Common use of Pre-Funding Account and Capitalized Interest Account Clause in Contracts

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Day, the Trustee will deposit, on behalf of the Owners of the Class A Certificates and the Certificate Insurer, (i) in the Pre-Funding Account (A) the Original Fixed Rate Group Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 Certificates. (b) on any Subsequent Transfer Date, the Seller shall instruct the Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Loans sold to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 hereof with respect to such transfer; in connection with such instructions, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Group. In no event shall the Seller be permitted to instruct the Trustee to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After giving effect to any reductions in the Pre-Funded Amount with respect to a Group on or before the Monthly Remittance Date relating to the Final Pre-Funding Payment Date, the Trustee shall withdraw from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect to such Group on such Monthly Remittance Date relating to the Final Pre-Funding Payment Date and deposit such amount to the Certificate Account on such Monthly Remittance Date.

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup DayClosing Date, the Indenture Trustee will deposit, on behalf of the Owners of the Class A Certificates and the Certificate Insurer, (i) in the Pre-Funding Account (A) the Original Fixed Rate Group Pre-Funded Amount deposit from the proceeds of the sale of the Fixed Rate Certificates Notes, on behalf of the Noteholders and (B) the Note Insurer, in the Pre-Funding Account, the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account Account, (A) the Original Fixed Rate Group Capitalized Interest Account Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 Certificates. (b) on any On each Subsequent Transfer Date, the Seller Sponsor shall instruct the Indenture Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Mortgage Loans sold transferred to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller Sponsor upon satisfaction of the conditions set forth in Sections 3.05 Section 2.4 of the Sale and 3.07 hereof Servicing Agreement with respect to such transfer; . 60 66 (c) On the Payment Dates occurring in connection with such instructions__________ and ________, the Depositor Indenture Trustee shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Group. In no event shall the Seller be permitted to instruct the Trustee to release transfer from the Pre-Funding Account to the Certificate Account with respect Note Account, the Pre-Funding Earnings needed to pay interest on the portion of the Notes collateralized by amounts in the Pre-Funding Account, if any, applicable to each such Payment Date. On the Payment Dates occurring in __________ and ________, the Indenture Trustee shall distribute directly to the aggregate Subsequent Home Equity Loans holders of the Certificates the Pre-Funding Earnings not used to be transferred pay interest on the portion of the Notes collateralized by amounts in the Pre-Funding Account, if any, applicable to such Payment Date. (d) [Reserved]. (e) On each Payment Date occurring in __________ and ________, the Indenture Trustee shall transfer from the Capitalized Interest Account to the Fixed Rate Group an aggregate amount Note Account the Capitalized Interest Requirement, if any, for such Payment Dates. (f) On the Payment Date occurring in excess ________, any amounts remaining in the Capitalized Interest Account after taking into account the transfers on such Payment Date described in clause (d) above shall be paid to the holders of the Original Fixed Rate Group Certificates, and the Capitalized Interest Account shall be closed. (g) If (x) the Pre-Funded Amount has not been reduced to zero by the Payment Date occurring in ________ or (y) the Pre-Funded Amount has been reduced to release from $100,000 or less on any Remittance Date occurring during the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount Period, in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After either case after giving effect to any reductions in the Pre-Funded Amount with respect to a Group on or before the Monthly related such Remittance Date relating to the Final Pre-Funding Payment Date, the Sponsor shall instruct the Indenture Trustee shall to withdraw from the Pre-Funding Account on such Remittance Date and deposit to the amount Note Account the difference, if any, between (exclusive of any related A) the Original Pre-Funding Account Earnings still on deposit thereinFunded Amount and (B) remaining in all amounts theretofore withdrawn from the Pre-Funding Account with respect to such Group on such Monthly Remittance Date relating to the Final Pre-Funding Payment Date and deposit such amount to the Certificate Account on such Monthly Remittance DateSubsequent Mortgage Loans.

Pre-Funding Account and Capitalized Interest Account. (a) The Trustee shall establish and maintain the Pre-Funding and the Capitalized Interest Account, each to be held in trust for the benefit of the Certificateholders. Each of the Pre-Funding Account and the Capitalized Interest Account shall be an Eligible Account. On the Startup DayClosing Date, the Trustee Saxon will deposit, on behalf of the Owners of the Class A Certificates and the Certificate Insurer, (i) cause to be deposited in the Pre-Funding Account (A) the Group I Original Fixed Rate Group Pre-Funded Amount from and the proceeds of the sale of the Fixed Rate Certificates and (B) the Group II Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Initial Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 CertificatesAmount. (b) on On any Subsequent Transfer Sales Date, the Seller Master Servicer shall instruct the Trustee Trustee, with a copy to the Seller, (i) to withdraw from the Group I Pre-Funded Amount in the Pre-Funding Account an amount equal to 100% of the aggregate Loan Scheduled Principal Balances of the Group I Subsequent Home Equity Mortgage Loans as of the applicable Subsequent Cut-Off Date sold to the Trust on such Subsequent Transfer Sales Date; (ii) to withdraw from the Group II Pre-Funded Amount in the Pre-Funding Account an amount equal to 100% of the aggregate Scheduled Principal Balances of the Group II Subsequent Mortgage Loans as of the applicable Subsequent Cut-Off Date sold to the Trust on such Subsequent Sales Date; and (iii) to pay such amount amounts to or upon the order of the Seller upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 Section 2.02(c) hereof with respect to such transfer; in connection with such instructions, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Groupthereto. In no event shall the Seller be permitted to instruct the Trustee to release withdraw from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group an aggregate amount in excess of the Group I Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After giving effect to any reductions in the Pre-Funded Amount with respect to a Group on I Mortgage Loans or before an amount in excess of the Monthly Group II Original Pre-Funded Amount with respect to Group II Mortgage Loans. (c) On each Master Servicer Remittance Date relating to and including the Distribution Date immediately following the end of the Funding Period, the Master Servicer shall instruct the Paying Agent to transfer: (i) to the Final Pre-Funding Payment Date, the Trustee shall withdraw Capitalized Interest Account from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in Account, the Pre-Funding Account with respect Earnings; and (ii) to such Group on such Monthly the Asset Proceeds Account from the Capitalized Interest Account, the Capitalized Interest Requirement. (d) On each Subsequent Sales Date the Master Servicer shall instruct the Trustee to distribute the Overfunded Interest Amount, if any, to the Seller. At the end of the Funding Period, all amounts, if any, remaining in the Capitalized Interest Account shall be transferred to the Seller and the Capitalized Interest Account shall be closed. (e) On the Master Servicer Remittance Date relating immediately following the end of the Funding Period, the Master Servicer shall instruct the Trustee to transfer the Pre-Funded Amount to the Final Asset Proceeds Account for distribution to the Holders of the Class A Certificates in accordance with Section 3.02 hereof. (f) The Pre-Funding Payment Date Account and deposit such amount the Capitalized Interest Account shall not be assets of either REMIC created pursuant to the Certificate Account on such Monthly Remittance Datethis Agreement.

Pre-Funding Account and Capitalized Interest Account. (a) On The Trustee shall establish and maintain with the Startup DayPaying Agent the Pre-Funding and the Capitalized Interest Account, each to be held in trust for the Trustee will deposit, on behalf benefit of the Owners of the Class A Certificates Certificateholders and the Certificate Insurer. Each of the Pre-Funding Account and the Capitalized Interest Account shall be an Eligible Account. On the Closing Date, (i) the Depositor will cause to be deposited in the Pre-Funding Account (A) the Group I Original Fixed Rate Group Pre-Funded Amount from and the proceeds of the sale of the Fixed Rate Certificates and (B) the Group II Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Initial Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 CertificatesAmount. (b) on On any Subsequent Transfer Sales Date, the Seller shall instruct the Trustee Paying Agent, with a copy to the Master Servicer, (i) to withdraw from the Group I Pre-Funded Amount in the Pre-Funding Account an amount equal to 100% of the aggregate Loan Scheduled Principal Balances of the Group I Subsequent Home Equity Mortgage Loans as of the applicable Subsequent Cut-Off Date sold to the Trust on such Subsequent Transfer Sales Date; (ii) to withdraw from the Group II Pre-Funded Amount in the Pre-Funding Account an amount equal to 100% of the aggregate Scheduled Principal Balances of the Group II Subsequent Mortgage Loans as of the applicable Subsequent Cut-Off Date sold to the Trust on such Subsequent Sales Date; and (iii) to pay such amount amounts to or upon the order of the Seller upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 Section 2.02(b) hereof with respect to such transfer; in connection with such instructions, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Groupthereto. In no event shall the Seller be permitted to instruct the Trustee to release Paying Agent withdraw from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group an aggregate amount in excess of the Group I Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After giving effect to any reductions in the Pre-Funded Amount with respect to a Group on I Mortgage Loans or before an amount in excess of the Monthly Group II Original Pre-Funded Amount with respect to Group II Mortgage Loans. (c) On each Master Servicer Remittance Date relating to and including the Distribution Date immediately following the end of the Funding Period, the Master Servicer shall instruct the Paying Agent to transfer: (i) to the Final Pre-Funding Payment Date, the Trustee shall withdraw Capitalized Interest Account from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in Account, the Pre-Funding Account with respect Earnings; and (ii) to such Group on such Monthly the Asset Proceeds Account from the Capitalized Interest Account, the Capitalized Interest Requirement. (d) On each Subsequent Sales Date the Master Servicer shall instruct the Paying Agent to distribute the Overfunded Interest Amount, if any, to SMI. At the end of the Funding Period, all amounts, if any, remaining in the Capitalized Interest Account shall be transferred to the Seller and the Capitalized Interest Account shall be closed. (e) On the Master Servicer Remittance Date relating immediately following the end of the Funding Period, the Master Servicer shall instruct the Paying Agent to transfer the Pre-Funded Amount to the Final Asset Proceeds Account for distribution to the Holders of the Class A Certificates in accordance with Section 3.02 hereof. (f) The Pre-Funding Payment Date Account and deposit such amount to the Certificate Capitalized Interest Account on such Monthly Remittance Dateshall not be assets of the REMIC.

Pre-Funding Account and Capitalized Interest Account. (a) The Trustee shall establish and maintain the Pre-Funding Account and the Capitalized Interest Account, each to be held in trust for the benefit of the Certificateholders. Each of the Pre-Funding Account and the Capitalized Interest Account shall be an Eligible Account. On the Startup DayClosing Date, the Trustee Depositor will deposit, on behalf of the Owners of the Class A Certificates and the Certificate Insurer, (i) cause to be deposited in the Pre-Funding Account (A) the Original Fixed Rate Group Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Initial Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 CertificatesAmount. (b) on On any Subsequent Transfer Sales Date, the Seller Master Servicer shall instruct the Trustee Trustee, with a copy to the Depositor, (i) to withdraw from the Pre-Funded Amount in the Pre-Funding Account an amount equal to 100% of the aggregate Loan Scheduled Principal Balances of the Subsequent Home Equity Mortgage Loans as of the applicable Subsequent Cut-Off Date sold to the Trust on such Subsequent Transfer Sales Date and (ii) to pay such amount amounts to or upon the order of the Seller Depositor upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 Section 2.02(c) hereof with respect to such transfer; in connection with such instructions, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Groupthereto. In no event shall the Seller be permitted to instruct the Trustee to release withdraw from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After giving effect On each Master Servicer Remittance Date to any reductions and including the Master Servicer Remittance Date immediately following the end of the Funding Period, the Master Servicer shall instruct the Paying Agent to transfer: (i) to the Capitalized Interest Account from the Pre-Funding Account, the Pre-Funding Account Earnings; and (ii) to the Asset Proceeds Account from the Capitalized Interest Account, the Capitalized Interest Requirement. (d) On each Subsequent Sales Date the Master Servicer shall instruct the Trustee to distribute the Overfunded Interest Amount, if any, to the Depositor. At the end of the Funding Period, all amounts, if any, remaining in the Capitalized Interest Account shall be transferred to the Depositor and the Capitalized Interest Account shall be closed. (e) On the Master Servicer Remittance Date immediately following the end of the Funding Period, the Master Servicer shall instruct the Trustee to transfer the Pre-Funded Amount with respect to a Group on or before the Monthly Remittance Date relating to the Final Pre-Funding Payment Date, Asset Proceeds Account for distribution to the Trustee shall withdraw from Holders of the Certificates in accordance with Section 3.01(b) hereof. (f) The Pre-Funding Account and the amount (exclusive Capitalized Interest Account shall not be assets of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect REMIC created pursuant to such Group on such Monthly Remittance Date relating to the Final Pre-Funding Payment Date and deposit such amount to the Certificate Account on such Monthly Remittance Datethis Agreement.

Pre-Funding Account and Capitalized Interest Account. (a) The Trustee shall establish and maintain the Pre-Funding Account and the Capitalized Interest Account, each to be held in trust for the benefit of the Certificateholders. Each of the Pre-Funding Account and the Capitalized Interest Account shall be an Eligible Account. On the Startup DayClosing Date, the Trustee Depositor will deposit, on behalf of the Owners of the Class A Certificates and the Certificate Insurer, (i) cause to be deposited in the Pre-Funding Account (A) the Original Fixed Rate Group Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Initial Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 CertificatesAmount. (b) on On any Subsequent Transfer Sales Date, the Seller Master Servicer shall instruct the Trustee Trustee, with a copy to the Depositor, (i) to withdraw from the Pre-Funded Amount in the Pre-Funding Account an amount equal to 100% of the aggregate Loan Scheduled Principal Balances of the Subsequent Home Equity Mortgage Loans as of the applicable Subsequent Cut-Off Date sold to the Trust on such Subsequent Transfer Date and Sales Date, and (ii) to pay such amount amounts to or upon the order of the Seller Depositor upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 Section 2.02(c) hereof with respect to such transfer; in connection with such instructions, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Groupthereto. In no event shall the Seller be permitted to instruct the Trustee to release withdraw from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After giving effect On each Master Servicer Remittance Date to any reductions and including the Master Servicer Remittance Date immediately following the end of the Funding Period, the Master Servicer shall instruct the Paying Agent to transfer: (i) to the Capitalized Interest Account from the Pre-Funding Account, the Pre-Funding Account Earnings; and (ii) to the Asset Proceeds Account from the Capitalized Interest Account, the Capitalized Interest Requirement. (d) On each Subsequent Sales Date the Master Servicer shall instruct the Trustee to distribute the Overfunded Interest Amount, if any, to the Depositor. At the end of the Funding Period, all amounts, if any, remaining in the Capitalized Interest Account shall be transferred to the Depositor and the Capitalized Interest Account shall be closed. (e) On the Master Servicer Remittance Date immediately following the end of the Funding Period, the Master Servicer shall instruct the Trustee to transfer the Pre-Funded Amount with respect to a Group on or before the Monthly Remittance Date relating to the Final Pre-Funding Payment Date, Asset Proceeds Account for distribution to the Trustee shall withdraw from Holders of the Certificates in accordance with Section 3.03 (c) and (d) hereof. (f) The Pre-Funding Account and the amount (exclusive Capitalized Interest Account shall not be assets of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect REMIC created pursuant to such Group on such Monthly Remittance Date relating to the Final Pre-Funding Payment Date and deposit such amount to the Certificate Account on such Monthly Remittance Datethis Agreement.

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Day, the The Indenture Trustee will deposit, on behalf of the Owners of the Class A Certificates shall establish and the Certificate Insurer, (i) in maintain the Pre-Funding Account (A) as one or more segregated trust accounts in the Original Fixed Rate Group name of "First Sierra Equipment Contract-Backed Notes 1999-1 Pre-Funded Amount Funding Account, in trust for the registered holders of Equipment Contract-Backed Notes." The Indenture Trustee will make or permit withdrawals from the Pre-Funding Account only as provided in this Indenture. On the Closing Date, the Indenture Trustee will deposit from the proceeds of the sale of the Fixed Rate Certificates and (B) Notes, the Original Adjustable Rate Group Pre-Funded Amount from in the proceeds Pre-Funding Account. On each Subsequent Transfer Date occurring during the Pre-Funding Period, the Servicer, on behalf of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account Trust, (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 Certificates. (b) on any Subsequent Transfer Date, the Seller shall instruct the Indenture Trustee in writing to withdraw from the Pre-Funding Account and release to the Trust an amount equal to 10096.25% of the aggregate Loan Balances Discounted Contract Principal Balance of the Subsequent Home Equity Loans sold Contracts to be transferred to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order as of the Seller applicable Subsequent Cut-Off Date upon satisfaction of each of the conditions set forth in Sections 3.05 and 3.07 hereof with respect to such transfer; in connection with such instructions, Section 2.02 of the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Group. In no event shall the Seller be permitted to instruct the Trustee to release from the Pre-Funding Account to the Certificate Account Receivables Transfer Agreement with respect to the aggregate transfer of Subsequent Home Equity Loans to be transferred Contracts to the Fixed Rate Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After giving effect to any reductions in the Pre-Funded Amount with respect to a Group Trust. In addition, on or before the Monthly Remittance Date relating prior to the Final Pre-Funding each Payment Date, the Trustee shall withdraw all income and gain realized from the Pre-Funding Account the amount (exclusive investment of any related Pre-Funding Account Earnings still on deposit therein) remaining funds deposited in the Pre-Funding Account with respect to such Group on such Monthly Remittance Date relating shall be transferred to the Final Capitalized Interest Account prior to the withdrawal of the Capitalized Interest Requirement from the Capitalized Interest Account. Any amount remaining on deposit in the Pre-Funding Account at the end of the Pre-Funding Period, less any undistributed investment earnings on deposit in the Pre-Funding Account, shall be distributed by the Indenture Trustee on the Payment Date and deposit such amount immediately following the end of the Pre-Funding Period to the Certificate Noteholders as a prepayment of principal. (b) The Indenture Trustee shall establish and maintain the Capitalized Interest Account on such Monthly Remittance Date.as one or more segregated trust accounts in the name of "First Sierra Equipment Contract-Backed Notes 1999-1 Capitalized Interest Account, in trust for the registered holders of

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Closing Day, the Trustee will depositdeposit from the proceeds of the sale of the Class A Certificates, on behalf of the Owners of the Class A Certificates and the Certificate Insurer, (i) in the Pre-Funding Account (A) Account, the Original Fixed Rate Group Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account Account, (A) the Original Fixed Rate Group Capitalized Interest Account Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 Certificates. (b) on any Subsequent On each Pre-Funding Transfer Date, the Seller Originator shall instruct the Trustee to withdraw from the Pre-Funding Account and release to the Originator an amount equal to 100% of the aggregate Loan Balances Principal Balance of the Subsequent Home Equity Pre-Funded Mortgage Loans sold transferred to the Trust on such Subsequent Pre-Funding Transfer Date and pay such amount to or upon the order of the Seller upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 Section 3.8 hereof with respect to such transfer; . (c) On the Payment Dates occurring in connection with such instructionsDecember, 1996, January, 1997 and February, 1997, the Depositor Trustee shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Group. In no event shall the Seller be permitted to instruct the Trustee to release transfer from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Earnings, if any, applicable to each such Payment Date. (d) On each Payment Date occurring during the Pre-Funding Period and the Revolving Period, the Trustee shall transfer from the Capitalized Interest Account to the Certificate Account with the Capitalized Interest Requirement, if any, for such Payment Dates. (e) With respect to the aggregate Payment Dates in December 1996 and January 1997, if the Originator delivers a sufficient number of Subsequent Home Equity Mortgage Loans to be transferred to satisfy its obligations hereunder, any amount remaining in the Adjustable Rate Group an aggregate amount Capitalized Interest Account in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After giving effect to any reductions in the Pre-Funded Capitalized Interest Revolving Period Amount with respect to a Group on or before the Monthly Remittance Date relating shall be released to the Final Pre-Funding Originator on such Payment Date. On the Payment Date which immediately follows the end of the Revolving Period, and following any withdrawals from the Capitalized Interest Account on such Payment Date, the Trustee Capitalized Interest Account shall withdraw from the Pre-Funding Account the be closed and any remaining amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect to such Group on such Monthly Remittance Date relating therein shall be paid to the Final Pre-Funding Payment Date and deposit such amount to Owner of the Certificate Account on such Monthly Remittance DateOriginator's Interest.

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Day, the Trustee Depositor will depositdeposit in the Pre-Funding Account, on behalf of the Owners of the Class A Certificates and the Certificate InsurerOffered Certificates, (i) in the Pre-Funding Account (A) the Original Fixed Rate Group Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) Offered Certificates, the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 CertificatesAmount. (b) on On any Subsequent Transfer Date, the Seller shall instruct the Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Mortgage Loans sold to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller Depositor upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 hereof with respect to such transfer; in connection with such instructions, instruction the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Mortgage Loans are being transferred to the Fixed Rate Group I or the Adjustable Rate GroupGroup II. In no event shall the Seller Depositor be permitted to instruct the Trustee to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Mortgage Loans to be transferred to the Fixed Rate a Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Pre- Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amountsuch Group. (c) After giving effect to any reductions in If the Pre-Funded Amount with respect to a Mortgage Loan Group has been reduced to $100,000 or less on or before the Monthly Remittance Date relating to the Final Pre-Funding Payment Date________________ __, 1998, the Depositor shall instruct the Trustee shall to withdraw from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect to such Group on such Monthly Remittance Date relating to the Final Pre-Funding Payment Date of Mortgage Loans and deposit such amount to the Certificate Account, on the Monthly Remittance Date in _____________ , 1998. If the Pre-Funded Amount in respect to a Mortgage Loan Group has not been reduced to $100,000 or less by ________________ __, 1998, then the Trustee shall withdraw on the Pre-Funding Determination Date from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account and deposit on such date such amount to the Certificate Account, which will be distributed on the Payment Date in __________, 1998. (d) On the Payment Date in __________ 1998, the Trustee shall transfer from the Pre-Funding Account to the Capitalized Interest Account, (i) with respect to Group I, the Group I Pre-Funding Account Earnings and (ii) with respect to Group II, the Group II Pre-Funding Account Earnings, if any, applicable to such Payment Date. (e) On the Payment Date in __________ 1998, the Trustee shall transfer from the Capitalized Interest Account to the Certificate Account, for the benefit of the Owners of the related Certificates, the Group I or Group II Capitalized Interest Requirement for such Payment Date. (f) On each Subsequent Transfer Date the Trustee shall distribute the Overfunded Interest Amount (calculated by the Trustee on the day prior to such Subsequent Transfer Date) from the Capitalized Interest Account to the Seller and on Payment Date immediately following the end of the Funding Period (but no later than the day prior to such Subsequent Transfer Date) from the Capitalized Interest Account to the Seller), the Trustee shall distribute to the Seller any amounts remaining in the Capitalized Interest Account after taking into account the transfers on such Payment Date described above. The Capitalized Interest Account shall be closed at the end of the Funding Period. All amounts, if any, remaining in the Capitalized Interest Account on such Monthly Remittance day shall be transferred to the Seller. (g) Any amounts transferred to the Certificate Account from the Capitalized Interest Account on the Payment Date in __________ 1998 shall be transferred to the related Upper-Tier Distribution Account and distributed to the Owners of the related Class or Classes of Class A Certificates entitled to such amount pursuant to Section 7.03(f) and (g) on such Payment Date. (h) The Pre-Funding Account and the Capitalized Interest Account are not an asset of either the Lower-Tier REMIC or the Upper-Tier REMIC.

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup DayClosing Date, the Indenture Trustee will deposit, on behalf of the Owners of the Class A Certificates Notes and the Certificate Insurer, (i) Note Insurer in the Pre-Funding Account (A) the Original Fixed Rate Group Aggregate Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 CertificatesNotes. (b) on On any Subsequent Transfer Date, the Seller shall instruct the Indenture Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Loans sold to the Trust Issuer on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller upon satisfaction of the conditions set forth in Sections 3.05 2.05 and 3.07 2.07 hereof with respect to such transfer; in connection with such instructions, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Group. In no event shall the Seller Depositor be permitted to instruct the Indenture Trustee to release from the Pre-Funding Account to the Certificate Note Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After giving effect to any reductions in If the Pre-Funded Amount with respect has been reduced to a Group $100,000 or less on or before the April 1998 Monthly Remittance Date, the Seller shall instruct the Indenture Trustee to withdraw from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account and deposit such amount to the Note Account, on the April 1998 Monthly Remittance Date relating to and if the Final Pre-Funding Payment DateFunded Amount has been reduced to $100,000 or less by April 30, 1998, then the Indenture Trustee shall withdraw from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect to such Group on such Monthly Remittance Date relating to the Final Pre-Funding Payment Date and deposit such amount to the Certificate Note Account, on the May 1998 Monthly Remittance Date, which will be distributed to the related Owners of the Notes. (d) On the Payment Dates in April and May 1998, the Indenture Trustee shall transfer from the Pre-Funding Account to the Capitalized Interest Account the Pre-Funding Account Earnings, if any, applicable to such Payment Date. (e) On the Payment Dates in April and May 1998, the Indenture Trustee shall transfer from the Capitalized Interest Account to the Note Account, the sum of the Capitalized Interest Requirement, if any, and any Pre-Funding Account Earnings for such Payment Date. (f) On each Subsequent Transfer Date the Indenture Trustee shall distribute the Overfunded Interest Amount, if any (calculated by the Indenture Trustee on the day prior to such Subsequent Transfer Date) from the Capitalized Interest Account to the Seller and on the Payment Date immediately following the Funding Period the Indenture Trustee shall distribute to the Seller any amounts remaining in the Capitalized Interest Account after taking into account the transfers on such Payment Date described above. The Capitalized Interest Account shall be closed at the end of the Funding Period. All amounts, if any, remaining in the Capitalized Interest Account on such Monthly Remittance Dateday shall be transferred to the Seller.

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Day, the Trustee Seller will deposit, on behalf of the Owners of the Class A Certificates and the Certificate InsurerCertificates, (i) in the Pre-Funding Account (A) the Original Fixed Rate Group Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Pre-Funded Amount Amount, from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 A Certificates. (b) on On any Subsequent Transfer Date, the Seller shall instruct the Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Mortgage Loans sold to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller upon satisfaction of the conditions set forth in Sections 3.05 3.5 and 3.07 3.8 hereof with respect to such transfer; in connection with such instructions, instructions the Depositor Seller shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Mortgage Loans are being transferred to the Fixed Rate Group I or the Adjustable Rate GroupGroup II. In no event shall the Seller be permitted to instruct the Trustee to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Mortgage Loans to be transferred to the Fixed Rate Group I an aggregate amount in excess of the Original Fixed Rate Group I Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Mortgage Loans to be transferred to the Adjustable Rate Group II an aggregate amount in excess of the Original Adjustable Rate Group II Pre-Funded Amount. (c) After giving effect to any reductions in If the Pre-Funded Amount with respect has been reduced to a Group $100,000 or less on or before the Monthly October 1998 or November 1998 Remittance Date relating to the Final Pre-Funding Payment Date, the Trustee shall withdraw from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account Account, with respect to such each Group on such Monthly Remittance Date relating to the Final Pre-Funding Payment Date of Mortgage Loans and deposit such amount to the Certificate Account on the October 1998 or November 1998 Remittance Dates, respectively, which will be distributed to the Owners of the related Certificates, as applicable, on the related Payment Dates. (d) On the Payment Dates during and immediately following the Funding Period, the Trustee shall transfer from the Pre-Funding Account to the Capitalized Interest Account, the Pre-Funding Account Earnings, if any, applicable to such Monthly Remittance Payment Date. (e) On each Payment Date during and immediately following the Funding Period, the Trustee shall transfer from the Capitalized Interest Account to the Certificate Account, (i) with respect to Group I, the Group I Capitalized Interest Requirement for such Payment Date, if any, and (ii) with respect to Group II, the Group II Capitalized Interest Requirement, if any, for such Payment Date. (f) On each Subsequent Transfer Date the Trustee shall distribute the Group I Overfunded Interest Amount, if any, and the Group II Overfunded Interest Amount, if any (each calculated by the Trustee on the day prior to such Subsequent Transfer Date) from the Capitalized Interest Account to the Seller and on the Payment Date immediately following the Funding Period, the Trustee shall distribute to the Seller any amounts remaining in the Capitalized Interest Account after taking into account the transfers on such Payment Date described in clause (e) above. The Capitalized Interest Account shall be closed at the end of the Funding Period. All amounts, if any, remaining in the Capitalized Interest Account on such day shall be transferred to the Seller.

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Day, the Trustee Depositor will depositdeposit in the Pre-Funding Account, on behalf of the Owners of the Class A Certificates and the Certificate InsurerOffered Certificates, (i) in the Pre-Funding Account (A) the Original Fixed Rate Group Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) Offered Certificates, the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 CertificatesAmount. (b) on On any Subsequent Transfer Date, the Seller shall instruct the Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Mortgage Loans sold to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller Depositor upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 hereof with respect to such transfer; in connection with such instructions, instruction the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Mortgage Loans are being transferred to the Fixed Rate Group I or the Adjustable Rate GroupGroup II. In no event shall the Seller Depositor be permitted to instruct the Trustee to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Mortgage Loans to be transferred to the Fixed Rate a Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amountsuch Group. (c) After giving effect to any reductions in If the Pre-Funded Amount with respect to a Mortgage Loan Group has been reduced to $100,000 or less on or before the Monthly Remittance Date relating to the Final Pre-Funding Payment DateJune 30, 1998, the Depositor shall instruct the Trustee shall to withdraw from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect to such Group on such Monthly Remittance Date relating to the Final Pre-Funding Payment Date of Mortgage Loans and deposit such amount to the Certificate Account, on the Monthly Remittance Date in July 1998. If the Pre-Funded Amount in respect to a Mortgage Loan Group has not been reduced to $100,000 or less by June 30, 1998, then the Trustee shall withdraw on the Pre-Funding Determination Date from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account and deposit on such date such amount to the Certificate Account, which will be distributed on the Payment Date in July 1998. (d) On the Payment Date in July 1998, the Trustee shall transfer from the Pre-Funding Account to the Capitalized Interest Account, (i) with respect to Group I, the Group I Pre-Funding Account Earnings and (ii) with respect to Group II, the Group II Pre-Funding Account Earnings, if any, applicable to such Payment Date. (e) On the Payment Date in July 1998, the Trustee shall transfer from the Capitalized Interest Account to the Certificate Account, for the benefit of the Owners of the related Certificates, the Group I or Group II Capitalized Interest Requirement for such Payment Date. (f) On each Subsequent Transfer Date the Trustee shall distribute the Overfunded Interest Amount (calculated by the Trustee on the day prior to such Subsequent Transfer Date) from the Capitalized Interest Account to the Seller and on Payment Date immediately following the end of the Funding Period (but no later than the day prior to such Subsequent Transfer Date) from the Capitalized Interest Account to the Seller), the Trustee shall distribute to the Seller any amounts remaining in the Capitalized Interest Account after taking into account the transfers on such Payment Date described above. The Capitalized Interest Account shall be closed at the end of the Funding Period. All amounts, if any, remaining in the Capitalized Interest Account on such Monthly Remittance day shall be transferred to the Seller. (g) Any amounts transferred to the Certificate Account from the Capitalized Interest Account on the Payment Date in July 1998 shall be transferred to the related Upper-Tier Distribution Account and distributed to the Owners of the related Class or Classes of Class A Certificates entitled to such amount pursuant to Section 7.03(f) and (g) on such Payment Date. (h) The Pre-Funding Account and the Capitalized Interest Account are not an asset of either the Lower-Tier REMIC or the Upper-Tier REMIC.

Pre-Funding Account and Capitalized Interest Account. (a) On Upon Depositor Order, on the Startup Day, Date the Trustee will deposit, on behalf of the Owners of the Class A Certificates and the Certificate Insurer, (i) deposit in the Pre-Funding Account (A) the Original Fixed Rate Group Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 A Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 CertificatesAmount. (b) on any On each Subsequent Transfer Date, the Seller Depositor shall instruct the Trustee to withdraw from the Pre-Funding Account an amount equal the purchase price for the related Additional Mortgage Loans pursuant to 100% of the aggregate Loan Balances of the Subsequent Home Equity Loans sold to the Trust on such Subsequent Transfer Date Section 2.05(a) and pay such amount to or upon the order of the Seller Depositor upon satisfaction of the conditions set forth in Sections 3.05 Section 2.05. (c) If the Pre-Funded Amount has been reduced to $100,000 or less on or before any Deposit Date occurring during the Funding Period, and 3.07 hereof with respect to such transfer; in connection with such instructionsotherwise on the first Deposit Date occurring after the end of the Funding Period, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Group. In no event shall the Seller be permitted to instruct the Trustee to release withdraw the Pre-Funding Amount (exclusive of any Pre-Funding Account Earnings on deposit therein) from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After giving effect to any reductions in the Pre-Funded Amount with respect to a Group on or before the Monthly Remittance Date relating to the Final Pre-Funding Payment Date, the Trustee shall withdraw from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect to such Group on such Monthly Remittance Date relating to the Final Pre-Funding Payment Date and deposit such amount to the Certificate Account on such Monthly Remittance Deposit Date. (d) On the Distribution Dates during and immediately following the Funding Period, the Trustee shall transfer (x) from the Pre-Funding Account to the Capitalized Interest Account any Pre-Funding Account Earnings for such Distribution Date and (y) from the Capitalized Interest Account to the Certificate Account, the sum of any Capitalized Interest Requirement and any Pre-Funding Account Earnings for such Distribution Date. (e) On each Subsequent Transfer Date the Trustee shall distribute any Overfunded Interest Amount (calculated by the Trustee on the day prior to such Subsequent Transfer Date) from the Capitalized Interest Account to the Depositor and on the first Distribution Date following the end of the Funding Period the Trustee shall close the Capitalized Interest Account and distribute to the Depositor any amounts remaining therein after taking into account the transfers on such Distribution Date described in subsection (d) above. (f) Any amounts transferred to the Certificate Account from the Capitalized Interest Account pursuant to clause (d)(y) above shall be transferred and distributed in accordance with Section 13.01(b).

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Day, the Trustee will deposit, on behalf of the Owners of the Class A Certificates and the Certificate Insurer, (i) in the Pre-Funding Account (A) the Original Fixed Rate Group I Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Group I Certificates and (B) the Original Adjustable Rate Group II Pre-Funded Amount from the proceeds of the sale of the Class A-6 Group II Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group I Capitalized Interest Deposit, from the sale of the Fixed Rate Group I Certificates and (B) the Original Adjustable Rate Group II Capitalized Interest Deposit from the sale of the Class A-6 Group II Certificates. (b) on On any Subsequent Transfer Date, the Seller shall instruct the Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Loans sold to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 hereof with respect to such transfer; in connection with such instructions, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group I or the Adjustable Rate GroupGroup II. In no event shall the Seller be permitted to instruct the Trustee to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group I an aggregate amount in excess of the Original Fixed Rate Group I Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group II an aggregate amount in excess of the Original Adjustable Rate Group II Pre-Funded Amount. (c) After giving effect to any reductions in the Pre-Funded Amount with respect to a Group on or before the Monthly Remittance Date relating to the Final Pre-Funding Payment Distribution Date, the Trustee shall withdraw from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect to such Group on such Monthly Remittance Date relating to the Final Pre-Funding Payment Distribution Date and deposit such amount to the Certificate Account on such Monthly Remittance Date.

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Day, the Trustee Depositor will depositdeposit in the Pre-Funding Account, on behalf of the Owners of the Class A Certificates and the Certificate InsurerOffered Certificates, (i) in the Pre-Funding Account (A) the Original Fixed Rate Group Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) Offered Certificates, the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 CertificatesAmount. (b) on On any Subsequent Transfer Date, the Seller shall instruct the Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Mortgage Loans sold to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller Depositor upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 hereof with respect to such transfer; in connection with such instructions, instruction the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Mortgage Loans are being transferred to the Fixed Rate Group I or the Adjustable Rate GroupGroup II. In no event shall the Seller Depositor be permitted to instruct the Trustee to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Mortgage Loans to be transferred to the Fixed Rate a Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amountsuch Group. (c) After giving effect to any reductions in If the Pre-Funded Amount with respect to a Mortgage Loan Group has been reduced to $100,000 or less on or before the Monthly Remittance Date relating to the Final Pre-Funding Payment DateMarch 31, 1998, the Depositor shall instruct the Trustee shall to withdraw from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect to such Group on such Monthly Remittance Date relating to the Final Pre-Funding Payment Date of Mortgage Loans and deposit such amount to the Certificate Account, on the April 1998 Monthly Remittance Date. If the Pre-Funded Amount in respect to a Mortgage Loan Group has not been reduced to $100,000 or less by March 31, 1998, then the Trustee shall withdraw on the Pre-Funding Determination Date from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account and deposit on such date such amount to the Certificate Account, which will be distributed to the related Owners of the Class A Certificates on the Pre-Funding Payment Date (d) On the Payment Dates in March and April 1998 and on the Pre-Funding Payment Date, the Trustee shall transfer from the Pre-Funding Account to the Capitalized Interest Account, (i) with respect to Group I, the Group I Pre-Funding Account Earnings and (ii) with respect to Group II, the Group II Pre-Funding Account Earnings, if any, applicable to such Payment Date (or Pre-Funding Payment Date). (e) On the Payment Dates in March and April 1998 and on the Pre-Funding Payment Date, the Trustee shall transfer from the Capitalized Interest Account to the Certificate Account, for the benefit of the Owners of the related Certificates, the Group I or Group II Capitalized Interest Requirement for such Payment Date (or Pre-Funding Payment Date). (f) On each Subsequent Transfer Date the Trustee shall distribute the Overfunded Interest Amount (calculated by the Trustee on the day prior to such Subsequent Transfer Date) from the Capitalized Interest Account to the Seller and on the Pre-Funding Payment Date, the Trustee shall distribute to the Seller any amounts remaining in the Capitalized Interest Account after taking into account the transfers on such Payment Date described in clause (e) above. The Capitalized Interest Account shall be closed at the end of the Funding Period. All amounts, if any, remaining in the Capitalized Interest Account on such Monthly Remittance Dateday shall be transferred to the Seller. (g) The Pre-Funding Account and the Capitalized Interest Account are not an asset of either the Lower-Tier REMIC or the Upper-Tier REMIC.

Pre-Funding Account and Capitalized Interest Account. (ai) On or before the Startup DayClosing Date, there shall be established and maintained the Trustee will depositPre-Funding Account and the Capitalized Interest Account, in the name of the Owner Trustee, on behalf of the Owners Trust for the benefit of the Class A Certificates Noteholders and Certificateholders with an Eligible Institution (which, initially, shall be the Certificate InsurerIndenture Trustee). If, (i) in at any time during the Funding Period, the Pre-Funding Account or the Capitalized Interest Account ceases to be maintained with an Eligible Institution, the Indenture Trustee (Aor the Servicer on its behalf) shall within five (5) Business Days (or such longer period, not to exceed thirty (30) calendar days, as to which the Rating Agency may consent) establish a new Pre-Funding Account or Capitalized Interest Account meeting the condition specified above, transfer any cash and/or any investments to such new Pre-Funding Account or Capitalized Interest Account and from the date such new Pre-Funding Account or Capitalized Interest Account is established, they shall be the "Pre-Funding Account" or "Capitalized Interest Account", as appropriate. The Pre-Funding Account shall be entitled the "CIT RV Owner Trust 1996-A Pre-Funding Account". The Capitalized Interest Account shall be entitled the "CIT RV Owner Trust 1996-A Capitalized Interest Account". Each of the Pre-Funding Account and the Capitalized Interest Account shall bear an additional designation clearly indicating that the funds on deposit therein are held for the benefit of, and owned by, the Trust. On the Closing Date, the Trust will deposit the Original Fixed Rate Group Pre-Funded Amount from into the proceeds of the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Pre-Funded Amount from Funding Account and deposit the proceeds of Initial Capitalized Interest Deposit into the sale of the Class A-6 Certificates and Capitalized Interest Account. (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 Certificates. (b) on On any Subsequent Transfer Date, the Seller Servicer shall instruct the Owner Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances unpaid principal balance thereof as of the related Subsequent Cut-off Date of the Subsequent Home Equity Loans Contracts sold to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 hereof Company with respect to such transfer; in connection with such instructions, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Group. In no event shall the Seller Servicer be permitted to instruct the Owner Trustee to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans Contracts to be transferred to the Fixed Rate Group Trust an aggregate amount in excess of amount, which, when added to the Original Fixed Rate Group Pre-Funded Amount or to release amounts previously released from the Pre-Funding Account to the Certificate Account with respect to the aggregate acquire Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of Contracts, would exceed the Original Adjustable Rate Group Pre-Funded Amount. (ciii) After giving effect On the Distribution Dates occurring in _________, _______ and ________ of 1996, the Owner Trustee shall withdraw Pre-Funding Earnings from the Pre-Funding Account, to any reductions the extent available, and deposit such amount in the Collection Account for payment to the Holders of the Securities on such Distribution Dates, in an amount equal to the difference, if any, between (x) the sum of the amount of interest payable to the Noteholders on such Distribution Date and the amount of interest payable to the Certificateholders on such Distribution Date and (y) that portion of the Amount Available allocated to make such interest payments to Noteholders and Certificateholders, respectively, on such Distribution Dates. On such Distribution Dates, such funds, if any, shall be used first to pay to the Noteholders, to the extent available, the Pre-Funding Earnings so withdrawn such that the Noteholders will receive such amounts of interest due on such Distribution Date, and second, to pay to the Certificateholders, to the extent available, the remaining Pre-Funding Earnings so withdrawn such that the Certificateholders will receive such amounts of interest due on such Distribution Date. (iv) On the Distribution Dates occurring in _________, _______ and ________ of 1996, the Owner Trustee shall withdraw monies on deposit in the Capitalized Interest Account, to the extent available, and deposit such amount in the Collection Account for payment to the Holders of the Securities on such Distribution Date, in an amount equal to the excess, if any, of (x) the product of (1) the weighted average of the Class A Rate and the Pass-Through Rate as of the first day of the related Interest Accrual Period and (2) the undisbursed funds (excluding investment earnings) in the Pre-Funded Amount with respect to a Group on or before Funding Account (as of the Monthly Remittance Date relating to last day of the Final related Due Period) over (y) the amount if any Pre-Funding Payment Earnings in the Pre-Funding Account that are available to pay interest on the Securities on such Distribution Date pursuant to clause (iii) above. On such Distribution Dates, such funds, if any, shall be used first to pay to the Noteholders, to the extent available, the amount so withdrawn such that the Noteholders will receive such amounts of interest due on such Distribution Date, and second, to pay to the Certificateholders, to the extent available, the amount so withdrawn such that the Certificateholders will receive such amounts of interest due on such Distribution Date. (v) On the last day of the Funding Period (or, if such day is not a Business Day, on the next succeeding Business Day) (but in no event later than the ________ 1996 Distribution Date) the Servicer shall instruct the Owner Trustee shall to withdraw from the Pre-Funding Account Account, and the amount Owner Trustee shall so withdraw, the difference, if any, between (exclusive A) the sum of any related the Original Pre-Funding Account Earnings still on deposit thereinFunded Amount, and (B) remaining in all amounts theretofore withdrawn from the Pre-Funding Account with respect to the purchase and transfer to the Trust of Subsequent Contracts, and the Owner Trustee shall (i) deposit the Note Pre-Funded Percentage of such Group amounts into the Note Distribution Account and (ii) deposit the Certificate Pre-Funded Percentage of such amounts into the Certificate Distribution Account. Such amounts will be used to prepay the principal amount of the outstanding Notes and Certificates in accordance with the Note Pre-Funded Percentage and the Certificate Pre-Funded Percentage, respectively, on the Distribution Date immediately following the Funding Period or if the end of the Funding Period is on a Distribution Date, then on such Monthly Remittance Date relating to the Final date. (vi) Any Pre-Funding Payment Date Earnings on deposit in the Pre-Funding Account and all amounts remaining on deposit such amount in the Capitalized Interest Account on the last day of the Funding Period which were not distributed to the Certificate Securityholders pursuant to Section 5.01(b) shall be deposited by the Owner Trustee in the Collection Account on such Monthly Remittance date and shall constitute part of the Amount Available on the first Distribution Date thereafter or, if the end of the Funding Period is on a Distribution Date, then on such date.

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup DayClosing Date, the Indenture Trustee will deposit, on behalf of the Owners of the Class A Certificates Notes and the Certificate Insurer, (i) Note Insurer in the Pre-Funding Account (A) the Original Fixed Rate Group Aggregate Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates Notes and (B) the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 CertificatesAmount. (b) on On any Subsequent Transfer Date, the Seller shall instruct the Indenture Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Mortgage Loans sold to the Trust Issuer on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller Depositor upon satisfaction of the conditions set forth in Sections 3.05 2.05 and 3.07 2.07 hereof with respect to such transfer; in connection with such instructions, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Group. In no event shall the Seller be permitted to instruct the Indenture Trustee to release from the Pre-Funding Account to the Certificate Note Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After giving effect to any reductions in If the Pre-Funded Amount with respect has been reduced to a Group $100,000 or less on or before the ___________ or the ______________ Monthly Remittance Date relating to the Final Pre-Funding Payment Date, the Seller shall instruct the Indenture Trustee shall to withdraw from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect to such Group on such Monthly Remittance Date relating to the Final Pre-Funding Payment Date and deposit such amount to the Certificate Account Note Account, on such the __________ or the __________ Monthly Remittance Date, as applicable, for distribution to the related Owners of the Notes. (d) On the Payment Dates during and immediately following the Funding Period, the Indenture Trustee shall transfer from the Pre-Funding Account to the Capitalized Interest Account the Pre-Funding Account Earnings, if any, applicable to such Payment Date. (e) On the Payment Dates during and immediately following the Funding Period, the Indenture Trustee shall transfer from the Capitalized Interest Account to the Note Account, the sum of the Capitalized Interest Requirement, if any, and any Pre-Funding Account Earnings for such Payment Date. (f) On each Subsequent Transfer Date the Indenture Trustee shall distribute the Overfunded Interest Amount, if any (calculated by the Indenture Trustee on the day prior to such Subsequent Transfer Date) from the Capitalized Interest Account to the Seller and on the Payment Date immediately following

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Day, the Trustee will deposit, on behalf of the Owners of the Class A Certificates and the Certificate Insurer, (i) in the Pre-Funding Account (A) the Original Fixed Rate Group I Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group II Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account Account, (A) the Original Fixed Rate Group I Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates Deposit and (B) the Original Adjustable Rate Group II Capitalized Interest Deposit from the sale of the Class A-6 CertificatesDeposit. (b) on any Subsequent Transfer Date, the Seller Depositor shall instruct the Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Loans sold to be purchased by the Trust from funds on deposit in the Pre-Funding Account on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller Depositor upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 hereof with respect to such transfer; in connection with such instructions, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group Ia, Group Ib, Group IIa or the Adjustable Rate GroupGroup IIb. In no event shall the Seller Depositor be permitted to instruct the Trustee to release from the Pre-Funding Account with respect to the Certificate aggregate Subsequent Home Equity Loans to be transferred to Group I an aggregate amount in excess of the Original Group I Pre-Funded Amount or to release from the Pre-Funding Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group II an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group II Pre-Funded Amount. (c) After giving effect to any reductions in the Pre-Funded Amount with respect to a Group on or before the Monthly Remittance Date relating to the Final final Pre-Funding Payment Distribution Date, the Trustee shall withdraw from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect to such Group on such Monthly Remittance Date relating to the Final final Pre-Funding Payment Distribution Date and deposit such amount to the Certificate Account on such Monthly Remittance Date.

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Day, the Trustee Depositor will depositdeposit in the Pre-Funding Account, on behalf of the Owners of the Class A Certificates and the Certificate InsurerCertificates, (i) in the Pre-Funding Account (A) the Original Fixed Rate Group Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account A Certificates, (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 CertificatesPre-Funded Amount. (b) on On any Subsequent Transfer Date, the Seller shall instruct the Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Mortgage Loans sold to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller Depositor upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 hereof with respect to such transfer; in connection with such instructions, instruction the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Mortgage Loans are being transferred to the Fixed Rate Group I or the Adjustable Rate GroupGroup II. In no event shall the Seller Depositor be permitted to instruct the Trustee to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Mortgage Loans to be transferred to the Fixed Rate a Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amountsuch Group. (c) After giving effect to any reductions in If (x) the Pre-Funded Amount with respect to a Mortgage Loan Group on or before has not been reduced to zero by the Monthly Remittance Date relating to the Final Pre-Funding Payment Determination Date or (y) the Pre-Funded Amount with respect to a Mortgage Loan Group has been reduced to $100,000 or less on either the January or February 1997 Monthly Remittance Date, then the Depositor shall instruct the Trustee shall to withdraw from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect to such a Group on such Monthly Remittance Date relating to the Final Pre-Funding Payment Date of Mortgage Loans and deposit such amount to the Certificate Account, on the Monthly Remittance Date in the month following the month in which the earlier of either (x) or (y) occurs; provided, however, that if neither of the events described in clauses (x) and (y) has occurred prior to the Pre-Funding Determination Date, then the Trustee shall withdraw on the Pre-Funding Determination Date from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account and deposit such amount to the Certificate Account, which will be distributed to the related Owners of the Class A Certificates on the Pre-Funding Payment Date. (d) On the Payment Dates in January and February 1997 and on the Pre-Funding Payment Date the Trustee shall transfer from the Pre-Funding Account to the Capitalized Interest Account, (i) with respect to Group I, the Group I Pre-Funding Account Earnings and (ii) with respect to Group II, the Group II Pre-Funding Account Earnings, if any, applicable to such Payment Date (or Pre-Funding Payment Date). (e) On the Payment Dates in January and February 1997 and on the Pre-Funding Payment Date the Trustee shall transfer from the Capitalized Interest Account to the Certificate Account, for the benefit of the Owners of the related Certificates, the Group I or Group II Capitalized Interest Requirement for such Payment Date (or Pre-Funding Payment Date). (f) On each Subsequent Transfer Date the Trustee shall distribute the Overfunded Interest Amount (calculated by the Trustee on the day prior to such Subsequent Transfer Date) from the Capitalized Interest Account to the Seller and on the Pre-Funding Payment Date, the Trustee shall distribute to the Seller any amounts remaining in the Capitalized Interest Account after taking into account the transfers on such Payment Date described in clause (e) above. The Capitalized Interest Account shall be closed at the end of the Funding Period. All amounts, if any, remaining in the Capitalized Interest Account on such Monthly Remittance Dateday shall be transferred to the Seller.

Pre-Funding Account and Capitalized Interest Account. (a) On The Trustee shall establish and maintain with the Startup DayPaying Agent the Pre-Funding and the Capitalized Interest Account, each to be held in trust for the Trustee will deposit, on behalf benefit of the Owners of the Class A Certificates Certificateholders and the Certificate Insurer. Each of the Pre-Funding Account and the Capitalized Interest Account shall be an Eligible Account. On the Closing Date, (i) Saxon will cause to be deposited in the Pre-Funding Account (A) the Group I Original Fixed Rate Group Pre-Funded Amount from and the proceeds of the sale of the Fixed Rate Certificates and (B) the Group II Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Initial Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 CertificatesAmount. (b) on On any Subsequent Transfer Sales Date, the Seller shall instruct the Trustee Paying Agent, with a copy to the Master Servicer, (i) to withdraw from the Group I Pre-Funded Amount in the Pre-Funding Account an amount equal to 100% of the aggregate Loan Scheduled Principal Balances of the Group I Subsequent Home Equity Mortgage Loans as of the applicable Subsequent Cut-Off Date sold to the Trust on such Subsequent Transfer Sales Date; (ii) to withdraw from the Group II Pre-Funded Amount in the Pre-Funding Account an amount equal to 100% of the aggregate Scheduled Principal Balances of the Group II Subsequent Mortgage Loans as of the applicable Subsequent Cut-Off Date sold to the Trust on such Subsequent Sales Date; and (iii) to pay such amount amounts to or upon the order of the Seller upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 Section 2.02(b) hereof with respect to such transfer; in connection with such instructions, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Groupthereto. In no event shall the Seller be permitted to instruct the Trustee to release Paying Agent withdraw from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group an aggregate amount in excess of the Group I Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After giving effect to any reductions in the Pre-Funded Amount with respect to a Group on I Mortgage Loans or before an amount in excess of the Monthly Group II Original Pre-Funded Amount with respect to Group II Mortgage Loans. (c) On each Master Servicer Remittance Date relating to and including the Distribution Date immediately following the end of the Funding Period, the Master Servicer shall instruct the Paying Agent to transfer: (i) to the Final Pre-Funding Payment Date, the Trustee shall withdraw Capitalized Interest Account from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in Account, the Pre-Funding Account with respect Earnings; and (ii) to such Group on such Monthly the Asset Proceeds Account from the Capitalized Interest Account, the Capitalized Interest Requirement. (d) On each Subsequent Sales Date the Master Servicer shall instruct the Paying Agent to distribute the Overfunded Interest Amount, if any, to the Seller. At the end of the Funding Period, all amounts, if any, remaining in the Capitalized Interest Account shall be transferred to the Seller and the Capitalized Interest Account shall be closed. (e) On the Master Servicer Remittance Date relating immediately following the end of the Funding Period, the Master Servicer shall instruct the Paying Agent to transfer the Pre-Funded Amount to the Final Asset Proceeds Account for distribution to the Holders of the Class A Certificates in accordance with Section 3.02 hereof. (f) The Pre-Funding Payment Date Account and deposit such amount to the Certificate Capitalized Interest Account on such Monthly Remittance Dateshall not be assets of the REMIC.

Pre-Funding Account and Capitalized Interest Account. (a) The Trustee shall establish and maintain the Pre-Funding Account and the Capitalized Interest Account, each to be held in trust for the benefit of the Certificateholders. Each of the Pre-Funding Account and the Capitalized Interest Account shall be an Eligible Account. On the Startup DayClosing Date, the Trustee Depositor will deposit, on behalf of the Owners of the Class A Certificates and the Certificate Insurer, (i) cause to be deposited in the Pre-Funding Account (A) the Original Fixed Rate Group Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Initial Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 CertificatesAmount. (b) on On any Subsequent Transfer Sales Date, the Seller Master Servicer shall instruct the Trustee Trustee, with a copy to the Depositor, (i) to withdraw from the Pre-Funded Amount in the Pre-Funding Account an amount equal to 100% of the aggregate Loan Scheduled Principal Balances of the Subsequent Home Equity Mortgage Loans as of the applicable Subsequent Cut-Off Date sold to the Trust on such Subsequent Transfer Date and Sales Date, and (ii) to pay such amount amounts to or upon the order of the Seller Depositor upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 Section 2.02(c) hereof with respect to such transfer; in connection with such instructions, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Groupthereto. In no event shall the Seller be permitted to instruct the Trustee to release withdraw from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After giving effect On each Master Servicer Remittance Date to any reductions and including the Master Servicer Remittance Date immediately following the end of the Funding Period, the Master Servicer shall instruct the Paying Agent to transfer: (i) to the Capitalized Interest Account from the Pre-Funding Account, the Pre-Funding Account Earnings; and (ii) to the Asset Proceeds Account from the Capitalized Interest Account, the Capitalized Interest Requirement. (d) On each Subsequent Sales Date the Master Servicer shall instruct the Trustee to distribute the Overfunded Interest Amount, if any, to the Depositor. At the end of the Funding Period, all amounts, if any, remaining in the Capitalized Interest Account shall be transferred to the Depositor and the Capitalized Interest Account shall be closed. (e) On the Master Servicer Remittance Date immediately following the end of the Funding Period, the Master Servicer shall instruct the Trustee to transfer the Pre-Funded Amount with respect to a Group on or before the Monthly Remittance Date relating to the Final Pre-Funding Payment DateAsset Proceeds Account for distribution to the Holders of the Certificates in accordance with Section 3.01 (c), the Trustee shall withdraw from the (d) and (e) hereof. (f) The Pre-Funding Account and the amount (exclusive Capitalized Interest Account shall not be assets of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect REMIC created pursuant to such Group on such Monthly Remittance Date relating to the Final Pre-Funding Payment Date and deposit such amount to the Certificate Account on such Monthly Remittance Datethis Agreement.

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Day, the Trustee Depositor will depositdeposit in the Pre-Funding Account, on behalf of the Owners of the Class A Certificates and the Certificate InsurerOffered Certificates, (i) in the Pre-Funding Account (A) the Original Fixed Rate Group Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) Offered Certificates, the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 CertificatesAmount. (b) on On any Subsequent Transfer Date, the Seller shall instruct the Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Mortgage Loans sold to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller Depositor upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 hereof with respect to such transfer; in connection with such instructions, instruction the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Mortgage Loans are being transferred to the Fixed Rate Group I or the Adjustable Rate GroupGroup II. In no event shall the Seller Depositor be permitted to instruct the Trustee to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Mortgage Loans to be transferred to the Fixed Rate a Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amountsuch Group. (c) After giving effect to any reductions in If the Pre-Funded Amount with respect to a Mortgage Loan Group has been reduced to $100,000 or less on or before July 31, 1997, then the Monthly Remittance Date relating to the Final Pre-Funding Payment Date, Depositor shall instruct the Trustee shall to withdraw from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect to such Group on such Monthly Remittance Date relating to the Final Pre-Funding Payment Date of Mortgage Loans and deposit such amount to the Certificate Account, on the August 1997 Monthly Remittance Date. If the Pre-Funded Amount with respect to a Mortgage Loan Group has not been reduced to zero by July 31, 1997, then the Trustee shall withdraw on the Pre-Funding Determination Date from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account and deposit on such date such amount to the Certificate Account, which will be distributed to the related Owners of the Offered Certificates on the Pre-Funding Payment Date. (d) On the Payment Dates in July and August 1997 and on the Pre-Funding Payment Date the Trustee shall transfer from the Pre-Funding Account to the Capitalized Interest Account, (i) with respect to Group I, the Group I Pre-Funding Account Earnings and (ii) with respect to Group II, the Group II Pre-Funding Account Earnings, if any, applicable to such Payment Date (or Pre-Funding Payment Date). (e) On the Payment Dates in July and August 1997 and on the Pre-Funding Payment Date the Trustee shall transfer from the Capitalized Interest Account to the Certificate Account, for the benefit of the Owners of the related Certificates, the Group I or Group II Capitalized Interest Requirement for such Payment Date (or Pre-Funding Payment Date). (f) On each Subsequent Transfer Date the Trustee shall distribute the Overfunded Interest Amount (calculated by the Trustee on the day prior to such Subsequent Transfer Date) from the Capitalized Interest Account to the Seller and on the Pre-Funding Payment Date, the Trustee shall distribute to the Seller any amounts remaining in the Capitalized Interest Account after taking into account the transfers on such Payment Date described in clause (e) above. The Capitalized Interest Account shall be closed at the end of the Funding Period. All amounts, if any, remaining in the Capitalized Interest Account on such Monthly Remittance Dateday shall be transferred to the Seller.

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Day, the Trustee will deposit, on behalf of the Owners of Owners, the Class A Certificates Group I Original Pre-Funded Amount and the Certificate Insurer, (i) Group II Original Pre-Funded Amount in the Pre-Funding Account (A) the Original Fixed Rate Group Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) on the Original Adjustable Rate Startup Day, the Trustee shall deposit, on behalf of the Owners, the Group Pre-Funded Amount I Capitalized Interest Deposit and the Group II Capitalized Interest Deposit in the Capitalized Interest Account from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 Certificates. (b) on On any Subsequent Transfer Date, the Seller Sponsor shall instruct the Trustee in writing to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Mortgage Loans sold to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller Sponsor upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 Section 3.8 hereof with respect to such transfer; in connection with such instructions, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Group. In no event shall the Seller be permitted to instruct the Trustee to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After If (x) the Pre-Funded Amount with respect to the related Mortgage Loan Group has not been reduced to zero by [__________, _____], or (y) the Pre-Funded Amount has been reduced to $100,000 or less, or (z) any Event of Default occurs and is continuing in each case after giving effect to any reductions in the Pre-Funded Amount with respect to a Group on or before the Monthly related such Remittance Date relating to the Final Pre-Funding Payment Date, the Sponsor shall instruct the Trustee shall to withdraw from the Pre-Funding Account on such Remittance Date and deposit in the amount Certificate Account (exclusive i) on behalf of any related the owners of the Group I Certificates, the difference, if any, between (A) the Group I Original Pre-Funding Account Earnings still on deposit thereinFunded Amount and (B) remaining in all amounts theretofore withdrawn from the Pre-Funding Account with respect to such Subsequent Mortgage Loans purchased for Group I and (ii) on such Monthly Remittance Date relating to behalf of the Final Owners of the Group II Certificates, the difference, if any, between (A) the Group II Original Pre-Funded Amount and (B) all amounts theretofore withdrawn from the Pre-Funding Account with respect to Subsequent Mortgage Loans purchased for Group II. (d) On each Payment Date during the Pre-Funding Period, the Trustee shall transfer the Pre-Funding Earnings, if any, relating to such Payment Date from the Pre-Funding Account to the Certificate Account. (e) On the Payment Dates occurring in [__________, _____], [__________, _____] and deposit such amount [__________, _____], the Trustee shall transfer from the Capitalized Interest Account to the Certificate Account with respect to Group I, the Group I Capitalized Interest Requirement, if any, for such Payment Dates and with respect to Group II, the Group II Capitalized Interest Requirement, if any, for such Payment Dates. (f) On the Payment Date immediately following the end of the Pre-Funding Period, any amounts remaining in the Capitalized Interest Account after taking into account the transfers on such Monthly Remittance DatePayment Date described in clause (e) above shall be paid to the Owners of the [Residual Class] Certificates, and the Capitalized Interest Account shall be closed.

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Day, the The Indenture Trustee will deposit, on behalf of the Owners of the Class A Certificates shall establish and the Certificate Insurer, (i) in maintain the Pre-Funding Account (A) as an Eligible Bank Account in the Original Fixed Rate Group name of "First Sierra Healthcare Equipment Contract Backed Notes 2000-1 Pre-Funded Amount Funding Account, in trust for the registered holders of Healthcare Equipment Contract Backed Notes." The Indenture Trustee will make or permit withdrawals from the Pre-Funding Account only as provided in this Indenture. On the Closing Date, the Indenture Trustee will deposit from the proceeds of the sale of the Fixed Rate Certificates and (B) Notes, the Original Adjustable Rate Group Pre-Funded Amount from in the proceeds Pre-Funding Account. On each Subsequent Transfer Date occurring during the Pre-Funding Period, upon satisfaction of each of the sale conditions set forth in Section 2.02 of the Class A-6 Certificates and (ii) in Receivables Transfer Agreement with respect to the Capitalized Interest Account transfer of Subsequent Contracts to the Trust, (A) the Original Fixed Rate Group Capitalized Interest DepositServicer, from the sale on behalf of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 Certificates. (b) on any Subsequent Transfer DateTrust, the Seller shall instruct the Indenture Trustee in writing to withdraw from the Pre-Funding Account and (i) release to the Trust an amount equal to 10097.65% of the aggregate Loan Balances Discounted Contract Principal Balance of the Subsequent Home Equity Loans sold to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 hereof with respect to such transfer; in connection with such instructions, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Group. In no event shall the Seller be permitted to instruct the Trustee to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans Contracts to be transferred to the Fixed Rate Group an aggregate amount in excess Trust as of the Original Fixed Rate Group Preapplicable Subsequent Cut-Funded Amount or Off Date and (ii) deposit into the Reserve Account an amount equal to release from the Pre-Funding Account to the Certificate Account with respect to 2.35% of the aggregate Discounted Contract Principal Balance of the Subsequent Home Equity Loans Contracts to be transferred to the Adjustable Rate Group an aggregate amount in excess Trust as of the Original Adjustable Rate Group Preapplicable Subsequent Cut-Funded Amount. (c) After giving effect to any reductions in the Pre-Funded Amount with respect to a Group Off Date. In addition, on or before the Monthly Remittance Date relating prior to the Final Pre-Funding each Payment Date, the Trustee shall withdraw all income and gain realized from the Pre-Funding Account the amount (exclusive investment of any related Pre-Funding Account Earnings still on deposit therein) remaining funds deposited in the Pre-Funding Account with respect to such Group on such Monthly Remittance Date relating shall be transferred to the Final Capitalized Interest Account prior to the withdrawal of the Capitalized Interest Requirement from the Capitalized Interest Account. Any amount remaining on deposit in the Pre-Funding Account at the end of the Pre-Funding Period, less any undistributed investment earnings on deposit in the Pre-Funding Account, shall be distributed by the Indenture Trustee on the Payment Date and deposit such amount immediately following the end of the Pre-Funding Period to the Certificate Noteholders as a prepayment of principal. (b) The Indenture Trustee shall establish and maintain the Capitalized Interest Account on such Monthly Remittance Dateas an Eligible Bank Account in the name of "First Sierra Healthcare Equipment Contract Backed Notes 2000-1 Capitalized Interest Account, in trust for the registered holders of Healthcare Equipment Contract Backed Notes." The Indenture Trustee shall make or permit

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup DayClosing Date, the Indenture Trustee will deposit, on behalf of the Owners of the Class A Certificates Notes and the Certificate Insurer, (i) Note Insurer in the Pre-Funding Account (A) the Original Fixed Rate Group Aggregate Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates Notes and (B) the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 CertificatesAmount. (b) on On any Subsequent Transfer Date, the Seller shall instruct the Indenture Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Loans sold to the Trust Issuer on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller Depositor upon satisfaction of the conditions set forth in Sections 3.05 2.05 and 3.07 2.07 hereof with respect to such transfer; in connection with such instructions, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Group. In no event shall the Seller be permitted to instruct the Indenture Trustee to release from the Pre-Funding Account to the Certificate Note Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After giving effect to any reductions in If the Pre-Funded Amount with respect has been reduced to a Group $100,000 or less on or before the July 1998 or the August 1998 Monthly Remittance Date relating to the Final Pre-Funding Payment Date, the Seller shall instruct the Indenture Trustee shall to withdraw from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect to such Group on such Monthly Remittance Date relating to the Final Pre-Funding Payment Date and deposit such amount to the Certificate Note Account, on the July 1998 or the August 1998 Monthly Remittance Date, as applicable, for distribution to the related Owners of the Notes. (d) On the Payment Dates during and immediately following the Funding Period, the Indenture Trustee shall transfer from the Pre-Funding Account to the Capitalized Interest Account the Pre-Funding Account Earnings, if any, applicable to such Payment Date. (e) On the Payment Dates during and immediately following the Funding Period, the Indenture Trustee shall transfer from the Capitalized Interest Account to the Note Account, the sum of the Capitalized Interest Requirement, if any, and any Pre-Funding Account Earnings for such Payment Date. (f) On each Subsequent Transfer Date the Indenture Trustee shall distribute the Overfunded Interest Amount, if any (calculated by the Indenture Trustee on the day prior to such Subsequent Transfer Date) from the Capitalized Interest Account to the Seller and on the Payment Date immediately following the Funding Period the Indenture Trustee shall distribute to the Seller any amounts remaining in the Capitalized Interest Account after taking into account the transfers on such Payment Date described above. The Capitalized Interest Account shall be closed at the end of the Funding Period. All amounts, if any, remaining in the Capitalized Interest Account on such Monthly Remittance Dateday shall be transferred to the Seller.

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Day, the Trustee will deposit, on behalf deposit from the sale of the Owners of the Class A Certificates and the Certificate Insurer, (i) the Group I Original Pre-Funded Amount and the Group II Original Pre-Funded Amount in the Pre-Funding Account (A) the Original Fixed Rate Group Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) the Group I Capitalized Interest Deposit and the Group II Capitalized Interest Deposit in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 CertificatesAccount. (b) on On any Subsequent Transfer Date, the Seller Sponsor shall instruct the Trustee in writing by executing the Subsequent Transfer Agreement to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Mortgage Loans sold to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller Sponsor upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 Section 3.08 hereof with respect to such transfer; in connection with such instructions, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Group. In no event shall the Seller be permitted to instruct the Trustee to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After At the end of the Pre-Funding Period, after giving effect to any reductions in the Pre-Funded Amount with respect to a Group on or before the Monthly related such Remittance Date relating to the Final Pre-Funding Payment Date, the Sponsor shall instruct the Trustee shall to withdraw from the Pre-Funding Account all amounts remaining in the amount (exclusive of any related Pre-Funding Account Earnings still on such Remittance Date and deposit thereinsuch amounts in the Certificate Account (i) remaining in on behalf of the Owners of the Group I Certificates, the difference, if any, between (A) the Group I Original Pre-Funded Amount and (B) all amounts theretofore withdrawn from the Pre-Funding Account with respect to such Subsequent Mortgage Loans purchased for Group I and (ii) on such Monthly Remittance Date relating to behalf of the Final Owners of the Group II Certificates, the difference, if any, between (A) the Group II Original Pre-Funded Amount and (B) all amounts theretofore withdrawn from the Pre-Funding Account with respect to Subsequent Mortgage Loans purchased for Group II. (d) On each Payment Date during the Pre-Funding Period, the Trustee shall transfer the Pre-Funding Earnings, if any, relating to such Payment Date from the Pre-Funding Account to the Certificate Account. (e) On the Payment Dates occurring in June 2000, July 2000 and deposit such amount August 2000, the Trustee shall transfer from the Capitalized Interest Account to the Certificate Account with respect to Group I, the Group I Capitalized Interest Requirement, if any, for such Payment Dates and with respect to Group II, the Group II Capitalized Interest Requirement, if any, for such Payment Dates. (f) On the Payment Date immediately following the end of the Pre-Funding Period, any amounts remaining in the Capitalized Interest Account after taking 73 80 into account the transfers on such Monthly Remittance DatePayment Date described in clause (e) above shall be paid to the Owners of the Class R-II Certificates, and the Capitalized Interest Account shall be closed. (g) On the Payment Dates occurring in June 2000, July 2000 and August 2000, the Trustee shall transfer any investment earnings with respect to amounts on deposit in the Capitalized Interest Account to the Master Servicer or its designee.

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Day, the Trustee will deposit, on behalf of the Owners of the Class A Certificates and the Certificate Insurer, (i) in the Pre-Funding Account (A) the Original Fixed Rate Group Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates A Certificates, the Seller will deposit (i) an amount equal to the Original Pre-Funded Amount in the Pre-Funding Account and (ii) an amount equal to the sum of the Group I Original Capitalized Interest Amount and the Group II Original Capitalized Interest Amount in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 CertificatesAccount. (b) on On any Subsequent Transfer Date, the Seller shall instruct the Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Mortgage Loans sold to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller upon satisfaction of the conditions set forth in Sections 3.05 3.5 and 3.07 3.8 hereof with respect to such transfer; in connection with such instructions, instructions the Depositor Seller shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Mortgage Loans are being transferred to the Fixed Rate Group I or the Adjustable Rate GroupGroup II. In no event shall the Seller be permitted to instruct the Trustee to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Mortgage Loans to be transferred to the Fixed Rate Group I an aggregate amount in excess of the Original Fixed Rate Group I Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Mortgage Loans to be transferred to the Adjustable Rate Group II an aggregate amount in excess of the Original Adjustable Rate Group II Pre-Funded Amount. (c) After giving effect to any reductions in the Pre-Funded Amount with respect to a Group on or before the Monthly Remittance Date relating to the Final Pre-Funding Payment Date, the Trustee shall withdraw from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect to such Group on such Monthly Remittance Date relating to the Final Pre-Funding Payment Date and deposit such amount to the Certificate Account on such Monthly Remittance Date.

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Day, the Trustee Depositor will depositdeposit in the Pre-Funding Account, on behalf of the Owners of the Class A Certificates and the Certificate InsurerOffered Certificates, (i) in the Pre-Funding Account (A) the Original Fixed Rate Group Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) Offered Certificates, the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 CertificatesAmount. (b) on On any Subsequent Transfer Date, the Seller shall instruct the Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Mortgage Loans sold to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller Depositor upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 hereof with respect to such transfer; in connection with such instructions, instruction the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Mortgage Loans are being transferred to the Fixed Rate Group I or the Adjustable Rate GroupGroup II. In no event shall the Seller Depositor be permitted to instruct the Trustee to release from the Pre-Pre- Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Mortgage Loans to be transferred to the Fixed Rate a Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amountsuch Group. (c) After giving effect to any reductions in If the Pre-Funded Amount with respect to a Mortgage Loan Group has been reduced to $100,000 or less on or before the Monthly Remittance Date relating to the Final Pre-Funding Payment DateSeptember 30, 1997, the Depositor shall instruct the Trustee shall to withdraw from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect to such Group on such Monthly Remittance Date relating to the Final Pre-Funding Payment Date of Mortgage Loans and deposit such amount to the Certificate Account Account, on such the October 1997 Monthly Remittance Date.. If the Pre-Funded Amount in respect to a Mortgage Loan Group has not been reduced to $100,000 or less by September 30, 1997, then the Trustee shall withdraw on the Pre-Funding Determination Date from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account and deposit on such date such amount to the Certificate Account, which will be distributed to the related Owners of the Offered Certificates on the Pre-Funding Payment Date (d) On the Payment Date in October 1997 and on the Pre-Funding Payment Date, the Trustee shall transfer from the Pre-Funding Account to the Capitalized Interest Account, (i) with respect to Group

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup DayClosing Date, the Indenture Trustee will deposit, on behalf of the Owners of the Class A Certificates Notes and the Certificate Insurer, (i) Note Insurer in the Pre-Funding Account (A) the Original Fixed Rate Group Aggregate Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 CertificatesNotes. (b) on On any Subsequent Transfer Date, the Seller Depositor shall instruct the Indenture Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Loans sold to the Trust Issuer on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller Depositor upon satisfaction of the conditions set forth in Sections 3.05 2.05 and 3.07 2.07 hereof with respect to such transfer; in connection with such instructions, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Groupfunds transfer. In no event shall the Seller Depositor be permitted to instruct the Indenture Trustee to release from the Pre-Funding Account to the Certificate Note Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After giving effect to any reductions in If the Pre-Funded Amount with respect has been reduced to a Group $100,000 or less on or before November 30, 1997, the Monthly Remittance Date relating Depositor shall instruct the Trustee to withdraw from the Final Pre-Funding Payment Account the amount 44 49 (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account and deposit such amount to the Certificate Account on the January 1997 Monthly Remittance Date. If the Pre-Funded Amount has not been reduced to $100,000 or less by November 30, 1997, then the Trustee shall withdraw on the Pre-Funding Determination Date from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect and deposit on such date such amount to the Certificate Account, which will be distributed to the related Owners of the Notes on the Pre-Funding Payment Date. (d) On the Payment Dates during the Funding Period and Date, the Indenture Trustee shall transfer from the Pre-Funding Account to the Capitalized Interest Account the Pre-Funding Account Earnings, if any, applicable to such Group on such Monthly Remittance Date relating Payment Date. (e) On each Subsequent Transfer Date, the Indenture Trustee shall transfer from the Capitalized Interest Account to the Final Note Account, the Capitalized Interest Requirement. (f) On each Subsequent Transfer Date the Indenture Trustee shall distribute the Overfunded Interest Amount, if any (calculated by the Indenture Trustee on the day prior to such Subsequent Transfer Date) from the Capitalized Interest Account to the Seller and on the Pre-Funding Payment Date and deposit such amount the Indenture Trustee shall distribute to the Certificate Seller any amounts remaining in the Capitalized Interest Account after taking into account the transfers on such Payment Date described above. The Capitalized Interest Account shall be closed at the end of the Funding Period. All amounts, if any, remaining in the Capitalized Interest Account on such Monthly Remittance Dateday shall be transferred to the Seller.

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Day, the Trustee will deposit, on behalf of the Owners of the Class A Certificates and the Certificate Insurer, (i) in the Pre-Funding Account (A) the Original Fixed Rate Group Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 A-5 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 A-5 Certificates. (b) on any Subsequent Transfer Date, the Seller shall instruct the Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Loans sold to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 hereof with respect to such transfer; in connection with such instructions, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Group. In no event shall the Seller be permitted to instruct the Trustee to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After giving effect to any reductions in the Pre-Funded Amount with respect to a Group on or before the Monthly Remittance Date relating to the Final Pre-Funding Payment Date, the Trustee shall withdraw from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect to such Group on such Monthly Remittance Date relating to the Final Pre-Funding Payment Date and deposit such amount to the Certificate Account on such Monthly Remittance Date.

Pre-Funding Account and Capitalized Interest Account. (a) The Trustee shall establish and maintain the Pre-Funding Account and the Capitalized Interest Account, each to be held in trust for the benefit of the Certificateholders. Each of the Pre-Funding Account and the Capitalized Interest Account shall be an Eligible Account. On the Startup DayClosing Date, the Trustee Depositor will deposit, on behalf of the Owners of the Class A Certificates and the Certificate Insurer, (i) cause to be deposited in the Pre-Funding Account (A) the Original Fixed Rate Group Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Initial Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 CertificatesAmount. (b) on On any Subsequent Transfer Sales Date, the Seller Master Servicer shall instruct the Trustee Trustee, with a copy to the Depositor, (i) to withdraw from the Pre-Funded Amount in the Pre-Funding Account an amount equal to 100% of the aggregate Loan Scheduled Principal Balances of the Subsequent Home Equity Mortgage Loans as of the applicable Subsequent Cut-Off Date sold to the Trust on such Subsequent Transfer Sales Date and and (ii) to pay such amount amounts to or upon the order of the Seller Depositor upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 Section 2.02(c) hereof with respect to such transfer; in connection with such instructions, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Groupthereto. In no event shall the Seller be permitted to instruct the Trustee to release withdraw from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After giving effect On each Master Servicer Remittance Date to any reductions and including the Master Servicer Remittance Date immediately following the end of the Funding Period, the Master Servicer shall instruct the Paying Agent to transfer: (i) to the Capitalized Interest Account from the Pre-Funding Account, the Pre-Funding Account Earnings; and (ii) to the Asset Proceeds Account from the Capitalized Interest Account, the Capitalized Interest Requirement. (d) On each Subsequent Sales Date the Master Servicer shall instruct the Trustee to distribute the Overfunded Interest Amount, if any, to the Depositor. At the end of the Funding Period, all amounts, if any, remaining in the Capitalized Interest Account shall be transferred to the Depositor and the Capitalized Interest Account shall be closed. (e) On the Master Servicer Remittance Date immediately following the end of the Funding Period, the Master Servicer shall instruct the Trustee to transfer the Pre-Funded Amount with respect to a Group on or before the Monthly Remittance Date relating to the Final Pre-Funding Payment Date, Asset Proceeds Account for distribution to the Trustee shall withdraw from Holders of the Certificates in accordance with Section 3.01(b) hereof. (f) The Pre-Funding Account and the amount (exclusive Capitalized Interest Account shall not be assets of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect REMIC created pursuant to such Group on such Monthly Remittance Date relating to the Final Pre-Funding Payment Date and deposit such amount to the Certificate Account on such Monthly Remittance Datethis Agreement.

Pre-Funding Account and Capitalized Interest Account. (a) If so required by the Depositor, on or before the Startup Day, the Trustee shall have established, and shall thereafter maintain with itself, in the name of the Trustee for the benefit of the Certificateholders, (i) a segregated trust account designated as the APre-Funding Account" and (ii) a segregated trust account designated as the ACapitalized Interest Account." The Pre-Funding Account and the Capitalized Interest Account will not be assets of either REMIC I or REMIC II. (b) On the Startup Day, the Trustee will depositshall, on behalf of the Owners of the Class A Certificates and the Certificate Insurerpromptly upon receipt, (i) deposit in the Pre-Funding Account (A) and retain therein the Original Fixed Rate Group Pre-Funded Amount from Amount, if any, and, to the extent, if any, required by the Rating Agencies, shall deposit a portion of the proceeds of the sale of the Fixed Rate Offered Certificates and (B) the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account Account. Funds deposited in the Pre- Funding Account, (A) if any, and the Original Fixed Rate Group Capitalized Interest DepositAccount, from if any, shall be held in trust by the sale of Trustee for the Fixed Rate Certificates Certificateholders for the uses and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 Certificatespurposes set forth herein. (bc) on On any Subsequent Transfer DateDate during the Pre-Funding Period, upon satisfaction of the conditions set forth in Section 3.07 hereof and in the related Subsequent Transfer Agreement, the Seller Trustee shall instruct the Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances principal balance of the Subsequent Home Equity Mortgage Loans as of the related Subsequent Cut-Off Date sold to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller upon satisfaction Depositor. (d) In the event the Pre-Funded Amount has not been reduced to zero by the end of the conditions set forth in Sections 3.05 and 3.07 hereof with respect to such transfer; in connection with such instructionsPre-Funding Period, the Depositor Trustee shall additionally inform deposit any amounts remaining in the Trustee Pre- Funding Account into the Certificate Account for distribution to the Class A Certificateholders on the next Distribution Date, or if the last day of the Pre-Funding Period is a Distribution Date, on such Distribution Date, as an additional distribution of principal, and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to Pre-Funding Account shall be closed. On each Distribution Date occurring in January 1998 and February 1998, the Fixed Rate Group or amount of any reinvestment income on funds in the Adjustable Rate Group. In no event Pre-Funding Account shall be deposited in the Seller be permitted to instruct Capitalized Interest Account. (e) The amount on deposit in the Trustee to release Capitalized Interest Account, if any, including reinvestment income thereon and amounts deposited thereto from the Pre-Funding Account Account, will be used, as necessary, by the Trustee to fund the excess, if any, of (i) the sum of the amount of interest accruing at the weighted average applicable Pass-Through Rates on the amount by which the aggregate Certificate Principal Balance of the Offered Certificates exceeds the aggregate Loan Balance of the Mortgage Loans, plus the Trustee Fee accruing on such excess balance over (ii) the amount of any reinvestment income on monies on deposit in the Pre- Funding Account; such amounts on deposit shall be deposited in the Certificate Account with respect and applied on the Distribution Dates occurring in January 1998 and February 1998 to fund such excess, if any. On the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group an aggregate amount in excess last day of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to Period or, if such date is not a Distribution Date, on the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After giving effect to any reductions in the Pre-Funded Amount with respect to a Group on or before the Monthly Remittance Date relating to the Final Pre-Funding Payment immediately following Distribution Date, the Trustee shall withdraw from any amounts remaining in the Capitalized Interest Account at the end of the Pre-Funding Account Period and not required for the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect to aforementioned purposes, and pay such Group on such Monthly Remittance Date relating amounts to the Final Pre-Funding Payment Date Seller and deposit such amount to the Certificate Capitalized Interest Account on such Monthly Remittance Dateshall be closed.

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Day, the Trustee will deposit, on behalf of the Owners of the Class A Certificates and Group I Certificates, the Certificate Insurer, (i) Group I Original Pre-Funded Amount in the Pre-Funding Account (A) the Original Fixed Rate Group Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) on the Original Adjustable Rate Startup Day, the Trustee shall deposit, on behalf of the Owners of the Group Pre-Funded Amount I Certificates, the Group I Capitalized Interest Deposit in the Capitalized Interest Account from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 I Certificates.. 71 73 (b) on On any Subsequent Transfer Date, the Seller Sponsor shall instruct the Trustee in writing to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Mortgage Loans sold to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller Sponsor upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 Section 3.8 hereof with respect to such transfer; . (c) If (x) the Group I Pre-Funded Amount with respect to the related Mortgage Loan Group has not been reduced to zero by July 16, 1999, or (y) the Group I Pre-Funded Amount has been reduced to $100,000 or less, or (z) any Event of Default occurs and is continuing in connection with each case after giving effect to any reductions in the Group I Pre-Funded Amount on or before the related such instructionsRemittance Date, the Depositor Sponsor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Group. In no event shall the Seller be permitted to instruct the Trustee to release withdraw from the Pre-Funding Account on such Remittance Date and deposit in the Certificate Account (i) on behalf of the owners of the Group I Certificates, the difference, if any, between (A) the Group I Original Pre-Funded Amount and (B) all amounts theretofore withdrawn from the Pre-Funding Account with respect to Subsequent Mortgage Loans purchased for Group I. (d) On each Payment Date during the Pre-Funding Period, the Trustee shall transfer the Pre-Funding Earnings, if any, relating to such Payment Date from the Pre-Funding Account to the Certificate Account with respect to Account. (e) On the aggregate Subsequent Home Equity Loans to be transferred to Payment Dates occurring in June 1999 and July 1999, the Fixed Rate Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release Trustee shall transfer from the Pre-Funding Capitalized Interest Account to the Certificate Account with respect to Group I, the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded AmountI Capitalized Interest Requirement, if any, for such Payment Dates. (cf) After giving effect to any reductions in On the Payment Date immediately following the end of the Pre-Funded Amount with respect to a Group Funding Period, any amounts remaining in the Capitalized Interest Account after taking into account the transfers on or before the Monthly Remittance such Payment Date relating described in clause (e) above shall be paid to the Final Pre-Funding Owners of the Class R Certificates, and the Capitalized Interest Account shall be closed. (g) On the Payment DateDates occurring in June 1999 and July 1999, the Trustee shall withdraw from the Pre-Funding Account the amount (exclusive of transfer any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account investment earnings with respect to such Group amounts on such Monthly Remittance Date relating deposit in the Capitalized Interest Account to the Final Pre-Funding Payment Date and deposit such amount to the Certificate Account on such Monthly Remittance DateMaster Servicer or its designee.

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Day, the Trustee will deposit, on behalf of the Owners of Owners, the Class A Certificates Group I Original Pre-Funded Amount and the Certificate Insurer, (i) Group II Original Pre-Funded Amount in the Pre-Funding Account (A) the Original Fixed Rate Group Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) on the Original Adjustable Rate Startup Day, the Trustee shall deposit, on behalf of the Owners, the Group Pre-Funded Amount I Capitalized Interest Deposit and the Group II Capitalized Interest Deposit in the Capitalized Interest Account from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 Certificates. (b) on On any Subsequent Transfer Date, the Seller Sponsor shall instruct the Trustee in writing to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Mortgage Loans sold to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller Sponsor upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 Section 3.8 hereof with respect to such transfer; in connection with such instructions, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Group. In no event shall the Seller be permitted to instruct the Trustee to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After If (x) the Pre-Funded Amount with respect to the related Mortgage Loan Group has not been reduced to zero by June 9, 1999, or (y) the Pre-Funded Amount has been reduced to $100,000 or less, or (z) any Event of Default occurs and is continuing in each case after giving effect to any reductions in the Pre-Funded Amount with respect to a Group on or before the Monthly related such Remittance Date relating to the Final Pre-Funding Payment Date, the Sponsor shall instruct the Trustee shall to withdraw from the Pre-Funding Account on such Remittance Date and deposit in the amount Certificate Account (exclusive i) on behalf of any related the 72 74 owners of the Group I Certificates, the difference, if any, between (A) the Group I Original Pre-Funding Account Earnings still on deposit thereinFunded Amount and (B) remaining in all amounts theretofore withdrawn from the Pre-Funding Account with respect to such Subsequent Mortgage Loans purchased for Group I and (ii) on such Monthly Remittance Date relating to behalf of the Final Owners of the Group II Certificates, the difference, if any, between (A) the Group II Original Pre-Funded Amount and (B) all amounts theretofore withdrawn from the Pre-Funding Account with respect to Subsequent Mortgage Loans purchased for Group II. (d) On each Payment Date during the Pre-Funding Period, the Trustee shall transfer the Pre-Funding Earnings, if any, relating to such Payment Date from the Pre-Funding Account to the Certificate Account. (e) On the Payment Dates occurring in April 1999, May 1999 and deposit such amount June 1999, the Trustee shall transfer from the Capitalized Interest Account to the Certificate Account with respect to Group I, the Group I Capitalized Interest Requirement, if any, for such Payment Dates and with respect to Group II, the Group II Capitalized Interest Requirement, if any, for such Payment Dates. (f) On the Payment Date immediately following the end of the Pre-Funding Period, any amounts remaining in the Capitalized Interest Account after taking into account the transfers on such Monthly Remittance DatePayment Date described in clause (e) above shall be paid to the Owners of the Class R Certificates, and the Capitalized Interest Account shall be closed.

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Day, the Trustee will deposit, on behalf of the Owners of the Class A Certificates and the Certificate Insurer, (i) in the Pre-Funding Account (A) the Original Fixed Rate Group Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 A Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 CertificatesAmount. (b) on On any Subsequent Transfer Date, the Seller shall instruct the Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Loans sold to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller Depositor upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 hereof with respect to such transfer; in connection with such instructions, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Group. In no event shall the Seller be permitted to instruct the Trustee to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After giving effect to any reductions in If the Pre-Funded Amount with respect has been reduced to a Group $100,000 or less on or before the July 1998 or August 1998 Monthly Remittance Date relating to the Final Pre-Funding Payment Date, the Depositor shall instruct the Trustee shall to withdraw from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect to such Group on such Monthly Remittance Date relating to the Final Pre-Funding Payment Date and deposit such amount to the Certificate Account on such the July 1998 or August 1998 Monthly Remittance Date, respectively, which will be distributed to the related Owners of the Class A Certificates on the related Payment Dates. (d) On the Payment Dates during and immediately following the Funding Period, the Trustee shall transfer from the Pre-Funding Account to the Capitalized Interest Account the Pre-Funding Account Earnings, if any, applicable to such Payment Date. (e) On each Payment Date during and immediately following the Funding Period, the Trustee shall transfer from the Capitalized Interest Account to the Certificate Account, the sum of any Capitalized Interest Requirement, if any, and any Pre-Funding Account Earnings for such Payment Date. (f) On each Subsequent Transfer Date the Trustee shall distribute the Overfunded Interest Amount, if any (calculated by the Trustee on the day prior to such Subsequent Transfer Date) from the Capitalized Interest Account to the Seller and on the Payment Date immediately following the end of the Funding Period the Trustee shall distribute to the Seller any amounts remaining in the Capitalized Interest Account after taking into account the transfers on such Payment Date described in clause (e) above. The Capitalized Interest Account shall be closed at the end of the Funding Period. All amounts, if any, remaining in the Capitalized Interest Account on such day shall be transferred to the Seller. (g) Any amounts transferred to the Certificate Account from the Capitalized Interest Account on the Payment Dates during and immediately following the Funding Period shall be transferred to the Upper-Tier Distribution Account and distributed to the Owners of the Class A Certificates in accordance with Section 7.03(b). (h) The Pre-Funding Account and the Capitalized Interest Account shall not be an asset of either the Lower-Tier REMIC or the Upper-Tier REMIC.

Pre-Funding Account and Capitalized Interest Account. (ai) On or before the Startup DayClosing Date, there shall be established and maintained the Trustee will depositPre-Funding Account and the Capitalized Interest Account, in the name of the Owner Trustee, on behalf of the Owners Trust for the benefit of the Class A Certificates Noteholders and Certificateholders with the Indenture Trustee and the Certificate Insurerfunds on deposit therein will be invested solely in Permitted Investments that mature not later than one Business Day prior to the next succeeding Distribution Date, until they are applied by the Owner Trustee. If, at any time during the Funding Period, the Indenture Trustee ceases to be an Eligible Institution, the Indenture Trustee (ior the Servicer on its behalf) shall within five (5) Business Days (or such longer period, not to exceed thirty (30) calendar days, as to which the Rating Agency may consent) establish a new Pre-Funding Account or Capitalized Interest Account with an Eligible Institution that agrees to act as custodian on behalf of the Indenture Trustee of the amounts on deposit in such accounts, transfer any cash and/or any investments to such new Pre-Funding Account or Capitalized Interest Account and from the date such new Pre-Funding Account or Capitalized Interest Account is established, they shall be the "Pre-Funding Account" or "Capitalized Interest Account", as appropriate. The Pre-Funding Account shall be entitled the "CIT RV Owner Trust 1996-A Pre-Funding Account". The Capitalized Interest Account shall be entitled the "CIT RV Owner Trust 1996-A Capitalized Interest Account". Each of the Pre-Funding Account (A) and the Capitalized Interest Account shall bear an additional designation clearly indicating that the funds on deposit therein are held for the benefit of, and owned by, the Trust. On the Closing Date, the Trust will deposit the Original Fixed Rate Group Pre-Funded Amount from into the proceeds of the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Pre-Funded Amount from Funding Account and deposit the proceeds of Initial Capitalized Interest Deposit into the sale of the Class A-6 Certificates and Capitalized Interest Account. (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 Certificates. (b) on On any Subsequent Transfer Date, the Seller Servicer shall instruct the Owner Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances unpaid principal balance thereof as of the related Subsequent Cut-off Date of the Subsequent Home Equity Loans Contracts sold to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 hereof Company with respect to such transfer; in connection with such instructions, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Group. In no event shall the Seller Servicer be permitted to instruct the Owner Trustee to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans Contracts to be transferred to the Fixed Rate Group Trust an aggregate amount in excess of amount, which, when added to the Original Fixed Rate Group Pre-Funded Amount or to release amounts previously released from the Pre-Funding Account to the Certificate Account with respect to the aggregate acquire Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of Contracts, would exceed the Original Adjustable Rate Group Pre-Funded Amount. (ciii) After giving effect On the Distribution Dates occurring in March, April and May of 1996, the Owner Trustee shall withdraw Pre-Funding Earnings from the Pre-Funding Account, to any reductions the extent available, and deposit such amount in the Collection Account for payment to the Holders of the Securities on such Distribution Dates, in an amount equal to the difference, if any, between (x) the sum of the amount of interest payable to the Noteholders on such Distribution Date and the amount of interest payable to the Certificateholders on such Distribution Date and (y) that portion of the Amount Available allocated to make such interest payments to Noteholders and Certificateholders, respectively, on such Distribution Dates. On such Distribution Dates, such funds, if any, shall be used first to pay to the Noteholders, to the extent available, the Pre-Funding Earnings so withdrawn such that the Noteholders will receive such amounts of interest due on such Distribution Date, and second, to pay to the Certificateholders, to the extent available, the remaining Pre-Funding Earnings so withdrawn such that the Certificateholders will receive such amounts of interest due on such Distribution Date. (iv) On the Distribution Dates occurring in March, April and May of 1996, the Owner Trustee shall withdraw monies on deposit in the Capitalized Interest Account, to the extent available, and deposit such amount in the Collection Account for payment to the Holders of the Securities on such Distribution Date, in an amount equal to the excess, if any, of (x) the product of (1) the weighted average of the Class A Rate and the Pass-Through Rate as of the first day of the related Interest Accrual Period and (2) the undisbursed funds (excluding investment earnings) in the Pre-Funded Amount with respect to a Group on or before Funding Account (as of the Monthly Remittance Date relating to last day of the Final related Due Period) over (y) the amount if any Pre-Funding Payment Earnings in the Pre-Funding Account that are available to pay interest on the Securities on such Distribution Date pursuant to clause (iii) above. On such Distribution Dates, such funds, if any, shall be used first to pay to the Noteholders, to the extent available, the amount so withdrawn such that the Noteholders will receive such amounts of interest due on such Distribution Date, and second, to pay to the Certificateholders, to the extent available, the amount so withdrawn such that the Certificateholders will receive such amounts of interest due on such Distribution Date. (v) On the Distribution Dates occurring in March, April and May 1996, the Owner Trustee shall withdraw the difference between the amount on deposit in the Capitalized Interest Account on such Distribution Date (after giving effect to all withdrawals therefrom pursuant to subsection (iv) above) and the Required Capitalized Interest Amount for such Distribution Date, and distribute the amount of such difference to the holder of the GP Interest. (vi) On the last day of the Funding Period (or, if such day is not a Business Day, on the next succeeding Business Day) (but in no event later than the May 15, 1996 Distribution Date) the Servicer shall instruct the Owner Trustee to withdraw from the Pre-Funding Account Account, and the amount Owner Trustee shall so withdraw, the difference, if any, between (exclusive A) the sum of any related the Original Pre-Funding Account Earnings still on deposit thereinFunded Amount, and (B) remaining in all amounts theretofore withdrawn from the Pre-Funding Account with respect to the purchase and transfer to the Trust of Subsequent Contracts, and the Owner Trustee shall (i) deposit the Note Pre-Funded Percentage of such Group amounts into the Note Distribution Account and (ii) deposit the Certificate Pre-Funded Percentage of such amounts into the Certificate Distribution Account. Such amounts will be used to prepay the principal amount of the outstanding Notes and Certificates in accordance with the Note Pre-Funded Percentage and the Certificate Pre-Funded Percentage, respectively, on the Distribution Date immediately following the Funding Period or if the end of the Funding Period is on a Distribution Date, then on such Monthly Remittance Date relating to the Final date. (vii) Any Pre-Funding Payment Date Earnings on deposit in the Pre-Funding Account and all amounts remaining on deposit such amount in the Capitalized Interest Account on the last day of the Funding Period which were not distributed to the Certificate Securityholders or the holder of the GP Interest pursuant to Section 5.01(b) shall be deposited by the Owner Trustee in the Collection Account on such Monthly Remittance date and shall constitute part of the Amount Available on the first Distribution Date thereafter or, if the end of the Funding Period is on a Distribution Date, then on such date.

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Day, the Trustee will deposit, on behalf of the Owners of the Class A Certificates and the Certificate Insurer, (i) in the Pre-Funding Account (A) the Original Fixed Rate Group Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates A Certificates, the Seller will deposit (i) an amount equal to the Original Pre-Funded Amount in the Pre-Funding Account and (ii) an amount equal to the sum of the Group I Original Capitalized Interest Amount and the Group II Original Capitalized Interest Amount in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 CertificatesAccount. (b) on On any Subsequent Transfer Date, the Seller shall instruct the Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Mortgage Loans sold to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller upon satisfaction of the conditions set forth in Sections 3.05 3.6 and 3.07 3.9 hereof with respect to such transfer; in connection with such instructions, instructions the Depositor Seller shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Mortgage Loans are being transferred to the Fixed Rate Group I or the Adjustable Rate GroupGroup II. In no event shall the Seller be permitted to instruct the Trustee to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Mortgage Loans to be transferred to the Fixed Rate Group I an aggregate amount in excess of the Original Fixed Rate Group I Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Mortgage Loans to be transferred to the Adjustable Rate Group II an aggregate amount in excess of the Original Adjustable Rate Group II Pre-Funded Amount. (c) After giving effect to any reductions On the first Business Day after the end of the Funding Period, all amounts, if any, remaining in the Pre-Funded Amount with respect to a Group on or before the Monthly Remittance Date relating Funding Account, shall be transferred to the Final Certificate Account, and the Pre-Funding Account shall be closed. (d) On the Payment DateDates during and immediately following the Funding Period, the Trustee shall withdraw transfer from the Pre-Funding Account to the amount Capitalized Interest Account, the Pre-Funding Account Earnings, if any, applicable to such Payment Date. (exclusive of e) On each Payment Date during and immediately following the Funding Period, the Trustee shall transfer from the Capitalized Interest Account to the Certificate Account, (i) with respect to Group I, the Group I Capitalized Interest Requirement for such Payment Date, if any plus the related Pre-Funding Account Earnings still on deposit thereintransferred to the Capitalized Interest Account, and (ii) remaining in with respect to Group II, the Group II Capitalized Interest Requirement, if any, for such Payment Date plus the related Pre-Funding Account with respect Earnings transferred to the Capitalized Interest Account. (f) On the second Payment Date after the Startup Day, the Trustee shall distribute the Group I Overfunded Interest Amount, if any, and the Group II Overfunded Interest Amount, if any (each calculated by the Trustee on the day prior to such Group on such Monthly Remittance Date relating second Payment Date) from the Capitalized Interest Account to the Final Pre-Funding Payment Date and deposit such amount to Seller. All amounts, if any, remaining in the Certificate Capitalized Interest Account on such Monthly Remittance Dateday shall be transferred to the Seller, and the Capitalized Interest Account shall be closed.

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup DayClosing Date, the Trustee Seller will deposit, on behalf of the Owners of the Class A Certificates and the Certificate InsurerNotes, (i) in the Pre-Funding Account (A) the Original Fixed Rate Group Pre-Funded Amount Amount, from the proceeds of the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 CertificatesNotes. (b) on any On the Subsequent Transfer Date, the Seller shall instruct the Indenture Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Mortgage Loans sold to the Trust Issuer on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller upon satisfaction of the conditions set forth in Sections 3.05 2.5 and 3.07 2.8 hereof with respect to such transfer; in connection with such instructions, instructions the Depositor Seller shall additionally inform the Indenture Trustee and the Certificate Insurer whether such Subsequent Home Equity Mortgage Loans are being transferred to the Adjustable Rate Pool or the Fixed Rate Group or the Adjustable Rate GroupPool. In no event shall the Seller be permitted to instruct the Indenture Trustee to release with respect to Subsequent Mortgage Loans from the Pre-Funding Account to the Certificate Adjustable Rate Note Account with respect to an amount in excess of the aggregate Subsequent Home Equity Loans to be transferred to Original Adjustable Rate Pre-Funded Amount or from the Fixed Rate Group Note Account an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After giving effect to any reductions in the Pre-Funded Amount with respect to a Group on On or before the Monthly Remittance Date relating to the Final Pre-Funding July 1998 Payment Date, the Indenture Trustee shall withdraw from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect to such Group on such Monthly Remittance Date relating to the Final Pre-Funding Payment Date and deposit such amount to the Certificate related Note Account, for the benefit of the Owners of the related Series of Notes. (d) On or before the July 1998 Payment Date, the Indenture Trustee shall transfer from the Pre-Funding Account on to the Capitalized Interest Account, the Pre-Funding Account Earnings, if any, applicable to such Monthly Remittance Payment Date. (e) On or before the July 1998 Payment Date the Trustee shall transfer from the Capitalized Interest Account to the related Note Account, the Adjustable Rate Capitalized Interest Requirement and the Fixed Rate Capitalized Interest Requirement for such Payment Date. (f) On all amounts, if any, remaining in the Capitalized Interest Account shall be transferred to the Seller on the July 1998 Payment Date. Thereafter, the Capitalized Interest Account shall be closed.

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Day, the The Indenture Trustee will deposit, on behalf of the Owners of the Class A Certificates shall establish and the Certificate Insurer, (i) in maintain the Pre-Funding Account (A) as one or more segregated trust accounts in the Original Fixed Rate Group name of "UCP 99-1 LLC II Equipment Contract Backed Notes, Series 1999-1 Pre-Funded Amount Funding Account, in trust for the registered holders of Equipment Contract Backed Notes, Series 1999-1." The Indenture Trustee will make or permit withdrawals from the Pre-Funding Account only as provided in this Indenture in amounts specified in a written direction of the Servicer. On the Closing Date, the Indenture Trustee will deposit from the proceeds of the sale of the Fixed Rate Certificates and (B) Notes, the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 Certificates. (b) on any Pre-Funding Account. At least one Business Day prior to each Subsequent Transfer Date, the Seller Servicer, on behalf of LLC II, shall instruct the Indenture Trustee in writing to withdraw from the Pre-Funding Account and release to LLC II an amount equal to 100% of the aggregate Loan Balances Discounted Contract Principal Balance of the Subsequent Home Equity Loans sold Contracts to the Trust on such Subsequent Transfer Date and pay such amount be transferred to or upon the order LLC II as of the Seller Subsequent Cut-Off Date upon satisfaction of each of the conditions set forth in Sections 3.05 and 3.07 hereof Section 2.02 of the Receivables Transfer Agreement with respect to the transfer of Subsequent Contracts to LLC II. In addition, on or prior to each Payment Date, all Pre-Funding Earnings with respect to such transfer; in connection with such instructions, the Depositor Payment Date shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Group. In no event shall the Seller be permitted to instruct the Trustee to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group an aggregate amount in excess Capitalized Interest Account prior to the withdrawal of the Original Fixed Rate Group Pre-Funded Amount or to release Capitalized Interest Requirement from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate Capitalized Interest Account. Any amount in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After giving effect to any reductions in the Pre-Funded Amount with respect to a Group on or before the Monthly Remittance Date relating to the Final Pre-Funding Payment Date, the Trustee shall withdraw from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still remaining on deposit therein) remaining in the Pre-Funding Account with respect to such Group on such Monthly Remittance Date relating to at the Final end of the Pre-Funding Period, less any undistributed Pre-Funding Earnings, shall be distributed by the Indenture Trustee on the Payment Date and deposit such amount immediately following the end of the Pre-Funding Period to the Certificate Account on such Monthly Remittance DateNoteholders as a prepayment of principal in accordance with Section 3.05(b).

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Day, the Trustee will deposit, on behalf of the Owners of the Class A Certificates and the Certificate Insurer, (i) in the Pre-Funding Account (A) the Original Fixed Rate Group Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates A Certificates, the Seller will deposit (i) an amount equal to the Original Pre-Funded Amount in the Pre-Funding Account and (ii) an amount equal to the sum of the Group I Original Capitalized Interest Amount and the Group II Original Capitalized Interest Amount in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 CertificatesAccount. (b) on On any Subsequent Transfer Date, the Seller shall instruct the Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Mortgage Loans sold to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller upon satisfaction of the conditions set forth in Sections 3.05 3.5 and 3.07 3.8 hereof with respect to such transfer; in connection with such instructions, instructions the Depositor Seller shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Mortgage Loans are being transferred to the Fixed Rate Group I or the Adjustable Rate GroupGroup II. In no event shall the Seller be permitted to instruct the Trustee to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Mortgage Loans to be transferred to the Fixed Rate Group I an aggregate amount in excess of the Original Fixed Rate Group I Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Mortgage Loans to be transferred to the Adjustable Rate Group II an aggregate amount in excess of the Original Adjustable Rate Group II Pre-Funded Amount. (c) After giving effect to any reductions in [Reserved]. (d) On the Pre-Funded Amount with respect to a Group on or before Payment Dates during and immediately following the Monthly Remittance Date relating to the Final Pre-Funding Payment DatePeriod, the Trustee shall withdraw transfer from the Pre-Funding Account to the amount Capitalized Interest Account, the Pre-Funding Account Earnings, if any, applicable to such Payment Date. (exclusive of e) On each Payment Date during and immediately following the Funding Period, the Trustee shall transfer from the Capitalized Interest Account to the Certificate Account, (i) with respect to Group I, the Group I Capitalized Interest Requirement for such Payment Date, if any plus the related Pre-Funding Account Earnings still on deposit thereintransferred to the Capitalized Interest Account, and (ii) remaining in with respect to Group II, the Group II Capitalized Interest Requirement, if any, for such Payment Date plus the related Pre-Funding Account with respect Earnings transferred to the Capitalized Interest Account. (f) On the second Payment Date after the Startup Day, the Trustee shall distribute the Group I Overfunded Interest Amount, if any, and the Group II Overfunded Interest Amount, if any (each calculated by the Trustee on the day prior to such Group on such Monthly Remittance Date relating second Payment Date) from the Capitalized Interest Account to the Final Pre-Funding Payment Date and deposit such amount to Seller. All amounts, if any, remaining in the Certificate Capitalized Interest Account on such Monthly Remittance Dateday shall be transferred to the Seller, and the Capitalized Interest Account shall be closed.

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Day, the Trustee will depositThe Paying Agent, on behalf of the Owners Trustee, shall establish and maintain the Pre-Funding Account and the Capitalized Interest Account, each to be held in trust for the benefit of Bondholders. Each of the Class A Certificates Pre-Funding Account and the Certificate InsurerCapitalized Interest Account shall be an Eligible Account. On the Closing Date, (i) the Issuer will cause to be deposited in the Pre-Funding Account (A) the Original Fixed Rate Group Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 CertificatesAmount. (b) on On any Subsequent Transfer Date, the Seller Issuer shall instruct the Trustee Paying Agent, in writing, to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Stated Principal Balances of the Subsequent Home Equity Mortgage Loans as of the applicable Subsequent Cut-Off Date sold to the Trust Issuer on such Subsequent Transfer Date Date, and to pay such amount amounts to or upon the order of the Seller upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 hereof with respect to such transfer; in connection with such instructions, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate GroupDepositor. In no event shall the Seller be permitted to instruct the Trustee to release Paying Agent withdraw from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After giving effect to any reductions in During the Pre-Funded Amount with respect to a Group Funding Period, amounts on or before deposit in the Monthly Remittance Date relating to the Final Pre-Funding Payment Date, the Trustee shall withdraw from Capitalized Interest Account and the Pre-Funding Account shall be invested in Permitted Investments. Any earnings on such Permitted Investments in the amount (exclusive Capitalized Interest Account shall be for the benefit of the Depositor, and any related Pre-Funding Account Earnings still earnings on deposit therein) remaining such Permitted Investments in the Pre-Funding Account with respect to such Group on such Monthly Remittance Date relating to shall be deposited into the Final Distribution Account. (d) At the end of the Pre-Funding Period, all amounts, if any, remaining in the Capitalized Interest Account shall be released to the Depositor and the Capitalized Interest Account shall be terminated. (e) On the Payment Date and deposit such amount immediately following the end of the Pre-Funding Period, the Paying Agent shall transfer the Pre-Funded Amount to the Certificate Distribution Account for distribution to the Holders of the Bonds. Any such amounts shall be distributed to the Bonds as principal on such Monthly Remittance Datedate, in accordance with Section 2.03. (f) The Pre-Funding Account and the Capitalized Interest Account shall not be assets of any REMIC created pursuant to this Indenture.

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Day, the Trustee will deposit, on behalf of the Owners of the Class A Offered Certificates and the Certificate Insurer, (i) in the Pre-Funding Account (A) the Original Fixed Rate Group Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 Offered Certificates. (b) on On any Subsequent Transfer Date, the Seller shall instruct the Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Loans sold to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller Depositor upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 hereof with respect to such transfer; in connection with such instructions, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Group. In no event shall the Seller Depositor be permitted to instruct the Trustee to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After giving effect to any reductions in If the Pre-Funded Amount with respect has been reduced to a Group $100,000 or less on or before the April 1998 Monthly Remittance Date, the Depositor shall instruct the Trustee to withdraw from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account and deposit such amount to the Certificate Account, on the April 1998 Monthly Remittance Date relating to and if the Final Pre-Funding Payment DateFunded Amount has been reduced to $100,000 or less by April 30, 1998, then the Trustee shall withdraw from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect to such Group on such Monthly Remittance Date relating to the Final Pre-Funding Payment Date and deposit such amount to the Certificate Account, on the May 1998 Monthly Remittance Date, which will be distributed to the related Owners of the Offered Certificates. (d) On the Payment Dates in April and May 1998,the Trustee shall transfer from the Pre-Funding Account to the Capitalized Interest Account the Pre-Funding Account Earnings, if any, applicable to such Payment Date. (e) On the Payment Dates in April and May 1998,the Trustee shall transfer from the Capitalized Interest Account to the Certificate Account, the sum of any Capitalized Interest Requirement, if any, and any Pre-Funding Account Earnings for such Payment Date. (f) On each Subsequent Transfer Date the Trustee shall distribute the Overfunded Interest Amount, if any (calculated by the Trustee on the day prior to such Subsequent Transfer Date) from the Capitalized Interest Account to the Seller and on the Payment Date immediately following the Funding Period, the Trustee shall distribute to the Seller any amounts remaining in the Capitalized Interest Account after taking into account the transfers on such Payment Date described in clause (e) above. The Capitalized Interest Account shall be closed at the end of the Funding Period. All amounts, if any, remaining in the Capitalized Interest Account on such Monthly Remittance Dateday shall be transferred to the Seller. (g) Any amounts transferred to the Certificate Account from the Capitalized Interest Account on the April and May 1998 Payment Dates shall be transferred to the Upper-Tier Distribution Account and distributed to the Owners of the Offered Certificate in accordance with Section 7.03(c). (h) The Pre-Funding Account and the Capitalized Interest Account shall not be an asset of either the Lower-Tier REMIC or the Upper-Tier REMIC.

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Day, the Trustee will deposit, on behalf of the Owners of the Class A Certificates and the Certificate Insurer, (i) in the Pre-Funding Account (A) the Original Fixed Rate Group I Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (Bii) the Original Adjustable Rate Group II Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 A-8 Certificates. (b) on On any Subsequent Transfer Date, the Seller shall instruct the Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Loans sold to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 hereof with respect to such transfer; in connection with such instructionsfunds transfer, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group I or the Adjustable Rate GroupGroup II. In no event shall the Seller be permitted to instruct the Trustee to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group I an aggregate amount in excess of the Original Fixed Rate Group I Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group II an aggregate amount in excess of the Original Adjustable Rate Group II Pre-Funded Amount. (c) After giving effect to any reductions in the Pre-Funded Amount with respect to a Group on or before the Monthly Remittance Date relating to the Final Pre-Funding Payment Datein April 1997, the Trustee shall withdraw from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect to such Group on such Monthly Remittance Date relating to the Final Pre-Funding Payment Date and deposit such amount to the Certificate Account on such Monthly Remittance Date.

Pre-Funding Account and Capitalized Interest Account. (a) On the Startup Day, the Trustee will deposit, on behalf of the Owners of the Class A Certificates and the Certificate Insurer, (i) in the Pre-Funding Account (A) the Original Fixed Rate Group I Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates and (Bii) the Original Adjustable Rate Group Pre-II Pre- Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account , (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 A-8 Certificates. (b) on On any Subsequent Transfer Date, the Seller shall instruct the Trustee to withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate Loan Balances of the Subsequent Home Equity Loans sold to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller upon satisfaction of the conditions set forth in Sections 3.05 and 3.07 hereof with respect to such transfer; in connection with such instructionsfunds transfer, the Depositor shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group I or the Adjustable Rate GroupGroup II. In no event shall the Seller be permitted to instruct the Trustee to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group I an aggregate amount in excess of the Original Fixed Rate Group I Pre-Funded Amount or to release from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Adjustable Rate Group II an aggregate amount in excess of the Original Adjustable Rate Group II Pre-Funded Amount. (c) After giving effect to any reductions in the Pre-Funded Amount with respect to a Group on or before the Monthly Remittance Date relating to the Final Pre-Funding Payment Datein February 1997, the Trustee shall withdraw from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect to such Group on such Monthly Remittance Date relating to the Final Pre-Funding Payment Date and deposit such amount to the Certificate Account on such Monthly Remittance Date.

Pre-Funding Account and Capitalized Interest Account. (a) On The Trustee has heretofore established or caused to be established and shall hereafter maintain or cause to be maintained a separate account denominated a Pre-Funding Account, which is and shall continue to be an Eligible Account in the Startup Day, name of the Trustee will depositand shall be designated "First Bank National Association, on behalf as Trustee of the Owners Cityscape Home Equity Loan Trust 1997-B Pre-Funding Account". The Pre-Funding Account shall be treated as an "outside reserve fund" under applicable Treasury regulations and shall not be part of the Class A Certificates REMIC. Any investment earnings on the Pre-Funding Account shall be treated as owned by the Seller and will be taxable to the Certificate InsurerSeller. The Trustee has heretofore established or caused to be established and shall hereafter maintain or cause to be maintained a separate account denominated a Capitalized Interest Account, (i) which is and shall continue to be an Eligible Account in the name of the Trustee and shall be designated "First Bank National Association, as Trustee of the Cityscape Home Equity Loan Trust Series 1997-B Capitalized Interest Account". The Capitalized Interest Account shall be treated as an "outside reserve fund" under applicable Treasury regulations and shall not be part of the REMIC. Any investment earnings on the Capitalized Interest Account shall be treated as owned by the Seller and will be taxable to the Seller. The amount on deposit in the Pre-Funding Account and the Capital- ized Interest Account shall be invested in Eligible Investments in accordance with the provisions of Section 3.12. (Ab) On the Original Fixed Rate Group Closing Date, the Seller shall cause to be deposited in the Pre-Funded Amount from the proceeds of the sale of the Fixed Rate Certificates Funding Account and (B) the Original Adjustable Rate Group Pre-Funded Amount from the proceeds of the sale of the Class A-6 Certificates and (ii) in the Capitalized Interest Account the amounts of $41,275,721.34 and $517,885.10, (A) the Original Fixed Rate Group Capitalized Interest Deposit, from the sale of the Fixed Rate Certificates and (B) the Original Adjustable Rate Group Capitalized Interest Deposit from the sale of the Class A-6 Certificatesrespectively. (bc) on any On each Subsequent Transfer Date, upon satisfaction of the Seller shall instruct conditions set forth in Section 2.13, the Trustee to shall withdraw from the Pre-Funding Account an amount equal to 100% of the aggregate of the Cut-Off Date Loan Balances of the Subsequent Home Equity Mortgage Loans sold to the Trust for inclusion in Group I on such Subsequent Transfer Date and pay such amount to or upon the order of the Seller upon satisfaction Seller. (d) On the Business Day prior to the Distribution Date immediately following the Due Period in which the Pre-Funding Period ends, the Trustee shall (i) withdraw the Unutilized Funding Amount, if any, from the Pre- Funding Account, (ii) promptly deposit such amount in the Certificate Account and (iii) distribute such amount on such Distribution Date. If the Unutilized Funding Amount equals or exceeds $100,000, the Trustee shall distribute it to Holders of the conditions set forth Group I Certificates pro rata on the basis of the respective Original Class Certificate Principal Balances of the Group I Certificates pursuant to Section 4.04(b)(I)(B). If the Unutilized Funding Amount is less than $100,000, such amount shall be distributed as part of the Regular Principal Distribution Amount pursuant to Section 4.04(b). The amount deposited in Sections 3.05 and 3.07 hereof with respect the Certificate Account pursuant to such transfer; the preceding paragraph shall be net of any Pre-Funding Earnings. (e) On the Business Day prior to each Distribution Date, through the Distribution Date immediately following the Due Period in connection with such instructionswhich the Pre-Funding Period ends, the Depositor Trustee shall additionally inform the Trustee and the Certificate Insurer whether such Subsequent Home Equity Loans are being transferred to the Fixed Rate Group or the Adjustable Rate Group. In no event shall the Seller be permitted to instruct the Trustee to release transfer from the Pre-Funding Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to be transferred to the Fixed Rate Group an aggregate amount in excess of the Original Fixed Rate Group Pre-Funded Amount or to release from the Pre-Funding Earnings, if any, applicable to such Distribution Date. (f) On the Business Day prior to each Distribution Date, through the Distribution Date immediately following the Due Period in which the Pre-Funding Period ends, the Trustee shall transfer from the Capitalized Interest Account to the Certificate Account with respect to the aggregate Subsequent Home Equity Loans to Capitalized Interest Requirement, if any, for such Distribution Date. (g) All amounts, if any, remaining in the Capitalized Interest Account on the Distribution Date following the Due Period in which the Pre- Funding Period ends shall be transferred to the Adjustable Rate Group an aggregate amount in excess of the Original Adjustable Rate Group Pre-Funded Amount. (c) After giving effect to any reductions in the Pre-Funded Amount with respect to a Group on or before the Monthly Remittance Date relating to the Final Pre-Funding Payment Date, the Trustee shall withdraw from the Pre-Funding Account the amount (exclusive of any related Pre-Funding Account Earnings still on deposit therein) remaining in the Pre-Funding Account with respect to such Group Seller on such Monthly Remittance Date relating to the Final Pre-Funding Payment Date and deposit such amount to the Certificate Account on such Monthly Remittance Datedate.