortgage Loan shall succeed to all the Indenture Trustee's ’s right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will purchaser of such Mortgage Loan shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Indenture Trustee or the Certificateholders Noteholders with respect thereto. If. (b) After the Depositor or its Affiliate has repurchased any Mortgage Loans which are 90 days or more Delinquent in an aggregate amount equal to 1% of the Maximum Collateral Amount, howeverthen notwithstanding the foregoing, the Master Servicer shall have exercised Depositor or its right to repurchase a Mortgage Loan Affiliate may only exercise its option pursuant to this Section 4.07 upon 5.15 with respect to the written request Mortgage Loan or Mortgage Loans (including REO Mortgage Loans) that have been Delinquent for the longest period at the time of and with funds provided such repurchase. (c) The Depositor may not repurchase pursuant to this Section 5.15 more than 10% of the Mortgage Loans, measured by the Junior Certificateholder and thereupon transferred such outstanding Principal Balance of the Mortgage Loan to Loans repurchased as a percentage of the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writingInitial Pool Balance.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect During the first full calendar month (but excluding the last Business Day thereof) following a Mortgage Loan or related REO Property becoming 90 days or more delinquent, the Seller shall have the option, but not the obligation to purchase from the Trust Fund any such Mortgage Loan or related REO Property that is then still 90 days or more delinquent, which the Seller determines in good faith will otherwise become subject to foreclosure proceedings (evidence of such determination to be delivered in writing to the Trustee prior to purchase), at a price equal to the Purchase Price. The Purchase Price for any Mortgage Loan or related REO Property purchased hereunder shall be deposited in the Custodial Account, and the Trustee, upon written certification of such deposit, shall release or cause to be released to the Seller the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish and as shall be necessary to vest in the Seller title to any Mortgage Loan that is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase related REO Property released pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarterhereto. (b) If at with respect to any time delinquent Mortgage Loan or related REO Property, the Master Servicer makes a payment to the Certificate Account covering the amount option of the Purchase Price for Seller set forth in the preceding paragraph shall have arisen but the Seller shall have failed to exercise such a option on or before the Business Day preceding the last Business Day of the calendar month following the calendar month during which such Mortgage Loan or related REO Property first became 90 days or more delinquent, then such option shall automatically expire; provided, however, that if any such Mortgage Loan or related REO Property shall cease to be 90 days or more delinquent but then subsequently shall again become 90 days or more delinquent, then the Seller shall be entitled to another repurchase option with respect to such Mortgage Loan or REO Property as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, without recourse, to the Master Servicer, which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writingpreceding paragraph.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning Beginning on the first Business Day of the fiscal quarter immediately following Calendar Quarter, and ending at the close of business date on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such which a Mortgage Loan as provided in clause (a) abovehas become at least 91 days delinquent, and the Master Servicer provides Servicer, in its sole discretion, shall have the right to elect (by written notice sent to the Trustee Trustee, with a certification signed by a Servicing Officer stating that copy to the amount of such payment has been deposited in Master Servicer) to purchase for its own account from the Certificate Account, then the Trustee shall execute the assignment of Trust Fund any such Mortgage Loan at a price equal to the request Purchase Price. The Purchase Price for any Mortgage Loan purchased hereunder shall be deposited in the Master Servicer Collection Account, and the Trustee, upon receipt of a Request for Release from the Master Servicer, without recourse, shall release to the Master Servicer, which the related Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the Master Servicer, in each case without recourse, representation or warranty as shall be necessary to vest in the Master Servicer any Mortgage Loan released pursuant hereto and the Master Servicer shall succeed to all the Trustee's Trust’s right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. IfNotwithstanding the foregoing, however, any such optional right of repurchase by the Master Servicer shall have exercised its right hereunder with respect to repurchase a delinquent Mortgage Loan pursuant to this Section 4.07 upon shall, if unexercised, terminate on the written request earlier of and with funds provided by (i) the Junior Certificateholder and thereupon transferred date on which such delinquency has been cured or (ii) the last Business Day of such fiscal quarter immediately following the date on which such Mortgage Loan to became 91 days delinquent, provided however, that such optional right of repurchase shall be reinstated if (a) in the Junior Certificateholdercase of clause (i), the Master Servicer related Mortgage Loan shall so notify thereafter again have become 91 or more days delinquent and (b) in the Trustee case of clause (ii), such delinquency shall have been subsequently cured and the related Mortgage Loan shall thereafter again become 91 or more days delinquent in writingany subsequent fiscal quarter. In either event, the purchase option shall again become exercisable on the first day of the fiscal quarter immediately following the date on which the related Mortgage Loan again becomes at least 91 days delinquent.

Optional Purchase of Defaulted Mortgage Loans. During the first full calendar month (abut excluding the last Business Day thereof) With respect to any following a Mortgage Loan that is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes related REO Property becoming 90 days or more delinquent during Delinquent, the Servicer shall have the option as set forth in the Mortgage Loan Purchase Agreement, but not the obligation to purchase from the Trust Fund any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan or related REO Property that is then still 90 days or more delinquent at Delinquent, which the time Servicer determines in good faith will otherwise become subject to foreclosure proceedings (evidence of repurchase. Such option if not exercised shall not thereafter such determination to be reinstated as delivered in writing to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes and the Trustee prior to purchase), at a payment price equal to the Certificate Account covering the amount of the Purchase Price. The Purchase Price for such a any Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been or related REO Property purchased hereunder shall be deposited in the Certificate Account, then and the Custodian, upon receipt of written certification from the Servicer of such deposit, shall release or cause to be released to the Servicer the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the assignment Servicer shall furnish and as shall be necessary to vest in the Servicer title to any Mortgage Loan or related REO Property released pursuant hereto. If with respect to any Delinquent Mortgage Loan or related REO Property, the option of the Servicer set forth in the preceding paragraph shall have arisen but the Servicer shall have failed to exercise such option on or before the Business Day preceding the last Business Day of the calendar month following the calendar month during which such Mortgage Loan at or related REO Property first became 90 days or more Delinquent, then such option shall automatically expire; provided, however, that if any such Mortgage Loan or related REO Property shall cease to be 90 days or more Delinquent but then subsequently shall again become 90 days or more Delinquent, then the request of the Master Servicer, without recourse, Servicer shall be entitled to the Master Servicer, which shall succeed to all the Trustee's right, title and interest in and another repurchase option with respect to such Mortgage Loan, and all security and documents relative theretoLoan or REO Property as provided in the preceding paragraph. Such assignment shall be an assignment outright and not for securitySection 3.29. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing[Reserved].

Optional Purchase of Defaulted Mortgage Loans. Any Affiliate of AmREIT, in its sole discretion, shall have the right to elect (aby written notice sent to the Indenture Trustee and the Master Servicer), but shall not be obligated, to purchase for its own account from the Trust Estate (or, in the case of the Issuer, to remove from the Lien of the Indenture) With respect to any Mortgage Loan that is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan which is 90 days or more delinquent Delinquent in the manner and at the Purchase Price specified in Section 2(c)(iv) with respect to Deleted Mortgage Loans and subject to the limitations of Section 8.05 of the Indenture; provided, however, such repurchase rights (i) must first be exercised as to those Mortgage Loans most Delinquent in payment at the time of repurchaserepurchase and (ii) may be exercised, in the aggregate (but excluding those Mortgage Loans being removed to satisfy the LPMI Insurer's right to purchase Delinquent Mortgage Loans covered by the LPMI Policy), with respect to no more than three percent (3.0%) of the Original Pool Principal Balance without FSA's prior consent. Such option if not exercised shall not thereafter be reinstated as to The Purchase Price for any Mortgage Loan, unless Loan purchased hereunder shall be deposited in the delinquency is cured Bond Account and the Mortgage Loan thereafter again becomes delinquent in payment Custodian, upon notice of receipt by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment of such deposit, shall release to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment purchaser of such Mortgage Loan at the request of related Indenture Trustee's Mortgage File. The Issuer and the Indenture Trustee (or the Master ServicerServicer as its agent) shall execute and deliver such instruments of transfer or assignment prepared by the purchaser of such Mortgage Loan, in each case without recourse, as shall be necessary to vest in the Master Servicer, which purchaser such Mortgage Loan. The purchaser of such Mortgage Loan shall succeed to all the TrusteeIssuer's right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will purchaser of such Mortgage Loan shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Indenture Trustee or the Certificateholders Noteholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect Subject to Section 5.15(b), the Depositor or any Affiliate of the Depositor, in its sole discretion, shall have the right to elect (by written notice sent to the Servicer, the Indenture Trustee and the Note Insurer), but shall not be obligated, to purchase for its own account from the Trust any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 ninety (90) days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during Delinquent in the period beginning on the first Business Day of the following Calendar Quarter, manner and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, Loan Purchase Price (except that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided described in clause (aii) above, and of the Master Servicer provides to definition of Loan Purchase Price shall in no case be net of the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been Fee). The purchase price for any Mortgage Loan purchased hereunder shall be deposited in the Certificate AccountCollection Account and the Collateral Agent, then upon the Trustee Indenture Trustee's receipt of such deposit, shall execute release or cause to be released to the assignment purchaser of such Mortgage Loan at the request related Indenture Trustee's Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the Master Servicerpurchaser of such Mortgage Loan, in each case without recourse, as shall be necessary to vest in the Master Servicer, which purchaser of such Mortgage Loan any Mortgage Loan released pursuant hereto and the purchaser of such Mortgage Loan shall succeed to all the Indenture Trustee's right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will purchaser of such Mortgage Loan shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee Indenture Trustee, the Collateral Agent, the Note Insurer or the Certificateholders Noteholders with respect thereto. If. (b) After the Depositor or an Affiliate of the Depositor has repurchased defaulted Mortgage Loans in a Aggregate Principal Balance equal to 1% of the Maximum Collateral Amount, howeverthen notwithstanding the foregoing, unless the Master Servicer shall have exercised Note Insurer consents, any such Depositor or Affiliate of the Depositor may only exercise its right to repurchase a Mortgage Loan option pursuant to this Section 4.07 upon 5.15 with respect to the written Mortgage Loan or Mortgage Loans that have been Delinquent for the longest period at the time of such repurchase. Any request of and with funds provided by the Junior Certificateholder and thereupon transferred such Depositor or Affiliate to the Depositor for consent to repurchase Mortgage Loans that are not the most Delinquent shall be accompanied by a description of the Mortgage Loans that have been Delinquent longer than the Mortgage Loan or Mortgage Loans the Depositor or such Affiliate proposes to repurchase. If the Note Insurer fails to respond to such request within ten (10) Business Days after receipt thereof, the Depositor or such Affiliate may repurchase the Mortgage Loan or Mortgage Loans proposed to be repurchased without the consent of, or any further action by, the Note Insurer. Notice to the Junior Certificateholder, Note Insurer shall be delivered in accordance with the Master Servicer shall so notify terms of the Trustee in writingInsurance and Indemnity Agreement.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect The Unaffiliated Seller, in its sole discretion, shall have the right to elect (by written notice sent to the Indenture Trustee and the Note Insurer), but shall not be obligated, to purchase for its own account from the Trust any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 180 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during Delinquent in the period beginning on the first Business Day of the following Calendar Quarter, manner and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, Loan Repurchase Price except that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided described in clause (aii) above, and of the Master Servicer provides to definition of Loan Purchase Price shall in no case be net of the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been Fee). The purchase price for any Mortgage Loan purchased hereunder shall be deposited in the Certificate AccountCollection Account and the Indenture Trustee, then upon receipt of such deposit, shall release or cause to be released to the Trustee Unaffiliated Seller the related Indenture Trustee's Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the assignment of such Mortgage Loan at the request of the Master ServicerUnaffiliated Seller, in each case without recourse, representation or warranty as shall be necessary to vest in the Master Servicer, which Unaffiliated Seller any Mortgage Loan released pursuant hereto and the Unaffiliated Seller shall succeed to all the Indenture Trustee's right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will Unaffiliated Seller shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Indenture Trustee or the Certificateholders Noteholders with respect thereto. If, however. (b) If the Unaffiliated Seller shall have repurchased Mortgage Loans which are 180 days or more Delinquent under this Section 5.15 in an aggregate principal amount equal to 2.00% of the Original Aggregate Principal Balance, the Master Servicer shall have exercised Unaffiliated Seller may not thereafter exercise its right under this Section 5.15 to purchase any Mortgage Loan without the prior written consent of the Note Insurer. Any request by the Unaffiliated Seller to the Note Insurer for consent to repurchase Mortgage Loans that are not the most Delinquent shall be accompanied by a description of the Mortgage Loans that have been Delinquent longer than the Mortgage Loan pursuant or Mortgage Loans the Unaffiliated Seller proposes to this Section 4.07 upon repurchase. If the written Note Insurer fails to respond to such request of and with funds provided by within ten (10) Business Days after receipt thereof, the Junior Certificateholder and thereupon transferred such Unaffiliated Seller shall be deemed to have been granted consent to repurchase the Mortgage Loan or Mortgage Loans proposed to be repurchased. Notice to the Junior Certificateholder, Note Insurer shall be delivered in accordance with the Master Servicer shall so notify terms of the Trustee in writingInsurance Agreement.

Optional Purchase of Defaulted Mortgage Loans. During the first full calendar month (abut excluding the last Business Day thereof) With respect following a Mortgage Loan or related REO Property becoming 90 days or more delinquent, the Seller shall have the option, but not the obligation to purchase from the Trust Fund any such Mortgage Loan or related REO Property that is then still 90 days or more delinquent, which the Seller determines in good faith will otherwise become subject to foreclosure proceedings (evidence of such determination to be delivered in writing to the Trustee prior to purchase), at a price equal to the Purchase Price. The Purchase Price for any Mortgage Loan or related REO Property purchased hereunder shall be deposited in the Custodial Account, and the Trustee, upon written certification of such deposit, shall release or cause to be released to the Seller the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish and as shall be necessary to vest in the Seller title to any Mortgage Loan that is or related REO Property released pursuant hereto. If with respect to any delinquent Mortgage Loan or related REO Property, the option of the Seller set forth in payment by the preceding paragraph shall have arisen but the Seller shall have failed to exercise such option on or before the Business Day preceding the last Business Day of the calendar month following the calendar month during which such Mortgage Loan or related REO Property first became 90 days or moremore delinquent, the Master Servicer maythen such option shall automatically expire; provided, at its optionhowever, purchase that if any such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes or related REO Property shall cease to be 90 days or more delinquent during any given Calendar Quarter but then subsequently shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is again become 90 days or more delinquent at delinquent, then the time of repurchase. Such Seller shall be entitled to another repurchase option if not exercised shall not thereafter be reinstated as with respect to any Mortgage Loan, unless the delinquency is cured and the such Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan REO Property as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, without recourse, to the Master Servicer, which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writingpreceding paragraph.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect As to any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) aboveLoan, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, Servicer without recourse, recourse to the Master Servicer, the Trustee, REMIC I or REMIC II which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, howeverNotwithstanding anything to the contrary in this Section 4.07, the Master Servicer shall have exercised its right continue to repurchase a service any such Mortgage Loan after the date of such purchase in accordance with the terms of this Agreement and, if any Realized Loss with respect to such Mortgage Loan occurs, allocate such Realized Loss to the Class or Classes of Certificates that would have borne such Realized Loss in accordance with the terms hereof as if such Mortgage Loan had not been so purchased. For purposes of this Agreement, a payment of the Purchase Price by the Master Servicer pursuant to this Section 4.07 upon will be viewed as an advance, and the written request amount of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan any Realized Loss shall be recoverable pursuant to the Junior Certificateholderprovisions for the recovery of unreimbursed Advances under Section 4.02(a) or, to the Master Servicer shall so notify the Trustee in writingextent not recoverable under such provisions, as a Nonrecoverable Advance as set forth herein.

Optional Purchase of Defaulted Mortgage Loans. Any Originator, the Depositor or the Servicer, in its sole discretion, shall have the right to elect (a) With respect by written notice sent to the Servicer, the Indenture Trustee and the Note Insurer), but shall not be obligated, to purchase for its own account from the Trust any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 ninety (90) days or more delinquent during Delinquent in the manner and at the Loan Repurchase Price provided, that, as of any given Calendar Quarter date, (i) the Servicer shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day not have thus purchased Mortgage Loans having had a Purchase Price in excess of 5% of the following Calendar Quartercumulative Purchase Prices paid to date on all Mortgage Loans sold under this Agreement, and ending at (ii) no Originator (including the close Servicer whether acting in its capacity as the Servicer or as an Originator) or the Depositor may have thus purchased Mortgage Loans sold by it hereunder in excess of business 5% of the cumulative Purchase Price paid to date on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such all Mortgage Loans sold by it under this Agreement. The Loan Repurchase Price for any Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised purchased hereunder shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate AccountCollection Account and the Collateral Agent, then upon the Trustee Indenture Trustee's receipt of such deposit, shall execute release or cause to be released to the assignment purchaser of such Mortgage Loan at the request related Indenture Trustee's Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the Master Servicerpurchaser of such Mortgage Loan, in each case without recourse, as shall be necessary to vest in the Master Servicer, which purchaser of such Mortgage Loan any Mortgage Loan released pursuant hereto and the purchaser of such Mortgage Loan shall succeed to all the Indenture Trustee's right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will purchaser of such Mortgage Loan shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee Indenture Trustee, the Collateral Agent, the Note Insurer or the Certificateholders Noteholder with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a The purchaser of such Mortgage Loan shall give written notice to the Note Insurer of the means by which any Mortgage Loan purchased pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing7.15 is ultimately disposed of.

Optional Purchase of Defaulted Mortgage Loans. (ai) With respect to any Mortgage Loan that is delinquent in payment by 90 days or more, the Master Servicer The NIMS Insurer may, at its option, purchase such a Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes which has become 90 days or more days delinquent during any given Calendar Quarter shall only be eligible or for which the Servicer has accepted a deed in lieu of foreclosure. Prior to purchase pursuant to this Section during 3.25(a)(i), the period beginning on Servicer shall be required to continue to make Advances pursuant to the first Business Day related Servicing Agreement. The NIMS Insurer shall not use any procedure in selecting Mortgage Loans to be repurchased which is materially adverse to the interests of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of Certificateholders. The NIMS Insurer shall purchase such following Calendar Quarter; and provided, further, that such delinquent Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as a price equal to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request Loan. Any such purchase of the Master Servicer, without recourse, to the Master Servicer, which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon 3.25(a)(i) shall be accomplished by remittance to the written request Master Servicer for deposit in the Custodial Account of and with funds provided by the Junior Certificateholder and thereupon transferred amount of the Purchase Price. The Trustee shall effectuate the conveyance of such delinquent Mortgage Loan to the Junior CertificateholderNIMS Insurer to the extent necessary, as requested, and the Trustee shall promptly deliver all documentation to the NIMS (ii) During the first full calender month (but excluding the last Business Day thereof) following a Mortgage Loan or related REO Property becoming 90 days or more delinquent, the Master Servicer Seller shall so notify have the option, but not the obligation to purchase from the Trust Fund any such Mortgage Loan or related REO Property that is then still 90 days or more delinquent, which the Seller determines in good faith will otherwise become subject to foreclosure proceedings (evidence of such determination to be delivered in writing to the Trustee prior to purchase), at a price equal to the Purchase Price. The Purchase Price for any Mortgage Loan or related REO Property purchased hereunder shall be deposited in writingthe Custodial Account, and the Trustee, upon written certification of such deposit, shall release or cause to be released to the Seller the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish and as shall be necessary to vest in the Seller title to any Mortgage Loan or related REO Property released pursuant hereto. (b) If with respect to any delinquent Mortgage Loan or related REO Property, the option of the Seller set forth in the preceding paragraph shall have arisen but the Seller shall have failed to exercise such option on or before the Business Day preceding the last Business Day of the calendar month following the calendar month during which such Mortgage Loan or related REO Property first became 90 days or more delinquent, then such option shall automatically expire; provided, however, that if any such Mortgage Loan or related REO Property shall cease to be 90 days or more delinquent but then subsequently shall again become 90 days or more delinquent, then the Seller shall be entitled to another repurchase option with respect to such Mortgage Loan or REO Property as provided in the preceding paragraph.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect The Seller or any Affiliate of the Seller, in its sole discretion, shall have the right to elect (by written notice sent to the Servicer, the Trustee and the Certificate Insurer), but shall not be obligated, to purchase for its own account from the Trust Fund any Mortgage Loan that is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan which is 90 days or more delinquent Delinquent in the manner and at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent price specified in payment by 90 days or more in a subsequent Calendar Quarter. (bSection 2.06(b) If at any time the Master Servicer makes a payment to the Certificate Account covering except that the amount of the Purchase Price for such a Mortgage Loan as provided described in clause (aii) above, and of Section 2.06(b) shall in no case be net of the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been Fee. The purchase price for any Mortgage Loan purchased hereunder shall be deposited in the Certificate AccountCollection Account and the Trustee, then upon receipt of such deposit, shall release or cause to be released to the Trustee shall execute the assignment purchaser of such Mortgage Loan at the request related Trustee's Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the Master Servicerpurchaser of such Mortgage Loan, in each case without recourse, as shall be necessary to vest in the Master Servicer, which purchaser of such Mortgage Loan any Mortgage Loan released pursuant hereto and the purchaser of such Mortgage Loan shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will purchaser of such Mortgage Loan shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If. (b) After the Seller or an Affiliate of the Seller has repurchased defaulted Mortgage Loans in a principal amount equal to 1% of the Maximum Collateral Amount, howeverthen notwithstanding the foregoing, unless the Master Servicer shall have exercised Certificate Insurer consents, any such Seller or Affiliate of the Seller may only exercise its right to repurchase a Mortgage Loan option pursuant to this Section 4.07 upon 5.15 with respect to the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan or Mortgage Loans that have been Delinquent for the longest period at the time of such repurchase. Any request by such the Seller or Affiliate to the Junior CertificateholderCertificate Insurer for consent to repurchase Mortgage Loans that are not the most Delinquent shall be accompanied by a description of the Mortgage Loans that have been Delinquent longer than the Mortgage Loan or Mortgage Loans the Seller or such Affiliate proposes to repurchase. If the Certificate Insurer fails to respond to such request within 10 Business Days after receipt thereof, the Master Servicer Seller or such Affiliate may repurchase the Mortgage Loan or Mortgage Loans proposed to be repurchased without the consent of, or any further action by, the Certificate Insurer. Notice to the Certificate Insurer shall so notify be delivered in accordance with the Trustee in writingterms of the Insurance and Indemnity Agreement.

Optional Purchase of Defaulted Mortgage Loans. Any Affiliate of AmREIT, in its sole discretion, shall have the right to elect (aby written notice sent to the Trustee and the Master Servicer), but shall not be obligated, to purchase for its own account from the Trust Estate (or, in the case of the Issuer, to remove from the Lien of the Indenture) With respect to any Mortgage Loan that is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan which is 90 days or more delinquent Delinquent in the manner and at the Purchase Price specified in Section 2(c)(iv) with respect to Deleted Mortgage Loans and subject to the limitations of Section 8.05 of the Indenture; provided, however, such repurchase rights (i) must first be exercised as to those Mortgage Loans most Delinquent in payment at the time of repurchase. Such option if not exercised shall not thereafter repurchase and (ii) may be reinstated as exercised, in the aggregate (but excluding those Mortgage Loans being removed to satisfy any Mortgage LoanInsurer's right to purchase Delinquent Mortgage Loans covered by an Insurance Policy), unless with respect to no more than three percent (3.0%) of the delinquency is cured Original Pool Principal Balance without FSA's prior consent. The Purchase Price for any Mortgage Loan purchased hereunder shall be deposited in the Collection Account and the Mortgage Loan thereafter again becomes delinquent in payment Custodian, upon notice of receipt by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment of such deposit, shall release to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment purchaser of such Mortgage Loan at the request of related Trustee's Mortgage File. The Issuer and the Trustee (or the Master ServicerServicer as its agent) shall execute and deliver such instruments of transfer or assignment prepared by the purchaser of such Mortgage Loan, in each case without recourse, as shall be necessary to vest in the Master Servicer, which purchaser such Mortgage Loan. The purchaser of such Mortgage Loan shall succeed to all the TrusteeIssuer's right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will purchaser of such Mortgage Loan shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders Noteholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during the period beginning Beginning on the first Business Day of the fiscal quarter immediately following Calendar Quarter, and ending at the close of business date on the second-to-last Business Day of such following Calendar Quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such which a Mortgage Loan as provided in clause (a) abovehas become at least 91 days delinquent, and the Master Servicer provides Servicer, in its sole discretion, shall have the right to elect (by written notice sent to the Trustee a certification signed by a Servicing Officer stating that Trustee) to purchase for its own account from the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of Trust Fund any such Mortgage Loan at a price equal to the request Purchase Price. The Purchase Price for any Mortgage Loan purchased hereunder shall be deposited in the Protected Account and the Trustee, upon receipt of a Request for Release from the Master Servicer, without recourse, shall release or cause to be released to the Master Servicer, which the related Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the Master Servicer, in each case without recourse, as shall be necessary to vest in the Master Servicer any Mortgage Loan released pursuant hereto and the Master Servicer shall succeed to all the TrusteeTrust's right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. IfNotwithstanding the foregoing, however, any such optional right of repurchase by the Master Servicer shall have exercised its right hereunder with respect to repurchase a delinquent Mortgage Loan pursuant to this Section 4.07 upon shall, if unexercised, terminate on the written request earlier of and with funds provided by (i) the Junior Certificateholder and thereupon transferred date on which such delinquency has been cured or (ii) the last Business Day of such fiscal quarter immediately following the date on which such Mortgage Loan to became 91 days delinquent, provided however, that such optional right of repurchase shall be reinstated if (a) in the Junior Certificateholdercase of clause (i), the Master Servicer related Mortgage Loan shall so notify thereafter again have become 91 or more days delinquent and (b) in the Trustee case of clause (ii), such delinquency shall have been subsequently cured and the related Mortgage Loan shall thereafter again become 91 or more days delinquent in writingany subsequent fiscal quarter. In either event, the purchase option shall again become exercisable on the first day of the fiscal quarter immediately following the date on which the related Mortgage Loan again becomes at least 91 days delinquent.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect to any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 days or more delinquent during any given Calendar Quarter calendar quarter shall only be eligible for purchase pursuant to this Section during the period beginning on the first Business Day of the following Calendar Quartercalendar quarter, and ending at the close of business on the second-to-last Business Day of such following Calendar Quartercalendar quarter; and provided, further, that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter.calendar quarter. 76 (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided in clause (a) above, and the Master Servicer provides to the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been deposited in the Certificate Account, then the Trustee shall execute the assignment of such Mortgage Loan at the request of the Master Servicer, Servicer without recourse, recourse to the Master Servicer, Servicer which shall succeed to all the Trustee's right, title and interest in and to such Mortgage Loan, and all security and documents relative thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will thereupon own such Mortgage, and all such security and documents, free of any further obligation to the Trustee or the Certificateholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a Mortgage Loan pursuant to this Section 4.07 upon the written request of and with funds provided by the Junior Certificateholder and thereupon transferred such Mortgage Loan to the Junior Certificateholder, the Master Servicer shall so notify the Trustee in writing.

Optional Purchase of Defaulted Mortgage Loans. (a) With respect Subject to Sections 5.15(b) and 5.15(c), the Unaffiliated Seller or any Affiliate of the Unaffiliated Seller, in its sole discretion, shall have the right to elect (by written notice sent to the Servicer, the Indenture Trustee and the Note Insurer), but shall not be obligated, to purchase for its own account from the Trust any Mortgage Loan that which is delinquent in payment by 90 days or more, the Master Servicer may, at its option, purchase such Mortgage Loan from the Trustee at the Purchase Price therefor; provided, that such Mortgage Loan that becomes 90 ninety (90) days or more delinquent during any given Calendar Quarter shall only be eligible for purchase pursuant to this Section during Delinquent in the period beginning on the first Business Day of the following Calendar Quarter, manner and ending at the close of business on the second-to-last Business Day of such following Calendar Quarter; and provided, further, Loan Purchase Price (except that such Mortgage Loan is 90 days or more delinquent at the time of repurchase. Such option if not exercised shall not thereafter be reinstated as to any Mortgage Loan, unless the delinquency is cured and the Mortgage Loan thereafter again becomes delinquent in payment by 90 days or more in a subsequent Calendar Quarter. (b) If at any time the Master Servicer makes a payment to the Certificate Account covering the amount of the Purchase Price for such a Mortgage Loan as provided described in clause (aii) above, and of the Master Servicer provides to definition of Loan Purchase Price shall in no case be net of the Trustee a certification signed by a Servicing Officer stating that the amount of such payment has been Fee). The purchase price for any Mortgage Loan purchased hereunder shall be deposited in the Certificate AccountCollection Account and the Collateral Agent, then upon the Trustee Indenture Trustee's receipt of such deposit, shall execute release or cause to be released to the assignment purchaser of such Mortgage Loan at the request related Indenture Trustee's Mortgage File and shall execute and deliver such instruments of transfer or assignment prepared by the Master Servicerpurchaser of such Mortgage Loan, in each case without recourse, as shall be necessary to vest in the Master Servicer, which purchaser of such Mortgage Loan any Mortgage Loan released pursuant hereto and the purchaser of such Mortgage Loan shall succeed to all the Indenture Trustee's right, title and interest in and to such Mortgage Loan, Loan and all security and documents relative related thereto. Such assignment shall be an assignment outright and not for security. The Master Servicer will purchaser of such Mortgage Loan shall thereupon own such MortgageMortgage Loan, and all such security and documents, free of any further obligation to the Trustee Indenture Trustee, the Collateral Agent, the Note Insurer or the Certificateholders Noteholders with respect thereto. If, however, the Master Servicer shall have exercised its right to repurchase a The purchaser of such Mortgage Loan shall give written notice to the Note Insurer of the means by which any Mortgage Loan purchased pursuant to this Section 4.07 upon 5.15 is ultimately disposed of. (b) After the written Unaffiliated Seller or an Affiliate of the Unaffiliated Seller has repurchased any Mortgage Loans which are 90 days or more Delinquent in an Aggregate Principal Balance equal to 1% of the Maximum Collateral Amount, then notwithstanding the foregoing, unless the Note Insurer consents, any such Unaffiliated Seller or Affiliate of the Unaffiliated Seller may only exercise its option pursuant to this Section 5.15 with respect to the Mortgage Loan or Mortgage Loans that have been Delinquent for the longest period at the time of such repurchase. Any request of and with funds provided by the Junior Certificateholder and thereupon transferred such Unaffiliated Seller or Affiliate to the Note Insurer for consent to repurchase Mortgage Loans that are not the most Delinquent shall be accompanied by a description of the Mortgage Loans that have been Delinquent longer than the Mortgage Loan or Mortgage Loans the Unaffiliated Seller or such Affiliate proposes to repurchase. If the Note Insurer fails to respond to such request within ten (10) Business Days after receipt thereof, the Unaffiliated Seller or such Affiliate may repurchase the Mortgage Loan or Mortgage Loans proposed to be repurchased without the consent of, or any further action by, the Note Insurer. Notice to the Junior CertificateholderNote Insurer shall be delivered in accordance with the terms of the Insurance and Indemnity Agreement. (c) After the Unaffiliated Seller or an Affiliate of the Unaffiliated Seller has repurchased any Mortgage Loans which are 90 days or more Delinquent in an Aggregate Principal Balance equal to 5% of the Maximum Collateral Amount, then notwithstanding the foregoing, unless the Note Insurer consents, any such Unaffiliated Seller or Affiliate of the Unaffiliated Seller may not repurchase such additional Mortgage Loans. Any request by the Unaffiliated Seller or Affiliate to the Note Insurer for consent to repurchase Mortgage Loans that are not the most Delinquent shall be accompanied by a description of the Mortgage Loans that have been Delinquent longer than the Mortgage Loan or Mortgage Loans the Unaffiliated Seller or such Affiliate proposes to repurchase. If the Note Insurer fails to respond to such request within ten (10) Business Days after receipt thereof, the Master Servicer Unaffiliated Seller or such Affiliate may repurchase the Mortgage Loan or Mortgage Loans proposed to be repurchased without the consent of, or any further action by, the Note Insurer. Notice to the Note Insurer shall so notify be delivered in accordance with the Trustee in writingterms of the Insurance and Indemnity Agreement.