Common use of Prefunding Account Clause in Contracts

Prefunding Account. On or prior to the Closing Date, the Securities Administrator shall establish and maintain, on behalf of the Certificateholders, the Prefunding Account. On the Closing Date the Depositor shall remit the Prefunded Amount to the Securities Administrator for deposit in the Prefunding Account. From the Prefunded Amount, the Group 1 Prefunded Amount and the Group 2 Prefunded Amount shall be applied to the purchase of Subsequent Mortgage Loans for Loan Group 1 and Loan Group 2, respectively. On each Subsequent Transfer Date, upon satisfaction of the conditions for such Subsequent Transfer Date set forth in Section 2.01(b), with respect to the related Subsequent Transfer Agreement, the Securities Administrator shall remit to the Depositor the applicable Aggregate Subsequent Transfer Amount as payment of the purchase price for the related Subsequent Mortgage Loans. If any funds remain in the Prefunding Account at the end of the Prefunding Period, to the extent that they represent earnings on the amounts originally deposited into the Prefunding Account, the Securities Administrator shall distribute them to the order of the Depositor. The remaining funds shall be transferred to the Distribution Account to be included as part of principal distributions to the Certificates on the Distribution Date in the month following the end of the Prefunding Period. Each institution at which the Prefunding Account is maintained shall either hold such funds on deposit uninvested or shall invest the funds therein in Permitted Investments as directed in writing by the Depositor, which shall mature not later than the Business Day immediately preceding a Subsequent Transfer Date and shall not be sold or disposed of prior to its maturity. In the absence of direction, such funds shall be invested in the Wxxxx Fargo Advantage Prime Investment Money Market Fund or comparable investment vehicle, or remain uninvested. All such Permitted Investments shall be made in the name of the Trustee, for the benefit of the Certificateholders. All income and gain net of any losses realized from any such balances or investment of funds on deposit in the Prefunding Account shall be for the benefit of the Depositor and shall be remitted to it monthly. The amount of any net investment losses in the Prefunding Account shall promptly be deposited by the Depositor in the Prefunding Account. The Securities Administrator in its fiduciary capacity shall not be liable for the amount of any loss incurred in respect of any investment or lack of investment of funds held in the Prefunding Account (other than as provided in this Section 4.06) and made in accordance with this Section 4.06. 111

Prefunding Account. On or prior to the Closing Date, the Securities Administrator shall establish and maintain, on behalf of the Certificateholders, the Prefunding Account. On the Closing Date the Depositor shall remit the Group 2 Prefunded Amount to the Securities Administrator for deposit in the Prefunding Account. From the Prefunded Amount, the Group 1 Prefunded Amount and the The Group 2 Prefunded Amount shall be applied to the purchase of Subsequent Mortgage Loans for Loan Group 1 and Loan Group 2, respectively. On each Subsequent Transfer Date, upon satisfaction of the conditions for such Subsequent Transfer Date set forth in Section 2.01(b), with respect to the related Subsequent Transfer Agreement, the Securities Administrator shall remit to the Depositor the applicable Aggregate Subsequent Transfer Amount as payment of the purchase price for the related Subsequent Mortgage Loans. If any funds remain in the Prefunding Account at the end of the Prefunding Period, to the extent that they represent earnings on the amounts originally deposited into the Prefunding Account, the Securities Administrator shall distribute them to the order of the Depositor. The remaining funds shall be transferred at the end of the Prefunding Period to the Distribution Account to be included as part of principal distributions to the Certificates Principal Remittance Amount for Loan Group 2 on the Distribution Date in the month following the end of the Prefunding Period. 117 Each institution at which the Prefunding Account is maintained shall either hold such funds on deposit uninvested or shall invest the funds therein in Permitted Investments as directed in writing by the Depositor, which shall mature not later than the Business Day immediately preceding a Subsequent Transfer Date and shall not be sold or disposed of prior to its maturity. In the absence of direction, such funds shall be invested in the Wxxxx Xxxxx Fargo Advantage Prime Investment Money Market Fund or comparable investment vehicle, or remain uninvested. All such Permitted Investments shall be made in the name of the Trustee, for the benefit of the Certificateholders. All income and gain net of any losses realized from any such balances or investment of funds on deposit in the Prefunding Account shall be for the benefit of the Depositor and shall be remitted to it monthly. The amount of any net investment losses in the Prefunding Account shall promptly be deposited by the Depositor in the Prefunding Account. The Securities Administrator in its fiduciary capacity shall not be liable for the amount of any loss incurred in respect of any investment or lack of investment of funds held in the Prefunding Account (other than as provided in this Section 4.06) and made in accordance with this Section 4.06. 111.

Prefunding Account. On or prior to the Closing Date, the Securities Administrator shall establish and maintain, on behalf of the Certificateholders, the Prefunding Account. On the Closing Date the Depositor shall remit the Prefunded Amount to the Securities Administrator for deposit in the Prefunding Account. From the Prefunded Amount, the Group 1 Prefunded Amount and the Group 2 Prefunded Amount shall be applied to the purchase of Subsequent Mortgage Loans for Loan Group 1 and Loan Group 2, respectively. On each Subsequent Transfer Date, upon satisfaction of the conditions for such Subsequent Transfer Date set forth in Section 2.01(b), with respect to the related Subsequent Transfer Agreement, the Securities Administrator shall remit to the Depositor the applicable Aggregate Subsequent Transfer Amount as payment of the purchase price for the related Subsequent Mortgage Loans. If any funds remain in the Prefunding Account at the end of the Prefunding Period, to the extent that they represent earnings on the amounts originally deposited into the Prefunding Account, the Securities Administrator shall distribute them to the order of the Depositor. The remaining funds shall be transferred to the Distribution Account to be included as part of principal distributions to the Certificates on the Distribution Date in the month following the end of the Prefunding Period. Each institution at which the Prefunding Account is maintained shall either hold such funds on deposit uninvested or shall invest the funds therein in Permitted Investments as directed in writing by the Depositor, which shall mature not later than the Business Day immediately preceding a Subsequent Transfer Date and shall not be sold or disposed of prior to its maturity. In the absence of direction, such funds shall be invested in the Wxxxx Fargo Advantage Prime Investment Money Market Fund or comparable investment vehicle, or remain uninvested. All such Permitted Investments shall be made in the name of the Trustee, for the benefit of the Certificateholders. All income and gain net of any losses realized from any such balances or investment of funds on deposit in the Prefunding Account shall be for the benefit of the Depositor and shall be remitted to it monthly. The amount of any net investment losses in the Prefunding Account shall promptly be deposited by the Depositor in the Prefunding Account. The Securities Administrator in its fiduciary capacity shall not be liable for the amount of any loss incurred in respect of any investment or lack of investment of funds held in the Prefunding Account (other than as provided in this Section 4.06) and made in accordance with this Section 4.06. 111.

Prefunding Account. On or prior to the Closing Date, the Securities Administrator shall establish and maintain, on behalf of the Certificateholders, the Prefunding Account. On the Closing Date the Depositor shall remit the Prefunded Amount to the Securities Administrator for deposit in the Prefunding Account. From the Prefunded Amount, the Group 1 Prefunded Amount $91,827,627.00 and the Group 2 Prefunded Amount $103,648,944.00 shall be applied to the purchase of Subsequent Mortgage Loans for Loan Group 1 and Loan Group 2, respectively. On each Subsequent Transfer Date, upon satisfaction of the conditions for such Subsequent Transfer Date set forth in Section 2.01(b), with respect to the related Subsequent Transfer Agreement, the Securities Administrator shall remit to the Depositor the applicable Aggregate Subsequent Transfer Amount as payment of the purchase price for the related Subsequent Mortgage Loans. If any funds remain in the Prefunding Account at the end of the Prefunding Period, to the extent that they represent earnings on the amounts originally deposited into the Prefunding Account, the Securities Administrator shall distribute them to the order of the Depositor. The remaining funds shall be transferred to the Distribution Account to be included as part of principal distributions to the Certificates on the Distribution Date in the month following the end of the Prefunding Period. Each institution at which the Prefunding Account is maintained shall either hold such funds on deposit uninvested or shall invest the funds therein in Permitted Investments as directed in writing by the Depositor, which shall mature not later than the Business Day immediately preceding a Subsequent Transfer Date and shall not be sold or disposed of prior to its maturity. In the absence of direction, such funds shall be invested in the Wxxxx Fargo Advantage Prime Investment Money Market Fund or comparable investment vehicle, or remain uninvested. All such Permitted Investments shall be made in the name of the Trustee, for the benefit of the Certificateholders. All income and gain net of any losses realized from any such balances or investment of funds on deposit in the Prefunding Account shall be for the benefit of the Depositor and shall be remitted to it monthly. The amount of any net investment losses in the Prefunding Account shall promptly be deposited by the Depositor in the Prefunding Account. The Securities Administrator in its fiduciary capacity shall not be liable for the amount of any loss incurred in respect of any investment or lack of investment of funds held in the Prefunding Account (other than as provided in this Section 4.06) and made in accordance with this Section 4.06. 111.

Prefunding Account. On or prior to the Closing Date, the Securities Administrator The Trustee shall establish and maintain, on behalf of the Certificateholders, the Prefunding Account. On the Closing Date the Depositor shall remit the Prefunded Amount to the Securities Administrator Trustee for deposit in the Prefunding Account. From the Prefunded Amount, the Group 1 Prefunded Amount $167,391,936.96 and the Group 2 Prefunded Amount $382,608,631.04 shall be applied to the purchase of Subsequent Mortgage Loans for Loan Group 1 and Loan Group 2, respectively. On each Subsequent Transfer Date, upon satisfaction of the conditions for such Subsequent Transfer Date set forth in Section 2.01(b), with respect to the related Subsequent Transfer Agreement, the Securities Administrator Trustee shall remit to the Depositor the applicable Aggregate Subsequent Transfer Amount as payment of the purchase price for the related Subsequent Mortgage Loans. If any funds remain in the Prefunding Account at the end of the Prefunding Period, to the extent that they represent earnings on the amounts originally deposited into the Prefunding Account, the Securities Administrator Trustee shall distribute them to the order of the Depositor. The remaining funds shall be transferred to the Distribution Account to be included as part of principal distributions to the Certificates on the Distribution Date in the month following the end of the Prefunding Period. Each institution at which the Prefunding Account is maintained shall either hold such funds on deposit uninvested or shall invest the funds therein in Permitted Investments as directed in writing by the Depositor, which shall mature not later than the Business Day immediately preceding a Subsequent Transfer Date and shall not be sold or disposed of prior to its maturity. In the absence of direction, such funds shall be invested in the Wxxxx Fargo Advantage Prime Investment Money Market Fund or comparable investment vehicle, or remain uninvested. All such Permitted Investments shall be made in the name of the Trustee, for the benefit of the Certificateholders. All income and gain net of any losses realized from any such balances or investment of funds on deposit in the Prefunding Account shall be for the benefit of the Depositor and shall be remitted to it monthly. The amount of any net investment losses in the Prefunding Account shall promptly be deposited by the Depositor in the Prefunding Account. The Securities Administrator Trustee in its fiduciary capacity shall not be liable for the amount of any loss incurred in respect of any investment or lack of investment of funds held in the Prefunding Account (other than as provided in this Section 4.064.06(a)) and made in accordance with this Section 4.06. 111.

Prefunding Account. On or prior to the Closing Date, the Securities Administrator The Trustee shall establish and maintain, on behalf of the Certificateholders, the Prefunding Account. On the Closing Date the Depositor shall remit the Prefunded Amount to the Securities Administrator Trustee for deposit in the Prefunding Account. From the Prefunded Amount, the Group 1 Prefunded Amount $28,231,242.14 and the Group 2 Prefunded Amount $150,878,071.04 shall be applied to the purchase of Subsequent Mortgage Loans for Loan Group 1 and Loan Group 2, respectively. On each Subsequent Transfer Date, upon satisfaction of the conditions for such Subsequent Transfer Date set forth in Section 2.01(b), with respect to the related Subsequent Transfer Agreement, the Securities Administrator Trustee shall remit to the Depositor the applicable Aggregate Subsequent Transfer Amount as payment of the purchase price for the related Subsequent Mortgage Loans. If any funds remain in the Prefunding Account at the end of the Prefunding Period, to the extent that they represent earnings on the amounts originally deposited into the Prefunding Account, the Securities Administrator Trustee shall distribute them to the order of the Depositor. The remaining funds shall be transferred to the Distribution Account to be included as part of principal distributions to the Certificates on the Distribution Date in the month following the end of the Prefunding Period. Each institution at which the Prefunding Account is maintained shall either hold such funds on deposit uninvested or shall invest the funds therein in Permitted Investments as directed in writing by the Depositor, which shall mature not later than the Business Day immediately preceding a Subsequent Transfer Date and shall not be sold or disposed of prior to its maturity. In the absence of direction, such funds shall be invested in the Wxxxx Fargo Advantage Prime Investment Money Market Fund or comparable investment vehicle, or remain uninvested. All such Permitted Investments shall be made in the name of the Trustee, for the benefit of the Certificateholders. All income and gain net of any losses realized from any such balances or investment of funds on deposit in the Prefunding Account shall be for the benefit of the Depositor and shall be remitted to it monthly. The amount of any net investment losses in the Prefunding Account shall promptly be deposited by the Depositor in the Prefunding Account. The Securities Administrator Trustee in its fiduciary capacity shall not be liable for the amount of any loss incurred in respect of any investment or lack of investment of funds held in the Prefunding Account (other than as provided in this Section 4.06) and made in accordance with this Section 4.06. 111.

Prefunding Account. On or prior to the Closing Date, the Securities Administrator Trustee shall establish and maintain, on behalf of the Certificateholders, the Prefunding Account. On the Closing Date the Depositor shall remit the Prefunded Amount to the Securities Administrator Trustee for deposit in the Prefunding Account. From the Prefunded Amount, the Group 1 Prefunded Amount $69,835,380.12, $116,370,886.79, $248,615,085.13 and the Group 2 Prefunded Amount $ 240,953,897.52 shall be applied to the purchase of Subsequent Mortgage Loans for Loan Group 1 1, Loan Group 2, Loan Group 3 and Loan Group 24, respectively. On each Subsequent Transfer Date, upon satisfaction of the conditions for such Subsequent Transfer Date set forth in Section 2.01(b), with respect to the related Subsequent Transfer Agreement, the Securities Administrator Trustee shall remit to the Depositor the applicable Aggregate Subsequent Transfer Amount as payment of the purchase price for the related Subsequent Mortgage Loans. If any funds remain in the Prefunding Account at the end of the Prefunding Period, to the extent that they represent earnings on the amounts originally deposited into the Prefunding Account, the Securities Administrator Trustee shall distribute them to the order of the Depositor. The remaining funds shall be transferred to the Distribution Account to be included as part of principal distributions to the Certificates on the Distribution Date in the month following the end of the Prefunding Period. Each institution at which the Prefunding Account is maintained shall either hold such funds on deposit uninvested or shall invest the funds therein in Permitted Investments as directed in writing by the Depositor, which shall mature not later than the Business Day immediately preceding a Subsequent Transfer Date and shall not be sold or disposed of prior to its maturity. In the absence of direction, such funds shall be invested in the Wxxxx Fargo Advantage Prime Investment Money Market Fund or comparable investment vehicle, or remain uninvested. All such Permitted Investments shall be made in the name of the Trustee, for the benefit of the Certificateholders. All income and gain net of any losses realized from any such balances or investment of funds on deposit in the Prefunding Account shall be for the benefit of the Depositor and shall be remitted to it monthly. The amount of any net investment losses in the Prefunding Account shall promptly be deposited by the Depositor in the Prefunding Account. The Securities Administrator Trustee in its fiduciary capacity shall not be liable for the amount of any loss incurred in respect of any investment or lack of investment of funds held in the Prefunding Account (other than as provided in this Section 4.06) and made in accordance with this Section 4.06. 111.

Prefunding Account. On or prior to the Closing Date, the Securities Administrator Trustee shall establish and maintain, on behalf of the Certificateholders, the Prefunding Account. On the Closing Date Date, the Depositor shall remit the Prefunded Amount to the Securities Administrator Trustee for deposit in the Prefunding Account. From the Prefunded Amount, the Group 1 Prefunded Amount and the Group 2 Prefunded Amount shall be applied to the purchase of Subsequent Mortgage Loans for Loan Group 1 and Loan Group 2, respectively. On each Subsequent Transfer Date, upon satisfaction of the conditions for such Subsequent Transfer Date set forth in Section 2.01(b), with respect to the related Subsequent Transfer Agreement, the Securities Administrator Trustee shall remit to the Depositor the applicable Aggregate Subsequent Transfer Amount as payment of the purchase price for the related Subsequent Mortgage Loans. If any funds remain in the Prefunding Account at the end of the Prefunding Period, to the extent that they represent earnings on the amounts originally deposited into the Prefunding Account, the Securities Administrator Trustee shall distribute them to the order of the Depositor. The remaining funds shall be transferred to the Distribution Account to be included as part of principal distributions to the Certificates on the Distribution Date in the month following the end of the Prefunding Period. Each institution at which the Prefunding Account is maintained shall either hold such funds on deposit uninvested or shall invest the funds therein in Permitted Investments as directed in writing by the Depositor, which shall mature not later than the Business Day immediately preceding a Subsequent Transfer Date and shall not be sold or disposed of prior to its maturity. In the absence of direction, such funds shall be invested in the Wxxxx Fargo Advantage Prime Investment Money Market Fund or comparable investment vehicle, or remain uninvested. All such Permitted Investments shall be made in the name of the Trustee, for the benefit of the Certificateholders. All income and gain net of any losses realized from any such balances or investment of funds on deposit in the Prefunding Account shall be for the benefit of the Depositor and shall be remitted to it monthly. The amount of any net investment losses in the Prefunding Account shall promptly be deposited by the Depositor in the Prefunding Account. The Securities Administrator in its fiduciary capacity shall not be liable for the amount of any loss incurred in respect of any investment or lack of investment of funds held in the Prefunding Account (other than as provided in this Section 4.06) and made in accordance with this Section 4.06. 111.

Prefunding Account. On or prior to the Closing Date, the Securities Administrator shall establish and maintain, on behalf of the Certificateholders, the Prefunding Account. On the Closing Date the Depositor shall remit the Prefunded Amount to the Securities Administrator for deposit in the Prefunding Account. From the Prefunded Amount, the Group Pool 1 Prefunded Amount and the Group Pool 2 Prefunded Amount shall be applied to the purchase of Subsequent Mortgage Loans for Loan Group Pool 1 and Loan Group Pool 2, respectively. On each Subsequent Transfer Date, upon satisfaction of the conditions for such Subsequent Transfer Date set forth in Section 2.01(b), with respect to the related Subsequent Transfer Agreement, the Securities Administrator shall remit to the Depositor the applicable Aggregate Subsequent Transfer Amount as payment of the purchase price for the related Subsequent Mortgage Loans. If any funds remain in the Prefunding Account at the end of the Prefunding Period, to the extent that they represent earnings on the amounts originally deposited into the Prefunding Account, the Securities Administrator shall distribute them to the order of the Depositor. The remaining funds shall be transferred to the Distribution Account to be included as part of principal distributions to the Certificates on the Distribution Date in the month following the end of the Prefunding Period. 104 Each institution at which the Prefunding Account is maintained shall either hold such funds on deposit uninvested or shall invest the funds therein in Permitted Investments as directed in writing by the Depositor, which shall mature not later than the Business Day immediately preceding a Subsequent Transfer Date and shall not be sold or disposed of prior to its maturity. In the absence of direction, such funds shall be invested in the Wxxxx Fargo Advantage Prime Investment Money Market Fund or comparable investment vehicle, or remain uninvested. All such Permitted Investments shall be made in the name of the Trustee, for the benefit of the Certificateholders. All income and gain net of any losses realized from any such balances or investment of funds on deposit in the Prefunding Account shall be for the benefit of the Depositor and shall be remitted to it monthly. The amount of any net investment losses in the Prefunding Account shall promptly be deposited by the Depositor in the Prefunding Account. The Securities Administrator in its fiduciary capacity shall not be liable for the amount of any loss incurred in respect of any investment or lack of investment of funds held in the Prefunding Account (other than as provided in this Section 4.06) and made in accordance with this Section 4.06. 111.

Prefunding Account. On or prior to the Closing Date, the Securities Administrator shall establish and maintain, on behalf of the Certificateholders, the Prefunding Account. On the Closing Date the Depositor shall remit the Prefunded Amount to the Securities Administrator for deposit in the Prefunding Account. From the Prefunded Amount, the Group 1 Prefunded Amount and the Group 2 The Prefunded Amount shall be applied to the purchase of Subsequent Mortgage Loans for Loan Group 1 and Loan Group 2, respectivelyLoans. On each Subsequent Transfer Date, upon satisfaction of the conditions for such Subsequent Transfer Date set forth in Section 2.01(b), with respect to the related Subsequent Transfer Agreement, the Securities Administrator shall remit to the Depositor the applicable Aggregate Subsequent Transfer Amount as payment of the purchase price for the related Subsequent Mortgage Loans. If any funds remain in the Prefunding Account at the end of the Prefunding Period, to the extent that they represent earnings on the amounts originally deposited into the Prefunding Account, the Securities Administrator shall distribute them to the order of the Depositor. The remaining funds shall be transferred to the Distribution Account to be included as part of principal distributions to the Certificates on the Distribution Date in the month following the end of the Prefunding Period. 107 Each institution at which the Prefunding Account is maintained shall either hold such funds on deposit uninvested or shall invest the funds therein in Permitted Investments as directed in writing by the Depositor, which shall mature not later than the Business Day immediately preceding a Subsequent Transfer Date and shall not be sold or disposed of prior to its maturity. In the absence of direction, such funds shall be invested in the Wxxxx Xxxxx Fargo Advantage Prime Investment Money Market Fund or comparable investment vehicle, or remain uninvested. All such Permitted Investments shall be made in the name of the Trustee, for the benefit of the Certificateholders. All income and gain net of any losses realized from any such balances or investment of funds on deposit in the Prefunding Account shall be for the benefit of the Depositor and shall be remitted to it monthly. The amount of any net investment losses in the Prefunding Account shall promptly be deposited by the Depositor in the Prefunding Account. The Securities Administrator in its fiduciary capacity shall not be liable for the amount of any loss incurred in respect of any investment or lack of investment of funds held in the Prefunding Account (other than as provided in this Section 4.06) and made in accordance with this Section 4.06. 111.

Prefunding Account. On or prior to the Closing Date, the Securities Administrator Trustee shall establish and maintain, on behalf of the Certificateholders, the Prefunding Account. On the Closing Date the Depositor shall remit the Prefunded Amount to the Securities Administrator Trustee for deposit in the Prefunding Account. From the Prefunded Amount, the Group 1 Prefunded Amount $248,007,101.79 and the Group 2 Prefunded Amount $1,590,629,795.81 shall be applied to the purchase of Subsequent Mortgage Loans for Loan Group 1 and Loan Group 2, respectively. On each Subsequent Transfer Date, upon satisfaction of the conditions for such Subsequent Transfer Date set forth in Section 2.01(b), with respect to the related Subsequent Transfer Agreement, the Securities Administrator Trustee shall remit to the Depositor the applicable Aggregate Subsequent Transfer Amount as payment of the purchase price for the related Subsequent Mortgage Loans. If any funds remain in the Prefunding Account at the end of the Prefunding Period, to the extent that they represent earnings on the amounts originally deposited into the Prefunding Account, the Securities Administrator Trustee shall distribute them to the order of the Depositor. The remaining funds shall be transferred to the Distribution Account to be included as part of principal distributions to the Certificates on the Distribution Date in the month following the end of the Prefunding Period. Each institution at which the Prefunding Account is maintained shall either hold such funds on deposit uninvested or shall invest the funds therein in Permitted Investments as directed in writing by the Depositor, which shall mature not later than the Business Day immediately preceding a Subsequent Transfer Date and shall not be sold or disposed of prior to its maturity. In the absence of direction, such funds shall be invested in the Wxxxx Fargo Advantage Prime Investment Money Market Fund or comparable investment vehicle, or remain uninvested. All such Permitted Investments shall be made in the name of the Trustee, for the benefit of the Certificateholders. All income and gain net of any losses realized from any such balances or investment of funds on deposit in the Prefunding Account shall be for the benefit of the Depositor and shall be remitted to it monthly. The amount of any net investment losses in the Prefunding Account shall promptly be deposited by the Depositor in the Prefunding Account. The Securities Administrator Trustee in its fiduciary capacity shall not be liable for the amount of any loss incurred in respect of any investment or lack of investment of funds held in the Prefunding Account (other than as provided in this Section 4.06) and made in accordance with this Section 4.06. 111.

Prefunding Account. (a) On or prior to before the Closing Date, the Securities Administrator Issuer shall establish and maintaindirect the Indenture Trustee in writing to open, on behalf of at the CertificateholdersCorporate Trust Office, an account that shall be the "Prefunding Account". No later than the Closing Date, the Prefunding Account. On the Closing Date the Depositor shall remit the Prefunded Amount to the Securities Administrator for Issuer will deposit in the Prefunding Account the Prefunding Account Deposit from the proceeds of the sale of the Bonds. All amounts that are deposited in the Prefunding Account. From the Prefunded Amount, the Group 1 Prefunded Amount and the Group 2 Prefunded Amount all investments, if any, made with such monies, shall be applied held by the Indenture Trustee in the Prefunding Account as part of the Trust Estate as herein provided. Upon the conveyance of Additional Mortgage Loans to the purchase of Subsequent Mortgage Loans for Loan Group 1 and Loan Group 2, respectively. On each Issuer on any Subsequent Transfer Date, the Issuer shall instruct the Indenture Trustee to withdraw from the Prefunding Account an amount equal to the Subsequent Purchase Price for the Additional Mortgage Loans and make a corresponding reduction in the amount of the Prefunding Account Deposit, excluding (other than on the last day in the Funding Period) any related Additional Subsequent Purchase Price, and to pay such amount to or upon the order of the Issuer upon satisfaction of the conditions for such Subsequent Transfer Date set forth in Section 2.01(b), the Additional Mortgage Loan Conveyance Agreement with respect to the related such transfer. The aggregate Additional Subsequent Transfer Agreement, the Securities Administrator Purchase Prices shall remit be paid to the Depositor the applicable Aggregate Subsequent Transfer Amount as payment of the purchase price for the related Subsequent Mortgage Loans. If any funds remain in the Prefunding Account at the end of the Prefunding Period, to the extent that they represent earnings on the amounts originally deposited into the Prefunding Account, the Securities Administrator shall distribute them to the order of the Depositor. The remaining funds shall be transferred to the Distribution Account to be included as part of principal distributions to the Certificates on the Distribution Date in the month following the end of the Prefunding Period. Each institution at which the Prefunding Account is maintained shall either hold such funds on deposit uninvested or shall invest the funds therein in Permitted Investments as directed in writing by the Depositor, which shall mature not later than the Business Day immediately preceding a Subsequent Transfer Date and shall not be sold or disposed of prior to its maturity. In the absence of direction, such funds shall be invested in the Wxxxx Fargo Advantage Prime Investment Money Market Fund or comparable investment vehicle, or remain uninvested. All such Permitted Investments shall be made in the name of the Trustee, for the benefit of the Certificateholders. All income and gain net of any losses realized from any such balances or investment of funds on deposit in the Prefunding Account shall be for the benefit of the Depositor and shall be remitted to it monthly. The amount of any net investment losses in the Prefunding Account shall promptly be deposited by the Depositor in the Prefunding Account. The Securities Administrator in its fiduciary capacity shall not be liable for the amount of any loss incurred in respect of any investment or lack of investment of funds held in the Prefunding Account (other than Issuer as provided in this Section 4.06) and made in accordance with this Section 4.06. 111the Additional Mortgage Loan Conveyance Agreement.

Prefunding Account. On CLIENT acknowledges and agrees that the Issuing Bank is the distributor of funds to Cardholders in accordance with various Cardholder Agreements between the Issuing Bank and the Cardholders. CLIENT further acknowledges and agrees that all card loads initiated by CLIENT to CLIENT Cards (“CLIENT Funded Loads”) must be prefunded or prior deposited to a bank account specified by FiCentive (“Prefunding Account”) in advance of initiating CLIENT Funded Loads. Deposits made by CLIENT to the Closing Date, Prefunding Account will be made available for CLIENT Funded Loads on the Securities Administrator shall establish and maintain, on behalf of next business day. The total dollar amount available for CLIENT Funded Loads (“Prefunding Available Balance”) will be calculated as the Certificateholders, total deposits made by CLIENT to the Prefunding Account. On Account through the Closing Date previous business day minus the Depositor shall remit the Prefunded Amount to the Securities Administrator for deposit in aggregate dollar amount of all initiated CLIENT Funded Loads and all requested withdrawals from the Prefunding AccountAccount per Section 7.2. From The Prefunding Available Balance may also be reduced by the Prefunded Amount, dollar amount of any delinquent balance owed to FiCentive as determined by the Group 1 Prefunded Amount and the Group 2 Prefunded Amount shall be applied to the purchase of Subsequent Mortgage Loans for Loan Group 1 and Loan Group 2, respectively. On each Subsequent Transfer Date, upon satisfaction of the conditions for such Subsequent Transfer Date invoice terms set forth in Section 2.01(b)11.2. CLIENT will only be able to initiate CLIENT Funded Loads, with respect in the aggregate, up to the related Subsequent Transfer Agreement, the Securities Administrator shall remit to the Depositor the applicable Aggregate Subsequent Transfer Amount as payment of the purchase price for the related Subsequent Mortgage Loans. If any funds remain in the Prefunding Account at the end dollar amount of the Prefunding Period, Available Balance. The Cardholder Funds shall be the sole property of Cardholders after the time CLIENT Funded Loads have posted to the extent that they represent earnings on the amounts originally deposited into the Prefunding Card Account, the Securities Administrator shall distribute them to the order of the Depositor. The remaining funds shall be transferred to the Distribution Account to be included as part of principal distributions to the Certificates on the Distribution Date unless otherwise specified in the month following the end Cardholder Agreement. CLIENT agrees that Cardholder Funds will not be subject to creditors (whether secured or unsecured) of the Prefunding Period. Each institution at which the Prefunding Account is maintained shall either hold such funds on deposit uninvested CLIENT or shall invest its affiliates, whether in connection with any bankruptcy proceeding filed by or against CLIENT, its affiliates or otherwise, unless the funds therein in Permitted Investments are specified as directed in writing by the Depositor, which shall mature not later than the Business Day immediately preceding a Subsequent Transfer Date and shall not be sold or disposed of prior to its maturity. In the absence of direction, such funds shall be invested corporate owned in the Wxxxx Fargo Advantage Prime Investment Money Market Fund or comparable investment vehicle, or remain uninvested. All such Permitted Investments shall be made in the name of the Trustee, for the benefit of the Certificateholders. All income and gain net of any losses realized from any such balances or investment of funds on deposit in the Prefunding Account shall be for the benefit of the Depositor and shall be remitted to it monthly. The amount of any net investment losses in the Prefunding Account shall promptly be deposited by the Depositor in the Prefunding Account. The Securities Administrator in its fiduciary capacity shall not be liable for the amount of any loss incurred in respect of any investment or lack of investment of funds held in the Prefunding Account (other than as provided in this Section 4.06) and made in accordance with this Section 4.06. 111Cardholder Agreement.

Prefunding Account. On or prior to the Closing Date, the Securities Administrator shall establish and maintain, on behalf of the Certificateholders, the Prefunding Account. On the Closing Date the Depositor shall remit the Prefunded Amount to the Securities Administrator for deposit in the Prefunding Account. From the Prefunded Amount, the Group 1 Prefunded Amount and the Group 2 Prefunded Amount shall be applied to the purchase of Subsequent Mortgage Loans for Loan Group 1 and Loan Group 2, respectively. On each Subsequent Transfer Date, upon satisfaction of the conditions for such Subsequent Transfer Date set forth in Section 2.01(b), with respect to the related Subsequent Transfer Agreement, the Securities Administrator shall remit to the Depositor the applicable Aggregate Subsequent Transfer Amount as payment of the purchase price for the related Subsequent Mortgage Loans. If any funds remain in the Prefunding Account at the end of the Prefunding Period, to the extent that they represent earnings on the amounts originally deposited into the Prefunding Account, the Securities Administrator shall distribute them to the order of the Depositor. The remaining funds shall be transferred to the Distribution Account to be included as part of principal distributions to the Certificates on the Distribution Date in the month following the end of the Prefunding Period. 115 Each institution at which the Prefunding Account is maintained shall either hold such funds on deposit uninvested or shall invest the funds therein in Permitted Investments as directed in writing by the Depositor, which shall mature not later than the Business Day immediately preceding a Subsequent Transfer Date and shall not be sold or disposed of prior to its maturity. In the absence of direction, such funds shall be invested in the Wxxxx Xxxxx Fargo Advantage Prime Investment Money Market Fund or comparable investment vehicle, or remain uninvested. All such Permitted Investments shall be made in the name of the Trustee, for the benefit of the Certificateholders. All income and gain net of any losses realized from any such balances or investment of funds on deposit in the Prefunding Account shall be for the benefit of the Depositor and shall be remitted to it monthly. The amount of any net investment losses in the Prefunding Account shall promptly be deposited by the Depositor in the Prefunding Account. The Securities Administrator in its fiduciary capacity shall not be liable for the amount of any loss incurred in respect of any investment or lack of investment of funds held in the Prefunding Account (other than as provided in this Section 4.06) and made in accordance with this Section 4.06. 111.

Prefunding Account. On or prior to the Closing Date, the Securities Administrator shall establish and maintain, on behalf of the Certificateholders, the Prefunding Account. On the Closing Date the Depositor shall remit the Prefunded Amount to the Securities Administrator for deposit in the Prefunding Account. From the Prefunded Amount, the Group 1 Prefunded Amount and the Group 2 Prefunded Amount shall be applied to the purchase of Subsequent Mortgage Loans for Loan Group 1 and Loan Group 2, respectively. On each Subsequent Transfer Date, upon satisfaction of the conditions for such Subsequent Transfer Date set forth in Section 2.01(b), with respect to the related Subsequent Transfer Agreement, the Securities Administrator shall remit to the Depositor the applicable Aggregate Subsequent Transfer Amount as payment of the purchase price for the related Subsequent Mortgage Loans. If any funds remain in the Prefunding Account at the end of the Prefunding Period, to the extent that they represent earnings on the amounts originally deposited into the Prefunding Account, the Securities Administrator shall distribute them to the order of the Depositor. The remaining funds shall be transferred to the Distribution Account to be included as part of principal distributions to the Certificates on the Distribution Date in the month following the end of the Prefunding Period. Each institution at which the Prefunding Account is maintained shall either hold such funds on deposit uninvested or shall invest the funds therein in Permitted Investments as directed in writing by the Depositor, which shall mature not later than the Business Day immediately preceding a Subsequent Transfer Date and shall not be sold or disposed of prior to its maturity. In the absence of direction, such funds shall be invested in the Wxxxx Xxxxx Fargo Advantage Prime Investment Money Market Fund or comparable investment vehicle, or remain uninvested. All such Permitted Investments shall be made in the name of the Trustee, for the benefit of the Certificateholders. All income and gain net of any losses realized from any such balances or investment of funds on deposit in the Prefunding Account shall be for the benefit of the Depositor and shall be remitted to it monthly. The amount of any net investment losses in the Prefunding Account shall promptly be deposited by the Depositor in the Prefunding Account. The Securities Administrator in its fiduciary capacity shall not be liable for the amount of any loss incurred in respect of any investment or lack of investment of funds held in the Prefunding Account (other than as provided in this Section 4.06) and made in accordance with this Section 4.06. 111.