Common use of Possession of Mortgage Files; Access to Mortgage Files Clause in Contracts

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the Depositor, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenture, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the Trust, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note Insurer. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreement, the Unaffiliated Seller has delivered or caused to be delivered the Indenture Trustee's Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's Mortgage Files in trust for the benefit of all present and future Noteholders and the Note Insurer. In the event the Collateral Agent resigns or is removed, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereof. (d) The Collateral Agent shall afford the Depositor, the Trust, the Note Insurer and the Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral Agent.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the Depositor, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenturehereof, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the TrustIssuing Entity, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note InsurerNoteholders. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreementhereof, the Unaffiliated Seller Depositor has delivered delivered, or caused to be delivered the Indenture Trustee's ’s Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent Indenture Trustee will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's ’s Mortgage Files in trust pursuant to the terms of the Indenture for the benefit of all present and future Noteholders and the Note Insurer. In the event the Collateral Agent resigns or is removed, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereofNoteholders. (d) The Collateral Agent Consistent with the terms of the Indenture, the Indenture Trustee shall afford the Depositor, the TrustSponsor, the Note Insurer Issuing Entity and the Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentIndenture Trustee. (e) No later than the fifth Business Day of each fourth month, commencing in , the Indenture Trustee shall deliver to the Servicer a report dated as of the first day of such month, identifying those Mortgage Loans for which it has not yet received (i) an original recorded Mortgage or a copy thereof certified to be true and correct by the public recording office in possession of such Mortgage or (ii) in the event that Assignments of Mortgage are required to be recorded in accordance with the provisions of Section 2.05, an original recorded Assignment of Mortgage to the Indenture Trustee and any required intervening Assignments of Mortgage or a copy thereof certified to be a true and correct copy by the public recording office in possession of such Assignment of Mortgage.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the Depositor, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the IndentureCertificates, the ownership of each Mortgage Note, each the Mortgage and the contents of the related Mortgage File related to each Initial Mortgage Loan will be is vested in the Trust, and will be pledged to the Indenture Trustee, Trustee for the benefit of the Noteholders Certificateholders and the Note Certificate Insurer. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreement, the Unaffiliated Seller Depositor has delivered or caused to be delivered to the Indenture Trustee's Mortgage File related to each Initial Mortgage Loan to the Trustee. The Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent , will be the custodiancustodian or may, on behalf with the consent of the Indenture TrusteeCertificate Insurer, enter into a custodial agreement pursuant to which the Trustee will appoint a custodian (the "Collateral Agent") to hold the Indenture Trustee's Mortgage Files in trust for the benefit of all present and future Noteholders Certificateholders and the Note Certificate Insurer; provided, however, that the custodian so appointed shall in no event be the Depositor or the Servicer or any Person known to a Responsible Officer of the Trustee to be an Affiliate of the Depositor or the Servicer and shall be approved by the Certificate Insurer. In the event the Collateral Agent resigns or is removed, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereof. (d) The Collateral Agent Custodian shall afford the Depositor, the Trust, the Note Certificate Insurer and the Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentCustodian at customary charges.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the Depositor, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenturehereof, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the TrustIssuing Entity, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note Insurer. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreementhereof, the Unaffiliated Seller Depositor has delivered delivered, or caused to be delivered the Indenture Trustee's ’s Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent Indenture Trustee will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's ’s Mortgage Files in trust pursuant to the terms of the Indenture for the benefit of all present and future Noteholders and the Note Insurer. In the event the Collateral Agent resigns or is removed, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereof. (d) The Collateral Agent Consistent with the terms of the Indenture, the Indenture Trustee shall afford the Depositor, the TrustSponsor, the Issuing Entity, the Note Insurer and the Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentIndenture Trustee. (e) No later than the fifth Business Day of each fourth month, commencing in [MO/YR], the Indenture Trustee shall deliver to the Servicer and the Note Insurer a report dated as of the first day of such month, identifying those Mortgage Loans for which it has not yet received (i) an original recorded Mortgage or a copy thereof certified to be true and correct by the public recording office in possession of such Mortgage or (ii) in the event that Assignments of Mortgage are required to be recorded in accordance with the provisions of Section 2.05, an original recorded Assignment of Mortgage to the Indenture Trustee and any required intervening Assignments of Mortgage or a copy thereof certified to be a true and correct copy by the public recording office in possession of such Assignment of Mortgage.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the DepositorSeller, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenturehereof, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the Trust, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note Insurer. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreementhereof, the Unaffiliated Seller has delivered delivered, or caused to be delivered the Indenture Trustee's ’s Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent Indenture Trustee will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's ’s Mortgage Files in trust pursuant to the terms of the Indenture for the benefit of all present and future Noteholders and the Note Insurer. In . (d) Consistent with the event terms of the Collateral Agent resigns or is removedIndenture, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereof. (d) The Collateral Agent shall afford the DepositorSeller, the Sponsor, the Trust, the Note Insurer Insurer, the Master Servicer and the Backup Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentIndenture Trustee.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the DepositorSponsor, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenturehereof, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the Trust, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note Insurer. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreementhereof, the Unaffiliated Seller Sponsor has delivered or caused to be delivered the Indenture Trustee's Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent Indenture Trustee will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's Mortgage Files in trust pursuant to the terms of the Indenture for the benefit of all present and future Noteholders and the Note Insurer. In . (d) Consistent with the event terms of the Collateral Agent resigns or is removedIndenture, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereof. (d) The Collateral Agent shall afford the DepositorSponsor, the Trust, the Note Insurer Insurer, the Master Servicer and the Backup Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentIndenture Trustee.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the Depositor, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the IndentureCertificates, the ownership of each Mortgage Note, each the Mortgage and the contents of the related Mortgage File related to each Initial Mortgage Loan is vested, and on each Subsequent Transfer Date the ownership of each Mortgage Note, the Mortgage and the contents of the related Mortgage File related to each Subsequent Mortgage Loan will be vested in the Trust, and will be pledged to the Indenture Trustee, Trustee for the benefit of the Noteholders and the Note InsurerCertificateholders. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreement, the Unaffiliated Seller Depositor has delivered or caused to be delivered the Indenture Trustee's Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent will be the custodianAgent, on behalf of the Indenture Trustee, will be the custodian or may, with the consent of the Servicer, enter into a custodial agreement pursuant to which the Trustee will appoint a custodian to hold the Indenture Trustee's Mortgage Files in trust for the benefit of all present and future Noteholders and Certificateholders; provided, however, that the Note Insurer. In custodian so appointed shall satisfy the event eligibility requirements for the Collateral Agent resigns or is removed, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth described in Section 9.08 10.06 hereof, shall in no event be the Depositor or the Servicer or any Person known to a Responsible Officer of the Trustee to be an Affiliate of the Depositor or the Servicer and shall be approved by the Servicer. (d) The Collateral Agent shall afford the Depositor, the Trust, the Note Insurer Servicer and the Back-up Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentAgent at customary charges.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the Depositor, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the IndentureCertificates, the ownership of each Mortgage Note, each the Mortgage and the contents of the related Mortgage File related to each Initial Mortgage Loan is vested, and on each Subsequent Transfer Date the ownership of each Mortgage Note, the Mortgage and the contents of the related Mortgage File related to each Subsequent Mortgage Loan will be vested in the Trust, and will be pledged to the Indenture Trustee, Trustee for the benefit of the Noteholders Certificateholders and the Note Certificate Insurer. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreement, the Unaffiliated Seller Depositor has delivered or caused to be delivered the Indenture Trustee's Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent will be the custodianAgent, on behalf of the Indenture Trustee, will be the custodian or may, with the consent of the Certificate Insurer, enter into a custodial agreement pursuant to which the Trustee will appoint a custodian (the "Collateral Agent") to hold the Indenture Trustee's Mortgage Files in trust for the benefit of all present and future Noteholders Certificateholders and the Note Certificate Insurer. In ; provided, however, that the custodian so appointed shall in no event be the Collateral Agent resigns Depositor or is removed, the Indenture Servicer or any Person known to a Responsible Officer of the Trustee to be an Affiliate of the Depositor or the Servicer and shall either (x) hold be approved by the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereofCertificate Insurer. (d) The Collateral Agent Custodian shall afford the Depositor, the Trust, the Note Certificate Insurer and the Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentCustodian at customary charges.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the Depositor, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenture, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the Trust, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note Insurer. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreement, the Unaffiliated Seller has delivered or caused to be delivered the Indenture Trustee's Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent Agent, on behalf of the Indenture Trustee, will be the custodian, on behalf of the Indenture Trustee, with the consent of the Note Insurer, to hold the Indenture Trustee's Mortgage Files in trust for the benefit of all present and future Noteholders and the Note Insurer. In the event the Collateral Agent resigns or is removed, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) with the consent of the Note Insurer appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereof. (d) The Collateral Agent shall afford the Depositor, the Trust, the Note Insurer and the Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary chargesafforded, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentAgent at customary charges.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the Depositor, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenturehereof, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the TrustIssuing Entity, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note InsurerNoteholders. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreement, the Unaffiliated Seller has delivered or caused to be delivered the Indenture Trustee's Mortgage File related to each Initial Mortgage Loan to the Collateral AgentThe Custodian, on behalf of the Indenture Trustee. (c) The Collateral Agent Trustee will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's Mortgage Files in trust for the benefit of all present and future Noteholders and Noteholders. The Custodian shall at all times retain possession of the Note Insurer. In the event the Collateral Agent resigns or is removed, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereofthe State of Maryland, except for those Mortgage Files or portions thereof released to the Servicer pursuant to this Agreement or the Indenture. (dc) The Collateral Agent Consistent with the terms of the Indenture, the Custodian shall afford the Depositor, the TrustSponsor, the Note Insurer Seller, the Issuing Entity, the Indenture Trustee and the Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentCustodian. (d) No later than the fifth Business Day of each fourth month, commencing in November 2006, the Custodian, on behalf of the Indenture Trustee shall deliver to the Servicer a report dated as of the first day of such month, identifying those Mortgage Loans for which it has not yet received (i) an original recorded Mortgage or a copy thereof certified to be true and correct by the public recording office in possession of such Mortgage or (ii) in the event that Assignments of Mortgage are required to be recorded in accordance with the provisions of Section 2.05, an original recorded Assignment of Mortgage to the Custodian, on behalf of the Indenture Trustee and any required intervening Assignments of Mortgage or a copy thereof certified to be a true and correct copy by the public recording office in possession of such Assignment of Mortgage.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the Depositor, or its designee, of the purchase price for the Initial Closing Date Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenturehereof, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Closing Date Mortgage Loan will be vested in the TrustIssuing Entity, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note InsurerNoteholders. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreementhereof, the Unaffiliated Seller Depositor has delivered delivered, or caused to be delivered the Indenture Trustee's ’s Mortgage File related to each Initial Closing Date Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent Indenture Trustee will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's ’s Mortgage Files in trust pursuant to the terms of the Indenture for the benefit of all present and future Noteholders and the Note Insurer. In the event the Collateral Agent resigns or is removed, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereofSwap Provider. (d) The Collateral Agent Consistent with the terms of the Indenture, the Indenture Trustee shall afford the Depositor, the TrustSponsor, the Note Insurer Issuing Entity and the Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentIndenture Trustee. (e) No later than the fifth Business Day of each fourth month, commencing in October 2006, the Indenture Trustee shall deliver to the Servicer a report dated as of the first day of such month, identifying those Mortgage Loans for which it has not yet received (i) an original recorded Mortgage or a copy thereof certified to be true and correct by the public recording office in possession of such Mortgage or (ii) in the event that Assignments of Mortgage are required to be recorded in accordance with the provisions of Section 2.05, an original recorded Assignment of Mortgage to the Indenture Trustee and any required intervening Assignments of Mortgage or a copy thereof certified to be a true and correct copy by the public recording office in possession of such Assignment of Mortgage.

Possession of Mortgage Files; Access to Mortgage Files. (ai) Upon the receipt by the DepositorSeller, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenturehereof, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan (other than the Subsequent Mortgage Loans) will be vested in the Trust, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note Insurer. (ii) Upon the conveyance of the Subsequent Mortgage Loans pursuant to Section 2.10, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Subsequent Mortgage Loan will be vested in the Trust, and will be pledged to the Indenture Trustee for the benefit of the Noteholders and the Note Insurer. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreementhereof, the Unaffiliated Seller has delivered delivered, or caused to be delivered (or in the case of the Subsequent Mortgage Loans, on or prior to the Subsequent Transfer Date, will deliver or cause to be delivered) the Indenture Trustee's Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent Indenture Trustee will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's Mortgage Files in trust pursuant to the terms of the Indenture for the benefit of all present and future Noteholders and the Note Insurer. In . (d) Consistent with the event terms of the Collateral Agent resigns or is removedIndenture, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereof. (d) The Collateral Agent shall afford the DepositorSeller, the Sponsor, the Trust, the Note Insurer Insurer, the Master Servicer and the Backup Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentIndenture Trustee.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the Depositor, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenture, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the Trust, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note Insurer. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreement, the Unaffiliated Seller has delivered or caused to be delivered the Indenture Trustee's Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's Mortgage Files in trust for the benefit of all present and future Noteholders and the Note Insurer. In the event the Collateral Agent resigns or is removed, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereof. (d) The Collateral Agent shall afford the Depositor, the Trust, the Note Insurer and the Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral Agent.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the Depositor, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the IndentureSecurities, the ownership of each Mortgage Note, each the Mortgage and the contents of the Mortgage File related to each Initial Mortgage Home Loan will be is vested in the TrustIssuer, and will be pledged subject to the lien created by the Indenture Trustee, in favor of the Indenture Trustee for the benefit of the Noteholders and the Note Insurer. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreement, the Unaffiliated Seller The Depositor has delivered or caused to be delivered the Indenture Trustee's Mortgage File related to each Initial Mortgage Home Loan to the Collateral Agent, Indenture Trustee or the Custodian on behalf of the Indenture Trustee. (c) The Collateral Agent will be Indenture Trustee may, with the custodian, on behalf prior written consent of the Note Insurer, enter into a Custodial Agreement pursuant to which the Indenture Trustee, Trustee will appoint a custodian (a "Custodian") to hold the Indenture Trustee's Mortgage Files in trust for the benefit of all present and future Noteholders Securityholders and the Note Insurer. In ; provided, however, that the custodian so appointed shall in no event be the Collateral Agent resigns Depositor or is removed, the Servicer or any Person known to a Responsible Officer of the Indenture Trustee shall either (x) hold to be an Affiliate of the Indenture Trustee's Mortgage Files, Depositor or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereofServicer. (d) The Collateral Agent Indenture Trustee shall cause the Custodian to afford the Depositor, the Trust, the Note Insurer and the Servicer reasonable access to all records and documentation regarding the Mortgage Home Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request notice and during normal business hours at the offices of the Collateral AgentCustodian.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the DepositorSponsor, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenturehereof, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the Trust, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note Insurer. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreementhereof, the Unaffiliated Seller Sponsor has delivered or caused to be delivered the Indenture Trustee's Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent Indenture Trustee will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's Mortgage Files in trust pursuant to the terms of the Indenture for the benefit of all present and future Noteholders and the Note Insurer. In . (d) Consistent with the event terms of the Collateral Agent resigns or is removedIndenture, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereof. (d) The Collateral Agent shall afford the DepositorSponsor, the Trust, the Note Insurer Insurer, the Master Servicer and the Backup Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentIndenture Trustee.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the Depositor, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenturehereof, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the TrustIssuing Entity, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note InsurerNoteholders. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreement, the Unaffiliated Seller has delivered or caused to be delivered the Indenture Trustee's Mortgage File related to each Initial Mortgage Loan to the Collateral AgentThe Custodian, on behalf of the Indenture Trustee. (c) The Collateral Agent Trustee will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's Mortgage Files in trust for the benefit of all present and future Noteholders and Noteholders. The Custodian shall at all times retain possession of the Note Insurer. In the event the Collateral Agent resigns or is removed, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereofthe State of Maryland, except for those Mortgage Files or portions thereof released to the Servicer pursuant to this Agreement or the Indenture. (dc) The Collateral Agent Consistent with the terms of the Indenture, the Custodian shall afford the Depositor, the TrustSponsor, the Note Insurer Issuing Entity, the Indenture Trustee and the Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentCustodian. (d) No later than the fifth Business Day of each fourth month, commencing in September 2006, the Custodian, on behalf of the Indenture Trustee shall deliver to the Servicer a report dated as of the first day of such month, identifying those Mortgage Loans for which it has not yet received (i) an original recorded Mortgage or a copy thereof certified to be true and correct by the public recording office in possession of such Mortgage or (ii) in the event that Assignments of Mortgage are required to be recorded in accordance with the provisions of

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the DepositorFor each Trust, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and upon the issuance of the Notes pursuant related Certificates, the ownership of each related Mortgage Note, the related Mortgage and the contents of the related Mortgage File related to each related Initial Mortgage Loan is, and upon delivery to the IndentureTrust of each Subsequent Mortgage Loan, the ownership of each Mortgage Note, each the Mortgage and the contents of the related Mortgage File related relating to each Initial such Subsequent Mortgage Loan will be be, vested in the Trust, and will be pledged to the Indenture Trustee, Trustee for the benefit of the Noteholders related Certificateholders and the Note Certificate Insurer. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Purchase Agreement, the Unaffiliated Seller Depositor has delivered or caused to be delivered the Indenture Trustee's Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of Trustee and will deliver or cause to be delivered the Indenture Trustee's Mortgage File related to each Subsequent Mortgage Loan to the Trustee. (c) The Collateral Agent Trustee will be the custodian, on behalf of custodian or may enter into a custodial agreement pursuant to which the Indenture Trustee, Trustee will appoint a custodian (a "Custodian") to hold the Indenture Trustee's Mortgage Files in trust for the benefit of all present and future Noteholders Certificateholders and the Note Certificate Insurer. In ; provided, however, that the custodian so appointed shall in no event be the Collateral Agent resigns Depositor or is removed, the Indenture Servicer or any Person known to a Responsible Officer of the Trustee to be an Affiliate of any of them and shall either (x) hold be approved by the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereofCertificate Insurer. (d) The Collateral Agent Custodian shall afford the Depositor, the Trust, the Note Certificate Insurer and the Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentCustodian.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the Depositor, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenturehereof, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the TrustIssuing Entity, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note InsurerNoteholders. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreementhereof, the Unaffiliated Seller Depositor has delivered delivered, or caused to be delivered the Indenture Trustee's ’s Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent Indenture Trustee will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's ’s Mortgage Files in trust pursuant to the terms of the Indenture for the benefit of all present and future Noteholders and the Note Insurer. In the event the Collateral Agent resigns or is removed, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereofSwap Provider. (d) The Collateral Agent Consistent with the terms of the Indenture, the Indenture Trustee shall afford the Depositor, the TrustSponsor, the Note Insurer Issuing Entity and the Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentIndenture Trustee. (e) No later than the fifth Business Day of each fourth month, commencing in July 2006, the Indenture Trustee shall deliver to the Servicer a report dated as of the first day of such month, identifying those Mortgage Loans for which it has not yet received (i) an original recorded Mortgage or a copy thereof certified to be true and correct by the public recording office in possession of such Mortgage or (ii) in the event that Assignments of Mortgage are required to be recorded in accordance with the provisions of Section 2.05, an original recorded Assignment of Mortgage to the Indenture Trustee and any required intervening Assignments of Mortgage or a copy thereof certified to be a true and correct copy by the public recording office in possession of such Assignment of Mortgage.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the DepositorSeller, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenturehereof, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the Trust, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note Insurer. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreementhereof, the Unaffiliated Seller has delivered delivered, or caused to be delivered the Indenture Trustee's Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent Indenture Trustee will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's Mortgage Files in trust pursuant to the terms of the Indenture for the benefit of all present and future Noteholders and the Note Insurer. In . (d) Consistent with the event terms of the Collateral Agent resigns or is removedIndenture, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereof. (d) The Collateral Agent shall afford the DepositorSeller, the Sponsor, the Trust, the Note Insurer Insurer, the Master Servicer and the Backup Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentIndenture Trustee.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the Depositor, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the IndentureCertificates, the ownership of each Mortgage Note, each the Mortgage and the contents of the related Mortgage File related to each Initial Mortgage Loan is vested, and on each Subsequent Transfer Date, if any, the ownership of each Mortgage Note, the Mortgage and the contents of the related Mortgage File related to each Subsequent Mortgage Loan will be vested in the Trust, and will be pledged to the Indenture Trustee, Trustee for the benefit of the Noteholders Certificateholders and the Note Certificate Insurer. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreement, the Unaffiliated Seller Depositor has delivered or caused to be delivered the Indenture Trustee's Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent will be the custodianAgent, on behalf of the Indenture Trustee, will be the custodian or may, with the consent of the Certificate Insurer, enter into a custodial agreement pursuant to which the Trustee will appoint a custodian to hold the Indenture Trustee's Mortgage Files in trust for the benefit of all present and future Noteholders Certificateholders and the Note Certificate Insurer. In ; provided, however, that the event custodian so appointed shall satisfy the eligibility requirements for the Collateral Agent resigns or is removed, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth described in Section 9.08 10.06 hereof, shall in no event be the Depositor or the Servicer or any Person known to a Responsible Officer of the Trustee to be an Affiliate of the Depositor or the Servicer and shall be approved by the Certificate Insurer. (d) The Collateral Agent shall afford the Depositor, the TrustCertificate Insurer, the Note Insurer Servicer and the Back-up Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentAgent at customary charges.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the DepositorSeller, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenturehereof, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the Trust, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note InsurerNoteholders. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreementhereof, the Unaffiliated Seller has delivered delivered, or caused to be delivered the Indenture Trustee's ’s Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent Indenture Trustee will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's ’s Mortgage Files in trust pursuant to the terms of the Indenture for the benefit of all present and future Noteholders and the Note Insurer. In Swap Provider. (d) Consistent with the event terms of the Collateral Agent resigns or is removedIndenture, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereof. (d) The Collateral Agent shall afford the DepositorSeller, the TrustSponsor, the Note Insurer Trust and the Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentIndenture Trustee. (e) No later than the fifth Business Day of each fourth month, commencing in August 2005, the Indenture Trustee shall deliver to the Servicer a report dated as of the first day of such month, identifying those Mortgage Loans for which it has not yet received (i) an original recorded Mortgage or a copy thereof certified to be true and correct by the public recording office in possession of such Mortgage or (ii) in the event that Assignments of Mortgage are required to be recorded in accordance with the provisions of Section 2.05, an original recorded Assignment of Mortgage to the Indenture Trustee and any required intervening Assignments of Mortgage or a copy thereof certified to be a true and correct copy by the public recording office in possession of such Assignment of Mortgage.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the Depositor, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenture, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the Trust, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note Insurer. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Loan Sale Agreement, the Unaffiliated Seller Depositor has delivered or caused to be delivered the Indenture Trustee's Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's Mortgage Files in trust for the benefit of all present and future Noteholders and the Note Insurer. In the event the Collateral Agent resigns or is removed, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereof. (d) The Collateral Agent shall afford the Depositor, the Trust, the Note Insurer and the Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral Agent.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the DepositorSeller, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenturehereof, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the Trust, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note InsurerNoteholders. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreementhereof, the Unaffiliated Seller has delivered delivered, or caused to be delivered the Indenture Trustee's ’s Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent Indenture Trustee will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's ’s Mortgage Files in trust pursuant to the terms of the Indenture for the benefit of all present and future Noteholders and Noteholders. (d) Consistent with the Note Insurer. In terms of the event the Collateral Agent resigns or is removedIndenture, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereof. (d) The Collateral Agent shall afford the DepositorSeller, the TrustSponsor, the Note Insurer Trust and the Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentIndenture Trustee. (e) No later than the fifth Business Day of each fourth month, commencing in August 2005, the Indenture Trustee shall deliver to the Servicer a report dated as of the first day of such month, identifying those Mortgage Loans for which it has not yet received (i) an original recorded Mortgage or a copy thereof certified to be true and correct by the public recording office in possession of such Mortgage or (ii) in the event that Assignments of Mortgage are required to be recorded in accordance with the provisions of Section 2.05, an original recorded Assignment of Mortgage to the Indenture Trustee and any required intervening Assignments of Mortgage or a copy thereof certified to be a true and correct copy by the public recording office in possession of such Assignment of Mortgage.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the DepositorSeller, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenturehereof, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the Trust, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note InsurerNoteholders. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreementhereof, the Unaffiliated Seller has delivered delivered, or caused to be delivered the Indenture Trustee's ’s Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent Indenture Trustee will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's ’s Mortgage Files in trust pursuant to the terms of the Indenture for the benefit of all present and future Noteholders and Noteholders. (d) Consistent with the Note Insurer. In terms of the event the Collateral Agent resigns or is removedIndenture, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereof. (d) The Collateral Agent shall afford the DepositorSeller, the Sponsor, the Trust, the Note Insurer Master Servicer and the Backup Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentIndenture Trustee. (e) In the event that the Mortgage Loans are required to be recorded in accordance with the provisions of Section 2.05, no later than the fifth Business Day of each fourth month, commencing in January 2005, the Indenture Trustee shall deliver to the Master Servicer a report dated as of the first day of such month, identifying those Mortgage Loans for which it has not yet received (i) an original recorded Mortgage or a copy thereof certified to be true and correct by the public recording office in possession of such Mortgage or (ii) an original recorded Assignment of Mortgage to the Indenture Trustee and any required intervening Assignments of Mortgage or a copy thereof certified to be a true and correct copy by the public recording office in possession of such Assignment of Mortgage.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the [Sponsor] [Depositor], or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenturehereof, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the Trust, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note Insurer. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreementhereof, the Unaffiliated Seller [Sponsor] [Depositor] has delivered or caused to be delivered the Indenture Trustee's Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent Indenture Trustee will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's Mortgage Files in trust pursuant to the terms of the Indenture for the benefit of all present and future Noteholders and the Note Insurer. In . (d) Consistent with the event terms of the Collateral Agent resigns or is removedIndenture, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereof. (d) The Collateral Agent shall afford the Sponsor, [the Depositor, ,] the Trust, the Note Insurer Insurer, the Master Servicer and the Backup Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentIndenture Trustee.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the Depositor, or its their designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenture, the ownership of each Mortgage Note, including principal due and interest accrued thereon after the Initial Cut-Off Date, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the Trust, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note InsurerNoteholders. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreementhereof, the Unaffiliated Seller has related Originator will have delivered or caused to be delivered the Indenture Trustee's Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's Mortgage Files in trust for the benefit of all present and future Noteholders and the Note InsurerNoteholders. In the event the Collateral Agent resigns or is removed, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereof. (d) The Collateral Agent shall afford the Depositor, the Originators, the Trust, the Note Insurer Initial Purchaser and the Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral Agent.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the Depositor, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenturehereof, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the TrustIssuer, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note InsurerNoteholders. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreementhereof, the Unaffiliated Seller Depositor has delivered delivered, or caused to be delivered the Indenture Trustee's ’s Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent Indenture Trustee will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's ’s Mortgage Files in trust pursuant to the terms of the Indenture for the benefit of all present and future Noteholders and the Note Insurer. In the event the Collateral Agent resigns or is removed, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereofSwap Provider. (d) The Collateral Agent Consistent with the terms of the Indenture, the Indenture Trustee shall afford the Depositor, the TrustSponsor, the Note Insurer Issuer and the Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentIndenture Trustee. (e) No later than the fifth Business Day of each fourth month, commencing in December 2005, the Indenture Trustee shall deliver to the Servicer a report dated as of the first day of such month, identifying those Mortgage Loans for which it has not yet received (i) an original recorded Mortgage or a copy thereof certified to be true and correct by the public recording office in possession of such Mortgage or (ii) in the event that Assignments of Mortgage are required to be recorded in accordance with the provisions of Section 2.05, an original recorded Assignment of Mortgage to the Indenture Trustee and any required intervening Assignments of Mortgage or a copy thereof certified to be a true and correct copy by the public recording office in possession of such Assignment of Mortgage.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the Depositor, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the IndentureSecurities, the ownership of each Mortgage Note, each the Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be is vested in the TrustIssuer, and will be pledged subject to the lien created by the Indenture Trustee, in favor of the Indenture Trustee for the benefit of the Noteholders [and the Note Insurer]. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreement, the Unaffiliated Seller The Depositor has delivered or caused to be delivered the Indenture Trustee's Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, Indenture Trustee or the Custodian on behalf of the Indenture Trustee. (c) The Collateral Agent will be Indenture Trustee may, [with the custodian, on behalf prior written consent of the Note Insurer,] enter into a Custodial Agreement pursuant to which the Indenture Trustee, Trustee will appoint a custodian (a "Custodian") to hold the Indenture Trustee's Mortgage Files in trust for the benefit of all present and future Noteholders Securityholders [and the Note Insurer. In ]; provided, however, that the custodian so appointed shall in no event be the Collateral Agent resigns Depositor or is removed, the Servicer or any Person known to a Responsible Officer of the Indenture Trustee shall either (x) hold to be an Affiliate of the Indenture Trustee's Mortgage Files, Depositor or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereofServicer. (d) The Collateral Agent Indenture Trustee shall cause the Custodian to afford the Depositor, the Trust, the Note Insurer and the Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request notice and during normal business hours at the offices of the Collateral AgentCustodian.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the Depositor, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenture, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the Trust, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note Insurer. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreement, the Unaffiliated Seller has delivered or caused to be delivered the Indenture Trustee's Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's Mortgage Files in trust for the benefit of all present and future Noteholders and the Note Insurer. In the event the Collateral Agent resigns or is removed, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereof. (d) The Collateral Agent shall afford the Depositor, the Trust, the Note Insurer Insurer, the Servicer and the Back-up Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral Agent.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the Depositor, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenturehereof, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the TrustIssuer, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note InsurerNoteholders. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreementhereof, the Unaffiliated Seller Depositor has delivered delivered, or caused to be delivered the Indenture Trustee's ’s Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent Indenture Trustee will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's ’s Mortgage Files in trust pursuant to the terms of the Indenture for the benefit of all present and future Noteholders and the Note Insurer. In the event the Collateral Agent resigns or is removed, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereofSwap Provider. (d) The Collateral Agent Consistent with the terms of the Indenture, the Indenture Trustee shall afford the Depositor, the TrustSponsor, the Note Insurer Issuer and the Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentIndenture Trustee. (e) No later than the fifth Business Day of each fourth month, commencing in April 2006, the Indenture Trustee shall deliver to the Servicer a report dated as of the first day of such month, identifying those Mortgage Loans for which it has not yet received (i) an original recorded Mortgage or a copy thereof certified to be true and correct by the public recording office in possession of such Mortgage or (ii) in the event that Assignments of Mortgage are required to be recorded in accordance with the provisions of Section 2.05, an original recorded Assignment of Mortgage to the Indenture Trustee and any required intervening Assignments of Mortgage or a copy thereof certified to be a true and correct copy by the public recording office in possession of such Assignment of Mortgage.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the DepositorSeller, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenturehereof, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the Trust, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note InsurerNoteholders. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreementhereof, the Unaffiliated Seller has delivered delivered, or caused to be delivered the Indenture Trustee's ’s Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent Indenture Trustee will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's ’s Mortgage Files in trust pursuant to the terms of the Indenture for the benefit of all present and future Noteholders and Noteholders. (d) Consistent with the Note Insurer. In terms of the event the Collateral Agent resigns or is removedIndenture, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereof. (d) The Collateral Agent shall afford the DepositorSeller, the TrustSponsor, the Note Insurer Trust and the Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentIndenture Trustee. (e) No later than the fifth Business Day of each fourth month, commencing in April 2005, the Indenture Trustee shall deliver to the Servicer a report dated as of the first day of such month, identifying those Mortgage Loans for which it has not yet received (i) an original recorded Mortgage or a copy thereof certified to be true and correct by the public recording office in possession of such Mortgage or (ii) in the event that Assignments of Mortgage are required to be recorded in accordance with the provisions of Section 2.05, an original recorded Assignment of Mortgage to the Indenture Trustee and any required intervening Assignments of Mortgage or a copy thereof certified to be a true and correct copy by the public recording office in possession of such Assignment of Mortgage.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the Depositor, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenture, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the Trust, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note Insurer. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreement, the Unaffiliated Seller has delivered or caused to be delivered the Indenture Trustee's Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's Mortgage Files in trust for the benefit of all present and future Noteholders and the Note Insurer. In the event the Collateral Agent resigns or is removed, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereof. (d) The Collateral Agent shall afford the Depositor, the Trust, the Note Insurer Insurer, the Servicer and the Back-up Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral Agent.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the DepositorSeller, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenturehereof, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the Trust, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note Insurer. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreementhereof, the Unaffiliated Seller has delivered delivered, or caused to be delivered the Indenture Trustee's ’s Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent Indenture Trustee will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's ’s Mortgage Files in trust pursuant to the terms of the Indenture for the benefit of all present and future Noteholders and the Note Insurer. In . (d) Consistent with the event terms of the Collateral Agent resigns or is removedIndenture, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereof. (d) The Collateral Agent shall afford the DepositorSeller, the Sponsor, the Trust, the Note Insurer Insurer, the Master Servicer and the Backup Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentIndenture Trustee. (e) In the event that the Mortgage Loans are required to be recorded in accordance with the provisions of Section 2.05, no later than the fifth Business Day of each fourth month, commencing in January 2005, the Indenture Trustee shall deliver to the Master Servicer and the Note Insurer a report dated as of the first day of such month, identifying those Mortgage Loans for which it has not yet received (i) an original recorded Mortgage or a copy thereof certified to be true and correct by the public recording office in possession of such Mortgage or (ii) an original recorded Assignment of Mortgage to the Indenture Trustee and any required intervening Assignments of Mortgage or a copy thereof certified to be a true and correct copy by the public recording office in possession of such Assignment of Mortgage.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the Depositor, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenturehereof, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the TrustIssuing Entity, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note InsurerNoteholders. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreementhereof, the Unaffiliated Seller Depositor has delivered delivered, or caused to be delivered the Indenture Trustee's ’s Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent Indenture Trustee will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's ’s Mortgage Files in trust pursuant to the terms of the Indenture for the benefit of all present and future Noteholders and the Note Insurer. In the event the Collateral Agent resigns or is removed, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereofHedge Providers. (d) The Collateral Agent Consistent with the terms of the Indenture, the Indenture Trustee shall afford the Depositor, the TrustSponsor, the Note Insurer Issuing Entity and the Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentIndenture Trustee. (e) No later than the fifth Business Day of each fourth month, commencing in May 2007, the Indenture Trustee shall deliver to the Servicer a report dated as of the first day of such month, identifying those Mortgage Loans for which it has not yet received (i) an original recorded Mortgage or a copy thereof certified to be true and correct by the public recording office in possession of such Mortgage or (ii) in the event that Assignments of Mortgage are required to be recorded in accordance with the provisions of Section 2.05, an original recorded Assignment of Mortgage to the Indenture Trustee and any required intervening Assignments of Mortgage or a copy thereof certified to be a true and correct copy by the public recording office in possession of such Assignment of Mortgage.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the Depositor, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenture, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the Trust, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note Insurer. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreement, the Unaffiliated Seller has delivered or caused to be delivered the Indenture Trustee's Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's Mortgage Files in trust for the benefit of all present and future Noteholders and the Note Insurer. In the event the Collateral Agent resigns or is removed, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereof. (d) The Collateral Agent shall afford the Depositor, the Trust, the Note Insurer and the Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral Agent.

Possession of Mortgage Files; Access to Mortgage Files. (a) Upon the receipt by the DepositorSeller, or its designee, of the purchase price for the Initial Mortgage Loans set forth in Section 2.03 hereof and the issuance of the Notes pursuant to the Indenturehereof, the ownership of each Mortgage Note, each Mortgage and the contents of the Mortgage File related to each Initial Mortgage Loan will be vested in the Trust, and will be pledged to the Indenture Trustee, for the benefit of the Noteholders and the Note InsurerNoteholders. (b) Pursuant to Section 2.05 hereof and Section 2.05 of the Unaffiliated Seller's Agreementhereof, the Unaffiliated Seller has delivered delivered, or caused to be delivered the Indenture Trustee's ’s Mortgage File related to each Initial Mortgage Loan to the Collateral Agent, on behalf of the Indenture Trustee. (c) The Collateral Agent Indenture Trustee will be the custodian, on behalf of the Indenture Trustee, to hold the Indenture Trustee's ’s Mortgage Files in trust pursuant to the terms of the Indenture for the benefit of all present and future Noteholders and Noteholders. (d) Consistent with the Note Insurer. In terms of the event the Collateral Agent resigns or is removedIndenture, the Indenture Trustee shall either (x) hold the Indenture Trustee's Mortgage Files, or (y) appoint a successor Collateral Agent to hold the Indenture Trustee's Mortgage Files as set forth in Section 9.08 hereof. (d) The Collateral Agent shall afford the DepositorSeller, the TrustSponsor, the Note Insurer Trust and the Servicer reasonable access to all records and documentation regarding the Mortgage Loans relating to this Agreement, such access being afforded at customary charges, upon reasonable prior written request and during normal business hours at the offices of the Collateral AgentIndenture Trustee. (e) No later than the fifth Business Day of each fourth month, commencing in , the Indenture Trustee shall deliver to the Servicer a report dated as of the first day of such month, identifying those Mortgage Loans for which it has not yet received (i) an original recorded Mortgage or a copy thereof certified to be true and correct by the public recording office in possession of such Mortgage or (ii) in the event that Assignments of Mortgage are required to be recorded in accordance with the provisions of Section 2.05, an original recorded Assignment of Mortgage to the Indenture Trustee and any required intervening Assignments of Mortgage or a copy thereof certified to be a true and correct copy by the public recording office in possession of such Assignment of Mortgage.