Common use of Permitted Withdrawals from the Collection Account Clause in Contracts

Permitted Withdrawals from the Collection Account. The Trustee shall make withdrawals from the Collection Account, on any Distribution Date, for the following purposes: (a) to reimburse the Servicer for Liquidation Expenses theretofore incurred in respect of any Mortgage Loan in an amount not to exceed the amount of the sum of the related Insurance Proceeds and Liquidation Proceeds deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (b) to reimburse the Servicer for amounts expended by it pursuant to Section 5.04 in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (c) to pay to the Unaffiliated Seller amounts received in respect of any Deleted Mortgage Loan purchased or substituted for by the Unaffiliated Seller to the extent that the distribution to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to reimburse the Servicer for unreimbursed Servicing Advances, without interest, with respect to the Mortgage Loans for which it has made a Servicing Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to reimburse the Servicer for any Periodic Advances, such reimbursement to be made from any collections in respect of the related Mortgage Loan with respect to which such Periodic Advance was made; (f) to withdraw any amount received from a Mortgagor that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdiction; (g) to withdraw any funds deposited in the Collection Account that were not required to be deposited therein; and (h) to pay the Servicer Servicing Compensation pursuant to Section 5.08 hereof to the extent not retained or paid. 51 The Servicer shall keep and maintain a separate accounting for each Mortgage Loan for the purpose of accounting for withdrawals from the Collection Account pursuant to subclause (a).

Permitted Withdrawals from the Collection Account. The Trustee shall make withdrawals Servicer may, from time to time in accordance with the provisions hereof, withdraw amounts from the Collection Account, on any Distribution Date, Account for the following purposes:purposes (without duplication): (1) to reimburse itself for unreimbursed Monthly Advances and Servicing Advances (other than with respect to REO Properties) that are approved by the Purchaser as being non-recoverable in accordance with SECTION 6.04; (2) to make payments to the Purchaser in the amounts, at the times and in the manner provided for in SECTION 6.01; to reimburse itself for Monthly Advances, the Servicer's right to reimburse itself pursuant to this SUBSECTION 3 being limited to amounts received on the related Mortgage Loan which represent late payments of principal and/or interest with respect to which any such Monthly Advance was made, it being understood that, in the case of any such reimbursement, the Servicer's right thereto shall be prior to the rights of the Purchaser, except that, where a Seller or the Servicer is required to repurchase a Mortgage Loan pursuant to SECTIONS 2.04, 3.04 and/or 7.02 the Servicer's right to such reimbursement shall be subsequent and subordinate to the payment to the Purchaser of the applicable Repurchase Price pursuant to such section and all other amounts required to be paid to the Purchaser with respect to such Mortgage Loan; (3) to reimburse itself for unreimbursed Servicing Advances (other than with respect to REO Properties) and for unreimbursed Monthly Advances, the Servicer's right to reimburse itself pursuant to this SUBSECTION 4 with respect to any Mortgage Loan being limited to related Liquidation Proceeds, Condemnation Proceeds, Insurance Proceeds and such other amounts as may be collected by the Servicer from the Mortgagor or otherwise relating to the Mortgage Loan, it being understood that, in the case of such reimbursement, the Servicer's right thereto shall be prior to the rights of the Purchaser, except that, where a Seller or the Servicer is required to repurchase a Mortgage Loan pursuant to SECTIONS 2.04, 3.04 and/or 7.02, the Servicer's right to such reimbursement shall be subsequent and subordinate to the payment to the Purchaser of the applicable Repurchase Price and all other amounts required to be paid to the Purchaser with respect to such Mortgage Loan; (4) to pay to itself, solely out of the interest portion of the Monthly Payment actually received with respect to a Mortgage Loan during the period ending on the most recent Determination Date, the Servicing Fee with respect to such Mortgage Loan; (5) to pay to itself as additional servicing compensation (a) to reimburse the Servicer for Liquidation Expenses theretofore incurred in respect of any Mortgage Loan in an amount not to exceed the amount of the sum of the related Insurance Proceeds and Liquidation Proceeds deposited interest earned on funds in the Collection Account pursuant (all such interest to Section 5.02(c)(v)-(vi); be withdrawn monthly not later than each Remittance Date) and (b) any prepayment penalties or premiums relating to reimburse the Servicer for any Principal Prepayments; PROVIDED that no such amounts expended by it pursuant to Section 5.04 in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (c) to pay to the Unaffiliated Seller amounts received in respect of any Deleted Mortgage Loan purchased or substituted for by the Unaffiliated Seller shall be payable as servicing compensation to the extent that the distribution they relate to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to reimburse the Servicer for unreimbursed Servicing Advances, without interest, with respect to the Mortgage Loans for which it has made a Servicing Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to reimburse the Servicer for any Periodic Advances, such reimbursement to be made from any collections in respect of the related Mortgage Loan with respect to which such Periodic Advance was madea default, breach, violation, or event of acceleration exists or would exist but for the lapse of time, the giving of notice, or both; (f6) to withdraw any amount pay to itself with respect to each Mortgage Loan that has been repurchased pursuant to SECTIONS 2.04, 3.04 and/or 7.02 all amounts received from a Mortgagor thereon and not distributed as of the date on which the related Repurchase Price is determined (except to the extent that is recoverable and sought such amounts constitute part of the Repurchase Price to be recovered as a voidable preference by a trustee in bankruptcy pursuant remitted to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdictionPurchaser); (g7) to withdraw remove any funds amounts deposited in into the Collection Account that were not required to be deposited thereinin error; and (h) 8) to pay clear and terminate the Servicer Servicing Compensation pursuant Collection Account upon the termination of this Agreement, with any funds contained therein to Section 5.08 hereof to be distributed in accordance with the extent not retained or paidterms of this Agreement. 51 The Servicer shall keep and maintain a separate accounting for each separate, detailed accounting, on a Mortgage Loan-by-Mortgage Loan basis, for the purpose of accounting for withdrawals justifying any withdrawal from the Collection Account pursuant to subclause (a)this SECTION 5.05.

Permitted Withdrawals from the Collection Account. The Trustee shall make withdrawals from the Collection Account, on any Distribution Date, for the following purposes: (a) to To reimburse the Servicer for Liquidation Expenses theretofore incurred in respect of any Mortgage Loan in an amount not to exceed the amount of the sum of the related Insurance Proceeds and Liquidation Proceeds deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi5.02(b)(v)-(vi); (b) to To reimburse the Servicer for amounts expended by it pursuant to Section 5.04 in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (ai) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi5.02(b)(v)-(vi); (c) to To pay to the Unaffiliated Seller amounts received in respect of any Deleted Defective Mortgage Loan purchased or substituted for by the Unaffiliated Seller to the extent that the distribution to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to To reimburse the Servicer for unreimbursed Servicing Advances, without interest, with respect to the Mortgage Loans for which it has made a Servicing an Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to To reimburse the Servicer itself for any Periodic Advances determined in good faith to have become Nonrecoverable Advances, such reimbursement to be made from any collections funds in respect of the related Mortgage Loan with respect to which such Periodic Advance was madeCollection Account; (f) to withdraw any amount received from a Mortgagor that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdiction; (g) to withdraw any funds deposited in the Collection Account that were not required to be deposited therein; and (h) to pay the Servicer itself Servicing Compensation pursuant to Section 5.08 hereof to the extent not retained or paid. 51 The Servicer shall keep and maintain a separate accounting for each Mortgage Loan for the purpose of accounting for withdrawals from the Collection Account pursuant to subclause (a).

Permitted Withdrawals from the Collection Account. (a) The Trustee Master Servicer shall make withdrawals from the Collection Account, Account of amounts on any Distribution Date, deposit therein attributable to the Mortgage Loans for (without duplication) the following purposespurposes in the following order of priority: (ai) to reimburse the Servicer for Liquidation Expenses theretofore incurred in respect of recoup any Mortgage Loan in an amount not to exceed the amount of the sum of the related Insurance Proceeds and Liquidation Proceeds deposited in the Collection Account pursuant and not required to Section 5.02(c)(v)-(vi)be deposited therein; (bii) on each Master Remittance Date, from amounts on deposit in the Collection Account representing payments by a Mortgagor of interest or Liquidation Proceeds, Excess Insurance Proceeds and Excess Condemnation Proceeds and REO Proceeds, with respect to a Mortgage Loan and proceeds from the repurchase of a Mortgage Loan pursuant to the terms hereof, to pay to itself the Master Servicing Fee and from such amounts and other amounts on deposit in the Collection Account representing payments by any Mortgagor of principal, to pay the Special Servicer the Basic Special Servicing Fee, if applicable; (iii) to reimburse the Servicer Trustee and itself, in that order, for previously uxxxxxxxxxxx X&X Advances from any amounts expended by it on deposit in such account, together with accrued and unpaid interest at the Advance Rate pursuant to Section 5.04 in good faith in connection with 4.05(e), the restoration of damaged property, in an amount not right to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals withdraw amounts pursuant to clause this subclause (aiii) above) and being limited to amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited on deposit in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (c) to pay to the Unaffiliated Seller amounts received in respect of any Deleted Mortgage Loan purchased or substituted for by the Unaffiliated Seller to the extent that the distribution to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to reimburse the Servicer for unreimbursed Servicing Advanceslate payments, without interestLiquidation Proceeds, Excess Insurance Proceeds, REO Proceeds, Excess Condemnation Proceeds with respect to the Mortgage Loans for which it has made Loan and proceeds from the repurchase of a Servicing Advance, from subsequent collections Mortgage Loan pursuant to the terms hereof with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to reimburse the Servicer for any Periodic Advances, such reimbursement to be made from any collections in respect of the related Mortgage Loan with respect to which such Periodic P&I Advance was made or the related Mortgaged Property, and any other amounts received on such Mortgage Loan that represent late recoveries of payments with respect to which such P&I Advances were made, including without limitation, default interest and late payment charges; (iv) to the extent not reimbursed from amounts on deposit in the Escrow Account pursuant to Section 4.06(c)(v) hereof, to reimburse the Trustee and then to itself and the Special Servicer, pro rata, pursuant to Sections 4.01(c), 4.05 and 6.10, for previously unreimbursed Servicing Advances incurred in connection with a Mortgaged Property (which amounts shall be accounted for in accordance with the provisions of Section 4.10 hereof) together with accrued and unpaid interest at the Advance Rate pursuant to Sections 4.01(c), 4.05(e) and 6.10, the right to withdraw amounts pursuant to this subclause (iv) being limited to amounts on deposit in the Collection Account in respect of late payments, Liquidation Proceeds, Excess Insurance Proceeds, REO Proceeds, Excess Condemnation Proceeds with respect to such Mortgaged Property or proceeds from the repurchase of a Mortgage Loan pursuant to the terms hereof with respect to such Mortgaged Property, and any other amounts received with respect to the Mortgage Loan including late recoveries of payments with respect to which such Servicing Advances were made; (fv) to withdraw any amount received from a Mortgagor that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdiction[RESERVED]; (gvi) on each Master Remittance Date, to withdraw pay the Trustee and itself, in that order, for accrued and unpaid interest at the Advance Rate on any funds deposited reimbursed P&I Advances made with respect to any Mortgage Loan from any amounts on deposit in the Collection Account, to the extent not otherwise offset by default interest or late payment charges collected on the related Mortgage Loan during the same Collection Period; (vii) on each Master Remittance Date, to reimburse the Trustee, and then itself and the Special Servicer, pro rata, from any amounts on deposit in the Collection Account for (A) any unreimbursed Nonrecoverable Advance for which a Nonrecoverable Advance Certificate has been previously delivered; provided, that were other Advances with respect to the related Mortgage Loan shall not be reimbursable pursuant to this Section 4.03(a)(vii) until they have been determined to be Nonrecoverable Advances, or (B) any unreimbursed Servicing Advance for an expense the payment or reimbursement of which is not an obligation of the related Mortgagors under the terms of the related Mortgage Loan Documents, in each case, together with interest at the Advance Rate pursuant to Sections 4.05(e) and 6.10, respectively, made with respect to the Mortgage Loans; (viii) on each Master Remittance Date, to pay itself any reinvestment income on amounts on deposit in the Collection Account to which it is entitled pursuant to Section 4.02(b); (ix) to pay expenses of the Trust Fund specifically identified as such and authorized in this Agreement (such reimbursement for expenses incurred in Canadian dollars shall be made in U.S. dollars at the foreign currency exchange rate in effect at the time such expense was incurred, including, without limitation, to pay all costs, expenses and losses incurred by the Master Servicer as a result of any currency exchange in connection with making a reimbursement of a Servicing Advance); (x) to remit to the F/X Counterparty any amounts in Canadian dollars received with respect to the Canadian Loan pursuant to the Foreign Currency Exchange Contract, or if the Foreign Currency Exchange Contract has been terminated or if the F/X Counterparty is in default under the Foreign Currency Exchange Contract, the Master Servicer shall exchange the amount of Canadian dollars otherwise required to be deposited thereinremitted to the F/X Counterparty into U.S. dollars at the F/X Market Rate; (xi) on each Master Remittance Date, to make remittances to the Trustee pursuant to Section 4.04 hereof; and (hxii) to pay clear and terminate the Servicer Servicing Compensation pursuant to Section 5.08 hereof to the extent not retained or paid. 51 Collection Account upon termination of this Agreement. (b) The Master Servicer shall keep and maintain separate accounting, on a separate accounting for each Mortgage Loan-by-Mortgage Loan basis, for the purpose of accounting for withdrawals justifying any withdrawal from the Collection Account pursuant to subclause (a)and determining any shortfall or overpayment of any amounts due from or on behalf of any Mortgagor or Mortgaged Property.

Permitted Withdrawals from the Collection Account. The Trustee shall Servicer may, from time to time, make withdrawals from the Collection Account, on any Distribution Date, Account for the following purposes: (a) to reimburse itself for any accrued unpaid Servicing Fees and for unreimbursed Periodic Advances and Servicing Advances; PROVIDED, HOWEVER, that the Servicer's right to reimbursement for unpaid Servicing Fees and unreimbursed Servicing Advances and Periodic Advances shall be limited to late collections on the related Mortgage Loan and to Liquidation Proceeds, REO Proceeds, Released Mortgaged Property Proceeds, Insurance Proceeds and such other amounts as may be collected by the Servicer for Liquidation Expenses theretofore incurred from the related Mortgagor or otherwise relating to the Mortgage Loan in respect of which such unreimbursed amounts are owed limited as follows: The Servicer's right to reimbursement of unpaid Servicing Fees shall be limited to the portion of such amounts allocable to interest; the Servicer's right to reimbursement of Periodic Advances from late collections shall be limited to the portion of any Mortgage Loan in an amount not Monthly Payment allocable to exceed principal and interest; and the amount Servicer's right to reimbursement of Servicing Advances from late collections shall be limited to amounts allocable to escrow payments for taxes, assessments or insurance, to the sum of the related Insurance Proceeds and Liquidation Proceeds deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi);extent that such Servicing Advances were made for such purposes. (b) to reimburse the Servicer itself for any Periodic Advances and Servicing Advances determined to have become Nonrecoverable Advances and amounts expended by it reimbursable to itself pursuant to Section 5.04 in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (c) to pay to the Unaffiliated Seller amounts received in respect of any Deleted Mortgage Loan purchased or substituted for by the Unaffiliated Seller to the extent that the distribution to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to reimburse the Servicer for unreimbursed Servicing Advances, without interest, with respect to the Mortgage Loans for which it has made a Servicing Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to reimburse the Servicer for any Periodic Advances11.01, such reimbursement to be made from any collections funds in respect of the related Mortgage Loan with respect to which such Periodic Advance was madeCollection Account; (fc) to withdraw any amount received from a Mortgagor that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdiction;[Reserved] (gd) to withdraw any funds deposited in the Collection Account that were not required to be deposited therein; and; (he) to pay the Servicer itself Servicing Compensation owed pursuant to Section 5.08 5.14 hereof to the extent not retained or paidpaid pursuant to Sections 5.03 or 5.14; (f) to pay to the Seller or the Originator, as applicable, with respect to each Mortgage Loan or property acquired in respect thereof that has been repurchased or replaced pursuant to Sections 2.04 or 3.03 or to pay to itself with respect to each Mortgage Loan or property acquired in respect thereof that has been purchased pursuant to Section 8.01 all amounts received thereon and not required to be distributed as of the date on which the related repurchase or purchase price or Principal Balance, as the case may be, was determined; (g) to pay to the Seller with respect to each Mortgage Loan the amount of interest accrued and unpaid on such Mortgage Loan on the Cut-off Date; (h) to remit to the Trustee amounts to be deposited into the Certificate Account in the amounts and in the manner provided for herein; (i) to pay itself any net interest earned on or net investment income earned with respect to funds in the Collection Account; (j) to pay to the Trustee, any amounts payable or reimbursable thereto under Section 9.05 hereof, and to the Servicer, any amounts payable or reimbursable thereto under Section 7.02 (with respect to Servicer set-up expenses and with respect to successor Servicers) hereof; and (k) to clear and terminate the Collection Account upon the termination of this Agreement. 51 The Servicer shall keep and maintain a separate accounting for each Mortgage Loan for the purpose of accounting for withdrawals from the Collection Account pursuant to subclause (a). [In addition, if (a) there has been a draw on the Certificate Insurance Policy for which the Originator or the Servicer is required to reimburse the Certificate Insurer pursuant to the Insurance Agreement; (b) the Originator or the Servicer has reimbursed the Certificate Insurer for all such amounts required by the Insurance Agreement (c) the Certificate Insurer has paid the draw amount to the Trustee for the benefit of the Insured Certificateholders and (d) the Servicer has received late payments on the Mortgage Loans in respect of which such draw was made, then the Servicer may, upon notice to the Trustee and the Certificate Insurer, reimburse itself or the Originator, as applicable, from such late payments for the draw amount.]

Permitted Withdrawals from the Collection Account. The Trustee shall make withdrawals Countrywide Servicing may, from time to time, withdraw from the Collection Account, on any Distribution Date, Account for the following purposes: : to make remittances to the Trustee in the amounts and in the manner provided for in Section 3.17; to reimburse itself for Monthly Advances, Countrywide Servicing's right to reimburse itself pursuant to this subclause (ii) being limited to amounts received on the related Mortgage Loan (or to amounts received on the Mortgage Loans as a whole in the event that said Monthly Advance is made due to a shortfall in a Monthly Payment made by a Mortgagor entitled to relief under the Relief Act) which represent Late Collections (net of the related Servicing Fees) respecting which any such Monthly Advance was made it being understood that, in the case of such reimbursement, Countrywide Servicing's right thereto shall be prior to the rights of the Certificateholders, except that, where Countrywide Home Loans, Inc. is required to repurchase a Mortgage Loan, pursuant to the related Assignment Agreement, Countrywide Servicing's right to such reimbursement shall be subsequent to the payment to the Certificateholders of the Repurchase Price pursuant to such section and all other amounts required to be paid to the Certificateholders with respect to such Mortgage Loans; provided that Countrywide Servicing may reimburse itself from any funds in the Collection Account for Monthly Advances which it has determined are nonrecoverable advances or if all funds with respect to the related Mortgage Loan have previously been remitted to the Trustee; to reimburse itself for unreimbursed Servicing Advances and any unpaid Servicing Fees, Countrywide Servicing's right to reimburse itself pursuant to this subclause (iii) with respect to any Mortgage Loan being limited to related proceeds (or to amounts received on the Mortgage Loans only in the event that said Monthly Advance is made due to a shortfall in a Monthly Payment made by a Mortgagor entitled to relief under the Relief Act) from cash liquidation, Liquidation Proceeds, Condemnation Proceeds and Other Insurance Proceeds; provided that Countrywide Servicing may reimburse itself from any funds in the Collection Account for Servicing Advances and Servicing Fees if all funds with respect to the related Mortgage Loan have previously been remitted to the Trustee; to pay to itself as servicing compensation (a) any interest earned on funds in the Collection Account (all such interest to be withdrawn monthly not later than each Remittance Date), and (b) the Servicing Fees from that portion of any payment or recovery as to interest with respect to a particular Mortgage Loan; [reserved]; to clear and terminate the Collection Account upon the termination of this Agreement; to reimburse the Servicer itself for Liquidation Expenses theretofore incurred in respect of any Mortgage Loan in an amount not Monthly Advance previously made which Countrywide Servicing has determined to exceed the amount of the sum of the related Insurance Proceeds and Liquidation Proceeds be a nonrecoverable Monthly Advance; to reimburse itself for any amounts deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (b) in error; and to reimburse the Servicer itself for amounts expended by it pursuant to Section 5.04 in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (c) to pay to the Unaffiliated Seller amounts received in respect of any Deleted Mortgage Loan purchased or substituted for by the Unaffiliated Seller unreimbursed Servicing Advances to the extent that the distribution to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to reimburse the Servicer for unreimbursed deemed nonrecoverable by Countrywide Servicing Advances, without interest, with respect to the Mortgage Loans for which it has made a Servicing Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to reimburse the Servicer for any Periodic Advances, such reimbursement to be made from any collections in respect of the related Mortgage Loan with respect to which such Periodic Advance was made; (f) to withdraw any amount received from a Mortgagor that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdiction; (g) to withdraw any funds deposited in the Collection Account that were not required to be deposited therein; and (h) to pay the Servicer Servicing Compensation pursuant to Section 5.08 hereof to the extent not retained or paid. 51 The Servicer shall keep and maintain a separate accounting for each Mortgage Loan for the purpose of accounting for withdrawals from the Collection Account pursuant to subclause (a)iii) above.

Permitted Withdrawals from the Collection Account. The Trustee shall make withdrawals Servicer may, from time to time in accordance with the provisions hereof, withdraw amounts from the Collection Account, on any Distribution Date, Account for the following purposes:purposes (without duplication): (1) to reimburse itself for unreimbursed Monthly Advances and Servicing Advances that the Servicer has determined to be Non-Recoverable Advances as provided in Section 6.04; (2) to make payments to the Purchaser in the amounts, at the times and in the manner provided for in Section 6.01; (3) to reimburse itself for Monthly Advances, the Servicer's right to reimburse itself pursuant to this Subsection (3) being limited to amounts received on the related Mortgage Loan which represent late payments of principal and/or interest with respect to which any such Monthly Advance was made; (4) to reimburse itself for unreimbursed Servicing Advances and for unreimbursed Monthly Advances, the Servicer's right to reimburse itself pursuant to this Subsection (4) with respect to any Mortgage Loan being limited to related Liquidation Proceeds, Condemnation Proceeds, Insurance Proceeds and such other amounts as may be collected by the Servicer from the Mortgagor or otherwise relating to the Mortgage Loan, it being understood that, in the case of such reimbursement, the Servicer's right thereto shall be prior to the rights of the Purchaser, except that, where a Seller or the Servicer is required to repurchase (or substitute a Qualified Substitute Mortgage Loan for) a Mortgage Loan pursuant to Sections 2.04, 3.04 and/or 7.02, the Servicer's right to such reimbursement shall be subsequent and subordinate to the payment to the Purchaser of the applicable Repurchase Price (or delivery of a Qualified Substitute Mortgage Loan) and all other amounts required to be paid to the Purchaser with respect to such Mortgage Loan; (5) to pay to itself, solely out of the interest portion of the Monthly Payment actually received with respect to a Mortgage Loan during the period ending on the most recent Determination Date, the Servicing Fee with respect to such Mortgage Loan; (6) to pay to itself as additional servicing compensation (a) to reimburse the Servicer for Liquidation Expenses theretofore incurred in respect of any Mortgage Loan in an amount not to exceed the amount of the sum of the related Insurance Proceeds and Liquidation Proceeds deposited interest earned on funds in the Collection Account pursuant (all such interest to Section 5.02(c)(v)-(vi); be withdrawn monthly not later than each Remittance Date) and (b) any prepayment penalties or premiums relating to reimburse the Servicer for any Principal Prepayments; provided that no such amounts expended by it pursuant to Section 5.04 in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (c) to pay to the Unaffiliated Seller amounts received in respect of any Deleted Mortgage Loan purchased or substituted for by the Unaffiliated Seller shall be payable as servicing compensation to the extent that the distribution they relate to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to reimburse the Servicer for unreimbursed Servicing Advances, without interest, with respect to the Mortgage Loans for which it has made a Servicing Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to reimburse the Servicer for any Periodic Advances, such reimbursement to be made from any collections in respect of the related Mortgage Loan with respect to which such Periodic Advance was madea default, breach, violation, or event of acceleration exists or would exist but for the lapse of time, the giving of notice, or both; (f7) to withdraw any amount pay to itself with respect to each Mortgage Loan that has been repurchased pursuant to Sections 2.04, 3.04 and/or 7.02 all amounts received from a Mortgagor thereon and not distributed as of the date on which the related Repurchase Price is determined (except to the extent that is recoverable and sought such amounts constitute part of the Repurchase Price to be recovered as a voidable preference by a trustee in bankruptcy pursuant remitted to the United States Bankruptcy Code Purchaser); (8) to remove any amounts deposited into the Collection Account in error; (9) to clear and terminate the Collection Account upon the termination of this Agreement, with any funds contained therein to be distributed in accordance with a final, nonappealable order the terms of a court having competent jurisdiction; (g) to withdraw any funds deposited in the Collection Account that were not required to be deposited thereinthis Agreement; and (h10) to pay the Servicer Servicing Compensation pursuant to Section 5.08 hereof to the extent not retained or paidreimburse itself for LPMI Fees, if any. 51 The Servicer shall keep and maintain a separate accounting for each separate, detailed accounting, on a Mortgage Loan-by-Mortgage Loan basis, for the purpose of accounting for withdrawals justifying any withdrawal from the Collection Account pursuant to subclause (a)this Section.

Permitted Withdrawals from the Collection Account. The Trustee shall Servicer may, from time to time, make withdrawals from the Collection Account, on any Distribution Date, Account for the following purposes: (a) to reimburse itself for any accrued unpaid Servicing Fees and for unreimbursed Periodic Advances and Servicing Advances; PROVIDED, HOWEVER, that the Servicer's right to reimbursement for unpaid Servicing Fees and unreimbursed Servicing Advances and Periodic Advances shall be limited to late collections on the related Mortgage Loan and to Liquidation Proceeds, Foreclosure Property proceeds, Released Mortgaged Property Proceeds, Insurance Proceeds and such other amounts as may be collected by the Servicer for Liquidation Expenses theretofore incurred from the related Mortgagor or otherwise relating to the Mortgage Loan in respect of which such unreimbursed amounts are owed limited as follows: The Servicer's right to reimbursement of unpaid Servicing Fees shall be limited to the portion of such amounts allocable to interest; the Servicer's right to reimbursement of Periodic Advances from late collections shall be limited to the portion of any Mortgage Loan in an amount not Monthly Payment allocable to exceed principal and interest; and the amount Servicer's right to reimbursement of Servicing Advances from late collections shall be limited to amounts allocable to escrow payments for taxes, assessments or insurance, to the sum of the related Insurance Proceeds and Liquidation Proceeds deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi);extent that such Servicing Advances were made for such purposes. (b) to reimburse the Servicer itself for any Periodic Advances and Servicing Advances determined to have become Nonrecoverable Advances and amounts expended by it reimbursable to itself pursuant to Section 5.04 in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (c) to pay to the Unaffiliated Seller amounts received in respect of any Deleted Mortgage Loan purchased or substituted for by the Unaffiliated Seller to the extent that the distribution to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to reimburse the Servicer for unreimbursed Servicing Advances, without interest, with respect to the Mortgage Loans for which it has made a Servicing Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to reimburse the Servicer for any Periodic Advances11.01, such reimbursement to be made from any collections funds in respect of the related Mortgage Loan with respect to which such Periodic Advance was madeCollection Account; (fc) to withdraw any amount received from a Mortgagor that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdiction;[Reserved] (gd) to withdraw any funds deposited in the Collection Account that were not required to be deposited therein; and; (he) to pay the Servicer Servicing Compensation itself servicing compensation owed pursuant to Section 5.08 5.14 hereof to the extent not retained or paidpaid pursuant to Sections 5.03 or 5.14; (f) to pay to the Seller, with respect to each Mortgage Loan or property acquired in respect thereof that has been repurchased or replaced pursuant to Sections 2.04 or 3.03 or to pay to itself with respect to each Mortgage Loan or property acquired in respect thereof that has been purchased pursuant to Section 8.01 all amounts received thereon and not required to be distributed as of the date on which the related repurchase or purchase price or Principal Balance, as the case may be, was determined; (g) to pay to the Seller with respect to each Mortgage Loan the amount of interest accrued and unpaid on such Mortgage Loan on the Cut-off Date; (h) to remit to the Indenture Trustee amounts to be deposited into the Note Distribution Account and the Certificate Distribution Account in the amounts and in the manner provided for herein; (i) to pay itself any net interest earned on or net investment income earned with respect to funds in the Collection Account; (j) to pay to the Servicer, any amounts payable or reimbursable thereto under Section 7.02 (with respect to Servicer set-up expenses and with respect to successor Servicers) hereof; and (k) to clear and terminate the Collection Account upon the termination of this Agreement. 51 The Servicer shall keep and maintain a separate accounting for each Mortgage Loan for the purpose of accounting for withdrawals from the Collection Account pursuant to subclause (a). [In addition, if (a) there has been a draw on the Note Insurance Policy for which the Seller or the Servicer is required to reimburse the Note Insurer pursuant to the Insurance Agreement; (b) the Seller or the Servicer has reimbursed the Note Insurer for all such amounts required by the Insurance Agreement; (c) the Note Insurer has paid the draw amount to the Indenture Trustee for the benefit of the Insured Noteholders; and (d) the Servicer has received late payments on the Mortgage Loans in respect of which such draw was made, then the Servicer may, upon notice to the Indenture Trustee and the Note Insurer, reimburse itself or the Seller, as applicable, from such late payments for the draw amount.]

Permitted Withdrawals from the Collection Account. The Trustee shall make withdrawals Servicer may, from time to time in accordance with the provisions hereof, withdraw amounts from the Collection Account, on any Distribution Date, Account for the following purposes:purposes (without duplication): (a1) to reimburse itself for unreimbursed Monthly Advances and Servicing Advances that the Servicer has determined to be Non-Recoverable Advances as provided in Section 6.04; (2) to make payments to the Purchaser in the amounts, at the times and in the manner provided for Liquidation Expenses theretofore incurred in Section 6.01; (3) to reimburse itself for Monthly Advances, the Servicer's right to reimburse itself pursuant to this Subsection (3) being limited to amounts received on the related Mortgage Loan which represent late payments of principal and/or interest with respect of to which any such Monthly Advance was made; (4) to reimburse itself for unreimbursed Servicing Advances and for unreimbursed Monthly Advances, the Servicer's right to reimburse itself pursuant to this Subsection (4) with respect to any Mortgage Loan in an amount not being limited to exceed the amount of the sum of the related Liquidation Proceeds, Condemnation Proceeds, Insurance Proceeds and Liquidation Proceeds deposited such other amounts as may be collected by the Servicer from the Mortgagor or otherwise relating to the Mortgage Loan, it being understood that, in the case of such reimbursement, the Servicer's right thereto shall be prior to the rights of the Purchaser, except that, where a Seller or the Servicer is required to repurchase (or substitute a Qualified Substitute Mortgage Loan for) a Mortgage Loan pursuant to Sections 2.04, 3.04 and/or 7.02, the Servicer's right to such reimbursement shall be subsequent and subordinate to the payment to the Purchaser of the applicable Repurchase Price (or delivery of a Qualified Substitute Mortgage Loan) and all other amounts required to be paid to the Purchaser with respect to such Mortgage Loan; (5) to pay to itself, solely out of the interest portion of the Monthly Payment actually received with respect to a Mortgage Loan during the period ending on the most recent Determination Date, the Servicing Fee with respect to such Mortgage Loan; (6) to pay to itself as additional servicing compensation any interest earned on funds in the Collection Account pursuant (all such interest to Section 5.02(c)(v)-(vi); (b) to reimburse the Servicer for be withdrawn monthly not later than each Remittance Date provided that no such amounts expended by it pursuant to Section 5.04 in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (c) to pay to the Unaffiliated Seller amounts received in respect of any Deleted Mortgage Loan purchased or substituted for by the Unaffiliated Seller shall be payable as servicing compensation to the extent that the distribution they relate to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to reimburse the Servicer for unreimbursed Servicing Advances, without interest, with respect to the Mortgage Loans for which it has made a Servicing Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to reimburse the Servicer for any Periodic Advances, such reimbursement to be made from any collections in respect of the related Mortgage Loan with respect to which such Periodic Advance was madea default, breach, violation, or event of acceleration exists or would exist but for the lapse of time, the giving of notice, or both; (f7) to withdraw any amount pay to itself with respect to each Mortgage Loan that has been repurchased pursuant to Sections 2.04, 3.04 and/or 7.02 all amounts received from a Mortgagor thereon and not distributed as of the date on which the related Repurchase Price is determined (except to the extent that is recoverable and sought such amounts constitute part of the Repurchase Price to be recovered as a voidable preference by a trustee in bankruptcy pursuant remitted to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdictionPurchaser); (g) 8) to withdraw remove any funds amounts deposited in into the Collection Account that were not required to be deposited thereinin error; and (h9) to pay clear and terminate the Servicer Servicing Compensation pursuant Collection Account upon the termination of this Agreement, with any funds contained therein to Section 5.08 hereof to be distributed in accordance with the extent not retained or paidterms of this Agreement. 51 The Servicer shall keep and maintain a separate accounting for each separate, detailed accounting, on a Mortgage Loan-by-Mortgage Loan basis, for the purpose of accounting for withdrawals justifying any withdrawal from the Collection Account pursuant to subclause (a)this Section.

Permitted Withdrawals from the Collection Account. The Trustee shall Master Servicer may, from time to time, make withdrawals from the Collection Account, on any Distribution Date, Account for the following purposes: (a) to reimburse itself for any accrued unpaid Master Servicing Fees and for unreimbursed Periodic Advances and Servicing Advances. The Master Servicer's right to reimbursement for unpaid Master Servicing Fees and unreimbursed Servicing Advances shall be limited to late collections on the related Mortgage Loan, including Liquidation Proceeds, Released Mortgaged Property Proceeds, Insurance Proceeds and such other amounts as may be collected by the Master Servicer for Liquidation Expenses theretofore incurred from the related Mortgagor or otherwise relating to the Mortgage Loan in respect of which such unreimbursed amounts are owed. The Master Servicer's right to reimbursement for unreimbursed Periodic Advances shall be limited to late collections of interest on any Mortgage Loan in an amount not and to exceed the amount of the sum of the related Liquidation Proceeds and Insurance Proceeds and Liquidation Proceeds deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi)on related Mortgage Loans; (b) to reimburse the Servicer itself for amounts expended by it pursuant to Section 5.04 any Periodic Advances or Servicing Advances determined in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (c) to pay to the Unaffiliated Seller amounts received in respect of any Deleted Mortgage Loan purchased or substituted for by the Unaffiliated Seller to the extent that the distribution to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to reimburse the Servicer for unreimbursed Servicing Advances, without interest, with respect to the Mortgage Loans for which it has made a Servicing Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to reimburse the Servicer for any Periodic have become Nonrecoverable Advances, such reimbursement to be made from any collections funds in respect of the related Mortgage Loan with respect to which such Periodic Advance was madeCollection Account; (fc) to withdraw any amount received from a Mortgagor that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdiction; (gd) to withdraw any funds deposited in the Collection Account that were not required to be deposited therein; and; (he) to pay the Servicer itself Servicing Compensation pursuant to Section 5.08 5.14 hereof to the extent not retained or paid. 51 The Servicer shall keep and maintain a separate accounting for paid pursuant to Section 5.03, 5.04 or 5.14; (f) to pay to the Depositor with respect to each Mortgage Loan or property acquired in respect thereof that has been repurchased or replaced pursuant to Section 2.04 or 3.03 or to pay to itself with respect to each Mortgage Loan or property acquired in respect thereof that has been purchased pursuant to Section 8.01 all amounts received thereon and not required to be distributed as of the date on which the related repurchase or purchase price or Principal Balance, as the case may be, was determined; (g) to pay to the Depositor with respect to each Mortgage Loan the amount of interest accrued and unpaid on such Mortgage Loan on the Cut- off Date; (h) to make deposits to the Distribution Accounts (which shall include the Trustee Fee) in the amounts and in the manner provided for herein; (i) to pay itself any interest earned on or investment income earned with respect to funds in the purpose of accounting for withdrawals from Collection Account; (j) to reimburse itself or the Depositor pursuant to Section 11.01; and (k) to clear and terminate the Collection Account pursuant to subclause (a)upon the termination of this Agreement.

Permitted Withdrawals from the Collection Account. The Trustee shall make withdrawals SPS may, from time to time, withdraw from amounts on deposit in the Collection Account, on any Distribution Date, Account for the following purposes: (ai) to make distributions to the Securities Administrator for deposit to the Distribution Account in the amounts and in the manner provided for in Section 10.15; (ii) to the extent not previously reimbursed, to reimburse SPS for unreimbursed Advances or Servicing Advances made by SPS, SPS’s right to reimburse itself pursuant to this subclause (ii) with respect to any Mortgage Loan being limited to related Liquidation Proceeds and such other amounts as may be collected by SPS from the Mortgagor or otherwise relating to the Mortgage Loan; (iii) to pay to itself pursuant to Section 10.21 as servicing compensation (A) any interest earned on funds in the Collection Account (all such interest to be withdrawn monthly not later than each Servicer Remittance Date), and (B) the Servicing Fee for each Mortgage Loan (to the extent not retained by SPS); (iv) to pay, or to reimburse SPS for advances in respect of, expenses incurred in connection with any Mortgage Loans pursuant to Section 10.04(b); (v) to clear and terminate the Collection Account on the termination of this Agreement; (vi) to withdraw any amount deposited therein in error; (vii) to the extent not previously reimbursed, to reimburse SPS for any Advances or Servicing Advances, previously made by SPS which SPS has determined to be a Nonrecoverable Advance; (viii) to reimburse itself for any Capitalization Reimbursement Amounts at the Servicer for Liquidation Expenses theretofore incurred in respect time of the modification of any Mortgage Loan in to the extent such Capitalization Reimbursement Amounts were previously remitted by SPS as part of an amount Advance or a Servicing Advance and not to exceed the amount previously reimbursed; provided, that such reimbursements shall only be made out of the sum principal portion of collections on the Mortgage Loans; (ix) to pay itself any Prepayment Interest Excess; provided that SPS shall only be entitled to any Prepayment Interest Excess with respect to any Mortgage Loan and any Distribution Date if the related Insurance Proceeds and Liquidation Proceeds Principal Prepayment is deposited in to the related Collection Account pursuant to Section 5.02(c)(v)-(vi)10.05 hereof in the same month as such Principal Prepayment is made, to be included with distributions on such Distribution Date; (bx) to reimburse the Servicer itself for amounts expended by it pursuant to Section 5.04 in good faith any Servicing Advances incurred in connection with defending against an ability-to-repay claim by the restoration Mortgagor at the time of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above) and amounts representing proceeds of other insurance policies covering the property subject a Servicing Modification to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (c) to pay to the Unaffiliated Seller amounts received in respect of any Deleted Mortgage Loan purchased or substituted for by the Unaffiliated Seller to the extent that the distribution to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to reimburse the Servicer for unreimbursed Servicing Advances, without interest, with respect to the Mortgage Loans for which it has made a Servicing Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to reimburse the Servicer for any Periodic Advances, such reimbursement to be made from any collections in respect of the related Mortgage Loan with respect to which such Periodic Advance was made; (f) to withdraw any amount received from a Mortgagor that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdiction; (g) to withdraw any funds deposited in the Collection Account that were not required to be deposited thereinLoan; and (hxi) to pay the Servicer Servicing Compensation reimburse SPS for expenses incurred by or reimbursable to SPS pursuant to Section 5.08 hereof 10.32. In the case of each such reimbursement set forth above and payment of the servicing compensation, SPS’s right thereto shall be prior to the extent not retained rights of the Certificateholders or paidany other Person. 51 The Servicer SPS shall keep and maintain separate accounting, on a separate accounting for each Mortgage Loan by Mortgage Loan basis, for the purpose of accounting for withdrawals justifying any withdrawal from the Collection Account pursuant to subclause such subclauses (aii), (iii), (iv), (vii) and (viii) above.

Permitted Withdrawals from the Collection Account. The Trustee shall make withdrawals Countrywide Servicing may, from time to time, withdraw from the Collection Account, on any Distribution Date, Account for the following purposes: : to make remittances to the Trustee in the amounts and in the manner provided for in Section 3.17; to reimburse itself for Monthly Advances, Countrywide Servicing’s right to reimburse itself pursuant to this subclause (ii) being limited to amounts received on the related Mortgage Loan (or to amounts received on the Mortgage Loans as a whole in the event that said Monthly Advance is made due to a shortfall in a Monthly Payment made by a Mortgagor entitled to relief under the Relief Act) which represent Late Collections (net of the related Servicing Fees) respecting which any such Monthly Advance was made it being understood that, in the case of such reimbursement, Countrywide Servicing’s right thereto shall be prior to the rights of the Certificateholders, except that, where Countrywide Home Loans, Inc. is required to repurchase a Mortgage Loan, pursuant to the related Assignment Agreement, Countrywide Servicing’s right to such reimbursement shall be subsequent to the payment to the Certificateholders of the Repurchase Price pursuant to such section and all other amounts required to be paid to the Certificateholders with respect to such Mortgage Loans; provided that Countrywide Servicing may reimburse itself from any funds in the Collection Account for Monthly Advances which it has determined are nonrecoverable advances or if all funds with respect to the related Mortgage Loan have previously been remitted to the Trustee; to reimburse itself for unreimbursed Servicing Advances and any unpaid Servicing Fees, Countrywide Servicing’s right to reimburse itself pursuant to this subclause (iii) with respect to any Mortgage Loan being limited to related proceeds (or to amounts received on the Mortgage Loans only in the event that said Monthly Advance is made due to a shortfall in a Monthly Payment made by a Mortgagor entitled to relief under the Relief Act) from cash liquidation, Liquidation Proceeds, Condemnation Proceeds and Other Insurance Proceeds; provided that Countrywide Servicing may reimburse itself from any funds in the Collection Account for Servicing Advances and Servicing Fees if all funds with respect to the related Mortgage Loan have previously been remitted to the Trustee; to pay to itself as servicing compensation (a) any interest earned on funds in the Collection Account (all such interest to be withdrawn monthly not later than each Remittance Date), and (b) the Servicing Fees from that portion of any payment or recovery as to interest with respect to a particular Mortgage Loan; [reserved]; to clear and terminate the Collection Account upon the termination of this Agreement; to reimburse the Servicer itself for Liquidation Expenses theretofore incurred in respect of any Mortgage Loan in an amount not Monthly Advance previously made which Countrywide Servicing has determined to exceed the amount of the sum of the related Insurance Proceeds and Liquidation Proceeds be a nonrecoverable Monthly Advance; to reimburse itself for any amounts deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (b) in error; and to reimburse the Servicer itself for amounts expended by it pursuant to Section 5.04 in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (c) to pay to the Unaffiliated Seller amounts received in respect of any Deleted Mortgage Loan purchased or substituted for by the Unaffiliated Seller unreimbursed Servicing Advances to the extent that the distribution to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to reimburse the Servicer for unreimbursed deemed nonrecoverable by Countrywide Servicing Advances, without interest, with respect to the Mortgage Loans for which it has made a Servicing Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to reimburse the Servicer for any Periodic Advances, such reimbursement to be made from any collections in respect of the related Mortgage Loan with respect to which such Periodic Advance was made; (f) to withdraw any amount received from a Mortgagor that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdiction; (g) to withdraw any funds deposited in the Collection Account that were not required to be deposited therein; and (h) to pay the Servicer Servicing Compensation pursuant to Section 5.08 hereof to the extent not retained or paid. 51 The Servicer shall keep and maintain a separate accounting for each Mortgage Loan for the purpose of accounting for withdrawals from the Collection Account pursuant to subclause (a)iii) above.

Permitted Withdrawals from the Collection Account. The Trustee shall make withdrawals from the Collection Account, on any Distribution Date, for the following purposes: (a) to reimburse the Servicer for Liquidation Expenses theretofore incurred in respect of any Mortgage Loan in an amount not to exceed the amount of the sum of the related Insurance Proceeds and Liquidation Proceeds deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (b) to reimburse the Servicer for amounts expended by it pursuant to Section 5.04 in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (ai) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (c) to pay to the Unaffiliated Seller amounts received in respect of any Deleted Defective Mortgage Loan purchased or substituted for by the Unaffiliated Seller to the extent that the distribution to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to reimburse the Servicer for unreimbursed Servicing Advances, without interest, with respect to the Mortgage Loans for which it has made a Servicing Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to reimburse the Servicer for any Periodic Advances determined in good faith to have become Nonrecoverable Advances, such reimbursement to be made from any collections funds in respect of the related Mortgage Loan with respect to which such Periodic Advance was madeCollection Account; (f) to withdraw any amount received from a Mortgagor that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdiction; (g) to withdraw any funds deposited in the Collection Account that were not required to be deposited therein; and (h) to pay the Servicer Servicing Compensation pursuant to Section 5.08 hereof to the extent not retained or paid. 51 The Servicer shall keep and maintain a separate accounting for each Mortgage Loan for the purpose of accounting for withdrawals from the Collection Account pursuant to subclause (a).

Permitted Withdrawals from the Collection Account. The Trustee shall Servicer may, from time to time, make withdrawals from the Collection Account, on any Distribution Date, Account for the following purposes: (a) to reimburse itself for any accrued unpaid Servicing Fees and for unreimbursed Periodic Advances and Servicing Advances. The Servicer's right to reimbursement for unpaid Servicing Fees and unreimbursed Servicing Advances shall be limited to late collections on the related Mortgage Loan, including Liquidation Proceeds, Released Mortgaged Property Proceeds, Insurance Proceeds and such other amounts as may be collected by the Master Servicer for Liquidation Expenses theretofore incurred from the related Mortgagor or otherwise relating to the Mortgage Loan in respect of which such unreimbursed amounts are owed. The Servicer's right to reimbursement for unreimbursed Periodic Advances shall be limited to late collections of interest on any Mortgage Loan in an amount not and to exceed the amount of the sum of the related Liquidation Proceeds and Insurance Proceeds and Liquidation Proceeds deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi)on related Mortgage Loans; (b) to reimburse the Servicer itself for amounts expended by it pursuant to Section 5.04 any Periodic Advances or Servicing Advances determined in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (c) to pay to the Unaffiliated Seller amounts received in respect of any Deleted Mortgage Loan purchased or substituted for by the Unaffiliated Seller to the extent that the distribution to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to reimburse the Servicer for unreimbursed Servicing Advances, without interest, with respect to the Mortgage Loans for which it has made a Servicing Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to reimburse the Servicer for any Periodic have become Nonrecoverable Advances, such reimbursement to be made from any collections funds in respect of the related Mortgage Loan with respect to which such Periodic Advance was madeCollection Account; (fc) to withdraw any amount received from a Mortgagor that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdiction; (gd) to withdraw any funds deposited in the Collection Account that were not required to be deposited therein; and; (he) to pay the Servicer itself Servicing Compensation pursuant to Section 5.08 5.14 hereof to the extent not retained or paidpaid pursuant to Section 5.03, 5.04 or 5.14; (f) to pay to the Seller with respect to each Mortgage Loan or property acquired in respect thereof that has been repurchased or replaced pursuant to Section 2.04 or 3.03 or to pay to itself with respect to each Mortgage Loan or property acquired in respect thereof that has been purchased pursuant to Section 8.01 all amounts received thereon and not required to be distributed as of the date on which the related repurchase or purchase price or Principal Balance, as the case may be, was determined; (g) to pay to the Seller with respect to each Mortgage Loan the amount of interest accrued and unpaid on such Mortgage Loan on the Cut-off Date (with respect to the Initial Mortgage Loans) or Subsequent Cut-off Date (with respect to the Subsequent Mortgage Loans); (h) to make deposits to the Certificate Accounts (which shall include the Trustee Fee) in the amounts and in the manner provided for herein; (i) to pay itself any interest earned on or investment income earned with respect to funds in the Collection Account; (j) to reimburse itself or the Depositor pursuant to Section 11.01; and (k) to clear and terminate the Collection Account upon the termination of this Agreement. 51 The Servicer shall keep and maintain a separate accounting for each Mortgage Loan for the purpose of accounting for withdrawals from the Collection Account pursuant to subclause (a).

Permitted Withdrawals from the Collection Account. The Trustee shall make withdrawals Servicer may, from time to time in accordance with the provisions hereof, withdraw amounts from the Collection Account, on any Distribution Date, Account for the following purposes:purposes (without duplication): (1) to reimburse itself for unreimbursed Monthly Advances and Servicing Advances that the Servicer has determined to be Non-Recoverable Advances as provided in Section 6.04; (2) to make payments to the Purchaser in the amounts, at the times and in the manner provided for in Section 6.01; (3) to reimburse itself for Monthly Advances, the Servicer’s right to reimburse itself pursuant to this Subsection (3) being limited to amounts received on the related Mortgage Loan which represent late payments of principal and/or interest with respect to which any such Monthly Advance was made; (4) to reimburse itself for unreimbursed Servicing Advances and for unreimbursed Monthly Advances, the Servicer’s right to reimburse itself pursuant to this Subsection (4) with respect to any Mortgage Loan being limited to related Liquidation Proceeds, Condemnation Proceeds, Insurance Proceeds and such other amounts as may be collected by the Servicer from the Mortgagor or otherwise relating to the Mortgage Loan, it being understood that, in the case of such reimbursement, the Servicer’s right thereto shall be prior to the rights of the Purchaser, except that, where a Seller or the Servicer is required to repurchase (or substitute a Qualified Substitute Mortgage Loan for) a Mortgage Loan pursuant to the terms of this Agreement the Servicer’s right to such reimbursement shall be subsequent and subordinate to the payment to the Purchaser of the applicable Repurchase Price (or delivery of a Qualified Substitute Mortgage Loan) and all other amounts required to be paid to the Purchaser with respect to such Mortgage Loan; (5) to pay to itself, solely out of the interest portion of the Monthly Payment actually received with respect to a Mortgage Loan during the period ending on the most recent Determination Date, the Servicing Fee with respect to such Mortgage Loan; (6) to pay to itself as additional servicing compensation (a) to reimburse the Servicer for Liquidation Expenses theretofore incurred in respect of any Mortgage Loan in an amount not to exceed the amount of the sum of the related Insurance Proceeds and Liquidation Proceeds deposited interest earned on funds in the Collection Account pursuant (all such interest to Section 5.02(c)(v)-(vi); (bbe withdrawn monthly not later than each Remittance Date) to reimburse the Servicer for provided that no such amounts expended by it pursuant to Section 5.04 in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (c) to pay to the Unaffiliated Seller amounts received in respect of any Deleted Mortgage Loan purchased or substituted for by the Unaffiliated Seller shall be payable as servicing compensation to the extent that the distribution they relate to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to reimburse the Servicer for unreimbursed Servicing Advances, without interest, with respect to the Mortgage Loans for which it has made a Servicing Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to reimburse the Servicer for any Periodic Advances, such reimbursement to be made from any collections in respect of the related Mortgage Loan with respect to which such Periodic Advance was madea default, breach, violation, or event of acceleration exists or would exist but for the lapse of time, the giving of notice, or both; (f7) to withdraw any amount pay to itself with respect to each Mortgage Loan that has been repurchased pursuant to this Agreement all amounts received from a Mortgagor thereon and not distributed as of the date on which the related Repurchase Price is determined (except to the extent that is recoverable and sought such amounts constitute part of the Repurchase Price to be recovered as a voidable preference by a trustee in bankruptcy pursuant remitted to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdictionPurchaser); (g) 8) to withdraw remove any funds amounts deposited in into the Collection Account that were not required to be deposited thereinin error; and (h9) to pay clear and terminate the Servicer Servicing Compensation pursuant Collection Account upon the termination of this Agreement, with any funds contained therein to Section 5.08 hereof to be distributed in accordance with the extent not retained or paidterms of this Agreement. 51 The Servicer shall keep and maintain a separate accounting for each separate, detailed accounting, on a Mortgage Loan-by-Mortgage Loan basis, for the purpose of accounting for withdrawals justifying any withdrawal from the Collection Account pursuant to subclause (a)this Section.

Permitted Withdrawals from the Collection Account. The Trustee shall Master Servicer may, from time to time, make withdrawals from the Collection Account, on any Distribution Date, Account for the following purposes: (a) to reimburse itself for any accrued unpaid Master Servicing Fees and for unreimbursed Periodic Advances and Servicing Advances. The Master Servicer's right to reimbursement for unpaid Master Servicing Fees and unreimbursed Servicing Advances shall be limited to late collections on the related Mortgage Loan, including Liquidation Proceeds, Released Mortgaged Property Proceeds, Insurance Proceeds and such other amounts as may be collected by the Master Servicer for Liquidation Expenses theretofore incurred from the related Mortgagor or otherwise relating to the Mortgage Loan in respect of which such unreimbursed amounts are owed. The Master Servicer's right to reimbursement for unreimbursed Periodic Advances shall be limited to late collections of interest on any Mortgage Loan in an amount not and to exceed the amount of the sum of the related Liquidation Proceeds and Insurance Proceeds and Liquidation Proceeds deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi)on related Mortgage Loans; (b) to reimburse the Servicer itself for amounts expended by it pursuant to Section 5.04 any Periodic Advances or Servicing Advances determined in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (c) to pay to the Unaffiliated Seller amounts received in respect of any Deleted Mortgage Loan purchased or substituted for by the Unaffiliated Seller to the extent that the distribution to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to reimburse the Servicer for unreimbursed Servicing Advances, without interest, with respect to the Mortgage Loans for which it has made a Servicing Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to reimburse the Servicer for any Periodic have become Nonrecoverable Advances, such reimbursement to be made from any collections funds in respect of the related Mortgage Loan with respect to which such Periodic Advance was madeCollection Account; (fc) to withdraw any amount received from a Mortgagor that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdiction; (gd) to withdraw any funds deposited in the Collection Account that were not required to be deposited therein; and; (he) to pay the Servicer itself Servicing Compensation pursuant to Section 5.08 5.14 hereof to the extent not retained or paid. 51 The Servicer shall keep and maintain a separate accounting for paid pursuant to Section 5.03, 5.04 or 5.14; (f) to pay to the Depositor with respect to each Mortgage Loan or property acquired in respect thereof that has been repurchased or replaced pursuant to Section 2.04 or 3.03 or to pay to itself with respect to each Mortgage Loan or property acquired in respect thereof that has been purchased pursuant to Section 8.01 all amounts received thereon and not required to be distributed as of the date on which the related repurchase or purchase price or Principal Balance, as the case may be, was determined; (g) to pay to the Depositor with respect to each Mortgage Loan the amount of interest accrued and unpaid on such Mortgage Loan on the Cut-off Date; (h) to make deposits to the Distribution Accounts (which shall include the Trustee Fee) in the amounts and in the manner provided for herein; (i) to pay itself any interest earned on or investment income earned with respect to funds in the purpose of accounting for withdrawals from Collection Account; (j) to reimburse itself or the Depositor pursuant to Section 11.01; and (k) to clear and terminate the Collection Account pursuant to subclause (a)upon the termination of this Agreement.

Permitted Withdrawals from the Collection Account. The Trustee Servicer shall make withdrawals withdraw or cause to be withdrawn funds from the Collection Account, on any Distribution Date, Account for the following purposes: (ai) to reimburse effect the Servicer for Liquidation Expenses theretofore incurred in respect remittance to the Trustee on the Business Day immediately preceding each Remittance Date of the Available Remittance Amount, plus any Mortgage Loan in an amount not to which would exceed the amount of the sum of the related Insurance Proceeds and Liquidation Proceeds deposited 12 month time limit in the Collection Account pursuant to Section 5.02(c)(v)-(vi)second paragraph following this paragraph; (bii) to reimburse the Servicer for amounts expended by it pursuant to Section 5.04 in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds pay itself any accrued and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi)unpaid Servicing Fees; (c) to pay to the Unaffiliated Seller amounts received in respect of any Deleted Mortgage Loan purchased or substituted for by the Unaffiliated Seller to the extent that the distribution to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to reimburse the Servicer for unreimbursed Servicing Advances, without interest, with respect to the Mortgage Loans for which it has made a Servicing Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to reimburse the Servicer for any Periodic Advances, such reimbursement to be made from any collections in respect of the related Mortgage Loan with respect to which such Periodic Advance was made; (fiii) to withdraw any amount received from a Mortgagor an Obligor that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdiction; (giv) to withdraw funds attributable to accrued interest on the Initial Mortgage Loans up to the Closing Date and accrued interest on the Subsequent Mortgage Loans up to the applicable Subsequent Transfer Date, but deposited in the Collection Account on and after the Closing Date and such Subsequent Transfer Date, respectively, and to withdraw any funds deposited in the Collection Account that were not required to be deposited therein; andtherein (such as Servicing Compensation) or were deposited therein in error or that constituted FHA Insurance Proceeds the FHA seeks to reclaim on the grounds that a Title I Mortgage Loan which was the subject of an FHA Claim is found not to conform to FHA Regulations; (hv) to pay the Servicer itself Servicing Compensation pursuant to Section 5.08 SECTION 7.03 hereof to the extent not retained paid pursuant to SECTION 5.04(ii); (vi) to withdraw funds necessary for the conservation and disposition of REO Property pursuant to the third paragraph of SECTION 5.07; and (vii) to clear and terminate the Collection Account upon the termination of this Agreement with any amounts on deposit therein being paid to the Certificate Account. Notwithstanding the preceding clause (iv), with respect to any Remittance Date following the Closing Date, the Servicer shall only withdraw the funds attributable to such accrued interest on the Initial Mortgage Loans or paidthe Subsequent Mortgage Loans up to the Closing Date or the applicable Subsequent Transfer Date to the extent that the Servicer determines and certifies to the Trustee that a sufficient amount of funds will be deposited into the Certificate Account to equal the sum of the interest and principal amounts distributable to all Classes of Certificates, exclusive of the Class R Certificates, plus the fees distributable to the Trustee, the Custodian, the REMIC Administrator and the Certificate Insurer and the FHA Premium Deposit Amount, on each such Remittance Date. 51 The Servicer shall keep and maintain a separate accounting for each Mortgage Loan for the purpose of accounting for withdrawals from not retain any cash or investment in the Collection Account pursuant for a period in excess of 12 months and cash therein shall be considered transferred to subclause the Certificate Account on a first-in, first-out basis. The funds held in the Collection Account may be invested (a)to the extent practicable and consistent with any requirements of the Code) in Permitted Instruments, as directed in writing to the Servicer by the Depositor. In any case, funds in the Collection Account must be available for withdrawal without penalty, and any Permitted Instruments must mature or otherwise be available for withdrawal, not later than one Business Day immediately preceding the Remittance Date next following the date of such investment and shall not be sold or disposed of prior to its maturity. All Permitted Instruments in which funds in the Collection Account are invested must be held by or registered in the name of "First Trust of California, National Association, in trust for the Beneficial Owners of Remodelers Home Improvement Loan Asset-Backed Certificates, Series 199__-__."

Permitted Withdrawals from the Collection Account. The Trustee shall make withdrawals Servicer may, from time to time in accordance with the provisions hereof, withdraw amounts from the Collection Account, on any Distribution Date, Account for the following purposes:purposes (without duplication): (1) to make payments to the Purchaser in the amounts, at the times and in the manner provided for in Section 6.01; (2) to reimburse itself for unreimbursed Monthly Advances, the Servicer's right to reimburse itself pursuant to this Subsection (3) being limited to amounts received on the related Mortgage Loan which represent late payments of principal and/or interest with respect to which any such Monthly Advance was made; (3) to reimburse itself for unreimbursed Servicing Advances and for unreimbursed Monthly Advances, the Servicer's right to reimburse itself pursuant to this Subsection (3) with respect to any Mortgage Loan being limited to related Liquidation Proceeds, Condemnation Proceeds, and Insurance Proceeds, it being understood that, in the case of such reimbursement, the Servicer's right thereto shall be prior to the rights of the Purchaser, except that, where a Seller or the Servicer is required to repurchase (or substitute a Qualified Substitute Mortgage Loan for) a Mortgage Loan pursuant to Sections 2.04, 3.04 and/or 7.02, the Servicer's right to such reimbursement shall be subsequent and subordinate to the payment to the Purchaser of the applicable Repurchase Price (or delivery of a Qualified Substitute Mortgage Loan) and all other amounts required to be paid to the Purchaser with respect to such Mortgage Loan; (4) to pay to itself, solely out of the interest portion of the Monthly Payment actually received with respect to a Mortgage Loan during the period ending on the most recent Determination Date, the Servicing Fee with respect to such Mortgage Loan; (5) to pay to itself as additional servicing compensation (a) to reimburse the Servicer for Liquidation Expenses theretofore incurred in respect of any Mortgage Loan in an amount not to exceed the amount of the sum of the related Insurance Proceeds and Liquidation Proceeds deposited interest earned on funds in the Collection Account pursuant (all such interest to Section 5.02(c)(v)-(vi); be withdrawn monthly not later than each Remittance Date) and (b) any prepayment penalties or premiums relating to reimburse the Servicer for any Principal Prepayments; provided that no such amounts expended by it pursuant to Section 5.04 in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (c) to pay to the Unaffiliated Seller amounts received in respect of any Deleted Mortgage Loan purchased or substituted for by the Unaffiliated Seller shall be payable as servicing compensation to the extent that the distribution they relate to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to reimburse the Servicer for unreimbursed Servicing Advances, without interest, with respect to the Mortgage Loans for which it has made a Servicing Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to reimburse the Servicer for any Periodic Advances, such reimbursement to be made from any collections in respect of the related Mortgage Loan with respect to which such Periodic Advance was madea default, breach, violation, or event of acceleration exists or would exist but for the lapse of time, the giving of notice, or both; (f6) to withdraw any amount pay to itself with respect to each Mortgage Loan that has been repurchased pursuant to Sections 2.04, 3.04 and/or 7.02 all amounts received from a Mortgagor thereon and not distributed as of the date on which the related Repurchase Price is determined (except to the extent that is recoverable and sought such amounts constitute part of the Repurchase Price to be recovered as a voidable preference by a trustee in bankruptcy pursuant remitted to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdictionPurchaser); (g7) to withdraw remove any funds amounts deposited in into the Collection Account that were not required to be deposited thereinin error; and (h) 8) to pay clear and terminate the Servicer Servicing Compensation pursuant Collection Account upon the termination of this Agreement, with any funds contained therein to Section 5.08 hereof to be distributed in accordance with the extent not retained or paidterms of this Agreement. 51 The Servicer shall keep and maintain a separate accounting for each separate, detailed accounting, on a Mortgage Loan-by-Mortgage Loan basis, for the purpose of accounting for withdrawals justifying any withdrawal from the Collection Account pursuant to subclause (a)this Section.

Permitted Withdrawals from the Collection Account. The Trustee shall Master Servicer may, from time to time, make withdrawals from the Collection Account, on any Distribution Date, Account for the following purposes, without duplication: (a) to reimburse itself for any accrued unpaid Servicing Fees and for unreimbursed Periodic Advances and Servicing Advances. The Master Servicer's right to reimbursement for unpaid Servicing Fees and unreimbursed Servicing Advances shall be limited to late collections on the related Mortgage Loan, including Liquidation Proceeds, Released Mortgaged Property Proceeds, Insurance Proceeds and such other amounts as may be collected by the Master Servicer for Liquidation Expenses theretofore incurred from the related Mortgagor or otherwise relating to the Mortgage Loan in respect of which such unreimbursed amounts are owed. The Master Servicer's right to reimbursement for unreimbursed Periodic Advances shall be limited to late collections on any Mortgage Loan in an amount not and to exceed the amount of the sum of the related Liquidation Proceeds, Released Mortgage Property Proceeds and Insurance Proceeds and Liquidation Proceeds deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi)on related Mortgage Loans; (b) to reimburse the Servicer itself for amounts expended by it pursuant to Section 5.04 any Periodic Advances or Servicing Advances determined in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (c) to pay to the Unaffiliated Seller amounts received in respect of any Deleted Mortgage Loan purchased or substituted for by the Unaffiliated Seller to the extent that the distribution to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to reimburse the Servicer for unreimbursed Servicing Advances, without interest, with respect to the Mortgage Loans for which it has made a Servicing Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to reimburse the Servicer for any Periodic have become Nonrecoverable Advances, such reimbursement to be made from any collections funds in respect of the related Mortgage Loan with respect to which such Periodic Advance was madeCollection Account; (fc) to withdraw any amount received from a Mortgagor that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdiction; (gd) to withdraw any funds deposited in the Collection Account that were not required to be deposited therein; and; (he) to pay the Servicer itself Servicing Compensation pursuant to Section 5.08 5.14 hereof to the extent not retained or paidpaid pursuant to Section 5.03, 5.04 or 5.14; (f) to pay to the Seller with respect to each Mortgage Loan or property acquired in respect thereof that has been repurchased or replaced pursuant to Section 2.04 or 3.03 or to pay to itself with respect to each Mortgage Loan or property acquired in respect thereof that has been purchased pursuant to Section 8.01 all amounts received thereon and not required to be distributed as of the date on which the related repurchase or purchase price or Principal Balance, as the case may be, was determined; (g) to pay to the Seller with respect to each Mortgage Loan the amount of interest accrued and unpaid on such Mortgage Loan on the Cut-off Date; (h) to make deposits to the Certificate Accounts (which shall include the Trustee Fee) in the amounts and in the manner provided for herein; (i) to pay itself any interest earned on or investment income earned with respect to funds in the Collection Account; (j) to reimburse itself or the Company pursuant to Section 11.01; and (k) to clear and terminate the Collection Account upon the termination of this Agreement. 51 The Master Servicer shall keep and maintain a separate accounting for each Mortgage Loan for the purpose of accounting for withdrawals from the Collection Account pursuant to subclause (a).

Permitted Withdrawals from the Collection Account. (a) The Trustee shall make withdrawals Seller may, from time to time, withdraw funds from the Collection Account, on any Distribution Date, Account for the following purposes: (ai) to make payments to the Purchaser in the amounts and in the manner provided for in Section 5.1 and to pay itself the Servicing Fee and other servicing compensation in accordance with Section 6.3(a) (to the extent that such Servicing Fee and other servicing compensation has been deposited in the Collection Account); (ii) to reimburse itself for unreimbursed Monthly Advances made pursuant to Section 5.3, the Servicer Seller's right to reimburse itself pursuant to this subclause (ii) being limited to amounts received on the related Mortgage Loan which represent Late Collections respecting which any such Monthly Advance was made; (iii) to reimburse itself for Liquidation Expenses theretofore any unpaid Servicing Fees and unreimbursed Servicing Advances, provided that except for reimbursement for reasonable attorneys' fees and disbursements incurred in connection with any enforcement or judicial proceedings commenced hereunder, the Seller's right to reimburse itself pursuant to this subclause (iii) with respect of to any Mortgage Loan shall be limited to related Late Collections and such other amounts as may be collected by the Seller from the Mortgagor or otherwise relating to the Mortgage Loan; and further provided that the Seller shall not reimburse itself pursuant to this provision from Liquidation Proceeds from foreclosures or sales of REO Property but shall be reimbursed instead pursuant to the provisions of Sections 4.2 and 4.12. (iv) to reimburse itself for expenses incurred by and reimbursable to it pursuant to Section 7.1; (v) to pay to itself any interest earned on funds deposited in an the Collection Account; (vi) if there shall be deposited in the Collection Account any amount not required to exceed be deposited therein, including the Servicing Fee and other servicing compensation, to withdraw such amount from the Collection Account, any provision herein to the contrary notwithstanding; (vii) to make payments of or reimburse such amounts as specified in Section 7.3; and (viii) to clear and terminate the sum Collection Account upon the termination of the related Insurance Proceeds and Liquidation Proceeds deposited in this Agreement. (b) The Seller shall maintain records sufficient to justify on a Mortgage Loan-by-Mortgage Loan basis any withdrawal from the Collection Account pursuant to Section 5.02(c)(v)-(vi); (b) to reimburse the Servicer for amounts expended by it pursuant to Section 5.04 in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above4.5(a)(ii) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (c) to pay to the Unaffiliated Seller amounts received in respect of any Deleted Mortgage Loan purchased or substituted for by the Unaffiliated Seller to the extent that the distribution to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to reimburse the Servicer for unreimbursed Servicing Advances, without interest, with respect to the Mortgage Loans for which it has made a Servicing Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to reimburse the Servicer for any Periodic Advances, such reimbursement to be made from any collections in respect of the related Mortgage Loan with respect to which such Periodic Advance was made; (f) to withdraw any amount received from a Mortgagor that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdiction; (g) to withdraw any funds deposited in the Collection Account that were not required to be deposited therein; and (h) to pay the Servicer Servicing Compensation pursuant to Section 5.08 hereof to the extent not retained or paid. 51 The Servicer shall keep and maintain a separate accounting for each Mortgage Loan for the purpose of accounting for withdrawals from the Collection Account pursuant to subclause (aiii).

Permitted Withdrawals from the Collection Account. The Trustee shall make withdrawals from the Collection Account, on any Distribution Date, for the following purposes: (a) to To reimburse the Servicer for Liquidation Expenses theretofore incurred in respect of any Mortgage Loan in an amount not to exceed the amount of the sum of the related Insurance Proceeds and Liquidation Proceeds deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi5.02(b)(v)-(vi); (b) to To reimburse the Servicer for amounts expended by it pursuant to Section 5.04 in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (ai) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi5.02(b)(v)-(vi); (c) to To pay to the Unaffiliated Seller amounts received in respect of any Deleted Defective Mortgage Loan purchased or substituted for by the Unaffiliated Seller to the extent that the distribution to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to reimburse the Servicer for unreimbursed Servicing Advances, without interest, with respect to the Mortgage Loans for which it has made a Servicing an Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to To reimburse the Servicer itself for any Periodic Advances determined in good faith to have become Nonrecoverable Advances, such reimbursement to be made from any collections funds in respect of the related Mortgage Loan with respect to which such Periodic Advance was madeCollection Account; (f) to withdraw any amount received from a Mortgagor that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdiction; (g) to withdraw any funds deposited in the Collection Account that were not required to be deposited therein; and (h) to pay the Servicer itself Servicing Compensation pursuant to Section 5.08 hereof to the extent not retained or paid. 51 The Servicer shall keep and maintain a separate accounting for each Mortgage Loan for the purpose of accounting for withdrawals from the Collection Account pursuant to subclause (a).

Permitted Withdrawals from the Collection Account. The Trustee shall Servicer may, from time to time, make withdrawals from the Collection Account, on any Distribution Date, Account for the following purposes: (a) to reimburse itself for any accrued unpaid Servicing Fees and for unreimbursed Periodic Advances and Servicing Advances. The Servicer's right to reimbursement for unpaid Servicing Fees and unreimbursed Servicing Advances shall be limited to late collections on the related Mortgage Loan, including Liquidation Proceeds, Released Mortgaged Property Proceeds, Insurance Proceeds and such other amounts as may be collected by the Servicer for Liquidation Expenses theretofore incurred from the related Mortgagor or otherwise relating to the Mortgage Loan in respect of which such unreimbursed amounts are owed. The Servicer's right to reimbursement for unreimbursed Periodic Advances shall be limited to late collections of interest on any Mortgage Loan in an amount not and to exceed the amount of the sum of the related Liquidation Proceeds and Insurance Proceeds and Liquidation Proceeds deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi)on related Mortgage Loans; (b) to reimburse the Servicer itself for amounts expended by it pursuant to Section 5.04 any Periodic Advances or Servicing Advances determined in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (c) to pay to the Unaffiliated Seller amounts received in respect of any Deleted Mortgage Loan purchased or substituted for by the Unaffiliated Seller to the extent that the distribution to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to reimburse the Servicer for unreimbursed Servicing Advances, without interest, with respect to the Mortgage Loans for which it has made a Servicing Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to reimburse the Servicer for any Periodic have become Nonrecoverable Advances, such reimbursement to be made from any collections funds in respect of the related Mortgage Loan with respect to which such Periodic Advance was madeCollection Account; (fc) to withdraw any amount received from a Mortgagor that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdiction; (gd) to withdraw any funds deposited in the Collection Account that were not required to be deposited therein; and; (he) to pay the Servicer itself Servicing Compensation pursuant to Section 5.08 5.13 hereof to the extent not retained or paidpaid pursuant to Section 5.02, 5.03 or 5.13; (f) to pay to the Asset Seller with respect to each Mortgage Loan or property acquired in respect thereof that has been repurchased or replaced pursuant to Section 2.04 or 3.03 or to pay to itself with respect to each Mortgage Loan or property acquired in respect thereof that has been purchased pursuant to Section 8.01 all amounts received thereon and not required to be distributed as of the date on which the related repurchase or purchase price or Scheduled Principal Balance, as the case may be, was determined; (g) to pay to the Asset Seller with respect to each Mortgage Loan the amount of interest accrued and unpaid on such Mortgage Loan on the Cut-off Date; (h) to make deposits to the Lower-Tier Distribution Account (which shall include the Trustee Fee) in the amounts and in the manner provided for herein; (i) to deposit Prepayment Charges in the Prepayment Charge Account in the manner provided for herein; (j) to pay itself any interest earned on or investment income earned with respect to funds in the Collection Account; (k) to reimburse itself or the Company pursuant to Section 12.01; and (l) to clear and terminate the Collection Account upon the termination of this Agreement. 51 The Servicer shall keep and maintain a separate accounting for each Mortgage Loan for the purpose of accounting for withdrawals from the Collection Account pursuant to subclause (a).

Permitted Withdrawals from the Collection Account. The Trustee shall Servicer may, from time to time as provided herein, make withdrawals from the Collection Account, on any Distribution Date, Account of amounts deposited in said account pursuant to Section 5.05 that are attributable to the Contracts for the following purposes: (a) to reimburse remit the Servicer Amount Available to the Trustee for Liquidation Expenses theretofore incurred in respect of any Mortgage Loan in an amount not to exceed the amount of the sum of the related Insurance Proceeds and Liquidation Proceeds deposited deposit in the Collection Distribution Account pursuant to make payments in the amounts and in the manner provided for in Section 5.02(c)(v)-(vi)8.03; (b) to reimburse pay to the Servicer for amounts expended by it Seller with respect to each Asset or property acquired in respect thereof that has been repurchased or replaced pursuant to Section 5.04 in good faith in connection with the restoration of damaged property3.06, in an amount all amounts received thereon and not required to exceed the amount be distributed to Certificateholders as of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above) and amounts representing proceeds of other insurance policies covering the property subject to date on which the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi)Principal Balance or Repurchase Price is determined; (c) to pay to reimburse the Unaffiliated Seller amounts received in respect Servicer out of any Deleted Mortgage Loan purchased or substituted Liquidation Proceeds for Liquidation Expenses incurred by the Unaffiliated Seller it, to the extent that the distribution such reimbursement is permitted pursuant to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment thereforSection 5.08; (d) to reimburse withdraw any amount deposited in the Servicer for unreimbursed Servicing Advances, without interest, with respect Collection Account that was not required to the Mortgage Loans for which it has made a Servicing Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loansbe deposited therein; (e) to make any rebates or adjustments deemed necessary by the Servicer pursuant to Section 5.06(d); or (f) to reimburse the Servicer for any Periodic Advancesaccrued unpaid Monthly Servicing Fees, such reimbursement to be made from any collections in respect of the related Mortgage Loan with respect to which such Periodic Advance was made; (f) to withdraw any amount received from a Mortgagor that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdiction; (g) to withdraw any funds deposited in the Collection Account that were not required to be deposited therein; and (h) to pay the Servicer Servicing Compensation pursuant to Section 5.08 hereof to the extent not retained otherwise retained. The Servicer's right to reimbursement for unpaid Servicing Fees shall be limited to late collections on the related Asset, including Liquidation Proceeds, Insurance Proceeds and such other amounts as may be collected by the Servicer from the related Obligor or paidotherwise relating to the Asset in respect of which such reimbursed amounts are owed. 51 The Except with respect to Nonrecoverable Advances, the Servicer's right to reimbursement for unreimbursed Monthly Advances shall be limited to late collections of interest on any Asset and to Liquidation Proceeds and Insurance Proceeds on related Obligors. Since, in connection with withdrawals pursuant to clause (b), the Seller's entitlement thereto is limited to collections or other recoveries on the related Asset, the Servicer shall keep and maintain separate accounting, on a separate accounting for each Mortgage Loan Asset by Asset basis, for the purpose of accounting for withdrawals justifying any withdrawal from the Collection Account pursuant to subclause (a)such clause. One Business Day before each Distribution Date, no later than 1:00 p.m. New York time, the Servicer will remit to the Trustee for deposit into the Distribution Account the Amount Available.

Permitted Withdrawals from the Collection Account. The Trustee shall Master Servicer may, from time to time, make withdrawals from the Collection Account, on any Distribution Date, Account for the following purposes, without duplication: (a) to reimburse itself for any accrued unpaid Servicing Fees and for unreimbursed Periodic Advances and Servicing Advances. The Master Servicer's right to reimbursement for unpaid Servicing Fees and unreimbursed Servicing Advances shall be limited to late collections on the related Mortgage Loan, including Liquidation Proceeds, Released Mortgaged Property Proceeds, Insurance Proceeds and such other amounts as may be collected by the Master Servicer for Liquidation Expenses theretofore incurred from the related Mortgagor or otherwise relating to the Mortgage Loan in respect of which such unreimbursed amounts are owed. The Master Servicer's right to reimbursement for unreimbursed Periodic Advances shall be limited to late collections of interest on any Mortgage Loan in an amount not and to exceed the amount of the sum of the related Liquidation Proceeds and Insurance Proceeds and Liquidation Proceeds deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi)on related Mortgage Loans; (b) to reimburse the Servicer itself for amounts expended by it pursuant to Section 5.04 any Periodic Advances or Servicing Advances determined in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (c) to pay to the Unaffiliated Seller amounts received in respect of any Deleted Mortgage Loan purchased or substituted for by the Unaffiliated Seller to the extent that the distribution to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to reimburse the Servicer for unreimbursed Servicing Advances, without interest, with respect to the Mortgage Loans for which it has made a Servicing Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to reimburse the Servicer for any Periodic have become Nonrecoverable Advances, such reimbursement to be made from any collections funds in respect of the related Mortgage Loan with respect to which such Periodic Advance was madeCollection Account; (fc) to withdraw any amount received from a Mortgagor that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdiction; (g) to withdraw any funds deposited in the Collection Account that were not required to be deposited therein; and (h) to pay the Servicer Servicing Compensation pursuant to Section 5.08 hereof to the extent not retained or paid. 51 The Servicer shall keep and maintain a separate accounting for each Mortgage Loan for the purpose of accounting for withdrawals from the Collection Account pursuant to subclause (a).

Permitted Withdrawals from the Collection Account. The On each Servicer Distribution Date, the Trustee upon instruction of the Servicer shall deposit in the Certificate Account from the Collection Account the amount set forth in Section 6.1(c). In addition, the Trustee upon instruction from the Servicer, shall make withdrawals from the Collection Account, on any Servicer Distribution Date, for the following purposes: (a) to To reimburse the Servicer for Liquidation Expenses theretofore incurred in respect of any Mortgage Loan in an amount not to exceed the amount of the sum of the related Insurance Proceeds and Liquidation Proceeds deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi5.2(c)(v)-(vi); (b) to To reimburse the Servicer for amounts expended by it pursuant to Section 5.04 5.4 in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi5.2(c)(v)-(vi); (c) to To pay to the Unaffiliated Seller amounts received in respect of any Deleted Defective Mortgage Loan purchased or substituted for by the Unaffiliated Seller to the extent that the distribution to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to To reimburse the Servicer for unreimbursed Servicing Advances, without interest, with respect to the a Mortgage Loans Loan for which it has made a Servicing Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage LoansLoan; (e) to To reimburse the Servicer for any Periodic Advances determined in good faith to have become Nonrecoverable Advances, such reimbursement to be made from any collections funds in respect of the related Mortgage Loan with respect to which such Periodic Advance was madeCollection Account; (f) to To withdraw any amount received from a Mortgagor that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdiction; (g) To return to withdraw the Servicer any funds deposited in the Collection Account that were not required to be deposited therein; and (h) to To pay the Servicer Servicing Compensation pursuant to Section 5.08 5.8 hereof to the extent not retained or paid. 51 The Servicer shall keep and maintain a separate accounting for each Mortgage Loan for the purpose of accounting for withdrawals from the Collection Account pursuant to subclause (a).

Permitted Withdrawals from the Collection Account. The Trustee On each Servicer Distribution Date, the Servicer shall deposit in the related Certificate Account for a Trust from the related Collection Account the amount set forth in Section 6.1(c). In addition, the Servicer shall make withdrawals from the related Collection Account, on any Servicer Distribution Date, for the following purposes: (a) to To reimburse the Servicer for Liquidation Expenses theretofore incurred in respect of any related Mortgage Loan in an amount not to exceed the amount of the sum of the related Insurance Proceeds and Liquidation Proceeds deposited in the related Collection Account pursuant to Section 5.02(c)(v)-(vi5.2(c)(v)-(vi); (b) to To reimburse the Servicer for amounts expended by it pursuant to Section 5.04 5.4 in good faith in connection with the restoration of related damaged propertyproperty of such Trust, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the related Collection Account pursuant to Section 5.02(c)(v)-(vi5.2(c)(v)- (vi); (c) to To pay to the Unaffiliated Seller amounts received in respect of any Deleted related Defective Mortgage Loan of a Trust purchased or substituted for by the Unaffiliated Seller to the extent that the distribution to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to To reimburse the Servicer for unreimbursed Servicing Advances, without interest, with respect to the a related Mortgage Loans Loan of such Trust for which it has made a Servicing Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage LoansLoan; (e) to To reimburse the Servicer for any Periodic Advances to such Trust determined in good faith to have become Nonrecoverable Advances, such reimbursement to be made from any collections funds in respect of the related Mortgage Loan with respect to which such Periodic Advance was madeCollection Account; (f) to To withdraw any amount received from a related Mortgagor that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdiction; (g) To return to withdraw the Servicer any funds deposited in the related Collection Account that were not required to be deposited therein; and (h) to To pay the Servicer Servicing Compensation with respect to such Trust pursuant to Section 5.08 5.8 hereof to the extent not retained or paid. 51 The Servicer shall keep and maintain a separate accounting for each Mortgage Loan for the purpose of accounting for withdrawals from the related Collection Account pursuant to subclause (a).

Permitted Withdrawals from the Collection Account. The Trustee shall Servicer may, from time to time, make withdrawals from the Collection Account, on any Distribution Date, Account for the following purposes: (a) to reimburse itself for any accrued unpaid Servicing Fees and for unreimbursed Periodic Advances and Servicing Advances. The Servicer's right to reimbursement for unpaid Servicing Fees and unreimbursed Servicing Advances shall be limited to late collections on the related Mortgage Loan, including Liquidation Proceeds, Released Mortgaged Property Proceeds, Insurance Proceeds and such other amounts as may be collected by the Master Servicer for Liquidation Expenses theretofore incurred from the related Mortgagor or otherwise relating to the Mortgage Loan in respect of which such unreimbursed amounts are owed. The Servicer's right to reimbursement for unreimbursed Periodic Advances shall be limited to late collections of interest on any Mortgage Loan in an amount not and to exceed the amount of the sum of the related Liquidation Proceeds and Insurance Proceeds and Liquidation Proceeds deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi)on related Mortgage Loans; (b) to reimburse the Servicer itself for amounts expended by it pursuant to Section 5.04 any Periodic Advances or Servicing Advances determined in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (c) to pay to the Unaffiliated Seller amounts received in respect of any Deleted Mortgage Loan purchased or substituted for by the Unaffiliated Seller to the extent that the distribution to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to reimburse the Servicer for unreimbursed Servicing Advances, without interest, with respect to the Mortgage Loans for which it has made a Servicing Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to reimburse the Servicer for any Periodic have become Nonrecoverable Advances, such reimbursement to be made from any collections funds in respect of the related Mortgage Loan with respect to which such Periodic Advance was madeCollection Account; (fc) to withdraw any amount received from a Mortgagor that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdiction; (gd) to withdraw any funds deposited in the Collection Account that were not required to be deposited therein; and; (he) to pay the Servicer itself Servicing Compensation pursuant to Section 5.08 5.14 hereof to the extent not retained or paidpaid pursuant to Section 5.03, 5.04 or 5.14; (f) to pay to the Seller with respect to each Mortgage Loan or property acquired in respect thereof that has been repurchased or replaced pursuant to Section 2.04 or 3.03 or to pay to itself with respect to each Mortgage Loan or property acquired in respect thereof that has been purchased pursuant to Section 8.01 all amounts received thereon and not required to be distributed as of the date on which the related repurchase or purchase price or Principal Balance, as the case may be, was determined; (g) to pay to the Seller with respect to each Mortgage Loan the amount of interest accrued and unpaid on such Mortgage Loan on the Cut-off Date (with respect to the Initial Mortgage Loans) or Subsequent Cut-off Date (with respect to the Subsequent Mortgage Loans); (h) to make deposits to the Certificate Accounts (which shall include the Trustee Fee) in the amounts and in the manner provided for herein; (i) to pay itself any interest earned on or investment income earned with respect to funds in the Collection Account; (j) to reimburse itself or the Company pursuant to Section 11.01; and (k) to clear and terminate the Collection Account upon the termination of this Agreement. 51 The Servicer shall keep and maintain a separate accounting for each Mortgage Loan for the purpose of accounting for withdrawals from the Collection Account pursuant to subclause (a).

Permitted Withdrawals from the Collection Account. The Trustee shall Servicer may make withdrawals from the Collection Account, on or prior to any Distribution Servicer Remittance Date, for the following purposes: (a) to reimburse the Servicer for Liquidation Expenses theretofore incurred in respect of any Mortgage Loan in an amount not to exceed the amount of the sum of the related Insurance Proceeds and Liquidation Proceeds deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (b) to reimburse the Servicer for amounts expended by it pursuant to Section 5.04 in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (c) to pay to the Unaffiliated Seller Sponsor amounts received in respect of any Deleted Defective Mortgage Loan purchased or substituted for by the Unaffiliated Seller Sponsor to the extent that the distribution to the Certificateholders payment of any such amounts on the Distribution Servicer Remittance Date upon which the proceeds of such purchase are distributed to the Certificateholders paid would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Servicer Remittance Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (db) to reimburse the Servicer for unreimbursed Delinquency Advances and unreimbursed Servicing Advances, without interest, Advances with respect to the Mortgage Loans for which it has made a Delinquency Advance or Servicing Advance, from subsequent late or deferred payments collected, collections with respect to interest on such Mortgage Loans and from other than timely Monthly Payments, Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (ec) to reimburse the Servicer for any Periodic Delinquency Advances and Servicing Advances determined in good faith to have become Nonrecoverable Advances, such reimbursement to be made from any collections funds in respect of the related Mortgage Loan with respect to which such Periodic Advance was madeCollection Account; (fd) to withdraw any amount received from a Mortgagor that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdiction; (ge) to withdraw any funds deposited in the Collection Account that were not required to be deposited therein; and; (hf) to pay the Servicer the Servicing Compensation pursuant to Section 5.08 3.08 hereof to the extent not retained or paid; (g) without duplication, and solely out of amounts which are payable to a former servicer pursuant to Section 7.02, to pay to the Trustee or any successor servicer amounts paid by them in connection with the transfer of the Servicer’s servicing obligations pursuant to Article VII hereof and required under such Article VII to be borne by the Servicer; (h) to withdraw income on the Collection Account as provided in Section 3.02(d); and (i) amounts deposited into the Collection Account in respect of late fees, assumption fees and similar fees (other than Prepayment Charges). 51 The Servicer shall keep and maintain a separate accounting for each Mortgage Loan for the purpose of accounting for withdrawals from the Collection Account pursuant to subclause (a)this Section 3.03.

Permitted Withdrawals from the Collection Account. (a) The Trustee shall Master Servicer may make withdrawals from the Collection Account only as described below (the order set forth below not constituting an order of priority for such withdrawals): (i) to remit to the Certificate Administrator for deposit in the Lower-Tier Distribution Account, on any the Interest Reserve Account and the Excess Liquidation Proceeds Reserve Account the amounts required to be deposited in the Lower-Tier Distribution DateAccount, for the following purposes:Excess Interest Distribution Account, the Interest Reserve Account and the Excess Liquidation Proceeds Reserve Account pursuant to Section 4.01(a)(i), Section 4.06(a) and Section 3.23 of this Agreement, respectively; (aii) to pay or reimburse the Master Servicer or the Trustee, (A) for Liquidation Expenses theretofore incurred in Advances made thereby with respect to Mortgage Loans that are not part of the Loan Combination (other than Workout-Delayed Reimbursement Amounts) and any related Advance Interest Amounts (provided that the Trustee shall have priority with respect to such payment or reimbursement of any such Advances and any related Advance Interest Amounts), the Master Servicer’s right to reimburse any such Person pursuant to this clause (ii)(A) being limited to late collections (including cure payments by the Non-Trust Mortgage Loan in an amount not to exceed the amount Holder) of the sum particular item which was the subject of the related Advance, Penalty Charges, Insurance Proceeds and Liquidation Proceeds deposited on or in respect of the particular Mortgage Loan or REO Property respecting which such Advance was made, if applicable; provided that (x) prior to the time any Advance is reimbursed, Advance Interest Amounts may be reimbursed solely from Penalty Charges collected on the related Mortgage Loan, and (y) at the time any Advance (other than Workout Delayed Reimbursement Amounts) is reimbursed, Advance Interest Amounts on such reimbursed Advance shall be payable first from Penalty Charges collected on the related Mortgage Loan, and, to the extent such Penalty Charges are insufficient, then from general collections on deposit in the Collection Account Account, (B) to the extent not reimbursed pursuant to Section 5.02(c)(v)-(vi); 3.14 of this Agreement, for Advances and any related Advance Interest Amounts (bor portion thereof) to reimburse the Servicer for amounts expended by it pursuant to Section 5.04 in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (c) to pay to the Unaffiliated Seller amounts received in respect of any Deleted Mortgage Loan purchased or substituted for by the Unaffiliated Seller to the extent that the distribution to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to reimburse the Servicer for unreimbursed Servicing Advances, without interest, with respect to the Mortgage Loans for which it has made a Servicing Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to reimburse the Servicer for any Periodic Advances, such reimbursement have been deemed to be made Nonrecoverable Advances or are not recovered from any collections such recoveries in respect of the related Mortgage Loan or REO Property after a Final Recovery Determination to the extent not recovered from the Loan Combination Custodial Account and Advance Interest Amounts thereon, first, out of the principal portion of general collections on the Mortgage Loans and REO Properties, and second, to the extent the principal portion of general collections is insufficient and with respect to which such Periodic excess only, subject to any election in its sole discretion to defer reimbursement thereof pursuant to Section 3.26 of this Agreement, out of other collections on the Mortgage Loans and REO Properties and, (C) for Workout-Delayed Reimbursement Amounts and Advance was madeInterest Amounts thereon, first, out of the principal portion of the general collections on the Mortgage Loans and REO Properties, net of such amounts being reimbursed pursuant to (B) above and second, upon a determination by the Master Servicer or the Trustee, as applicable, that a Workout-Delayed Reimbursement Amount is a Nonrecoverable Advance, in the same manner as Nonrecoverable Advances may be reimbursed; (fiii) to withdraw any amount received from a Mortgagor pay on or before each Master Servicer Remittance Date to the Master Servicer and the Special Servicer, as applicable, as compensation, the aggregate unpaid Servicing Fee with respect to Mortgage Loans that is recoverable and sought are not part of the Loan Combination (to the extent not otherwise required to be recovered as a voidable preference by a trustee applied against Prepayment Interest Shortfalls), and Special Servicing Compensation (if any), respectively, in bankruptcy pursuant respect of the immediately preceding Interest Accrual Period, to be paid, in the case of the Servicing Fee, from interest received on the related Mortgage Loan and to pay from time to time to the United States Bankruptcy Code Master Servicer in accordance with a final, nonappealable order Section 3.07(b) of a court having competent jurisdiction; (g) to withdraw this Agreement any interest or investment income earned on funds deposited in the Collection Account and, in the case of the Special Servicing Fee, from general collections; provided that were with respect to the Loan Combination, such Special Servicing Fee with respect to the related Mortgage Loan shall first be paid pursuant to Section 3.06A(a)(iii) of this Agreement and if not paid pursuant thereto, shall be paid from the Collection Account as provided in this clause (iii); (iv) in accordance with Section 2.03 of this Agreement, to reimburse the Trustee[, the Certificate Administrator] or the Special Servicer, out of general collections on the Mortgage Loans and related REO Properties for any unreimbursed expense reasonably incurred by the Trustee[, the Certificate Administrator] or the Special Servicer in connection with the enforcement of a Mortgage Loan Seller’s obligations under Section 6(e) of the related Loan Purchase Agreement, together with interest thereon at the Advance Rate, but only to the extent that such expenses are not otherwise reimbursable; (v) to pay out of general collections on the Mortgage Loans and related REO Properties, for costs and expenses incurred by the Trust Fund with respect to the Mortgage Loans and related REO Properties pursuant to Section 3.04(a) and Section 3.10(e) of this Agreement and to pay Liquidation Expenses out of related Liquidation Proceeds pursuant to Section 3.11 of this Agreement (provided that with respect to each Loan Combination, such expenses shall first be reimbursed pursuant to Section 3.06A(a)(iv) of this Agreement to the extent related to the Loan Combination and if not reimbursed pursuant thereto, shall be paid from the Collection Account as provided in this clause (v)); (vi) to the extent not reimbursed or paid pursuant to any other clause of this Section 3.06, to reimburse or pay the Master Servicer, the Trustee[, the Certificate Administrator], the Special Servicer, the Trust Advisor or the Depositor, as applicable, for unpaid Additional Trust Fund Expenses (other than Advance Interest Amounts), Certificate Administrator Fees, Trustee Fees, unpaid Servicing Fees (but only if the Mortgage Loan has been liquidated or a Final Recovery Determination has been made with respect thereto), unpaid Special Servicing Compensation, unpaid Trust Advisor Fees, unpaid Trust Advisor Consulting Fees (but only to the extent such Trust Advisor Consulting Fee is actually received from the related Mortgagor) and other unpaid items incurred by such Person pursuant to the second sentence of Section 3.07(c), Section 3.08(a), Section 3.08(b), Section 3.10, Section 3.12(c), Section 3.16(a), Section 6.03, Section 7.04, Section 8.05(a), Section 8.05(b), Section 8.05(d) or Section 11.07 of this Agreement, or any other provision of this Agreement pursuant to which such Person is entitled to reimbursement or payment from the Trust Fund, in each case only to the extent expressly reimbursable under such Section, it being acknowledged that this clause (vi) shall not be deemed to modify the substance of any such Section, including the provisions of such Section that set forth the extent to which one of the foregoing Persons is or is not entitled to payment or reimbursement (provided that with respect to each Loan Combination, such expenses shall first be reimbursed pursuant to Section 3.06A(a)(v) of this Agreement to the extent related to the Loan Combination and if not reimbursed pursuant thereto, shall be paid from the Collection Account as provided in this clause (vi)); (vii) to transfer to the Certificate Administrator for deposit in one or more separate, non-interest bearing accounts any amount reasonably determined by the Certificate Administrator to be necessary to pay any applicable federal, state or local taxes imposed on either Trust REMIC under the circumstances and to the extent described in Section 4.05 of this Agreement; (viii) to withdraw any amount deposited into the Collection Account that was not required to be deposited therein; andor (hix) to pay clear and terminate the Servicer Servicing Compensation Collection Account pursuant to Section 5.08 hereof 9.01 of this Agreement. If and to the extent not retained that the Master Servicer has reimbursed itself pursuant to clauses (a)(ii) or paid. 51 The (a)(vi) above for an expense with respect to the Loan Combination that represents the Non-Trust Mortgage Loan’s allocable share of such cost or expense, the Master Servicer shall use efforts consistent with the Servicing Standard to collect such amounts from the Non-Trust Mortgage Loan Holder and deposit all such amounts collected from or on behalf of the Non-Trust Mortgage Noteholder into the Collection Account. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account pursuant to subclauses (ii)-(viii) above. The Master Servicer shall pay to each of the Special Servicer (or to third party contractors at the direction of the Special Servicer), the Trust Advisor, the Trustee and the Certificate Administrator, as applicable, from the applicable Collection Account, amounts permitted to be paid thereto from such account promptly upon receipt of a written statement of an officer of the Special Servicer, an officer of the Trust Advisor or a Responsible Officer of the Trustee or the Certificate Administrator, as the case may be, describing the item and amount to which the Special Servicer (or such third party contractor), the Trust Advisor, the Trustee or the Certificate Administrator, as the case may be, is entitled (unless such payment to the Special Servicer, the Trust Advisor, the Trustee or the Certificate Administrator, as the case may be, is clearly required pursuant to this Agreement, in which case a written statement is not required). The Master Servicer may rely conclusively on any such written statement and shall have no duty to recalculate the amounts stated therein. The parties seeking payment pursuant to this Section shall each keep and maintain a separate accounting for each Mortgage Loan for the purpose of accounting justifying any request for withdrawals withdrawal from each Collection Account, on a loan by loan basis. The Trustee[, the Certificate Administrator], the Trust Advisor, the Depositor, the Special Servicer and the Master Servicer shall in all cases have a right prior to the Certificateholders to any funds on deposit in the Collection Account from time to time for the reimbursement or payment of the Servicing Fees (including investment income), Certificate Administrator Fees or Trustee Fees, Special Servicing Compensation, Advances, Advance Interest Amounts, Trust Advisor Fees, Trust Advisor Consulting Fees (but only to the extent such Trust Advisor Consulting Fees are actually received from the related Mortgagor(s)) and their respective expenses hereunder (including without limitation Additional Trust Fund Expenses) to the extent such fees, indemnity amounts and expenses are to be reimbursed or paid from amounts on deposit in the Collection Account pursuant to subclause this Agreement (aand to have such amounts paid directly to third party contractors for any invoices submitted to the Trustee, the Master Servicer or the Special Servicer, as applicable). (b) The Certificate Administrator shall, upon receipt, deposit in the Lower-Tier Distribution Account, the Interest Reserve Account and the Excess Liquidation Proceeds Reserve Account any and all amounts received by the Certificate Administrator in accordance with Section 3.06(a)(i) of this Agreement. If, as of 3:00 p.m., New York City time, on any Master Servicer Remittance Date or on such other date as any amount referred to in the foregoing clause (i) is required to be delivered hereunder, the Master Servicer shall not have delivered to the Certificate Administrator for deposit in the Lower-Tier Distribution Account, the Interest Reserve Account and the Excess Liquidation Proceeds Reserve Account the amounts required to be deposited therein pursuant to the provisions of this Agreement (including, without limitation, Section 3.06(a)(i) of this Agreement), then the Certificate Administrator shall, to the extent that a Responsible Officer of the Certificate Administrator has such knowledge, provide notice of such failure to the Master Servicer by facsimile transmission sent to telecopy No. [______] (or such alternative number provided by the Master Servicer to the Certificate Administrator in writing) and by telephone at telephone No. [______] (or such alternative number provided by the Master Servicer to the Certificate Administrator in writing) as soon as possible, but in any event before 5:00 p.m., New York City time, on such day; provided, however, that the Master Servicer will pay the Certificate Administrator interest on such late payment at the prime rate from the date such payment was due until the date such late payment is received by the Certificate Administrator.

Permitted Withdrawals from the Collection Account. (a) The Trustee shall Master Servicer may make withdrawals from the Collection Account, Account of amounts on any Distribution Date, deposit therein attributable to the related Mortgage Loans for (without duplication) the following purposespurposes in the following order of priority: (ai) to recoup any amount deposited in the Collection Account and not required to be deposited therein; (ii) on each Remittance Date, from amounts representing payments by a Mortgagor of interest (or advances thereof) on the related Mortgage Loan or Liquidation Proceeds, Excess Insurance Proceeds and Excess Condemnation Proceeds with respect to a Mortgage Loan, to pay to itself the Master Servicing Fee; (iii) to reimburse the Servicer Trustee and itself, in that order, for Liquidation Expenses theretofore incurred xxxxxxxxxxxx X&X Advances from collections on the related Mortgage Loans, together with interest at the Advance Rate pursuant to Section 4.05 and Section 7.02, the right to withdraw amounts pursuant to this subclause (iii) being limited to amounts on deposit in the Collection Account in respect of Liquidation Proceeds, Excess Insurance Proceeds and Excess Condemnation Proceeds with respect to such Mortgaged Property, and any other amounts received on the related Mortgage Loan that represent late recoveries of payments with respect to which such P&I Advances were made; (iv) for unreimbursed Servicing Advances incurred in connection with a Mortgage Loan or Mortgaged Property, together with interest at the Advance Rate pursuant to Section 4.05, the right to withdraw amounts pursuant to this subclause (iv) being limited to amounts on deposit in such Collection Account in respect of Liquidation Proceeds, Excess Insurance Proceeds and Excess Condemnation Proceeds with respect to such Mortgaged Property, and any other amounts received on the related Mortgage Loan that represent late recoveries of payments with respect to which such Servicing Advances were made; (v) on each Remittance Date, to pay to the Special Servicer the Special Servicing Fee, and from time to time, to pay to the Special Servicer the Disposition Fee; (vi) on each Remittance Date, to reimburse the Trustee, and itself, in that order, for accrued and unpaid interest at the Advance Rate on any reimbursed P&I Advances pursuant to Sections 4.05 and 7.02 made with respect to any Mortgage Loan from any amounts on deposit in the Collection Account, to the extent not otherwise offset by default interest collected on the related Mortgage Loan; (vii) on each Remittance Date, to reimburse the Trustee and itself, in that order, from any amounts on deposit in the Collection Account for (A) any unreimbursed Nonrecoverable Advance for which a Nonrecoverable Advance Bond has been previously delivered or (B) any unreimbursed Servicing Advance for an amount expense the payment or reimbursement of which is not to exceed the amount of the sum an obligation of the related Insurance Proceeds Mortgagor under the terms of the related Mortgage Loan Documents, in each case, together with interest at the Advance Rate pursuant to Section 4.05 and Liquidation Proceeds deposited Section 7.02; (viii) to the extent not reimbursed or paid pursuant to any other clause of this Section 4.03(a), to reimburse or pay each Servicer, the Trustee, and/or the Issuer for unpaid items incurred by or on behalf of such Person under this Agreement pursuant to which such Person is entitled to reimbursement or payment from the assets of the Trust; (ix) on each Remittance Date, to pay itself any reinvestment income on amounts on deposit in such Collection Account to which it is entitled pursuant to Section 4.02(b); (x) on each Remittance Date, to make remittances to the Trustee pursuant to Section 4.04 hereof; and (xi) to clear and terminate such Collection Account upon termination of this Agreement. (b) The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan-by-Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account and determining any shortfall or overpayment of any amounts due from or on behalf of any Mortgagor or Mortgaged Property. The Master Servicer shall pay to the Trustee or the Special Servicer from the Collection Account (to the extent permitted by clause (a) above) amounts permitted to be paid to the Trustee or the Special Servicer therefrom, promptly upon receipt of a certificate of a Responsible Officer of the Trustee or a Servicing Officer of the Special Servicer, as applicable, describing the item and amount to which the Trustee or the Special Servicer is entitled. The Servicer may rely conclusively on any such certificate and shall have no duty to recalculate the amounts stated therein. (c) The Trustee, the Special Servicer and the Master Servicer shall in all cases have a right prior to the Bondholders to any funds on deposit in the Collection Account from time to time for the reimbursement or payment of compensation, Advances with interest thereon at the Advance Rate and their respective expenses hereunder to the extent such items are to be reimbursed or paid from amounts on deposit in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (b) to reimburse the Servicer for amounts expended by it pursuant to Section 5.04 in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (c) to pay to the Unaffiliated Seller amounts received in respect of any Deleted Mortgage Loan purchased or substituted for by the Unaffiliated Seller to the extent that the distribution to the Certificateholders of any such amounts on the Distribution Date upon which the proceeds of such purchase are distributed to the Certificateholders would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor;this Agreement. (d) Notwithstanding any other provisions contained herein to reimburse the Servicer for unreimbursed Servicing contrary, the reimbursement of any P&I Advances, without interesttogether with interest thereon at the Advance Rate, with respect shall be made in the following order: first, to the Mortgage Loans for which it has made a Servicing AdvanceTrustee, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceedssecond, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to reimburse the Servicer for any Periodic Advances, such reimbursement to be made from any collections in respect of the related Mortgage Loan with respect to which such Periodic Advance was made; (f) to withdraw any amount received from a Mortgagor that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdiction; (g) to withdraw any funds deposited in the Collection Account that were not required to be deposited therein; and (h) to pay the Servicer Servicing Compensation pursuant to Section 5.08 hereof to the extent not retained or paid. 51 The Servicer shall keep and maintain a separate accounting for each Mortgage Loan for the purpose of accounting for withdrawals from the Collection Account pursuant to subclause (a)Master Servicer.

Permitted Withdrawals from the Collection Account. The Trustee shall Servicer may make withdrawals from the Collection Account, on or prior to any Distribution Servicer Payment Date, for the following purposes: (a) to reimburse the Servicer for Liquidation Expenses theretofore incurred in respect of any Mortgage Loan in an amount not to exceed the amount of the sum of the related Insurance Proceeds and Liquidation Proceeds deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi7.02(c)(v)-(vi); (b) to reimburse the Servicer for amounts expended by it pursuant to Section 5.04 7.04 in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) aboveSection 7.03(a)) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi7.02(c)(v)-(vi); (c) to pay to the Unaffiliated Seller Depositor or the Originator amounts received in respect of any Deleted Defective Mortgage Loan purchased or substituted for by the Unaffiliated Seller Depositor or the Originator to the extent that the distribution to the Certificateholders payment of any such amounts on the Distribution Servicer Payment Date upon which the proceeds of such purchase are distributed to the Certificateholders paid would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Servicer Payment Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (d) to reimburse the Servicer for unreimbursed Servicing Advances, without interest, with respect to the Mortgage Loans for which it has made a Servicing Advance, from subsequent collections with respect to interest on such Mortgage Loans and from Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (e) to reimburse the Servicer for any Periodic Advances determined in good faith to have become Nonrecoverable Advances, such reimbursement to be made from any collections funds in respect of the related Mortgage Loan with respect to which such Periodic Advance was madeCollection Account; (f) to withdraw any amount received from a Mortgagor that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdiction; (g) to withdraw any funds deposited in the Collection Account that were not required to be deposited therein; and (h) to pay the Servicer the Servicing Compensation pursuant to Section 5.08 7.08 hereof to the extent not retained or paid. 51 The Servicer shall keep and maintain a separate accounting for each Mortgage Loan for the purpose of accounting for withdrawals from the Collection Account pursuant to subclause (a)this Section 7.03.

Permitted Withdrawals from the Collection Account. The Trustee shall Master Servicer may make withdrawals from the Collection Account, on or prior to any Distribution Servicer Remittance Date, for the following purposes: (a) to reimburse the Servicer for Liquidation Expenses theretofore incurred in respect of any Mortgage Loan in an amount not to exceed the amount of the sum of the related Insurance Proceeds and Liquidation Proceeds deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (b) to reimburse the Servicer for amounts expended by it pursuant to Section 5.04 in good faith in connection with the restoration of damaged property, in an amount not to exceed the amount of the related Insurance Proceeds and Liquidation Proceeds (net of withdrawals pursuant to clause (a) above) and amounts representing proceeds of other insurance policies covering the property subject to the related Mortgage deposited in the Collection Account pursuant to Section 5.02(c)(v)-(vi); (c) to pay to the Unaffiliated Seller Sponsor amounts received in respect of any Deleted Defective Mortgage Loan purchased or substituted for by the Unaffiliated Seller Sponsor to the extent that the distribution to the Certificateholders payment of any such amounts on the Distribution Servicer Remittance Date upon which the proceeds of such purchase are distributed to the Certificateholders paid would make the total amount distributed in respect of any such Mortgage Loan on such Distribution Servicer Remittance Date greater than the Loan Repurchase Price or the Substitution Adjustment therefor; (db) to reimburse the Master Servicer for unreimbursed Delinquency Advances and unreimbursed Servicing Advances, without interest, Advances with respect to the Mortgage Loans for which it has made a Delinquency Advance or Servicing Advance, from subsequent late or deferred payments collected, collections with respect to interest on such Mortgage Loans and from other than timely Monthly Payments, Liquidation Proceeds, Insurance Proceeds and/or the Loan Repurchase Price or Substitution Adjustment of or relating to such Mortgage Loans; (ec) to reimburse the Master Servicer for any Periodic Delinquency Advances and Servicing Advances determined in good faith to have become Nonrecoverable Advances, such reimbursement to be made from any collections funds in respect of the related Mortgage Loan with respect to which such Periodic Advance was madeCollection Account; (fd) to withdraw any amount received from a Mortgagor that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code in accordance with a final, nonappealable order of a court having competent jurisdiction; (ge) to withdraw any funds deposited in the Collection Account that were not required to be deposited therein; and; (hf) to pay the Master Servicer the Servicing Compensation pursuant to Section 5.08 hereof to the extent not retained or paid; (g) to pay the Backup Servicer the Backup Servicing Fee pursuant to Section 5.08 hereof to the extent payments in respect of these amounts have not been previously retained or paid; (h) without duplication, and solely out of amounts which are payable to a former master servicer pursuant to Section 7.02(g), to pay to the Backup Servicer, the Indenture Trustee or any successor master servicer amounts paid by them in connection with the transfer of the Master Servicer’s servicing obligations pursuant to Article VII hereof and required under such Article VII to be borne by the Master Servicer; (i) to withdraw income on the Collection Account as provided in Section 5.02(d); and (j) amounts deposited into the Collection Account in respect of late fees, assumption fees and similar fees (other than Prepayment Charges). 51 The Master Servicer shall keep and maintain a separate accounting for each Mortgage Loan for the purpose of accounting for withdrawals from the Collection Account pursuant to subclause this Section 5.03. Furthermore, in the event that servicing has been transferred to the Backup Servicer, all reimbursements in respect of Servicer Advances and Delinquency Advances shall be made on a first in, first out priority basis (ai.e. the longest outstanding reimbursable Servicer Advance or Delinquency Advance will be reimbursed first).