Principal Distributions on the Special Retail Certificates. Prior to the earlier of (1) the Senior Credit Support Depletion Date and (2) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates, distributions in reduction of the Class Certificate Balance of such Class will be made in integral multiples of $1,000 at the request of the appropriate representatives of Deceased Holders of Certificates of each such Class and at the request of Living Holders of Certificates of each such Class or by mandatory distributions, pursuant to Section 5.09(a) and Section 5.09(d). On and after the earlier of (A) the Senior Credit Support Depletion Date and (B) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates, distributions in reduction of the Class Certificate Balances of such Class will be made on a pro rata basis pursuant to Section 5.09(e). (a) Except as set forth in Section 5.09(e), on each Distribution Date on which principal distributions to any Class of the Special Retail Certificates are made, such distributions will be made in the following priority: (i) first, to requesting Deceased Holders, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $25,000 for each requesting Deceased Holder; and (ii) second, to requesting Living Holders, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $10,000 for each requesting Living Holder. Thereafter, distributions will be made, with respect to such Class of the Special Retail Certificates, as provided in clauses (i) and (ii) above, up to a second $25,000 and $10,000, respectively. This sequence of priorities will be repeated until all requests for principal distributions by Deceased Holders and Living Holders of such Class have been honored, to the extent of amounts available for principal distributions to the Holders of such Class. All requests for principal distributions to Special Retail Certificates will be accepted in accordance with the provisions set forth in Section 5.09(c). Requests for principal distributions that are received by the Trustee after the related Record Date and requests for principal distributions received in a timely manner but not accepted with respect to any Distribution Date, will be treated as requests for principal distributions to the Special Retail Certificates on the next succeeding Distribution Date, and each succeeding Distribution Date thereafter, until each such request is accepted or is withdrawn as provided in Section 5.09(c). Such requests that are not withdrawn shall retain their order of priority without the need for any further action on the part of the appropriate Certificate Owner of the related Special Retail Certificate, all in accordance with the procedures of the Depository and the Trustee. Upon the transfer of beneficial ownership of any Special Retail Certificate, any distribution request previously submitted with respect to such Certificate will be deemed to have been withdrawn only upon the receipt by the Trustee on or before the Record Date for such Distribution Date of notification of such withdrawal in the manner set forth in Section 5.09(c) using a form required by the Depository. Distributions in reduction of the Class Certificate Balance of any Class of Special Retail Certificates will be applied in an amount equal to the portion of the Senior Principal Distribution Amount allocable to such Class pursuant to Section 5.02, plus any amounts available for distribution from the applicable Rounding Account established as provided in Section 3.23, provided that the aggregate distribution of principal to such Class on any Distribution Date shall be made in an integral multiple of $1,000. To the extent that the portion of the Senior Principal Distribution Amount allocable to any Class of Special Retail Certificates on any Distribution Date exceeds the aggregate Class Certificate Balance of that Class of Special Retail Certificates with respect to which principal distribution requests have been received, principal distributions in reduction of the Class Certificate Balance of such Class will be made by mandatory distribution pursuant to Section 5.09(d). (b) A Special Retail Certificate shall be deemed to be held by a Deceased Holder for purposes of this Section 5.09 if the death of the Certificate Owner thereof is deemed to have occurred. Special Retail Certificates beneficially owned by tenants by the entirety, joint tenants or tenants in common will be considered to be beneficially owned by a single owner. The death of a tenant by the entirety, joint tenant or tenant in common will be deemed to be the death of the Certificate Owner. Special Retail Certificates beneficially owned by a trust will be considered to be beneficially owned by each beneficiary of the trust to the extent of such beneficiary's beneficial interest therein, but in no event will a trust's beneficiaries collectively be deemed to be Certificate Owners of a number of Special Retail Certificates greater than the number of Special Retail Certificates of which such trust is the owner. The death of a beneficiary of a trust will be deemed to be the death of a Certificate Owner of the Special Retail Certificates beneficially owned by the trust to the extent of such beneficiary's beneficial interest in such trust. The death of an individual who was a tenant by the entirety, joint tenant or tenant in common in a tenancy which is the beneficiary of a trust will be deemed to be the death of the beneficiary of such trust. The death of an individual who, during his or her lifetime, was entitled to substantially all of the beneficial ownership interests in a Special Retail Certificate will be deemed to be the death of the Certificate Owner of such Special Retail Certificate regardless of the registration of ownership, if such beneficial ownership interest can be established to the satisfaction of the Trustee. Such beneficial interest will be deemed to exist in typical cases of street name or nominee ownership, ownership by a trustee, ownership under the Uniform Gifts to Minors Act and community property or other joint ownership arrangements between a husband and wife. Beneficial interest shall include the power to sell, transfer or otherwise dispose of a Special Retail Certificate and the right to receive the proceeds therefrom, as well as interest and principal distributions, as applicable, payable with respect thereto. The Trustee shall not be under any duty to determine independently the occurrence of the death of any deceased Certificate Owner. The Trustee may rely entirely upon documentation delivered to it pursuant to Section 5.09(c) in establishing the eligibility of any Certificate Owner to receive the priority accorded Deceased Holders in Section 5.09(a). (c) Requests for principal distributions to the Certificate Owner of any Special Retail Certificate must be made by delivering a written request therefor to the Depository Participant or Indirect Depository Participant that maintains the account evidencing such Certificate Owner's interest in such Certificate. In the case of a request on behalf of a Deceased Holder, appropriate evidence of death and any tax waivers are required to be forwarded to the Trustee under separate cover. The Depository Participant should in turn make the request of the Depository (or, in the case of an Indirect Depository Participant, such Indirect Depository Participant must notify the related Depository Participant of such request, which Depository Participant should make the request of the Depository) in the manner required under the rules and regulations of the Depository's APUT System. Upon receipt of such request, the Depository will date and time stamp such request and forward such request to the Trustee. The Depository may establish such procedures as it deems fair and equitable to establish the order of receipt of requests for such distributions received by it on the same day. None of the Depositor, the Master Servicer or the Trustee shall be liable for any delay in delivery of requests for distributions or withdrawals of such requests by the Depository, a Depository Participant or any Indirect Depository Participant. The Trustee shall maintain a list of those Depository Participants representing the appropriate Certificate Owners of Special Retail Certificates that have submitted requests for principal distributions, together with the order of receipt and the amounts of such requests. Subject to the priorities described in Section 5.09(a) above, the Depository will honor requests for distributions in the order of their receipt. The Trustee shall notify the Depository as to which requests should be honored on each Distribution Date at least two Business Days prior to such Distribution Date and shall notify the Depository as to the portion of the Senior Principal Distribution Amount (together with any amounts available for distribution from the applicable Rounding Account) to be distributed to the Special Retail Certificates by mandatory distribution pursuant to Section 5.09(d). Requests shall be honored by the Depository in accordance with the procedures, and subject to the priorities and limitations, described in this Section 5.09. The exact procedures to be followed by the Trustee and the Depository for purposes of determining such priorities and limitations will be those established from time to time by the Trustee or the Depository, as the case may be. The decisions of the Trustee and the Depository concerning such matters will be final and binding on all affected Persons. Special Retail Certificates that have been accepted for a distribution shall be due and payable on the applicable Distribution Date. Such Certificates shall cease to bear interest after the last day of the calendar month preceding the month in which such Distribution Date occurs. Any Certificate Owner of a Special Retail Certificate that has requested a principal distribution may withdraw its request by so notifying in writing the Depository Participant or Indirect Depository Participant that maintains such Certificate Owner's account. If such account is maintained by an Indirect Depository Participant, such Indirect Depository Participant must notify the related Depository Participant which in turn must forward the withdrawal of such request, in the manner required under the rules and regulations of the Depository's APUT System, to the Depository to be forwarded to the Trustee. If such notice of withdrawal of a request for distribution has not been received by the Depository and forwarded to the Trustee on or before the Record Date for the next Distribution Date, the previously made request for a principal distribution will be irrevocable with respect to the making of principal distributions on such Distribution Date. If any requests for principal distributions are rejected by the Trustee for failure to comply with the requirements of this Section 5.09, the Trustee shall return such request to the appropriate Depository Participant with a copy to the Depository with an explanation as to the reason for such rejection. (d) If principal distributions to be made to any Class of the Special Retail Certificates on a Distribution Date exceed the aggregate amount of principal distribution requests for such Class which have been received on or before the applicable Record Date, as provided in Section 5.09(a) above, additional Special Retail Certificates of such Class will be selected to receive mandatory principal distributions in lots equal to $1,000 in accordance with the then-applicable random lot procedures of the Depository, and the then-applicable procedures of the Depository Participants and Indirect Depository Participants representing the Certificate Owners (which procedures may or may not be by random lot). The Trustee shall notify the Depository of the aggregate amount of the mandatory principal distribution to be made on the next Distribution Date. The Depository shall then allocate such aggregate amount among the Depository Participants on a random lot basis. Each Depository Participant and, in turn, each Indirect Depository Participant will then select, in accordance with its own procedures, Special Retail Certificates of such Class from among those held in its accounts to receive mandatory principal distributions, such that the total amount of principal distributed to the Special Retail Certificates of such Class so selected is equal to the aggregate amount of such mandatory distributions allocated to such Depository Participant by the Depository and to such Indirect Depository Participant by its related Depository Participant, as the case may be. Depository Participants and Indirect Depository Participants that hold Special Retail Certificates of such Class selected for mandatory principal distributions are required to provide notice of such mandatory distributions to the affected Certificate Owners. (e) Notwithstanding any provisions herein to the contrary, on each Distribution Date on and after the earlier of (i) the Senior Credit Support Depletion Date and (ii) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates, distributions in reduction of the Class Certificate Balance of such Class will be made pro rata among the Certificate Owners of the Certificates of such Class and will not be made in integral multiples of $1,000 or pursuant to requests for distribution as permitted by Section 5.09(a) or by mandatory distributions as provided for by Section 5.09(d). (f) In the event that Definitive Certificates representing the Special Retail Certificates are issued pursuant to Section 6.02(c)(iii), an amendment to this Agreement, which may be approved without the consent of any Certificateholders, shall establish procedures relating to the manner in which distributions in reduction of the Class Certificate Balance of each Class of the Special Retail Certificates are to be made; provided that such procedures shall be consistent, to the extent practicable and customary for certificates similar to the Special Retail Certificates, with the provisions of this Section 5.09.

Appears in 5 contracts

Samples: Pooling and Servicing Agreement (Mortgage Pass Through Certificates Series 2001-7), Pooling and Servicing Agreement (Bank of America Mortgage Securities Inc), Pooling and Servicing Agreement (Bank of America Mort Secs Inc Mort Pas Thru Cert Sers 1999-7)

Principal Distributions on the Special Retail Certificates. ~~Prior~~ Unless MBIA fails to ~~the earlier~~ make an Insured Payment in respect of ~~(1) the Senior Credit Support Depletion Date and (2) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates~~principal, distributions in reduction of the Class Certificate Balance of such Class will be made in integral multiples of $1,000 at the request of the appropriate representatives of Deceased Holders of Certificates of ~~each~~ such Class and at the request of Living Holders of Certificates of ~~each~~ such Class or by mandatory distributions, pursuant to Section 5.09(a) and Section 5.09(d). ~~On and after~~ If MBIA fails to make an Insured Payment under the ~~earlier~~ Policy in respect of ~~(A) the Senior Credit Support Depletion Date and (B) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates~~principal, distributions in reduction of the Class Certificate ~~Balances~~ Balance of such Class will be made on a pro rata basis pursuant to Section 5.09(e). (a) Except as set forth in Section 5.09(e), on each Distribution Date on which principal distributions to ~~any Class of~~ the Special Retail Certificates are made, such distributions will be made in the following priority: (i) first, to requesting Deceased ~~Holders~~Holders of such Class, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $~~25,000~~ 100,000 for each requesting Deceased Holder; and (ii) second, to requesting Living ~~Holders~~Holders of such Class, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $10,000 for each requesting Living Holder. Thereafter, distributions will be made, with respect to ~~such Class of~~ the Special Retail Certificates, as provided in clauses (i) and (ii) above, up to a second $~~25,000~~ 100,000 and $10,000, respectively. This sequence of priorities will be repeated until all requests for principal distributions by Deceased Holders and Living Holders of such Class have been honored, to the extent of amounts available for principal distributions to the Holders of such Class. All requests for principal distributions to Special Retail Certificates will be accepted in accordance with the provisions set forth in Section 5.09(c). Requests for principal distributions that are received by the Trustee after the related Record Date and requests for principal distributions received in a timely manner but not accepted with respect to any Distribution Date, will be treated as requests for principal distributions to the Special Retail Certificates on the next succeeding Distribution Date, and each succeeding Distribution Date thereafter, until each such request is accepted or is withdrawn as provided in Section 5.09(c). Such requests that are not withdrawn shall retain their order of priority without the need for any further action on the part of the appropriate Certificate Owner of the related Special Retail Certificate, all in accordance with the procedures of the Depository and the Trustee. Upon the transfer of beneficial ownership of any Special Retail Certificate, any distribution request previously submitted with respect to such Certificate will be deemed to have been withdrawn only upon the receipt by the Trustee on or before the Record Date for such Distribution Date of notification of such withdrawal in the manner set forth in Section 5.09(c) using a form required by the Depository. Distributions in reduction of the Class Certificate Balance of ~~any Class of~~ the Special Retail Certificates will be applied in an amount equal to the portion of the Senior Principal Distribution Amount for Group 1 allocable to such Class pursuant to Section 5.02, plus any Insured Payments in respect of principal plus any amounts available for distribution from the ~~applicable~~ Rounding Account established as provided in Section 3.23, provided that the aggregate distribution of principal to such Class on any Distribution Date shall be made in an integral multiple of $1,000. To the extent that the portion of the Senior Principal Distribution Amount for Group 1 allocable to ~~any Class of~~ the Special Retail Certificates on any Distribution Date exceeds the aggregate ~~Class~~ Certificate Balance ~~of that Class~~ of Special Retail Certificates of such Class with respect to which principal distribution requests have been received, principal distributions in reduction of the Class Certificate Balance of such Class will be made by mandatory distribution pursuant to Section 5.09(d). (b) A Special Retail Certificate shall be deemed to be held by a Deceased Holder for purposes of this Section 5.09 if the death of the Certificate Owner thereof is deemed to have occurred. Special Retail Certificates beneficially owned by tenants by the entirety, joint tenants or tenants in common will be considered to be beneficially owned by a single owner. The death of a tenant by the entirety, joint tenant or tenant in common will be deemed to be the death of the Certificate Owner. Special Retail Certificates beneficially owned by a trust will be considered to be beneficially owned by each beneficiary of the trust to the extent of such beneficiary's beneficial interest therein, but in no event will a trust's beneficiaries collectively be deemed to be Certificate Owners of a number of Special Retail Certificates greater than the number of Special Retail Certificates of which such trust is the owner. The death of a beneficiary of a trust will be deemed to be the death of a Certificate Owner of the Special Retail Certificates beneficially owned by the trust to the extent of such beneficiary's beneficial interest in such trust. The death of an individual who was a tenant by the entirety, joint tenant or tenant in common in a tenancy which is the beneficiary of a trust will be deemed to be the death of the beneficiary of such trust. The death of an individual who, during his or her lifetime, was entitled to substantially all of the beneficial ownership interests in a Special Retail Certificate will be deemed to be the death of the Certificate Owner of such Special Retail Certificate regardless of the registration of ownership, if such beneficial ownership interest can be established to the satisfaction of the Trustee. Such beneficial interest will be deemed to exist in typical cases of street name or nominee ownership, ownership by a trustee, ownership under the Uniform Gifts to Minors Act and community property or other joint ownership arrangements between a husband and wife. Beneficial interest shall include the power to sell, transfer or otherwise dispose of a Special Retail Certificate and the right to receive the proceeds therefrom, as well as interest and principal distributions, as applicable, payable with respect thereto. The Trustee shall not be under any duty to determine independently the occurrence of the death of any deceased Certificate Owner. The Trustee may rely entirely upon documentation delivered to it pursuant to Section 5.09(c) in establishing the eligibility of any Certificate Owner to receive the priority accorded Deceased Holders in Section 5.09(a). (c) Requests for principal distributions to the Certificate Owner of ~~any~~ a Special Retail Certificate must be made by delivering a written request therefor to the Depository Participant or Indirect Depository Participant that maintains the account evidencing such Certificate Owner's interest in such Certificate. In the case of a request on behalf of a Deceased Holder, appropriate evidence of death and any tax waivers are required to be forwarded to the Trustee under separate cover. The Depository Participant should in turn make the request of the Depository (or, in the case of an Indirect Depository Participant, such Indirect Depository Participant must notify the related Depository Participant of such request, which Depository Participant should make the request of the Depository) in the manner required under the rules and regulations of the Depository's APUT System. Upon receipt of such request, the Depository will date and time stamp such request and forward such request to the Trustee. The Depository may establish such procedures as it deems fair and equitable to establish the order of receipt of requests for such distributions received by it on the same day. None of the Depositor, the ~~Master~~ Servicer or the Trustee shall be liable for any delay in delivery of requests for distributions or withdrawals of such requests by the Depository, a Depository Participant or any Indirect Depository Participant. The Trustee shall maintain a list of those Depository Participants representing the appropriate Certificate Owners of Special Retail Certificates that have submitted requests for principal distributions, together with the order of receipt and the amounts of such requests. Subject to the priorities described in Section 5.09(a) above, the Depository will honor requests for distributions in the order of their receipt. The Trustee shall notify the Depository as to which requests should be honored on each Distribution Date at least two Business Days prior to such Distribution Date and shall notify the Depository as to the portion of the Senior Principal Distribution Amount (together with any amounts available for distribution from the applicable Rounding Account) to be distributed to the Special Retail Certificates by mandatory distribution pursuant to Section 5.09(d). Requests shall be honored by the Depository in accordance with the procedures, and subject to the priorities and limitations, described in this Section 5.09. The exact procedures to be followed by the Trustee and the Depository for purposes of determining such priorities and limitations will be those established from time to time by the Trustee or the Depository, as the case may be. The decisions of the Trustee and the Depository concerning such matters will be final and binding on all affected Persons. Special Retail Certificates that have been accepted for a distribution shall be due and payable on the applicable Distribution Date. Such Certificates shall cease to bear interest after the last day of the calendar month preceding the month in which such Distribution Date occurs. Any Certificate Owner of a Special Retail Certificate that has requested a principal distribution may withdraw its request by so notifying in writing the Depository Participant or Indirect Depository Participant that maintains such Certificate Owner's account. If such account is maintained by an Indirect Depository Participant, such Indirect Depository Participant must notify the related Depository Participant which in turn must forward the withdrawal of such request, in the manner required under the rules and regulations of the Depository's APUT System, to the Depository to be forwarded to the Trustee. If such notice of withdrawal of a request for distribution has not been received by the Depository and forwarded to the Trustee on or before the Record Date for the next Distribution Date, the previously made request for a principal distribution will be irrevocable with respect to the making of principal distributions on such Distribution Date. If any requests for principal distributions are rejected by the Trustee for failure to comply with the requirements of this Section 5.09, the Trustee shall return such request to the appropriate Depository Participant with a copy to the Depository with an explanation as to the reason for such rejection. (d) If principal distributions to be made to ~~any Class of~~ the Special Retail Certificates on a Distribution Date exceed the aggregate amount of principal distribution requests for such Class which have been received on or before the applicable Record Date, as provided in Section 5.09(a) above, additional Special Retail Certificates ~~of such Class~~ will be selected to receive mandatory principal distributions in lots equal to $1,000 in accordance with the then-applicable random lot procedures of the Depository, and the then-applicable procedures of the Depository Participants and Indirect Depository Participants representing the Certificate Owners (which procedures may or may not be by random lot). The Trustee shall notify the Depository of the aggregate amount of the mandatory principal distribution to be made on the next Distribution Date. The Depository shall then allocate such aggregate amount among the Depository Participants on a random lot basis. Each Depository Participant and, in turn, each Indirect Depository Participant will then select, in accordance with its own procedures, Special Retail Certificates ~~of such Class~~ from among those held in its accounts to receive mandatory principal distributions, such that the total amount of principal distributed to the Special Retail Certificates ~~of such Class~~ so selected is equal to the aggregate amount of such mandatory distributions allocated to such Depository Participant by the Depository and to such Indirect Depository Participant by its related Depository Participant, as the case may be. Depository Participants and Indirect Depository Participants that hold Special Retail Certificates of such Class selected for mandatory principal distributions are required to provide notice of such mandatory distributions to the affected Certificate Owners. (e) Notwithstanding any provisions herein to the contrary, on each Distribution Date on ~~and~~ or after ~~the earlier of (i) the Senior Credit Support Depletion Date and (ii)~~ the date on which ~~any Realized Loss is allocated~~ MBIA fails to ~~any Class of Special Retail Certificates~~make an Insured Payment with respect to principal, distributions in reduction of the Class Certificate Balance ~~of such Class~~ will be made pro rata among the Certificate Owners of the Special Retail Certificates ~~of such Class~~ and will not be made in integral multiples of $1,000 or pursuant to requests for distribution as permitted by Section 5.09(a) or by mandatory distributions as provided for by Section 5.09(d). (f) In the event that Definitive Certificates representing the Special Retail Certificates are issued pursuant to Section 6.02(c)(iii), an amendment to this Agreement, which may be approved without the consent of any Certificateholders, shall establish procedures relating to the manner in which distributions in reduction of the Class Certificate Balance of ~~each Class of~~ the Special Retail Certificates are to be made; provided that such procedures shall be consistent, to the extent practicable and customary for certificates similar to the Special Retail Certificates, with the provisions of this Section 5.09. (g) In the event that the pro rata distributions described in section 5.09

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Bank of America Mortgage Sec Inc Mort Ps THR Cer Ser 2002-9), Pooling and Servicing Agreement (Bank of America Mortgage Sec Inc Mor Ps THR Cer Ser 2002-8)

Principal Distributions on the Special Retail Certificates. ~~Prior~~ Unless MBIA fails to make an Insured Payment under the ~~earlier~~ Policy in respect of ~~(1) the Senior Credit Support Depletion Date and (2) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates~~principal, distributions in reduction of the Class Certificate Balance of ~~such Class~~ the Special Retail Certificates will be made in integral multiples of $1,000 at the request of the appropriate representatives of Deceased Holders of Certificates of ~~each such Class~~ the Special Retail Certificates and at the request of Living Holders of Special Retail Certificates ~~of each such Class~~ or by mandatory distributions, pursuant to Section 5.09(a) and Section 5.09(d). ~~On and after~~ If MBIA fails to make an Insured Payment under the ~~earlier~~ Policy in respect of ~~(A) the Senior Credit Support Depletion Date and (B) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates~~principal, distributions in reduction of the Class Certificate ~~Balances of such Class~~ Balance will be made on a pro rata basis pursuant to Section 5.09(e). (a) Except as set forth in Section 5.09(e), on each Distribution Date on which principal distributions to ~~any Class of~~ the Special Retail Certificates are made, such distributions will be made in the following priority: (i) first, to requesting Deceased ~~Holders~~Holders of Special Retail Certificates, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $~~25,000~~ 100,000 for each requesting Deceased Holder; and (ii) second, to requesting Living ~~Holders~~Holders of Special Retail Certificates, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $10,000 for each requesting Living Holder. Thereafter, distributions will be made, with respect to ~~such Class of~~ the Special Retail Certificates, as provided in clauses (i) and (ii) above, up to a second $~~25,000~~ 100,000 and $10,000, respectively. This sequence of priorities will be repeated until all requests for principal distributions by Deceased Holders and Living Holders of ~~such Class~~ Special Retail Certificates have been honored, to the extent of amounts available for principal distributions to the Holders of such Class. All requests for principal distributions to Special Retail Certificates will be accepted in accordance with the provisions set forth in Section 5.09(c). Requests for principal distributions that are received by the ~~Trustee~~ Depository after the related Record Date and requests for principal distributions received in a timely manner but not accepted with respect to any Distribution Date, will be treated as requests for principal distributions to the Special Retail Certificates on the next succeeding Distribution Date, and each succeeding Distribution Date thereafter, until each such request is accepted or is withdrawn as provided in Section 5.09(c). Such requests that are not withdrawn shall retain their order of priority without the need for any further action on the part of the appropriate Certificate Owner of the related Special Retail Certificate, all in accordance with the procedures of the Depository and the Trustee. Upon the transfer of beneficial ownership of any Special Retail Certificate, any distribution request previously submitted with respect to such Certificate will be deemed to have been withdrawn only upon the receipt by the ~~Trustee~~ Depository on or before the Record Date for such Distribution Date of notification of such withdrawal in the manner set forth in Section 5.09(c) ~~using a form required by~~ on the Depository's participant terminal system. Distributions in reduction of the Class Certificate Balance of ~~any Class of~~ the Special Retail Certificates will be applied in an amount equal to the portion of the Senior Principal Distribution Amount for Group 1 allocable to such Class pursuant to Section 5.02, plus any Insured Payments in respect of principal plus any amounts available for distribution from the ~~applicable~~ Rounding Account established as provided in Section ~~3.23~~3.24, provided ~~that~~ that, subject to 5.09(e), the aggregate distribution of principal to such Class on any Distribution Date shall be made in an integral multiple of $1,000. To the extent that the portion of the Senior Principal Distribution Amount for Group 1 allocable to ~~any Class of~~ the Special Retail Certificates on any Distribution Date exceeds the aggregate ~~Class~~ Certificate Balance ~~of that Class~~ of Special Retail Certificates with respect to which principal distribution requests have been received, principal distributions in reduction of the Class Certificate Balance ~~of such Class~~ will be made by mandatory distribution pursuant to Section 5.09(d). (b) A Special Retail Certificate shall be deemed to be held by a Deceased Holder for purposes of this Section 5.09 if the death of the Certificate Owner thereof is deemed to have occurred. Special Retail Certificates beneficially owned by tenants by the entirety, joint tenants or tenants in common will be considered to be beneficially owned by a single owner. The death of a tenant by the entirety, joint tenant or tenant in common will be deemed to be the death of the Certificate Owner. Special Retail Certificates beneficially owned by a trust will be considered to be beneficially owned by each beneficiary of the trust to the extent of such beneficiary's beneficial interest therein, but in no event will a trust's beneficiaries collectively be deemed to be Certificate Owners of a number of Special Retail Certificates greater than the number of Special Retail Certificates of which such trust is the owner. The death of a beneficiary of a trust will be deemed to be the death of a Certificate Owner of the Special Retail Certificates beneficially owned by the trust to the extent of such beneficiary's beneficial interest in such trust. The death of an individual who was a tenant by the entirety, joint tenant or tenant in common in a tenancy which is the beneficiary of a trust will be deemed to be the death of the beneficiary of such trust. The death of an individual who, during his or her lifetime, was entitled to substantially all of the beneficial ownership interests in a Special Retail Certificate will be deemed to be the death of the Certificate Owner of ~~such~~ a Special Retail Certificate regardless of the registration of ownership, if such beneficial ownership interest can be established to the satisfaction of the ~~Trustee~~Depository Participant. Such beneficial interest will be deemed to exist in typical cases of street name or nominee ownership, ownership by a trustee, ownership under the Uniform Gifts to Minors Act and community property or other joint ownership arrangements between a husband and wife. Beneficial interest shall include the power to sell, transfer or otherwise dispose of a Special Retail Certificate and the right to receive the proceeds therefrom, as well as interest and principal distributions, as applicable, payable with respect thereto. The Trustee shall not be under any duty to determine independently the occurrence of the death of any deceased Certificate Owner. The Trustee may rely entirely upon documentation delivered to it pursuant to Section 5.09(c) in establishing the eligibility of any Certificate Owner to receive the priority accorded Deceased Holders in Section 5.09(a). (c) Requests for principal distributions to the Certificate Owner of ~~any~~ a Special Retail Certificate must be made by delivering a written request therefor to the Depository Participant or Indirect Depository Participant that maintains the account evidencing such Certificate Owner's interest in such Certificate. In the case of a request on behalf of a Deceased Holder, appropriate evidence of death and any tax waivers are required to be forwarded to the ~~Trustee~~ Depository Participant under separate cover. The Depository Participant should in turn make the request of the Depository (or, in the case of an Indirect Depository Participant, such Indirect Depository Participant must notify the related Depository Participant of such request, which Depository Participant should make the request ~~of the Depository) in the manner required under the rules and regulations of~~ on the Depository's ~~APUT System. Upon receipt of such request, the Depository will date and time stamp such request and forward such request to the Trustee~~participant terminal system. The Depository may establish such procedures as it deems fair and equitable to establish the order of receipt of requests for such distributions received by it on the same day. None of the Depositor, the ~~Master~~ Servicer or the Trustee shall be liable for any delay in delivery of requests for distributions or withdrawals of such requests by the Depository, a Depository Participant or any Indirect Depository Participant. The Trustee shall maintain a list of those Depository Participants representing the appropriate Certificate Owners of Special Retail Certificates that have submitted requests for principal distributions, together with the order of receipt and the amounts of such requests. Subject to the priorities described in Section 5.09(a) above, the Depository will honor requests for distributions in the order of their receipt. The ~~Trustee~~ Depository shall ~~notify the Depository as to~~ determine which requests should be honored on each Distribution Date ~~at least two Business Days prior to such Distribution Date~~ and the Trustee shall notify the Depository as to the portion of the Senior Principal Distribution Amount (together with any amounts available for distribution from the ~~applicable~~ Rounding Account) to be distributed to the Special Retail Certificates by mandatory distribution pursuant to Section 5.09(d). Requests shall be honored by the Depository in accordance with the procedures, and subject to the priorities and limitations, described in this Section 5.09. The exact procedures to be followed by the Trustee and the Depository for purposes of determining such priorities and limitations will be those established from time to time by the Trustee or the Depository, as the case may be. The decisions of the Trustee and the Depository concerning such matters will be final and binding on all affected Persons. Special Retail Certificates that have been accepted for a distribution shall be due and payable on the applicable Distribution Date. Such Certificates shall cease to bear interest after the last day of the calendar month preceding the month in which such Distribution Date occurs. Any Certificate Owner of a Special Retail Certificate that has requested a principal distribution may withdraw its request by so notifying in writing the Depository Participant or Indirect Depository Participant that maintains such Certificate Owner's account. If such account is maintained by an Indirect Depository Participant, such Indirect Depository Participant must notify the related Depository Participant which in turn must ~~forward~~ make the ~~withdrawal~~ request of ~~such request, in~~ the ~~manner required under the rules and regulations of~~ Depository or on the Depository's ~~APUT System, to the Depository to be forwarded to the Trustee~~participant terminal system. If such notice of withdrawal of a request for distribution has not been received by the Depository ~~and forwarded to the Trustee~~ on or before the Record Date for the next Distribution Date, the previously made request for a principal distribution will be irrevocable with respect to the making of principal distributions on such Distribution Date. If any requests for principal distributions are rejected by the ~~Trustee~~ Depository for failure to comply with the requirements of this Section 5.09, the ~~Trustee~~ Depository shall return such request to the appropriate Depository Participant ~~with a copy to the Depository~~ with an explanation as to the reason for such rejection. (d) If principal distributions to be made to ~~any Class of~~ the Special Retail Certificates on a Distribution Date exceed the aggregate amount of principal distribution requests for such Class which have been received on or before the applicable Record Date, as provided in Section 5.09(a) above, additional Special Retail Certificates ~~of such Class~~ will be selected to receive mandatory principal distributions in lots equal to $1,000 in accordance with the then-applicable random lot procedures of the Depository, and the then-applicable procedures of the Depository Participants and Indirect Depository Participants representing the Certificate Owners (which procedures may or may not be by random lot). The Trustee shall notify the Depository of the aggregate amount of the mandatory principal distribution to be made on the next Distribution Date. The Depository shall then allocate such aggregate amount among the Depository Participants on a random lot basis. Each Depository Participant and, in turn, each Indirect Depository Participant will then select, in accordance with its own procedures, Special Retail Certificates ~~of such Class~~ from among those held in its accounts to receive mandatory principal distributions, such that the total amount of principal distributed to the Special Retail Certificates ~~of such Class~~ so selected is equal to the aggregate amount of such mandatory distributions allocated to such Depository Participant by the Depository and to such Indirect Depository Participant by its related Depository Participant, as the case may be. Depository Participants and Indirect Depository Participants that hold Special Retail Certificates ~~of such Class~~ selected for mandatory principal distributions are required to provide notice of such mandatory distributions to the affected Certificate Owners. (e) Notwithstanding any provisions herein to the contrary, on each Distribution Date on ~~and~~ or after ~~the earlier of (i) the Senior Credit Support Depletion Date and (ii)~~ the date on which ~~any Realized Loss is allocated~~ MBIA fails to ~~any Class~~ make an Insured Payment under the Policy in respect of ~~Special Retail Certificates~~principal, distributions in reduction of the Class Certificate Balance ~~of such Class~~ will be made pro rata among the Certificate Owners of the Special Retail Certificates ~~of such Class~~ and will not be made in integral multiples of $1,000 or pursuant to requests for distribution as permitted by Section 5.09(a) or by mandatory distributions as provided for by Section 5.09(d). (f) In the event that ~~Definitive Certificates representing~~ the pro rata distributions described in Section 5.09(e) cannot be made through the facilities of the Depository, the Special Retail Certificates ~~are~~ will be withdrawn from the facilities of the Depository and Definitive Certificates will be issued to replace such withdrawn Book-Entry Certificates pursuant to Section 6.02(c)(iii)~~, an~~ . An amendment to this Agreement, which may be approved without the consent of any Certificateholders, shall establish procedures relating to the manner in which pro rata distributions in reduction of the ~~Class Certificate Balance of each Class~~ principal balance of the Special Retail Certificates are to be made; provided that such procedures shall be consistent, to the extent practicable and customary for certificates similar to the Special Retail Certificates, with the provisions of this Section 5.09.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Banc of America MTG Sec Inc Mort Pass THR Certs Ser 2003-9), Pooling and Servicing Agreement (Banc of America Alternative Loan Trust Ser 2003 9)

Principal Distributions on the Special Retail Certificates. Prior to the earlier of (1i) the ~~Senior~~ Credit Support Depletion Date and (2ii) the date on which any ~~Realized Loss~~ loss is allocated to ~~any Class of~~ the Special Retail ~~Certificates~~Certificates or their Corresponding Class by Pro Rata Allocation, distributions in reduction of the Class ~~Certificate~~ Principal Balance of ~~such Class~~ the Special Retail Certificates will be made in integral multiples of $1,000 at the request of the appropriate representatives of Deceased Holders of Certificates of ~~each~~ such Class and at the request of Living Holders of Certificates of ~~each~~ such Class or by mandatory distributions, pursuant to Section ~~5.09(a~~4.06(a) and Section ~~5.09(d~~4.06(d). On and after the earlier of (Ai) the ~~Senior~~ Credit Support Depletion Date and (Bii) the date on which any ~~Realized Loss~~ loss is allocated to ~~any Class of~~ the Special Retail ~~Certificates~~Certificates or their Corresponding Class by Pro Rata Allocation, distributions in reduction of the Class ~~Certificate Balances~~ Principal Balance of ~~such Class~~ the Special Retail Certificates will be made on a pro rata basis pursuant to Section ~~5.09(e~~4.06(e). (a) ~~Except as set forth in Section 5.09(e), on~~ On each Distribution Date (prior to the earlier of (i) the Credit Support Depletion Date and (ii) the date on which any loss is allocated to the Special Retail Certificates or their Corresponding Classes by Pro Rata Allocation) on which principal distributions to ~~any Class of~~ the Special Retail Certificates are made, such distributions will be made in the following priority: (i) first, to requesting Deceased Holders, in the order in which such requests are received by ~~the Depository~~DTC, but not exceeding an aggregate amount of $~~25,000~~ 100,000 for each requesting Deceased Holder; and (ii) second, to requesting Living Holders, in the order in which such requests are received by ~~the Depository~~DTC, but not exceeding an aggregate amount of $10,000 for each requesting Living Holder. Thereafter, distributions will be made, with respect to ~~such Class of~~ the Special Retail Certificates, as provided in clauses (i) and (ii) ~~above,~~ above up to a second $~~25,000~~ 100,000 and $10,000, respectively. This sequence of priorities will be repeated until all requests for principal distributions by Deceased Holders and Living Holders of such Class have been honored, to the extent of amounts available for principal distributions to ~~the Holders of~~ such Class. All requests for principal distributions to Special Retail Certificates will be accepted in accordance with the provisions set forth in Section ~~5.09(c~~4.06(c). Requests for principal distributions that are received by the Trustee after the related Record Date and requests for principal distributions received in a timely manner but not accepted with respect to any Distribution Date, will be treated as requests for principal distributions to ~~the~~ Special Retail Certificates on the next succeeding Distribution Date, and each succeeding Distribution Date thereafter, until each such request is accepted or is withdrawn as provided in Section ~~5.09(c~~4.06(c). Such requests ~~that~~ as are not so withdrawn shall retain their order of priority without the need for any further action on the part of the appropriate ~~Certificate Owner~~ Holder of the ~~related~~ Special Retail Certificate, all in accordance with the procedures of ~~the Depository~~ DTC and the Trustee. Upon the transfer of beneficial ownership of any Special Retail Certificate, any distribution request previously submitted with respect to such Certificate will be deemed to have been withdrawn only upon the receipt by the Trustee on or before the Record Date for such Distribution Date of notification of such withdrawal in the manner set forth in Section ~~5.09(c~~4.06(c) using a form required by ~~the Depository~~DTC. Distributions in reduction of the Class ~~Certificate~~ Principal Balance of ~~any Class of~~ the Special Retail Certificates will be applied in an amount equal to the portion of the ~~Senior Principal~~ REMIC II Available Distribution Amount allocable to such Class pursuant to Section ~~5.02~~4.04, plus any amounts available for distribution from the ~~applicable~~ Rounding Account established as provided in Section ~~3.23~~3.22, provided that the aggregate distribution of principal to such Class on any Distribution Date shall be made in an integral multiple of $1,000. To the extent that the portion of the Senior Principal Distribution Amount allocable to ~~any~~ the Corresponding Class of the Special Retail Certificates on any Distribution Date exceeds the aggregate ~~Class~~ Certificate Principal Balance ~~of that Class~~ of Special Retail Certificates with respect to which principal distribution ~~requests~~ requests, as set forth above, have been received, principal distributions in reduction of the Class ~~Certificate~~ Principal Balance of ~~such Class~~ the Special Retail Certificates will be made by mandatory distribution pursuant to Section ~~5.09(d~~4.06(d). (b) A Special Retail Certificate shall be deemed to be held by a Deceased Holder for purposes of this Section ~~5.09~~ 4.06 if the death of the ~~Certificate Owner~~ Holder thereof is deemed to have occurred. Special Retail Certificates beneficially owned by tenants by the entirety, joint tenants or tenants in common will be considered to be beneficially owned by a single owner. The death of a tenant by the entirety, joint tenant or tenant in common will be deemed to be the death of the ~~Certificate Owner~~Holder, and the Special Retail Certificates so beneficially owned will be eligible for priority with respect to principal distributions, subject to the limitations stated above. Special Retail Certificates beneficially owned by a trust will be considered to be beneficially owned by each beneficiary of the trust to the extent of such beneficiary's beneficial interest therein, but in no event will a trust's beneficiaries collectively be deemed to be ~~Certificate Owners~~ Holders of a number of Special Retail Certificates greater than the number of Special Retail Certificates of which such trust is the owner. The death of a beneficiary of a trust will be deemed to be the death of a ~~Certificate Owner~~ Holder of the Special Retail Certificates beneficially owned by the trust to the extent of such beneficiary's beneficial interest in such trust. The death of an individual who was a tenant by the entirety, joint tenant or tenant in common in a tenancy which is the beneficiary of a trust will be deemed to be the death of the beneficiary of such trust. The death of ~~an individual~~ a person who, during his or her lifetime, was entitled to substantially all of the beneficial ownership interests in a Special Retail Certificate will be deemed to be the death of the ~~Certificate Owner~~ Holder of such Special Retail Certificate regardless of the registration of ownership, if such beneficial ownership interest can be established to the satisfaction of the Trustee. Such beneficial interest will be deemed to exist in typical cases of street name or nominee ownership, ownership by a trustee, ownership under the Uniform Gifts to Minors Act and community property or other joint ownership arrangements between a husband and wife. Beneficial interest shall include the power to sell, transfer or otherwise dispose of a Special Retail Certificate and the right to receive the proceeds therefrom, as well as interest and principal distributions, as applicable, payable with respect thereto. The Trustee may rely entirely upon documentation delivered to it in establishing beneficial ownership interests in Special Retail Certificates. The Trustee shall not be under any duty to determine independently the occurrence of the death of any deceased ~~Certificate Owner~~Holder. The Trustee may rely entirely upon documentation delivered to it pursuant to Section ~~5.09(c~~4.06(c) in establishing the eligibility of any ~~Certificate Owner~~ Holder to receive the priority accorded Deceased Holders in Section ~~5.09(a~~4.06(a). (c) Requests for principal distributions to ~~the Certificate Owner of~~ any Special Retail Certificate must be made by delivering a written request therefor to the ~~Depository~~ DTC Participant or Indirect ~~Depository~~ DTC Participant that maintains the account evidencing such ~~Certificate Owner~~Holder's interest in such Certificate. In the case of a request on behalf of a Deceased Holder, appropriate evidence of death and any tax waivers are required to be forwarded to the Trustee under separate cover. The ~~Depository~~ DTC Participant should in turn make the request of ~~the Depository~~ DTC (or, in the case of an Indirect ~~Depository~~ DTC Participant, such Indirect ~~Depository~~ DTC Participant must notify the related ~~Depository~~ DTC Participant of such request, which ~~Depository~~ DTC Participant should make the request of DTC) on a form required by DTC and provided to the ~~Depository) in the manner required under the rules and regulations of the Depository's APUT System~~DTC Participant. Upon receipt of such request, ~~the Depository~~ DTC will date and time stamp such request and forward such request to the Trustee. ~~The Depository~~ DTC may establish such procedures as it deems fair and equitable to establish the order of receipt of requests for such distributions received by it on the same day. None of the ~~Depositor~~Company, the Master ~~Servicer~~ Servicer, the Trust or the Trustee shall be liable for any delay in delivery of requests for distributions or withdrawals of such requests by ~~the Depository~~DTC, a ~~Depository~~ DTC Participant or any Indirect ~~Depository~~ DTC Participant. The Trustee shall maintain a list of those ~~Depository~~ DTC Participants representing the appropriate ~~Certificate Owners~~ Holders of Special Retail Certificates that have submitted requests for principal distributions, together with the order of receipt and the amounts of such requests. Subject to the priorities described in Section ~~5.09(a~~4.06(a) above, ~~the Depository~~ DTC will honor requests for distributions in the order of their receipt. The Trustee shall notify ~~the Depository~~ DTC as to which requests should be honored on each Distribution Date at least two Business Days prior to such Distribution Date and shall notify ~~the Depository~~ DTC as to the portion of the ~~Senior Principal~~ REMIC II Available Distribution Amount (together with any amounts available for distribution from the applicable Rounding Account) to be distributed to the Special Retail Certificates by mandatory distribution pursuant to Section ~~5.09(d~~4.06(d). Requests shall be honored by ~~the Depository~~ DTC in accordance with the procedures, and subject to the priorities and limitations, described in this Section ~~5.09~~4.06. The exact procedures to be followed by the Trustee and ~~the Depository~~ DTC for purposes of determining such priorities and limitations will be those established from time to time by the Trustee or ~~the Depository~~DTC, as the case may be. The decisions of the Trustee and ~~the Depository~~ DTC concerning such matters will be final and binding on all affected ~~Persons~~persons. Special Retail Certificates that have been accepted for a distribution shall be due and payable on the applicable Distribution Date. Such Certificates shall cease to bear interest after the last calendar day of the ~~calendar~~ month preceding the month in which such Distribution Date occurs. Any ~~Certificate Owner~~ Holder of a Special Retail Certificate that has requested a principal distribution may withdraw its request by so notifying in writing the ~~Depository~~ DTC Participant or Indirect ~~Depository~~ DTC Participant that maintains such ~~Certificate Owner~~Holder's account. If In the event that such account is maintained by an Indirect ~~Depository~~ DTC Participant, such Indirect ~~Depository~~ DTC Participant must notify the related ~~Depository~~ DTC Participant which in turn must forward the withdrawal of such request, ~~in the manner~~ on a form required ~~under the rules and regulations of the Depository's APUT System~~by DTC, to ~~the Depository~~ DTC to be forwarded to the Trustee. If such notice of withdrawal of a request for distribution has not been received by ~~the Depository~~ DTC and forwarded to the Trustee on or before the Record Date for the next Distribution Date, the previously made request for a principal distribution will be irrevocable with respect to the making of principal distributions on such Distribution Date. If In the event any requests for principal distributions are rejected by the Trustee for failure to comply with the requirements of this Section ~~5.09~~4.06, the Trustee shall return such request to the appropriate ~~Depository~~ DTC Participant with a copy to ~~the Depository~~ DTC with an explanation as to the reason for such rejection. (d) If To the extent, if any, that principal distributions to be made to ~~any Class of~~ the Special Retail Certificates on a Distribution Date exceed the aggregate amount of principal distribution requests for such Class which have been received on or before the applicable Record Date, as provided in Section ~~5.09(a~~4.06(a) above, additional Special Retail Certificates ~~of such Class~~ will be selected to receive mandatory principal distributions in lots equal to $1,000 in accordance with the then-applicable ~~random lot~~ Random Lot procedures of ~~the Depository~~DTC, and the then-applicable procedures of the ~~Depository~~ DTC Participants and Indirect ~~Depository~~ DTC Participants representing the ~~Certificate Owners~~ Holders (which procedures may or may not be by random lot). The Trustee shall notify ~~the Depository~~ DTC of the aggregate amount of the mandatory principal distribution to be made on the next Distribution Date. ~~The Depository~~ DTC shall then allocate such aggregate amount among the ~~Depository~~ DTC Participants on a ~~random lot~~ Random Lot basis. Each ~~Depository~~ DTC Participant and, in turn, each Indirect ~~Depository~~ DTC Participant will then select, in accordance with its own procedures, Special Retail Certificates ~~of such Class~~ from among those held in its accounts to receive mandatory principal distributions, such that the total amount of principal distributed to the Special Retail Certificates ~~of such Class~~ so selected is equal to the aggregate amount of such mandatory distributions allocated to such ~~Depository~~ DTC Participant by ~~the Depository~~ DTC and to such Indirect ~~Depository~~ DTC Participant by its related ~~Depository~~ DTC Participant, as the case may be. ~~Depository~~ DTC Participants and Indirect ~~Depository~~ DTC Participants that hold Special Retail Certificates ~~of such Class~~ selected for mandatory principal distributions are required to provide notice of such mandatory distributions to the affected ~~Certificate Owners~~Holders. The Master Servicer shall notify the Trustee of the amount of principal distributions to be made on each Distribution Date in a timely manner such that the Trustee may fulfill its obligations under the Depositary Agreement. (e) Notwithstanding any provisions herein to the contrary, on each Distribution Date on and after the earlier of (i) the ~~Senior~~ Credit Support Depletion Date and (ii) the date on which any ~~Realized Loss~~ loss is allocated to ~~any Class of~~ the Special Retail ~~Certificates~~Certificates or their Corresponding Class by Pro Rata Allocation, distributions in reduction of the Class ~~Certificate~~ Principal Balance of ~~such Class~~ the Special Retail Certificates will be made pro rata among the ~~Certificate Owners~~ Holders of the Special Retail Certificates ~~of such Class~~ and will not be made in integral multiples of $1,000 or nor pursuant to requests for distribution as permitted by Section ~~5.09(a~~4.06(a) or by mandatory distributions as provided for by Section ~~5.09(d~~4.06(d). (f) In the event that Definitive Certificates representing ~~the~~ Special Retail Certificates are issued pursuant to Section ~~6.02(c)(iii)~~5.09, an amendment to this Agreement, which may be approved without the consent of any Certificateholders, shall establish procedures relating to the manner in which distributions in reduction of the Class ~~Certificate~~ Principal Balance ~~of each Class~~ of the Special Retail Certificates are to be made; provided that such procedures shall be consistent, to the extent practicable and customary for certificates similar to the Special Retail Certificates, with the provisions of this Section ~~5.09.~~4.06. 94

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Washington Mutual MSC Mort Pass Thru Cert Series 2003-Ms7)

Principal Distributions on the Special Retail Certificates. Prior to the ~~earlier of (1) the Senior~~ Credit Support Depletion ~~Date and (2) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates~~Date, distributions in reduction of the Class ~~Certificate~~ Principal Balance of ~~such Class~~ the Special Retail Certificates will be made in integral multiples of $1,000 at the request of the appropriate representatives of Deceased Holders of Certificates of ~~each~~ such Class and at the request of Living Holders of Certificates of ~~each~~ such Class or by mandatory distributions, pursuant to Section ~~5.09(a~~4.06(a) and Section ~~5.09(d~~4.06(d). On and after the ~~earlier of (A) the Senior~~ Credit Support Depletion ~~Date and (B) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates~~Date, distributions in reduction of the Class ~~Certificate Balances~~ Principal Balance of ~~such Class~~ the Special Retail Certificates will be made on a pro rata basis pursuant to Section ~~5.09(e~~4.06(e). (a) ~~Except as set forth in Section 5.09(e), on~~ On each Distribution Date (prior to the Credit Support Depletion Date) on which principal distributions to ~~any Class of~~ the Special Retail Certificates are made, such distributions will be made in the following priority: (i) first, to requesting Deceased Holders, in the order in which such requests are received by ~~the Depository~~DTC, but not exceeding an aggregate amount of $~~25,000~~ 100,000 for each requesting Deceased Holder; and (ii) second, to requesting Living Holders, in the order in which such requests are received by ~~the Depository~~DTC, but not exceeding an aggregate amount of $10,000 for each requesting Living Holder. Thereafter, distributions will be made, with respect to ~~such Class of~~ the Special Retail Certificates, as provided in clauses (i) and (ii) ~~above,~~ above up to a second $~~25,000~~ 100,000 and $10,000, respectively. This sequence of priorities will be repeated until all requests for principal distributions by Deceased Holders and Living Holders of such Class have been honored, to the extent of amounts available for principal distributions to ~~the Holders of~~ such Class. All requests for principal distributions to Special Retail Certificates will be accepted in accordance with the provisions set forth in Section ~~5.09(c~~4.06(c). Requests for principal distributions that are received by the Trustee after the related Record Date and requests for principal distributions received in a timely manner but not accepted with respect to any Distribution Date, will be treated as requests for principal distributions to ~~the~~ Special Retail Certificates on the next succeeding Distribution Date, and each succeeding Distribution Date thereafter, until each such request is accepted or is withdrawn as provided in Section ~~5.09(c~~4.06(c). Such requests ~~that~~ as are not so withdrawn shall retain their order of priority without the need for any further action on the part of the appropriate ~~Certificate Owner~~ Holder of the ~~related~~ Special Retail Certificate, all in accordance with the procedures of ~~the Depository~~ DTC and the Trustee. Upon the transfer of beneficial ownership of any Special Retail Certificate, any distribution request previously submitted with respect to such Certificate will be deemed to have been withdrawn only upon the receipt by the Trustee on or before the Record Date for such Distribution Date of notification of such withdrawal in the manner set forth in Section ~~5.09(c~~4.06(c) using a form required by ~~the Depository~~DTC or as otherwise required by DTC in accordance with its standard operating procedures. Distributions in reduction of the Class ~~Certificate~~ Principal Balance of ~~any Class of~~ the Special Retail Certificates will be applied in an amount equal to the portion of the ~~Senior Principal~~ REMIC II Available Distribution Amount allocable to such Class pursuant to Section ~~5.02~~4.04, plus any amounts available for distribution from the ~~applicable~~ Rounding Account established as provided in Section ~~3.23~~3.22, provided that the aggregate distribution of principal to such Class on any Distribution Date shall be made in an integral multiple of $1,000. To the extent that the portion of the Group 1 Senior Principal Distribution Amount allocable to ~~any~~ the Corresponding Class of the Special Retail Certificates on any Distribution Date exceeds the aggregate ~~Class~~ Certificate Principal Balance ~~of that Class~~ of Special Retail Certificates with respect to which principal distribution ~~requests~~ requests, as set forth above, have been received, principal distributions in reduction of the Class ~~Certificate~~ Principal Balance of ~~such Class~~ the Special Retail Certificates will be made by mandatory distribution pursuant to Section ~~5.09(d~~4.06(d). (b) A Special Retail Certificate shall be deemed to be held by a Deceased Holder for purposes of this Section ~~5.09~~ 4.06 if the death of the ~~Certificate Owner~~ Holder thereof is deemed to have occurred. Special Retail Certificates beneficially owned by tenants by the entirety, joint tenants or tenants in common will be considered to be beneficially owned by a single owner. The death of a tenant by the entirety, joint tenant or tenant in common will be deemed to be the death of the ~~Certificate Owner~~Holder, and the Special Retail Certificates so beneficially owned will be eligible for priority with respect to principal distributions, subject to the limitations stated above. Special Retail Certificates beneficially owned by a trust will be considered to be beneficially owned by each beneficiary of the trust to the extent of such beneficiary's beneficial interest therein, but in no event will a trust's beneficiaries collectively be deemed to be ~~Certificate Owners~~ Holders of a number of Special Retail Certificates greater than the number of Special Retail Certificates of which such trust is the owner. The death of a beneficiary of a trust will be deemed to be the death of a ~~Certificate Owner~~ Holder of the Special Retail Certificates beneficially owned by the trust to the extent of such beneficiary's beneficial interest in such trust. The death of an individual who was a tenant by the entirety, joint tenant or tenant in common in a tenancy which is the beneficiary of a trust will be deemed to be the death of the beneficiary of such trust. The death of ~~an individual~~ a person who, during his or her lifetime, was entitled to substantially all of the beneficial ownership interests in a Special Retail Certificate will be deemed to be the death of the ~~Certificate Owner~~ Holder of such Special Retail Certificate regardless of the registration of ownership, if such beneficial ownership interest can be established to the satisfaction of the Trustee. Such beneficial interest will be deemed to exist in typical cases of street name or nominee ownership, ownership by a trustee, ownership under the Uniform Gifts to Minors Act and community property or other joint ownership arrangements between a husband and wife. Beneficial interest shall include the power to sell, transfer or otherwise dispose of a Special Retail Certificate and the right to receive the proceeds therefrom, as well as interest and principal distributions, as applicable, payable with respect thereto. The Trustee may rely entirely upon documentation delivered to it in establishing beneficial ownership interests in Special Retail Certificates. The Trustee shall not be under any duty to determine independently the occurrence of the death of any deceased ~~Certificate Owner~~Xxxxxx. The Trustee may rely entirely upon documentation delivered to it pursuant to Section ~~5.09(c~~4.06(c) in establishing the eligibility of any ~~Certificate Owner~~ Holder to receive the priority accorded Deceased Holders in Section ~~5.09(a~~4.06(a). (c) Requests for principal distributions to ~~the Certificate Owner of~~ any Special Retail Certificate must be made by delivering a written request therefor to the ~~Depository~~ DTC Participant or Indirect ~~Depository~~ DTC Participant that maintains the account evidencing such ~~Certificate Owner~~Xxxxxx's interest in such Certificate. In the case of a request on behalf of a Deceased Holder, appropriate evidence of death and any tax waivers are required to be forwarded to the Trustee under separate cover. The ~~Depository~~ DTC Participant should in turn make the request of ~~the Depository~~ DTC (or, in the case of an Indirect ~~Depository~~ DTC Participant, such Indirect ~~Depository~~ DTC Participant must notify the related ~~Depository~~ DTC Participant of such request, which ~~Depository~~ DTC Participant should make the request of DTC) on a form required by DTC and provided to the ~~Depository) in the manner required under the rules and regulations of the Depository's APUT System~~DTC Participant. Upon receipt of such request, ~~the Depository~~ DTC will date and time stamp such request and ~~forward~~ notify the Trustee of such ~~request to the Trustee~~requests in accordance with its standard operating procedures. ~~The Depository~~ DTC may establish such procedures as it deems fair and equitable to establish the order of receipt of requests for such distributions received by it on the same day. None of the ~~Depositor~~Company, the ~~Master Servicer~~ Servicer, the Certificate Insurer, the Trust or the Trustee shall be liable for any delay in delivery or notification of requests for distributions or withdrawals of such requests by ~~the Depository~~DTC, a ~~Depository~~ DTC Participant or any Indirect ~~Depository~~ DTC Participant. The Trustee shall maintain a list (which may be in electronic form) of those ~~Depository~~ DTC Participants representing the appropriate ~~Certificate Owners~~ Holders of Special Retail Certificates that have submitted requests for principal distributions, together with the order of receipt and the amounts of such ~~requests~~requests as identified to it by DTC in accordance with its standard operating procedures. Subject to the priorities described in Section ~~5.09(a~~4.06(a) above, ~~the Depository~~ DTC will honor requests for distributions in the order of their receipt. The Trustee shall notify ~~the Depository~~ DTC as to which requests should be honored on each Distribution Date at least two Business Days prior to such Distribution Date and shall notify ~~the Depository~~ DTC as to the portion of the ~~Senior Principal~~ REMIC II Available Distribution Amount (together with any amounts available for distribution from the ~~applicable~~ Rounding Account) to be distributed to the Special Retail Certificates by mandatory distribution pursuant to Section ~~5.09(d~~4.06(d). Requests shall be honored by ~~the Depository~~ DTC in accordance with the procedures, and subject to the priorities and limitations, described in this Section ~~5.09~~4.06. The exact procedures to be followed by the Trustee and ~~the Depository~~ DTC for purposes of determining such priorities and limitations will be those established from time to time by the Trustee or ~~the Depository~~DTC, as the case may be. The decisions of the Trustee and ~~the Depository~~ DTC concerning such matters will be final and binding on all affected ~~Persons~~persons. Special Retail Certificates that have been accepted for a distribution shall be due and payable on the applicable Distribution Date. Such Certificates shall cease to bear interest after the last calendar day of the ~~calendar~~ month preceding the month in which such Distribution Date occurs. Any ~~Certificate Owner~~ Holder of a Special Retail Certificate that has requested a principal distribution may withdraw its request by so notifying in writing the ~~Depository~~ DTC Participant or Indirect ~~Depository~~ DTC Participant that maintains such ~~Certificate Owner~~Holder's account. If In the event that such account is maintained by an Indirect ~~Depository~~ DTC Participant, such Indirect ~~Depository~~ DTC Participant must notify the related ~~Depository~~ DTC Participant which in turn must forward the withdrawal of such request, ~~in the manner~~ on a form required ~~under the rules and regulations of the Depository's APUT System~~by DTC, to ~~the Depository~~ DTC to be forwarded or furnished to the Trustee. If such notice of withdrawal of a request for distribution has not been received by ~~the Depository~~ DTC and forwarded to the Trustee on or before the Record Date for the next Distribution Date, the previously made request for a principal distribution will be irrevocable with respect to the making of principal distributions on such Distribution Date. If In the event any requests for principal distributions are rejected by the Trustee for failure to comply with the requirements of this Section ~~5.09~~4.06, the Trustee shall return such request to the appropriate ~~Depository~~ DTC Participant with a copy to ~~the Depository~~ DTC with an explanation as to the reason for such rejection. (d) If To the extent, if any, that principal distributions to be made to ~~any Class of~~ the Special Retail Certificates on a Distribution Date exceed the aggregate amount of principal distribution requests for such Class which have been received on or before the applicable Record Date, as provided in Section ~~5.09(a~~4.06(a) above, additional Special Retail Certificates ~~of such Class~~ will be selected to receive mandatory principal distributions in lots equal to $1,000 in accordance with the then-applicable ~~random lot~~ Random Lot procedures of ~~the Depository~~DTC, and the then-applicable procedures of the ~~Depository~~ DTC Participants and Indirect ~~Depository~~ DTC Participants representing the ~~Certificate Owners~~ Holders (which procedures may or may not be by random lot). The Trustee shall notify ~~the Depository~~ DTC of the aggregate amount of the mandatory principal distribution to be made on the next Distribution Date. ~~The Depository~~ DTC shall then allocate such aggregate amount among the ~~Depository~~ DTC Participants on a ~~random lot~~ Random Lot basis. Each ~~Depository~~ DTC Participant and, in turn, each Indirect ~~Depository~~ DTC Participant will then select, in accordance with its own procedures, Special Retail Certificates ~~of such Class~~ from among those held in its accounts to receive mandatory principal distributions, such that the total amount of principal distributed to the Special Retail Certificates ~~of such Class~~ so selected is equal to the aggregate amount of such mandatory distributions allocated to such ~~Depository~~ DTC Participant by ~~the Depository~~ DTC and to such Indirect ~~Depository~~ DTC Participant by its related ~~Depository~~ DTC Participant, as the case may be. ~~Depository~~ DTC Participants and Indirect ~~Depository~~ DTC Participants that hold Special Retail Certificates ~~of such Class~~ selected for mandatory principal distributions are required to provide notice of such mandatory distributions to the affected ~~Certificate Owners~~Holders. The Servicer shall notify the Trustee of the amount of principal distributions to be made on each Distribution Date in a timely manner such that the Trustee may fulfill its obligations under the Depositary Agreement. (e) Notwithstanding any provisions herein to the contrary, on each Distribution Date on and after the ~~earlier of (i) the Senior~~ Credit Support Depletion ~~Date and (ii) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates~~Date, distributions in reduction of the Class ~~Certificate~~ Principal Balance of ~~such Class~~ the Special Retail Certificates will be made pro rata among the ~~Certificate Owners~~ Holders of the Special Retail Certificates ~~of such Class~~ and will not be made in integral multiples of $1,000 or nor pursuant to requests for distribution as permitted by Section ~~5.09(a~~4.06(a) or by mandatory distributions as provided for by Section ~~5.09(d~~4.06(d). (f) In the event that Definitive Certificates representing ~~the~~ Special Retail Certificates are issued pursuant to Section ~~6.02(c)(iii)~~5.09, an amendment to this Agreement, which may be approved without the consent of any Certificateholders, shall establish procedures relating to the manner in which distributions in reduction of the Class ~~Certificate~~ Principal Balance ~~of each Class~~ of the Special Retail Certificates are to be made; provided that such procedures shall be consistent, to the extent practicable and customary for certificates similar to the Special Retail Certificates, with the provisions of this Section ~~5.09~~4.06.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Washington Mutual Mortgage Pass-Through Certificates, WMALT Series 2005-2)

Principal Distributions on the Special Retail Certificates. ~~Prior~~ With respect to ~~the earlier of (1) the Senior Credit Support Depletion Date and (2) the date on which any Realized Loss is allocated to any~~ each Class of Special Retail Certificates, prior to the Credit Support Depletion Date, distributions in reduction of the Class ~~Certificate~~ Principal Balance of such Class will be made in integral multiples of $1,000 at the request of the appropriate representatives of Deceased Holders of Certificates of ~~each~~ such Class and at the request of Living Holders of Certificates of ~~each~~ such Class or by mandatory distributions, pursuant to Section ~~5.09(a~~4.07(a) and Section ~~5.09(d~~4.07(d). On and after the ~~earlier of (A) the Senior~~ Credit Support Depletion ~~Date and (B) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates~~Date, distributions in reduction of the Class ~~Certificate Balances~~ Principal Balance of such Class will be made on a pro rata basis pursuant to Section ~~5.09(e~~4.07(e). (a) ~~Except as set forth in Section 5.09(e), on~~ On each Distribution Date (prior to the Credit Support Depletion Date) on which principal distributions to ~~any~~ a Class of ~~the~~ Special Retail Certificates are made, such distributions will be made in the following priority: (i) first, to requesting Deceased Holders, in the order in which such requests are received by ~~the Depository~~DTC, but not exceeding an aggregate amount of $~~25,000~~ 100,000 for each requesting Deceased Holder; and (ii) second, to requesting Living Holders, in the order in which such requests are received by ~~the Depository~~DTC, but not exceeding an aggregate amount of $10,000 for each requesting Living Holder. Thereafter, distributions will be made, with respect to the such Class of ~~the~~ Special Retail Certificates, as provided in clauses (i) and (ii) ~~above,~~ above up to a second $~~25,000~~ 100,000 and $10,000, respectively. This sequence of priorities will be repeated until all requests for principal distributions by Deceased Holders and Living Holders of such Class have been honored, to the extent of amounts available for principal distributions to ~~the Holders of~~ such Class. All requests for principal distributions to Special Retail Certificates will be accepted in accordance with the provisions set forth in Section ~~5.09(c~~4.07(c). Requests for principal distributions that are received by the Trustee after the related Record Date and requests for principal distributions received in a timely manner but not accepted with respect to any Distribution Date, will be treated as requests for principal distributions to ~~the~~ Special Retail Certificates on the next succeeding Distribution Date, and each succeeding Distribution Date thereafter, until each such request is accepted or is withdrawn as provided in Section ~~5.09(c~~4.07(c). Such requests ~~that~~ as are not so withdrawn shall retain their order of priority without the need for any further action on the part of the appropriate ~~Certificate Owner~~ Holder of the related Special Retail Certificate, all in accordance with the procedures of ~~the Depository~~ DTC and the Trustee. Upon the transfer of beneficial ownership of any Special Retail Certificate, any distribution request previously submitted with respect to such Certificate will be deemed to have been withdrawn only upon the receipt by the Trustee on or before the Record Date for such Distribution Date of notification of such withdrawal in the manner set forth in Section ~~5.09(c~~4.07(c) using a form required by ~~the Depository~~DTC or as otherwise required by DTC in accordance with its standard operating procedures. Distributions in reduction of the Class ~~Certificate~~ Principal Balance of any Class of Special Retail Certificates will be applied in an amount equal to the portion of the ~~Senior Principal~~ REMIC I Available Distribution Amount allocable to such Class pursuant to Section ~~5.02~~4.04, plus any amounts available for distribution from the applicable Rounding Account established as provided in Section ~~3.23~~3.22, provided that the aggregate distribution of principal to such Class on any Distribution Date shall be made in an integral multiple of $1,000. To the extent that the portion of the Senior Principal Distribution Amount allocable to the Corresponding Class of any Class of Special Retail Certificates on any Distribution Date exceeds the aggregate ~~Class~~ Certificate Principal Balance ~~of that Class~~ of Special Retail Certificates of such Class with respect to which principal distribution ~~requests~~ requests, as set forth above, have been received, principal distributions in reduction of the Class ~~Certificate~~ Principal Balance of such Class of Special Retail Certificates will be made by mandatory distribution pursuant to Section ~~5.09(d~~4.07(d). (b) A Special Retail Certificate shall be deemed to be held by a Deceased Holder for purposes of this Section ~~5.09~~ 4.07 if the death of the ~~Certificate Owner~~ Holder thereof is deemed to have occurred. Special Retail Certificates beneficially owned by tenants by the entirety, joint tenants or tenants in common will be considered to be beneficially owned by a single owner. The death of a tenant by the entirety, joint tenant or tenant in common will be deemed to be the death of the ~~Certificate Owner~~Holder, and the Special Retail Certificates so beneficially owned will be eligible for priority with respect to principal distributions, subject to the limitations stated above. Special Retail Certificates beneficially owned by a trust will be considered to be beneficially owned by each beneficiary of the trust to the extent of such beneficiary's beneficial interest therein, but in no event will a trust's beneficiaries collectively be deemed to be ~~Certificate Owners~~ Holders of a number of Special Retail Certificates greater than the number of Special Retail Certificates of which such trust is the owner. The death of a beneficiary of a trust will be deemed to be the death of a ~~Certificate Owner~~ Holder of the Special Retail Certificates beneficially owned by the trust to the extent of such beneficiary's beneficial interest in such trust. The death of an individual who was a tenant by the entirety, joint tenant or tenant in common in a tenancy which is the beneficiary of a trust will be deemed to be the death of the beneficiary of such trust. The death of ~~an individual~~ a person who, during his or her lifetime, was entitled to substantially all of the beneficial ownership interests in a Special Retail Certificate will be deemed to be the death of the ~~Certificate Owner~~ Holder of such Special Retail Certificate regardless of the registration of ownership, if such beneficial ownership interest can be established to the satisfaction of the Trustee. Such beneficial interest will be deemed to exist in typical cases of street name or nominee ownership, ownership by a trustee, ownership under the Uniform Gifts to Minors Act and community property or other joint ownership arrangements between a husband and wife. Beneficial interest shall include the power to sell, transfer or otherwise dispose of a Special Retail Certificate and the right to receive the proceeds therefrom, as well as interest and principal distributions, as applicable, payable with respect thereto. The Trustee may rely entirely upon documentation delivered to it in establishing beneficial ownership interests in Special Retail Certificates. The Trustee shall not be under any duty to determine independently the occurrence of the death of any deceased ~~Certificate Owner~~Xxxxxx. The Trustee may rely entirely upon documentation delivered to it pursuant to Section ~~5.09(c~~4.07(c) in establishing the eligibility of any ~~Certificate Owner~~ Holder to receive the priority accorded Deceased Holders in Section ~~5.09(a~~4.07(a). (c) Requests for principal distributions to ~~the Certificate Owner of~~ any Special Retail Certificate must be made by delivering a written request therefor to the ~~Depository~~ DTC Participant or Indirect ~~Depository~~ DTC Participant that maintains the account evidencing such ~~Certificate Owner~~Xxxxxx's interest in such Certificate. In the case of a request on behalf of a Deceased Holder, appropriate evidence of death and any tax waivers are required to be forwarded to the Trustee under separate cover. The ~~Depository~~ DTC Participant should in turn make the request of ~~the Depository~~ DTC (or, in the case of an Indirect ~~Depository~~ DTC Participant, such Indirect ~~Depository~~ DTC Participant must notify the related ~~Depository~~ DTC Participant of such request, which ~~Depository~~ DTC Participant should make the request of DTC) on a form required by DTC and provided to the ~~Depository) in the manner required under the rules and regulations of the Depository's APUT System~~DTC Participant. Upon receipt of such request, ~~the Depository~~ DTC will date and time stamp such request and ~~forward~~ notify the Trustee of such ~~request to the Trustee~~requests in accordance with its standard operating procedures. ~~The Depository~~ DTC may establish such procedures as it deems fair and equitable to establish the order of receipt of requests for such distributions received by it on the same day. None of the ~~Depositor~~Company, the ~~Master Servicer~~ Servicer, the Certificate Insurer, the Trust or the Trustee shall be liable for any delay in delivery or notification of requests for distributions or withdrawals of such requests by ~~the Depository~~DTC, a ~~Depository~~ DTC Participant or any Indirect ~~Depository~~ DTC Participant. The Trustee shall maintain a list (which may be in electronic form) of those ~~Depository~~ DTC Participants representing the appropriate ~~Certificate Owners~~ Holders of Special Retail Certificates that have submitted requests for principal distributions, together with the order of receipt and the amounts of such ~~requests~~requests as identified to it by DTC in accordance with its standard operating procedures. Subject to the priorities described in Section ~~5.09(a~~4.07(a) above, ~~the Depository~~ DTC will honor requests for distributions in the order of their receipt. The Trustee shall notify ~~the Depository~~ DTC as to which requests should be honored on each Distribution Date at least two Business Days prior to such Distribution Date and shall notify ~~the Depository~~ DTC as to the portion of the ~~Senior Principal~~ REMIC II Available Distribution Amount (together with any amounts available for distribution from the applicable Rounding Account) to be distributed to the Special Retail Certificates by mandatory distribution pursuant to Section ~~5.09(d~~4.07(d). Requests shall be honored by ~~the Depository~~ DTC in accordance with the procedures, and subject to the priorities and limitations, described in this Section ~~5.09~~4.07. The exact procedures to be followed by the Trustee and ~~the Depository~~ DTC for purposes of determining such priorities and limitations will be those established from time to time by the Trustee or ~~the Depository~~DTC, as the case may be. The decisions of the Trustee and ~~the Depository~~ DTC concerning such matters will be final and binding on all affected ~~Persons~~persons. Special Retail Certificates that have been accepted for a distribution shall be due and payable on the applicable Distribution Date. Such Certificates shall cease to bear interest after the last calendar day of the ~~calendar~~ month preceding the month in which such Distribution Date occurs. Any ~~Certificate Owner~~ Holder of a Special Retail Certificate that has requested a principal distribution may withdraw its request by so notifying in writing the ~~Depository~~ DTC Participant or Indirect ~~Depository~~ DTC Participant that maintains such ~~Certificate Owner~~Holder's account. If In the event that such account is maintained by an Indirect ~~Depository~~ DTC Participant, such Indirect ~~Depository~~ DTC Participant must notify the related ~~Depository~~ DTC Participant which in turn must forward the withdrawal of such request, ~~in the manner~~ on a form required ~~under the rules and regulations of the Depository's APUT System~~by DTC, to ~~the Depository~~ DTC to be forwarded or furnished to the Trustee. If such notice of withdrawal of a request for distribution has not been received by ~~the Depository~~ DTC and forwarded to the Trustee on or before the Record Date for the next Distribution Date, the previously made request for a principal distribution will be irrevocable with respect to the making of principal distributions on such Distribution Date. If In the event any requests for principal distributions are rejected by the Trustee for failure to comply with the requirements of this Section ~~5.09~~4.07, the Trustee shall return such request to the appropriate ~~Depository~~ DTC Participant with a copy to ~~the Depository~~ DTC with an explanation as to the reason for such rejection. (d) If To the extent, if any, that principal distributions to be made to any Class of ~~the~~ Special Retail Certificates on a Distribution Date exceed the aggregate amount of principal distribution requests for such Class which have been received on or before the applicable Record Date, as provided in Section ~~5.09(a~~4.07(a) above, additional Special Retail Certificates of such Class will be selected to receive mandatory principal distributions in lots equal to $1,000 in accordance with the then-applicable ~~random lot~~ Random Lot procedures of ~~the Depository~~DTC, and the then-applicable procedures of the ~~Depository~~ DTC Participants and Indirect ~~Depository~~ DTC Participants representing the ~~Certificate Owners~~ Holders (which procedures may or may not be by random lot). The Trustee shall notify ~~the Depository~~ DTC of the aggregate amount of the mandatory principal distribution to be made on the next Distribution Date. ~~The Depository~~ DTC shall then allocate such aggregate amount among the ~~Depository~~ DTC Participants on a ~~random lot~~ Random Lot basis. Each ~~Depository~~ DTC Participant and, in turn, each Indirect ~~Depository~~ DTC Participant will then select, in accordance with its own procedures, Special Retail Certificates ~~of such Class~~ from among those held in its accounts to receive mandatory principal distributions, such that the total amount of principal distributed to the Special Retail Certificates ~~of such Class~~ so selected is equal to the aggregate amount of such mandatory distributions allocated to such ~~Depository~~ DTC Participant by ~~the Depository~~ DTC and to such Indirect ~~Depository~~ DTC Participant by its related ~~Depository~~ DTC Participant, as the case may be. ~~Depository~~ DTC Participants and Indirect ~~Depository~~ DTC Participants that hold Special Retail Certificates ~~of such Class~~ selected for mandatory principal distributions are required to provide notice of such mandatory distributions to the affected ~~Certificate Owners~~Holders. The Servicer shall notify the Trustee of the amount of principal distributions to be made on each Distribution Date in a timely manner such that the Trustee may fulfill its obligations under the Depositary Agreement. (e) Notwithstanding any provisions herein to the contrary, on each Distribution Date on and after the ~~earlier of (i) the Senior~~ Credit Support Depletion ~~Date and (ii) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates~~Date, distributions in reduction of the Class ~~Certificate~~ Principal Balance of ~~such~~ any Class of Special Retail Certificates will be made pro rata among the ~~Certificate Owners~~ Holders of the Special Retail Certificates of such Class and will not be made in integral multiples of $1,000 or nor pursuant to requests for distribution as permitted by Section ~~5.09(a~~4.07(a) or by mandatory distributions as provided for by Section ~~5.09(d~~4.07(d). (f) In the event that Definitive Certificates representing ~~the~~ Special Retail Certificates are issued pursuant to Section ~~6.02(c)(iii)~~5.09, an amendment to this Agreement, which may be approved without the consent of any Certificateholders, shall establish procedures relating to the manner in which distributions in reduction of the Class ~~Certificate~~ Principal Balance of each Class of ~~the~~ Special Retail Certificates are to be made; provided that such procedures shall be consistent, to the extent practicable and customary for certificates similar to the Special Retail Certificates, with the provisions of this Section ~~5.09~~4.07.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Washington Mutual Mortgage Pass-Through Certificates, WMALT Series 2005-5)

Principal Distributions on the Special Retail Certificates. Prior to the earlier of (1) the Senior Credit Support Depletion Date for Group 1 and (2) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates, distributions in reduction of the Class Certificate Balance of such Class will be made in integral multiples of $1,000 at the request of the appropriate representatives of Deceased Holders of Certificates of each such Class and at the request of Living Holders of Certificates of each such Class or by mandatory distributions, pursuant to Section 5.09(a) and Section 5.09(d). On and after the earlier of (A) the Senior Credit Support Depletion Date for Group 1 and (B) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates, distributions in reduction of the Class Certificate Balances of such Class will be made on a pro rata basis pursuant to Section 5.09(e). (a) Except as set forth in Section 5.09(e), on each Distribution Date on which principal distributions to any Class of the Special Retail Certificates are made, such distributions will be made in the following priority: (i) first, to requesting Deceased Holders, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $~~25,000~~ 100,000 for each requesting Deceased Holder; and (ii) second, to requesting Living Holders, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $10,000 for each requesting Living Holder. Thereafter, distributions will be made, with respect to such Class of the Special Retail Certificates, as provided in clauses (i) and (ii) above, up to a second $~~25,000~~ 100,000 and $10,000, respectively. This sequence of priorities will be repeated until all requests for principal distributions by Deceased Holders and Living Holders of such Class have been honored, to the extent of amounts available for principal distributions to the Holders of such Class. All requests for principal distributions to Special Retail Certificates will be accepted in accordance with the provisions set forth in Section 5.09(c). Requests for principal distributions that are received by the Trustee after the related Record Date and requests for principal distributions received in a timely manner but not accepted with respect to any Distribution Date, will be treated as requests for principal distributions to the Special Retail Certificates on the next succeeding Distribution Date, and each succeeding Distribution Date thereafter, until each such request is accepted or is withdrawn as provided in Section 5.09(c). Such requests that are not withdrawn shall retain their order of priority without the need for any further action on the part of the appropriate Certificate Owner of the related Special Retail Certificate, all in accordance with the procedures of the Depository and the Trustee. Upon the transfer of beneficial ownership of any Special Retail Certificate, any distribution request previously submitted with respect to such Certificate will be deemed to have been withdrawn only upon the receipt by the Trustee on or before the Record Date for such Distribution Date of notification of such withdrawal in the manner set forth in Section 5.09(c) using a form required by the Depository. Distributions in reduction of the Class Certificate Balance of any Class of Special Retail Certificates will be applied in an amount equal to the portion of the Senior Principal Distribution Amount for Group 1 allocable to such Class pursuant to Section 5.02, plus any amounts available for distribution from the applicable Rounding Account established as provided in Section 3.23, provided that the aggregate distribution of principal to such Class on any Distribution Date shall be made in an integral multiple of $1,000. To the extent that the portion of the Senior Principal Distribution Amount for Group 1 allocable to any Class of Special Retail Certificates on any Distribution Date exceeds the aggregate Class Certificate Balance of that Class of Special Retail Certificates with respect to which principal distribution requests have been received, principal distributions in reduction of the Class Certificate Balance of such Class will be made by mandatory distribution pursuant to Section 5.09(d). (b) A Special Retail Certificate shall be deemed to be held by a Deceased Holder for purposes of this Section 5.09 if the death of the Certificate Owner thereof is deemed to have occurred. Special Retail Certificates beneficially owned by tenants by the entirety, joint tenants or tenants in common will be considered to be beneficially owned by a single owner. The death of a tenant by the entirety, joint tenant or tenant in common will be deemed to be the death of the Certificate Owner. Special Retail Certificates beneficially owned by a trust will be considered to be beneficially owned by each beneficiary of the trust to the extent of such beneficiary's beneficial interest therein, but in no event will a trust's beneficiaries collectively be deemed to be Certificate Owners of a number of Special Retail Certificates greater than the number of Special Retail Certificates of which such trust is the owner. The death of a beneficiary of a trust will be deemed to be the death of a Certificate Owner of the Special Retail Certificates beneficially owned by the trust to the extent of such beneficiary's beneficial interest in such trust. The death of an individual who was a tenant by the entirety, joint tenant or tenant in common in a tenancy which is the beneficiary of a trust will be deemed to be the death of the beneficiary of such trust. The death of an individual who, during his or her lifetime, was entitled to substantially all of the beneficial ownership interests in a Special Retail Certificate will be deemed to be the death of the Certificate Owner of such Special Retail Certificate regardless of the registration of ownership, if such beneficial ownership interest can be established to the satisfaction of the Trustee. Such beneficial interest will be deemed to exist in typical cases of street name or nominee ownership, ownership by a trustee, ownership under the Uniform Gifts to Minors Act and community property or other joint ownership arrangements between a husband and wife. Beneficial interest shall include the power to sell, transfer or otherwise dispose of a Special Retail Certificate and the right to receive the proceeds therefrom, as well as interest and principal distributions, as applicable, payable with respect thereto. The Trustee shall not be under any duty to determine independently the occurrence of the death of any deceased Certificate Owner. The Trustee may rely entirely upon documentation delivered to it pursuant to Section 5.09(c) in establishing the eligibility of any Certificate Owner to receive the priority accorded Deceased Holders in Section 5.09(a). (c) Requests for principal distributions to the Certificate Owner of any Special Retail Certificate must be made by delivering a written request therefor to the Depository Participant or Indirect Depository Participant that maintains the account evidencing such Certificate Owner's interest in such Certificate. In the case of a request on behalf of a Deceased Holder, appropriate evidence of death and any tax waivers are required to be forwarded to the Trustee under separate cover. The Depository Participant should in turn make the request of the Depository (or, in the case of an Indirect Depository Participant, such Indirect Depository Participant must notify the related Depository Participant of such request, which Depository Participant should make the request of the Depository) in the manner required under the rules and regulations of the Depository's APUT System. Upon receipt of such request, the Depository will date and time stamp such request and forward such request to the Trustee. The Depository may establish such procedures as it deems fair and equitable to establish the order of receipt of requests for such distributions received by it on the same day. None of the Depositor, the ~~Master~~ Servicer or the Trustee shall be liable for any delay in delivery of requests for distributions or withdrawals of such requests by the Depository, a Depository Participant or any Indirect Depository Participant. The Trustee shall maintain a list of those Depository Participants representing the appropriate Certificate Owners of Special Retail Certificates that have submitted requests for principal distributions, together with the order of receipt and the amounts of such requests. Subject to the priorities described in Section 5.09(a) above, the Depository will honor requests for distributions in the order of their receipt. The Trustee shall notify the Depository as to which requests should be honored on each Distribution Date at least two Business Days prior to such Distribution Date and shall notify the Depository as to the portion of the Senior Principal Distribution Amount (together with any amounts available for distribution from the applicable Rounding Account) to be distributed to the Special Retail Certificates by mandatory distribution pursuant to Section 5.09(d). Requests shall be honored by the Depository in accordance with the procedures, and subject to the priorities and limitations, described in this Section 5.09. The exact procedures to be followed by the Trustee and the Depository for purposes of determining such priorities and limitations will be those established from time to time by the Trustee or the Depository, as the case may be. The decisions of the Trustee and the Depository concerning such matters will be final and binding on all affected Persons. Special Retail Certificates that have been accepted for a distribution shall be due and payable on the applicable Distribution Date. Such Certificates shall cease to bear interest after the last day of the calendar month preceding the month in which such Distribution Date occurs. Any Certificate Owner of a Special Retail Certificate that has requested a principal distribution may withdraw its request by so notifying in writing the Depository Participant or Indirect Depository Participant that maintains such Certificate Owner's account. If such account is maintained by an Indirect Depository Participant, such Indirect Depository Participant must notify the related Depository Participant which in turn must forward the withdrawal of such request, in the manner required under the rules and regulations of the Depository's APUT System, to the Depository to be forwarded to the Trustee. If such notice of withdrawal of a request for distribution has not been received by the Depository and forwarded to the Trustee on or before the Record Date for the next Distribution Date, the previously made request for a principal distribution will be irrevocable with respect to the making of principal distributions on such Distribution Date. If any requests for principal distributions are rejected by the Trustee for failure to comply with the requirements of this Section 5.09, the Trustee shall return such request to the appropriate Depository Participant with a copy to the Depository with an explanation as to the reason for such rejection. (d) If principal distributions to be made to any Class of the Special Retail Certificates on a Distribution Date exceed the aggregate amount of principal distribution requests for such Class which have been received on or before the applicable Record Date, as provided in Section 5.09(a) above, additional Special Retail Certificates of such Class will be selected to receive mandatory principal distributions in lots equal to $1,000 in accordance with the then-applicable random lot procedures of the Depository, and the then-applicable procedures of the Depository Participants and Indirect Depository Participants representing the Certificate Owners (which procedures may or may not be by random lot). The Trustee shall notify the Depository of the aggregate amount of the mandatory principal distribution to be made on the next Distribution Date. The Depository shall then allocate such aggregate amount among the Depository Participants on a random lot basis. Each Depository Participant and, in turn, each Indirect Depository Participant will then select, in accordance with its own procedures, Special Retail Certificates of such Class from among those held in its accounts to receive mandatory principal distributions, such that the total amount of principal distributed to the Special Retail Certificates of such Class so selected is equal to the aggregate amount of such mandatory distributions allocated to such Depository Participant by the Depository and to such Indirect Depository Participant by its related Depository Participant, as the case may be. Depository Participants and Indirect Depository Participants that hold Special Retail Certificates of such Class selected for mandatory principal distributions are required to provide notice of such mandatory distributions to the affected Certificate Owners. (e) Notwithstanding any provisions herein to the contrary, on each Distribution Date on and after the earlier of (i) the Senior Credit Support Depletion Date for Group 1 and (ii) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates, distributions in reduction of the Class Certificate Balance of such Class will be made pro rata among the Certificate Owners of the Certificates of such Class and will not be made in integral multiples of $1,000 or pursuant to requests for distribution as permitted by Section 5.09(a) or by mandatory distributions as provided for by Section 5.09(d). (f) In the event that Definitive Certificates representing the Special Retail Certificates are issued pursuant to Section 6.02(c)(iii), an amendment to this Agreement, which may be approved without the consent of any Certificateholders, shall establish procedures relating to the manner in which distributions in reduction of the Class Certificate Balance of each Class of the Special Retail Certificates are to be made; provided that such procedures shall be consistent, to the extent practicable and customary for certificates similar to the Special Retail Certificates, with the provisions of this Section 5.09.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bank of America Mor Sec Inc Mor Pass Through Cert Ser 2001-6)

Principal Distributions on the Special Retail Certificates. Prior to the earlier of (1) the Senior Credit Support Depletion Date for Group 1 and (2) the date on which any Realized Loss is allocated to ~~any Class of~~ the Special Retail Certificates, distributions in reduction of the Class Certificate Balance of such Class will be made in integral multiples of $1,000 at the request of the appropriate representatives of Deceased Holders of Certificates of ~~each~~ such Class and at the request of Living Holders of Certificates of ~~each~~ such Class or by mandatory distributions, pursuant to Section 5.09(a) and Section 5.09(d). On and after the earlier of (A) the Senior Credit Support Depletion Date for Group 1 and (B) the date on which any Realized Loss is allocated to ~~any Class of~~ the Special Retail Certificates, distributions in reduction of the Class Certificate Balances of such Class will be made on a pro rata basis pursuant to Section 5.09(e). (a) Except as set forth in Section 5.09(e), on each Distribution Date on which principal distributions to ~~any Class of~~ the Special Retail Certificates are made, such distributions will be made in the following priority: (i) first, to requesting Deceased Holders, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $~~25,000~~ 100,000 for each requesting Deceased Holder; and (ii) second, to requesting Living Holders, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $10,000 for each requesting Living Holder. Thereafter, distributions will be made, with respect to ~~such Class of~~ the Special Retail Certificates, as provided in clauses (i) and (ii) above, up to a second $~~25,000~~ 100,000 and $10,000, respectively. This sequence of priorities will be repeated until all requests for principal distributions by Deceased Holders and Living Holders of such Class have been honored, to the extent of amounts available for principal distributions to the Holders of such Class. All requests for principal distributions to Special Retail Certificates will be accepted in accordance with the provisions set forth in Section 5.09(c). Requests for principal distributions that are received by the Trustee after the related Record Date and requests for principal distributions received in a timely manner but not accepted with respect to any Distribution Date, will be treated as requests for principal distributions to the Special Retail Certificates on the next succeeding Distribution Date, and each succeeding Distribution Date thereafter, until each such request is accepted or is withdrawn as provided in Section 5.09(c). Such requests that are not withdrawn shall retain their order of priority without the need for any further action on the part of the appropriate Certificate Owner of the related Special Retail Certificate, all in accordance with the procedures of the Depository and the Trustee. Upon the transfer of beneficial ownership of any Special Retail Certificate, any distribution request previously submitted with respect to such Certificate will be deemed to have been withdrawn only upon the receipt by the Trustee on or before the Record Date for such Distribution Date of notification of such withdrawal in the manner set forth in Section 5.09(c) using a form required by the Depository. Distributions in reduction of the Class Certificate Balance of ~~any Class of~~ the Special Retail Certificates will be applied in an amount equal to the portion of the Senior Principal Distribution Amount allocable to such Class pursuant to Section 5.02, plus any amounts available for distribution from the applicable Rounding Account established as provided in Section 3.23, provided that the aggregate distribution of principal to such Class on any Distribution Date shall be made in an integral multiple of $1,000. To the extent that the portion of the Senior Principal Distribution Amount for Group 1 allocable to ~~any Class of~~ the Special Retail Certificates on any Distribution Date exceeds the aggregate ~~Class~~ Certificate Balance ~~of that Class~~ of Special Retail Certificates with respect to which principal distribution requests have been received, principal distributions in reduction of the Class Certificate Balance of such Class will be made by mandatory distribution pursuant to Section 5.09(d). (b) A Special Retail Certificate shall be deemed to be held by a Deceased Holder for purposes of this Section 5.09 if the death of the Certificate Owner thereof is deemed to have occurred. Special Retail Certificates beneficially owned by tenants by the entirety, joint tenants or tenants in common will be considered to be beneficially owned by a single owner. The death of a tenant by the entirety, joint tenant or tenant in common will be deemed to be the death of the Certificate Owner. Special Retail Certificates beneficially owned by a trust will be considered to be beneficially owned by each beneficiary of the trust to the extent of such beneficiary's beneficial interest therein, but in no event will a trust's beneficiaries collectively be deemed to be Certificate Owners of a number of Special Retail Certificates greater than the number of Special Retail Certificates of which such trust is the owner. The death of a beneficiary of a trust will be deemed to be the death of a Certificate Owner of the Special Retail Certificates beneficially owned by the trust to the extent of such beneficiary's beneficial interest in such trust. The death of an individual who was a tenant by the entirety, joint tenant or tenant in common in a tenancy which is the beneficiary of a trust will be deemed to be the death of the beneficiary of such trust. The death of an individual who, during his or her lifetime, was entitled to substantially all of the beneficial ownership interests in a Special Retail Certificate will be deemed to be the death of the Certificate Owner of such Special Retail Certificate regardless of the registration of ownership, if such beneficial ownership interest can be established to the satisfaction of the Trustee. Such beneficial interest will be deemed to exist in typical cases of street name or nominee ownership, ownership by a trustee, ownership under the Uniform Gifts to Minors Act and community property or other joint ownership arrangements between a husband and wife. Beneficial interest shall include the power to sell, transfer or otherwise dispose of a Special Retail Certificate and the right to receive the proceeds therefrom, as well as interest and principal distributions, as applicable, payable with respect thereto. The Trustee shall not be under any duty to determine independently the occurrence of the death of any deceased Certificate Owner. The Trustee may rely entirely upon documentation delivered to it pursuant to Section 5.09(c) in establishing the eligibility of any Certificate Owner to receive the priority accorded Deceased Holders in Section 5.09(a). (c) Requests for principal distributions to the Certificate Owner of any Special Retail Certificate must be made by delivering a written request therefor to the Depository Participant or Indirect Depository Participant that maintains the account evidencing such Certificate Owner's interest in such Certificate. In the case of a request on behalf of a Deceased Holder, appropriate evidence of death and any tax waivers are required to be forwarded to the Trustee under separate cover. The Depository Participant should in turn make the request of the Depository (or, in the case of an Indirect Depository Participant, such Indirect Depository Participant must notify the related Depository Participant of such request, which Depository Participant should make the request of the Depository) in the manner required under the rules and regulations of the Depository's APUT System. Upon receipt of such request, the Depository will date and time stamp such request and forward such request to the Trustee. The Depository may establish such procedures as it deems fair and equitable to establish the order of receipt of requests for such distributions received by it on the same day. None of the Depositor, the ~~Master~~ Servicer or the Trustee shall be liable for any delay in delivery of requests for distributions or withdrawals of such requests by the Depository, a Depository Participant or any Indirect Depository Participant. The Trustee shall maintain a list of those Depository Participants representing the appropriate Certificate Owners of Special Retail Certificates that have submitted requests for principal distributions, together with the order of receipt and the amounts of such requests. Subject to the priorities described in Section 5.09(a) above, the Depository will honor requests for distributions in the order of their receipt. The Trustee shall notify the Depository as to which requests should be honored on each Distribution Date at least two Business Days prior to such Distribution Date and shall notify the Depository as to the portion of the Senior Principal Distribution Amount (together with any amounts available for distribution from the applicable Rounding Account) to be distributed to the Special Retail Certificates by mandatory distribution pursuant to Section 5.09(d). Requests shall be honored by the Depository in accordance with the procedures, and subject to the priorities and limitations, described in this Section 5.09. The exact procedures to be followed by the Trustee and the Depository for purposes of determining such priorities and limitations will be those established from time to time by the Trustee or the Depository, as the case may be. The decisions of the Trustee and the Depository concerning such matters will be final and binding on all affected Persons. Special Retail Certificates that have been accepted for a distribution shall be due and payable on the applicable Distribution Date. Such Certificates shall cease to bear interest after the last day of the calendar month preceding the month in which such Distribution Date occurs. Any Certificate Owner of a Special Retail Certificate that has requested a principal distribution may withdraw its request by so notifying in writing the Depository Participant or Indirect Depository Participant that maintains such Certificate Owner's account. If such account is maintained by an Indirect Depository Participant, such Indirect Depository Participant must notify the related Depository Participant which in turn must forward the withdrawal of such request, in the manner required under the rules and regulations of the Depository's APUT System, to the Depository to be forwarded to the Trustee. If such notice of withdrawal of a request for distribution has not been received by the Depository and forwarded to the Trustee on or before the Record Date for the next Distribution Date, the previously made request for a principal distribution will be irrevocable with respect to the making of principal distributions on such Distribution Date. If any requests for principal distributions are rejected by the Trustee for failure to comply with the requirements of this Section 5.09, the Trustee shall return such request to the appropriate Depository Participant with a copy to the Depository with an explanation as to the reason for such rejection. (d) If principal distributions to be made to ~~any Class of~~ the Special Retail Certificates on a Distribution Date exceed the aggregate amount of principal distribution requests for such Class which have been received on or before the applicable Record Date, as provided in Section 5.09(a) above, additional Special Retail Certificates of such Class will be selected to receive mandatory principal distributions in lots equal to $1,000 in accordance with the then-applicable random lot procedures of the Depository, and the then-applicable procedures of the Depository Participants and Indirect Depository Participants representing the Certificate Owners (which procedures may or may not be by random lot). The Trustee shall notify the Depository of the aggregate amount of the mandatory principal distribution to be made on the next Distribution Date. The Depository shall then allocate such aggregate amount among the Depository Participants on a random lot basis. Each Depository Participant and, in turn, each Indirect Depository Participant will then select, in accordance with its own procedures, Special Retail Certificates of such Class from among those held in its accounts to receive mandatory principal distributions, such that the total amount of principal distributed to the Special Retail Certificates of such Class so selected is equal to the aggregate amount of such mandatory distributions allocated to such Depository Participant by the Depository and to such Indirect Depository Participant by its related Depository Participant, as the case may be. Depository Participants and Indirect Depository Participants that hold Special Retail Certificates of such Class selected for mandatory principal distributions are required to provide notice of such mandatory distributions to the affected Certificate Owners. (e) Notwithstanding any provisions herein to the contrary, on each Distribution Date on and after the earlier of (i) the Senior Credit Support Depletion Date for Group 1 and (ii) the date on which any Realized Loss is allocated to ~~any Class of~~ the Special Retail Certificates, distributions in reduction of the Class Certificate Balance of such Class will be made pro rata among the Certificate Owners of the Certificates of such Class and will not be made in integral multiples of $1,000 or pursuant to requests for distribution as permitted by Section 5.09(a) or by mandatory distributions as provided for by Section 5.09(d). (f) In the event that Definitive Certificates representing the Special Retail Certificates are issued pursuant to Section 6.02(c)(iii), an amendment to this Agreement, which may be approved without the consent of any Certificateholders, shall establish procedures relating to the manner in which distributions in reduction of the Class Certificate Balance of ~~each Class of~~ the Special Retail Certificates are to be made; provided that such procedures shall be consistent, to the extent practicable and customary for certificates similar to the Special Retail Certificates, with the provisions of this Section 5.09.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bank of America Mort Sec Inc Mort Pass THR Cert Ser 2001-8)

Principal Distributions on the Special Retail Certificates. Prior to the earlier of (1i) the ~~Senior~~ Credit Support Depletion Date and (2ii) the date on which any ~~Realized Loss~~ loss is allocated to ~~any Class of~~ the Special Retail ~~Certificates~~Certificates or their Corresponding Class by Pro Rata Allocation, distributions in reduction of the Class ~~Certificate~~ Principal Balance of ~~such Class~~ the Special Retail Certificates will be made in integral multiples of $1,000 at the request of the appropriate representatives of Deceased Holders of Certificates of ~~each~~ such Class and at the request of Living Holders of Certificates of ~~each~~ such Class or by mandatory distributions, pursuant to Section ~~5.09(a~~4.07(a) and Section ~~5.09(d~~4.07(d). On and after the earlier of (Ai) the ~~Senior~~ Credit Support Depletion Date and (Bii) the date on which any ~~Realized Loss~~ loss is allocated to ~~any Class of~~ the Special Retail ~~Certificates~~Certificates or their Corresponding Class by Pro Rata Allocation, distributions in reduction of the Class ~~Certificate Balances~~ Principal Balance of ~~such Class~~ the Special Retail Certificates will be made on a pro rata basis pursuant to Section ~~5.09(e~~4.07(e). (a) ~~Except as set forth in Section 5.09(e), on~~ On each Distribution Date (prior to the earlier of (i) the Credit Support Depletion Date and (ii) the date on which any loss is allocated to the Special Retail Certificates or their Corresponding Classes by Pro Rata Allocation) on which principal distributions to ~~any Class of~~ the Special Retail Certificates are made, such distributions will be made in the following priority: (i) first, to requesting Deceased Holders, in the order in which such requests are received by ~~the Depository~~DTC, but not exceeding an aggregate amount of $~~25,000~~ 100,000 for each requesting Deceased Holder; and (ii) second, to requesting Living Holders, in the order in which such requests are received by ~~the Depository~~DTC, but not exceeding an aggregate amount of $10,000 for each requesting Living Holder. Thereafter, distributions will be made, with respect to ~~such Class of~~ the Special Retail Certificates, as provided in clauses (i) and (ii) ~~above,~~ above up to a second $~~25,000~~ 100,000 and $10,000, respectively. This sequence of priorities will be repeated until all requests for principal distributions by Deceased Holders and Living Holders of such Class have been honored, to the extent of amounts available for principal distributions to ~~the Holders of~~ such Class. All requests for principal distributions to Special Retail Certificates will be accepted in accordance with the provisions set forth in Section ~~5.09(c~~4.07(c). Requests for principal distributions that are received by the Trustee after the related Record Date and requests for principal distributions received in a timely manner but not accepted with respect to any Distribution Date, will be treated as requests for principal distributions to ~~the~~ Special Retail Certificates on the next succeeding Distribution Date, and each succeeding Distribution Date thereafter, until each such request is accepted or is withdrawn as provided in Section ~~5.09(c~~4.07(c). Such requests ~~that~~ as are not so withdrawn shall retain their order of priority without the need for any further action on the part of the appropriate ~~Certificate Owner~~ Holder of the ~~related~~ Special Retail Certificate, all in accordance with the procedures of ~~the Depository~~ DTC and the Trustee. Upon the transfer of beneficial ownership of any Special Retail Certificate, any distribution request previously submitted with respect to such Certificate will be deemed to have been withdrawn only upon the receipt by the Trustee on or before the Record Date for such Distribution Date of notification of such withdrawal in the manner set forth in Section ~~5.09(c~~4.07(c) using a form required by ~~the Depository~~DTC. Distributions in reduction of the Class ~~Certificate~~ Principal Balance of ~~any Class of~~ the Special Retail Certificates will be applied in an amount equal to the portion of the ~~Senior Principal~~ REMIC III Available Distribution Amount allocable to such Class pursuant to Section ~~5.02~~4.05, plus any amounts available for distribution from the ~~applicable~~ Rounding Account established as provided in Section ~~3.23~~3.22, provided that the aggregate distribution of principal to such Class on any Distribution Date shall be made in an integral multiple of $1,000. To the extent that the portion of the Senior Principal Distribution Amount allocable to ~~any~~ the Corresponding Class of the Special Retail Certificates on any Distribution Date exceeds the aggregate ~~Class~~ Certificate Principal Balance ~~of that Class~~ of Special Retail Certificates with respect to which principal distribution ~~requests~~ requests, as set forth above, have been received, principal distributions in reduction of the Class ~~Certificate~~ Principal Balance of ~~such Class~~ the Special Retail Certificates will be made by mandatory distribution pursuant to Section ~~5.09(d~~4.07(d). (b) A Special Retail Certificate shall be deemed to be held by a Deceased Holder for purposes of this Section ~~5.09~~ 4.07 if the death of the ~~Certificate Owner~~ Holder thereof is deemed to have occurred. Special Retail Certificates beneficially owned by tenants by the entirety, joint tenants or tenants in common will be considered to be beneficially owned by a single owner. The death of a tenant by the entirety, joint tenant or tenant in common will be deemed to be the death of the ~~Certificate Owner~~Holder, and the Special Retail Certificates so beneficially owned will be eligible for priority with respect to principal distributions, subject to the limitations stated above. Special Retail Certificates beneficially owned by a trust will be considered to be beneficially owned by each beneficiary of the trust to the extent of such beneficiary's ’s beneficial interest therein, but in no event will a trust's ’s beneficiaries collectively be deemed to be ~~Certificate Owners~~ Holders of a number of Special Retail Certificates greater than the number of Special Retail Certificates of which such trust is the owner. The death of a beneficiary of a trust will be deemed to be the death of a ~~Certificate Owner~~ Holder of the Special Retail Certificates beneficially owned by the trust to the extent of such beneficiary's ’s beneficial interest in such trust. The death of an individual who was a tenant by the entirety, joint tenant or tenant in common in a tenancy which is the beneficiary of a trust will be deemed to be the death of the beneficiary of such trust. The death of ~~an individual~~ a person who, during his or her lifetime, was entitled to substantially all of the beneficial ownership interests in a Special Retail Certificate will be deemed to be the death of the ~~Certificate Owner~~ Holder of such Special Retail Certificate regardless of the registration of ownership, if such beneficial ownership interest can be established to the satisfaction of the Trustee. Such beneficial interest will be deemed to exist in typical cases of street name or nominee ownership, ownership by a trustee, ownership under the Uniform Gifts to Minors Act and community property or other joint ownership arrangements between a husband and wife. Beneficial interest shall include the power to sell, transfer or otherwise dispose of a Special Retail Certificate and the right to receive the proceeds therefrom, as well as interest and principal distributions, as applicable, payable with respect thereto. The Trustee may rely entirely upon documentation delivered to it in establishing beneficial ownership interests in Special Retail Certificates. The Trustee shall not be under any duty to determine independently the occurrence of the death of any deceased ~~Certificate Owner~~Holder. The Trustee may rely entirely upon documentation delivered to it pursuant to Section ~~5.09(c~~4.07(c) in establishing the eligibility of any ~~Certificate Owner~~ Holder to receive the priority accorded Deceased Holders in Section ~~5.09(a~~4.07(a). (c) Requests for principal distributions to ~~the Certificate Owner of~~ any Special Retail Certificate must be made by delivering a written request therefor to the ~~Depository~~ DTC Participant or Indirect ~~Depository~~ DTC Participant that maintains the account evidencing such ~~Certificate Owner's~~ Holder’s interest in such Certificate. In the case of a request on behalf of a Deceased Holder, appropriate evidence of death and any tax waivers are required to be forwarded to the Trustee under separate cover. The ~~Depository~~ DTC Participant should in turn make the request of ~~the Depository~~ DTC (or, in the case of an Indirect ~~Depository~~ DTC Participant, such Indirect ~~Depository~~ DTC Participant must notify the related ~~Depository~~ DTC Participant of such request, which ~~Depository~~ DTC Participant should make the request of DTC) on a form required by DTC and provided to the ~~Depository) in the manner required under the rules and regulations of the Depository's APUT System~~DTC Participant. Upon receipt of such request, ~~the Depository~~ DTC will date and time stamp such request and forward such request to the Trustee. ~~The Depository~~ DTC may establish such procedures as it deems fair and equitable to establish the order of receipt of requests for such distributions received by it on the same day. None of the ~~Depositor~~Company, the Master ~~Servicer~~ Servicer, the Trust or the Trustee shall be liable for any delay in delivery of requests for distributions or withdrawals of such requests by ~~the Depository~~DTC, a ~~Depository~~ DTC Participant or any Indirect ~~Depository~~ DTC Participant. The Trustee shall maintain a list of those ~~Depository~~ DTC Participants representing the appropriate ~~Certificate Owners~~ Holders of Special Retail Certificates that have submitted requests for principal distributions, together with the order of receipt and the amounts of such requests. Subject to the priorities described in Section ~~5.09(a~~4.07(a) above, ~~the Depository~~ DTC will honor requests for distributions in the order of their receipt. The Trustee shall notify ~~the Depository~~ DTC as to which requests should be honored on each Distribution Date at least two Business Days prior to such Distribution Date and shall notify ~~the Depository~~ DTC as to the portion of the ~~Senior Principal~~ REMIC III Available Distribution Amount (together with any amounts available for distribution from the ~~applicable~~ Rounding Account) to be distributed to the Special Retail Certificates by mandatory distribution pursuant to Section ~~5.09(d~~4.07(d). Requests shall be honored by ~~the Depository~~ DTC in accordance with the procedures, and subject to the priorities and limitations, described in this Section ~~5.09~~4.07. The exact procedures to be followed by the Trustee and ~~the Depository~~ DTC for purposes of determining such priorities and limitations will be those established from time to time by the Trustee or ~~the Depository~~DTC, as the case may be. The decisions of the Trustee and ~~the Depository~~ DTC concerning such matters will be final and binding on all affected ~~Persons~~persons. Special Retail Certificates that have been accepted for a distribution shall be due and payable on the applicable Distribution Date. Such Certificates shall cease to bear interest after the last calendar day of the ~~calendar~~ month preceding the month in which such Distribution Date occurs. Any ~~Certificate Owner~~ Holder of a Special Retail Certificate that has requested a principal distribution may withdraw its request by so notifying in writing the ~~Depository~~ DTC Participant or Indirect ~~Depository~~ DTC Participant that maintains such ~~Certificate Owner's~~ Holder’s account. If In the event that such account is maintained by an Indirect ~~Depository~~ DTC Participant, such Indirect ~~Depository~~ DTC Participant must notify the related ~~Depository~~ DTC Participant which in turn must forward the withdrawal of such request, ~~in the manner~~ on a form required ~~under the rules and regulations of the Depository's APUT System~~by DTC, to ~~the Depository~~ DTC to be forwarded to the Trustee. If such notice of withdrawal of a request for distribution has not been received by ~~the Depository~~ DTC and forwarded to the Trustee on or before the Record Date for the next Distribution Date, the previously made request for a principal distribution will be irrevocable with respect to the making of principal distributions on such Distribution Date. If In the event any requests for principal distributions are rejected by the Trustee for failure to comply with the requirements of this Section ~~5.09~~4.07, the Trustee shall return such request to the appropriate ~~Depository~~ DTC Participant with a copy to ~~the Depository~~ DTC with an explanation as to the reason for such rejection. (d) If To the extent, if any, that principal distributions to be made to ~~any Class of~~ the Special Retail Certificates on a Distribution Date exceed the aggregate amount of principal distribution requests for such Class which have been received on or before the applicable Record Date, as provided in Section ~~5.09(a~~4.07(a) above, additional Special Retail Certificates ~~of such Class~~ will be selected to receive mandatory principal distributions in lots equal to $1,000 in accordance with the then-applicable ~~random lot~~ Random Lot procedures of ~~the Depository~~DTC, and the then-applicable procedures of the ~~Depository~~ DTC Participants and Indirect ~~Depository~~ DTC Participants representing the ~~Certificate Owners~~ Holders (which procedures may or may not be by random lot). The Trustee shall notify ~~the Depository~~ DTC of the aggregate amount of the mandatory principal distribution to be made on the next Distribution Date. ~~The Depository~~ DTC shall then allocate such aggregate amount among the ~~Depository~~ DTC Participants on a ~~random lot~~ Random Lot basis. Each ~~Depository~~ DTC Participant and, in turn, each Indirect ~~Depository~~ DTC Participant will then select, in accordance with its own procedures, Special Retail Certificates ~~of such Class~~ from among those held in its accounts to receive mandatory principal distributions, such that the total amount of principal distributed to the Special Retail Certificates ~~of such Class~~ so selected is equal to the aggregate amount of such mandatory distributions allocated to such ~~Depository~~ DTC Participant by ~~the Depository~~ DTC and to such Indirect ~~Depository~~ DTC Participant by its related ~~Depository~~ DTC Participant, as the case may be. ~~Depository~~ DTC Participants and Indirect ~~Depository~~ DTC Participants that hold Special Retail Certificates ~~of such Class~~ selected for mandatory principal distributions are required to provide notice of such mandatory distributions to the affected ~~Certificate Owners~~Holders. The Master Servicer shall notify the Trustee of the amount of principal distributions to be made on each Distribution Date in a timely manner such that the Trustee may fulfill its obligations under the Depositary Agreement. (e) Notwithstanding any provisions herein to the contrary, on each Distribution Date on and after the earlier of (i) the ~~Senior~~ Credit Support Depletion Date and (ii) the date on which any ~~Realized Loss~~ loss is allocated to ~~any Class of~~ the Special Retail ~~Certificates~~Certificates or their Corresponding Class by Pro Rata Allocation, distributions in reduction of the Class ~~Certificate~~ Principal Balance of ~~such Class~~ the Special Retail Certificates will be made pro rata among the ~~Certificate Owners~~ Holders of the Special Retail Certificates ~~of such Class~~ and will not be made in integral multiples of $1,000 or nor pursuant to requests for distribution as permitted by Section ~~5.09(a~~4.07(a) or by mandatory distributions as provided for by Section ~~5.09(d~~4.07(d). (f) In the event that Definitive Certificates representing ~~the~~ Special Retail Certificates are issued pursuant to Section ~~6.02(c)(iii)~~5.09, an amendment to this Agreement, which may be approved without the consent of any Certificateholders, shall establish procedures relating to the manner in which distributions in reduction of the Class ~~Certificate~~ Principal Balance ~~of each Class~~ of the Special Retail Certificates are to be made; provided that such procedures shall be consistent, to the extent practicable and customary for certificates similar to the Special Retail Certificates, with the provisions of this Section ~~5.09~~4.07.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Washington Mutual MSC Mort Pass THR Cert Ser 2003 Ms8)

Principal Distributions on the Special Retail Certificates. Prior to the earlier of (1) the Senior Credit Support Depletion Date for Group 1 and (2) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates, distributions in reduction of the Class Certificate Balance of such Class will be made in integral multiples of $1,000 at the request of the appropriate representatives of Deceased Holders of Certificates of each such Class and at the request of Living Holders of Certificates of each such Class or by mandatory distributions, pursuant to Section 5.09(a) and Section 5.09(d). On and after the earlier of (A) the Senior Credit Support Depletion Date for Group 1 and (B) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates, distributions in reduction of the Class Certificate Balances of such Class will be made on a pro rata basis pursuant to Section 5.09(e). (a) Except as set forth in Section 5.09(e), on each Distribution Date on which principal distributions to any Class of the Special Retail Certificates are made, such distributions will be made in the following priority: (i) first, to requesting Deceased ~~Holders~~Holders of such Class, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $~~25,000~~ 100,000 for each requesting Deceased Holder; and (ii) second, to requesting Living ~~Holders~~Holders of such Class, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $10,000 for each requesting Living Holder. Thereafter, distributions will be made, with respect to such Class of ~~the~~ Special Retail Certificates, as provided in clauses (i) and (ii) above, up to a second $~~25,000~~ 100,000 and $10,000, respectively. This sequence of priorities will be repeated until all requests for principal distributions by Deceased Holders and Living Holders of such Class have been honored, to the extent of amounts available for principal distributions to the Holders of such Class. All requests for principal distributions to Special Retail Certificates will be accepted in accordance with the provisions set forth in Section 5.09(c). Requests for principal distributions that are received by the Trustee after the related Record Date and requests for principal distributions received in a timely manner but not accepted with respect to any Distribution Date, will be treated as requests for principal distributions to the Special Retail Certificates on the next succeeding Distribution Date, and each succeeding Distribution Date thereafter, until each such request is accepted or is withdrawn as provided in Section 5.09(c). Such requests that are not withdrawn shall retain their order of priority without the need for any further action on the part of the appropriate Certificate Owner of the related Special Retail Certificate, all in accordance with the procedures of the Depository and the Trustee. Upon the transfer of beneficial ownership of any Special Retail Certificate, any distribution request previously submitted with respect to such Certificate will be deemed to have been withdrawn only upon the receipt by the Trustee on or before the Record Date for such Distribution Date of notification of such withdrawal in the manner set forth in Section 5.09(c) using a form required by the Depository. Distributions in reduction of the Class Certificate Balance of any Class of Special Retail Certificates will be applied in an amount equal to the portion of the Senior Principal Distribution Amount for Group 1 allocable to such Class pursuant to Section 5.02, plus any amounts available for distribution from the applicable Rounding Account established as provided in Section 3.23, provided that the aggregate distribution of principal to such Class on any Distribution Date shall be made in an integral multiple of $1,000. To the extent that the portion of the Senior Principal Distribution Amount for Group 1 allocable to any Class of Special Retail Certificates on any Distribution Date exceeds the aggregate ~~Class~~ Certificate Balance ~~of that Class~~ of Special Retail Certificates of such Class with respect to which principal distribution requests have been received, principal distributions in reduction of the Class Certificate Balance of such Class will be made by mandatory distribution pursuant to Section 5.09(d). (b) A Special Retail Certificate shall be deemed to be held by a Deceased Holder for purposes of this Section 5.09 if the death of the Certificate Owner thereof is deemed to have occurred. Special Retail Certificates beneficially owned by tenants by the entirety, joint tenants or tenants in common will be considered to be beneficially owned by a single owner. The death of a tenant by the entirety, joint tenant or tenant in common will be deemed to be the death of the Certificate Owner. Special Retail Certificates beneficially owned by a trust will be considered to be beneficially owned by each beneficiary of the trust to the extent of such beneficiary's beneficial interest therein, but in no event will a trust's beneficiaries collectively be deemed to be Certificate Owners of a number of Special Retail Certificates greater than the number of Special Retail Certificates of which such trust is the owner. The death of a beneficiary of a trust will be deemed to be the death of a Certificate Owner of the Special Retail Certificates beneficially owned by the trust to the extent of such beneficiary's beneficial interest in such trust. The death of an individual who was a tenant by the entirety, joint tenant or tenant in common in a tenancy which is the beneficiary of a trust will be deemed to be the death of the beneficiary of such trust. The death of an individual who, during his or her lifetime, was entitled to substantially all of the beneficial ownership interests in a Special Retail Certificate will be deemed to be the death of the Certificate Owner of such Special Retail Certificate regardless of the registration of ownership, if such beneficial ownership interest can be established to the satisfaction of the Trustee. Such beneficial interest will be deemed to exist in typical cases of street name or nominee ownership, ownership by a trustee, ownership under the Uniform Gifts to Minors Act and community property or other joint ownership arrangements between a husband and wife. Beneficial interest shall include the power to sell, transfer or otherwise dispose of a Special Retail Certificate and the right to receive the proceeds therefrom, as well as interest and principal distributions, as applicable, payable with respect thereto. The Trustee shall not be under any duty to determine independently the occurrence of the death of any deceased Certificate Owner. The Trustee may rely entirely upon documentation delivered to it pursuant to Section 5.09(c) in establishing the eligibility of any Certificate Owner to receive the priority accorded Deceased Holders in Section 5.09(a). (c) Requests for principal distributions to the Certificate Owner of any Special Retail Certificate must be made by delivering a written request therefor to the Depository Participant or Indirect Depository Participant that maintains the account evidencing such Certificate Owner's interest in such Certificate. In the case of a request on behalf of a Deceased Holder, appropriate evidence of death and any tax waivers are required to be forwarded to the Trustee under separate cover. The Depository Participant should in turn make the request of the Depository (or, in the case of an Indirect Depository Participant, such Indirect Depository Participant must notify the related Depository Participant of such request, which Depository Participant should make the request of the Depository) in the manner required under the rules and regulations of the Depository's APUT System. Upon receipt of such request, the Depository will date and time stamp such request and forward such request to the Trustee. The Depository may establish such procedures as it deems fair and equitable to establish the order of receipt of requests for such distributions received by it on the same day. None of the Depositor, the ~~Master~~ Servicer or the Trustee shall be liable for any delay in delivery of requests for distributions or withdrawals of such requests by the Depository, a Depository Participant or any Indirect Depository Participant. The Trustee shall maintain a list of those Depository Participants representing the appropriate Certificate Owners of Special Retail Certificates that have submitted requests for principal distributions, together with the order of receipt and the amounts of such requests. Subject to the priorities described in Section 5.09(a) above, the Depository will honor requests for distributions in the order of their receipt. The Trustee shall notify the Depository as to which requests should be honored on each Distribution Date at least two Business Days prior to such Distribution Date and shall notify the Depository as to the portion of the Senior Principal Distribution Amount (together with any amounts available for distribution from the applicable Rounding Account) to be distributed to the Special Retail Certificates by mandatory distribution pursuant to Section 5.09(d). Requests shall be honored by the Depository in accordance with the procedures, and subject to the priorities and limitations, described in this Section 5.09. The exact procedures to be followed by the Trustee and the Depository for purposes of determining such priorities and limitations will be those established from time to time by the Trustee or the Depository, as the case may be. The decisions of the Trustee and the Depository concerning such matters will be final and binding on all affected Persons. Special Retail Certificates that have been accepted for a distribution shall be due and payable on the applicable Distribution Date. Such Certificates shall cease to bear interest after the last day of the calendar month preceding the month in which such Distribution Date occurs. Any Certificate Owner of a Special Retail Certificate that has requested a principal distribution may withdraw its request by so notifying in writing the Depository Participant or Indirect Depository Participant that maintains such Certificate Owner's account. If such account is maintained by an Indirect Depository Participant, such Indirect Depository Participant must notify the related Depository Participant which in turn must forward the withdrawal of such request, in the manner required under the rules and regulations of the Depository's APUT System, to the Depository to be forwarded to the Trustee. If such notice of withdrawal of a request for distribution has not been received by the Depository and forwarded to the Trustee on or before the Record Date for the next Distribution Date, the previously made request for a principal distribution will be irrevocable with respect to the making of principal distributions on such Distribution Date. If any requests for principal distributions are rejected by the Trustee for failure to comply with the requirements of this Section 5.09, the Trustee shall return such request to the appropriate Depository Participant with a copy to the Depository with an explanation as to the reason for such rejection. (d) If principal distributions to be made to any Class of ~~the~~ Special Retail Certificates on a Distribution Date exceed the aggregate amount of principal distribution requests for such Class which have been received on or before the applicable Record Date, as provided in Section 5.09(a) above, additional Special Retail Certificates of such Class will be selected to receive mandatory principal distributions in lots equal to $1,000 in accordance with the then-applicable random lot procedures of the Depository, and the then-applicable procedures of the Depository Participants and Indirect Depository Participants representing the Certificate Owners (which procedures may or may not be by random lot). The Trustee shall notify the Depository of the aggregate amount of the mandatory principal distribution to be made on the next Distribution Date. The Depository shall then allocate such aggregate amount among the Depository Participants on a random lot basis. Each Depository Participant and, in turn, each Indirect Depository Participant will then select, in accordance with its own procedures, Special Retail Certificates of such Class from among those held in its accounts to receive mandatory principal distributions, such that the total amount of principal distributed to the Special Retail Certificates of such Class so selected is equal to the aggregate amount of such mandatory distributions allocated to such Depository Participant by the Depository and to such Indirect Depository Participant by its related Depository Participant, as the case may be. Depository Participants and Indirect Depository Participants that hold Special Retail Certificates of such Class selected for mandatory principal distributions are required to provide notice of such mandatory distributions to the affected Certificate Owners. (e) Notwithstanding any provisions herein to the contrary, on each Distribution Date on and after the earlier of (i) the Senior Credit Support Depletion Date for Group 1 and (ii) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates, distributions in reduction of the Class Certificate Balance of such Class will be made pro rata among the Certificate Owners of the Certificates of such Class and will not be made in integral multiples of $1,000 or pursuant to requests for distribution as permitted by Section 5.09(a) or by mandatory distributions as provided for by Section 5.09(d). (f) In the event that Definitive Certificates representing the Special Retail Certificates are issued pursuant to Section 6.02(c)(iii), an amendment to this Agreement, which may be approved without the consent of any Certificateholders, shall establish procedures relating to the manner in which distributions in reduction of the Class Certificate Balance of ~~each Class of~~ the Special Retail Certificates are to be made; provided that such procedures shall be consistent, to the extent practicable and customary for certificates similar to the Special Retail Certificates, with the provisions of this Section 5.09.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Mortgage Pass Through Certificates Series 2001-9)

Principal Distributions on the Special Retail Certificates. ~~Prior~~ With respect to each Class of Special Retail Certificates, prior to the earlier of (1i) the ~~Senior~~ Credit Support Depletion Date and (2ii) the date on which any ~~Realized Loss~~ loss is allocated to ~~any~~ such Class ~~of Special Retail Certificates~~or its Corresponding Class by Pro Rata Allocation, distributions in reduction of the Class ~~Certificate~~ Principal Balance of such Class will be made in integral multiples of $1,000 at the request of the appropriate representatives of 126 Deceased Holders of Certificates of ~~each~~ such Class and at the request of Living Holders of Certificates of ~~each~~ such Class or by mandatory distributions, pursuant to Section ~~5.09(a~~4.07(a) and Section ~~5.09(d~~4.07(d). On and after the earlier of (Ai) the ~~Senior~~ Credit Support Depletion Date and (Bii) the date on which any ~~Realized Loss~~ loss is allocated to ~~any~~ such Class ~~of Special Retail Certificates~~or its Corresponding Class by Pro Rata Allocation, distributions in reduction of the Class ~~Certificate Balances~~ Principal Balance of such Class will be made on a pro rata basis pursuant to Section ~~5.09(e~~4.07(e). (a) ~~Except as set forth in Section 5.09(e), on~~ On each Distribution Date (prior to the earlier of (i) the Credit Support Depletion Date and (ii) the date on which any loss is allocated to the Special Retail Certificates or their Corresponding Classes by Pro Rata Allocation) on which principal distributions to ~~any~~ a Class of ~~the~~ Special Retail Certificates are made, such distributions will be made in the following priority: (i) first, to requesting Deceased Holders, in the order in which such requests are received by ~~the Depository~~DTC, but not exceeding an aggregate amount of $~~25,000~~ 100,000 for each requesting Deceased Holder; and (ii) second, to requesting Living Holders, in the order in which such requests are received by ~~the Depository~~DTC, but not exceeding an aggregate amount of $10,000 for each requesting Living Holder. Thereafter, distributions will be made, with respect to such Class of ~~the~~ Special Retail Certificates, as provided in clauses (i) and (ii) ~~above,~~ above up to a second $~~25,000~~ 100,000 and $10,000, respectively. This sequence of priorities will be repeated until all requests for principal distributions by Deceased Holders and Living Holders of such Class have been honored, to the extent of amounts available for principal distributions to ~~the Holders of~~ such Class. All requests for principal distributions to Special Retail Certificates will be accepted in accordance with the provisions set forth in Section ~~5.09(c~~4.07(c). Requests for principal distributions that are received by the Trustee after the related Record Date and requests for principal distributions received in a timely manner but not accepted with respect to any Distribution Date, will be treated as requests for principal distributions to ~~the~~ Special Retail Certificates on the next succeeding Distribution Date, and each succeeding Distribution Date thereafter, until each such request is accepted or is withdrawn as provided in Section ~~5.09(c~~4.07(c). Such requests ~~that~~ as are not so withdrawn shall retain their order of priority without the need for any further action on the part of the appropriate ~~Certificate Owner~~ Holder of the related Special Retail Certificate, all in accordance with the procedures of ~~the Depository~~ DTC and the Trustee. Upon the transfer of beneficial ownership of any Special Retail Certificate, any distribution request previously submitted with respect to such Certificate will be deemed to have been withdrawn only upon the receipt by the Trustee on or before the Record Date for such Distribution Date of notification of such withdrawal in the manner set forth in Section ~~5.09(c~~4.07(c) using a form required by ~~the Depository~~DTC. Distributions in reduction of the Class ~~Certificate~~ Principal Balance of any Class of Special Retail Certificates will be applied in an amount equal to the portion of the ~~Senior Principal~~ REMIC III Available Distribution Amount allocable to such Class pursuant to Section ~~5.02~~4.05, plus any amounts available for distribution from the applicable Rounding Account established as provided in Section ~~3.23~~3.22, provided that the aggregate distribution of principal to such Class on any Distribution Date shall be made in an integral multiple of $1,000. 127 To the extent that the portion of the Senior Principal Distribution Amount allocable to the Corresponding Class of any Class of Special Retail Certificates on any Distribution Date exceeds the aggregate ~~Class~~ Certificate Principal Balance ~~of that Class~~ of Special Retail Certificates of such Class with respect to which principal distribution ~~requests~~ requests, as set forth above, have been received, principal distributions in reduction of the Class ~~Certificate~~ Principal Balance of such Class of Special Retail Certificates will be made by mandatory distribution pursuant to Section ~~5.09(d~~4.07(d). (b) A Special Retail Certificate shall be deemed to be held by a Deceased Holder for purposes of this Section ~~5.09~~ 4.07 if the death of the ~~Certificate Owner~~ Holder thereof is deemed to have occurred. Special Retail Certificates beneficially owned by tenants by the entirety, joint tenants or tenants in common will be considered to be beneficially owned by a single owner. The death of a tenant by the entirety, joint tenant or tenant in common will be deemed to be the death of the ~~Certificate Owner~~Holder, and the Special Retail Certificates so beneficially owned will be eligible for priority with respect to principal distributions, subject to the limitations stated above. Special Retail Certificates beneficially owned by a trust will be considered to be beneficially owned by each beneficiary of the trust to the extent of such beneficiary's beneficial interest therein, but in no event will a trust's beneficiaries collectively be deemed to be ~~Certificate Owners~~ Holders of a number of Special Retail Certificates greater than the number of Special Retail Certificates of which such trust is the owner. The death of a beneficiary of a trust will be deemed to be the death of a ~~Certificate Owner~~ Holder of the Special Retail Certificates beneficially owned by the trust to the extent of such beneficiary's beneficial interest in such trust. The death of an individual who was a tenant by the entirety, joint tenant or tenant in common in a tenancy which is the beneficiary of a trust will be deemed to be the death of the beneficiary of such trust. The death of ~~an individual~~ a person who, during his or her lifetime, was entitled to substantially all of the beneficial ownership interests in a Special Retail Certificate will be deemed to be the death of the ~~Certificate Owner~~ Holder of such Special Retail Certificate regardless of the registration of ownership, if such beneficial ownership interest can be established to the satisfaction of the Trustee. Such beneficial interest will be deemed to exist in typical cases of street name or nominee ownership, ownership by a trustee, ownership under the Uniform Gifts to Minors Act and community property or other joint ownership arrangements between a husband and wife. Beneficial interest shall include the power to sell, transfer or otherwise dispose of a Special Retail Certificate and the right to receive the proceeds therefrom, as well as interest and principal distributions, as applicable, payable with respect thereto. The Trustee may rely entirely upon documentation delivered to it in establishing beneficial ownership interests in Special Retail Certificates. The Trustee shall not be under any duty to determine independently the occurrence of the death of any deceased ~~Certificate Owner~~Holder. The Trustee may rely entirely upon documentation delivered to it pursuant to Section ~~5.09(c~~4.07(c) in establishing the eligibility of any ~~Certificate Owner~~ Holder to receive the priority accorded Deceased Holders in Section ~~5.09(a~~4.07(a). (c) Requests for principal distributions to ~~the Certificate Owner of~~ any Special Retail Certificate must be made by delivering a written request therefor to the ~~Depository~~ DTC Participant or Indirect ~~Depository~~ DTC Participant that maintains the account evidencing such ~~Certificate Owner~~Holder's interest in such Certificate. In the case of a request on behalf of a Deceased Holder, appropriate evidence of death and any tax waivers are required to be forwarded to the Trustee under separate cover. The ~~Depository~~ DTC Participant should in turn make the request of ~~the Depository~~ DTC (or, in the case of an Indirect ~~Depository~~ DTC Participant, such Indirect ~~Depository~~ DTC Participant must notify the related ~~Depository~~ DTC Participant of such request, which ~~Depository~~ DTC Participant should make the request of DTC) on a form required by DTC and provided to the ~~Depository) in the manner required under the rules and regulations of the Depository's APUT System~~DTC Participant. Upon receipt of such request, ~~the Depository~~ DTC will date and time stamp such request and 128 forward such request to the Trustee. ~~The Depository~~ DTC may establish such procedures as it deems fair and equitable to establish the order of receipt of requests for such distributions received by it on the same day. None of the ~~Depositor~~Company, the Master Servicer or the Trustee shall be liable for any delay in delivery of requests for distributions or withdrawals of such requests by ~~the Depository~~DTC, a ~~Depository~~ DTC Participant or any Indirect ~~Depository~~ DTC Participant. The Trustee shall maintain a list of those ~~Depository~~ DTC Participants representing the appropriate ~~Certificate Owners~~ Holders of Special Retail Certificates that have submitted requests for principal distributions, together with the order of receipt and the amounts of such requests. Subject to the priorities described in Section ~~5.09(a~~4.07(a) above, ~~the Depository~~ DTC will honor requests for distributions in the order of their receipt. The Trustee shall notify ~~the Depository~~ DTC as to which requests should be honored on each Distribution Date at least two Business Days prior to such Distribution Date and shall notify ~~the Depository~~ DTC as to the portion of the ~~Senior Principal~~ REMIC III Available Distribution Amount (together with any amounts available for distribution from the applicable Rounding Account) to be distributed to the Special Retail Certificates by mandatory distribution pursuant to Section ~~5.09(d~~4.07(d). Requests shall be honored by ~~the Depository~~ DTC in accordance with the procedures, and subject to the priorities and limitations, described in this Section ~~5.09~~4.07. The exact procedures to be followed by the Trustee and ~~the Depository~~ DTC for purposes of determining such priorities and limitations will be those established from time to time by the Trustee or ~~the Depository~~DTC, as the case may be. The decisions of the Trustee and ~~the Depository~~ DTC concerning such matters will be final and binding on all affected ~~Persons~~persons. Special Retail Certificates that have been accepted for a distribution shall be due and payable on the applicable Distribution Date. Such Certificates shall cease to bear interest after the last calendar day of the ~~calendar~~ month preceding the month in which such Distribution Date occurs. Any ~~Certificate Owner~~ Holder of a Special Retail Certificate that has requested a principal distribution may withdraw its request by so notifying in writing the ~~Depository~~ DTC Participant or Indirect ~~Depository~~ DTC Participant that maintains such ~~Certificate Owner~~Holder's account. If In the event that such account is maintained by an Indirect ~~Depository~~ DTC Participant, such Indirect ~~Depository~~ DTC Participant must notify the related ~~Depository~~ DTC Participant which in turn must forward the withdrawal of such request, ~~in the manner~~ on a form required ~~under the rules and regulations of the Depository's APUT System~~by DTC, to ~~the Depository~~ DTC to be forwarded to the Trustee. If such notice of withdrawal of a request for distribution has not been received by ~~the Depository~~ DTC and forwarded to the Trustee on or before the Record Date for the next Distribution Date, the previously made request for a principal distribution will be irrevocable with respect to the making of principal distributions on such Distribution Date. If In the event any requests for principal distributions are rejected by the Trustee for failure to comply with the requirements of this Section ~~5.09~~4.07, the Trustee shall return such request to the appropriate ~~Depository~~ DTC Participant with a copy to ~~the Depository~~ DTC with an explanation as to the reason for such rejection. (d) If To the extent, if any, that principal distributions to be made to any Class of ~~the~~ Special Retail Certificates on a Distribution Date exceed the aggregate amount of principal distribution requests for such Class which have been received on or before the applicable Record Date, as provided in Section ~~5.09(a~~4.07(a) above, additional Special Retail Certificates of such Class will be selected to receive mandatory principal distributions in lots equal to $1,000 in accordance with the then-applicable ~~random lot~~ Random Lot procedures of ~~the Depository~~DTC, and the then-applicable procedures of the ~~Depository~~ DTC Participants and Indirect ~~Depository~~ DTC Participants representing the ~~Certificate Owners~~ Holders (which procedures 129 may or may not be by random lot). The Trustee shall notify ~~the Depository~~ DTC of the aggregate amount of the mandatory principal distribution to be made on the next Distribution Date. ~~The Depository~~ DTC shall then allocate such aggregate amount among the ~~Depository~~ DTC Participants on a ~~random lot~~ Random Lot basis. Each ~~Depository~~ DTC Participant and, in turn, each Indirect ~~Depository~~ DTC Participant will then select, in accordance with its own procedures, Special Retail Certificates ~~of such Class~~ from among those held in its accounts to receive mandatory principal distributions, such that the total amount of principal distributed to the Special Retail Certificates ~~of such Class~~ so selected is equal to the aggregate amount of such mandatory distributions allocated to such ~~Depository~~ DTC Participant by ~~the Depository~~ DTC and to such Indirect ~~Depository~~ DTC Participant by its related ~~Depository~~ DTC Participant, as the case may be. ~~Depository~~ DTC Participants and Indirect ~~Depository~~ DTC Participants that hold Special Retail Certificates ~~of such Class~~ selected for mandatory principal distributions are required to provide notice of such mandatory distributions to the affected ~~Certificate Owners~~Holders. The Master Servicer shall notify the Trustee of the amount of principal distributions to be made on each Distribution Date in a timely manner such that the Trustee may fulfill its obligations under the Depositary Agreement. (e) Notwithstanding any provisions herein to the contrary, on each Distribution Date on and after the earlier of (i) the ~~Senior~~ Credit Support Depletion Date and (ii) the date on which any ~~Realized Loss~~ loss is allocated to ~~any~~ a Class of Special Retail ~~Certificates~~Certificates or its Corresponding Class by Pro Rata Allocation, distributions in reduction of the Class ~~Certificate~~ Principal Balance of such Class will be made pro rata among the ~~Certificate Owners~~ Holders of the Certificates of such Class and will not be made in integral multiples of $1,000 or nor pursuant to requests for distribution as permitted by Section ~~5.09(a~~4.07(a) or by mandatory distributions as provided for by Section ~~5.09(d~~4.07(d). (f) In the event that Definitive Certificates representing ~~the~~ Special Retail Certificates are issued pursuant to Section ~~6.02(c)(iii)~~5.09, an amendment to this Agreement, which may be approved without the consent of any Certificateholders, shall establish procedures relating to the manner in which distributions in reduction of the Class ~~Certificate~~ Principal Balance of each Class of ~~the~~ Special Retail Certificates are to be made; provided that such procedures shall be consistent, to the extent practicable and customary for certificates similar to the Special Retail Certificates, with the provisions of this Section ~~5.09~~4.07.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Washington Mutual Mor Sec Corp Mor Pass Thru Cert Ser 2001-4)

Principal Distributions on the Special Retail Certificates. ~~Prior~~ Unless the Class 2-A-2 Insurer fails to make an Insured Payment in respect of principal in respect of the ~~earlier of (1) the Senior Credit Support Depletion Date and (~~Class 2~~) the date on which any Realized Loss is allocated to any Class of Special Retail~~ -A-2 Certificates, distributions in reduction of the Class ~~Certificate~~ Principal Balance of ~~such Class~~ the Special Retail Certificates will be made in integral multiples of $1,000 at the request of the appropriate representatives of Deceased Holders of Certificates of ~~each~~ such Class and at the request of Living Holders of Certificates of ~~each~~ such Class or by mandatory distributions, pursuant to Section ~~5.09(a~~4.06(a) and Section ~~5.09(d~~4.06(d). ~~On and after~~ If the ~~earlier~~ Class 2-A-2 Insurer fails to make an Insured Payment under the Class 2-A-2 Policy in respect of ~~(A)~~ principal in respect of the ~~Senior Credit Support Depletion Date and (B) the date on which any Realized Loss is allocated to any~~ Class ~~of Special Retail~~ 2-A-2 Certificates, distributions in reduction of the ~~Class~~ Certificate ~~Balances~~ Principal Balance of such Class will be made on a pro rata basis pursuant to Section ~~5.09(e~~4.06(e). (a) Except as set forth in Section ~~5.09(e~~4.06(e), on each Distribution Date on which principal distributions to ~~any Class of~~ the Special Retail Certificates are made, such distributions will be made in the following priority: (i) first, to requesting Deceased ~~Holders~~Holders of such Class, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $~~25,000~~ 100,000 for each requesting Deceased Holder; and (ii) second, to requesting Living ~~Holders~~Holders of such Class, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $10,000 for each requesting Living Holder. Thereafter, distributions will be made, with respect to ~~such Class of~~ the Special Retail Certificates, as provided in clauses (i) and (ii) above, up to a second $~~25,000~~ 100,000 and $10,000, respectively. This sequence of priorities will be repeated until all requests for principal distributions by Deceased Holders and Living Holders of such Class have been honored, to the extent of amounts available for principal distributions to the Holders of such Class. All requests for principal distributions to Special Retail Certificates will be accepted in accordance with the provisions set forth in Section ~~5.09(c~~4.06(c). Requests for principal distributions that are received by the ~~Trustee~~ Trust Administrator after the related Record Date and requests for principal distributions received in a timely manner but not accepted with respect to any Distribution Date, will be treated as requests for principal distributions to the Special Retail Certificates on the next succeeding Distribution Date, and each succeeding Distribution Date thereafter, until each such request is accepted or is withdrawn as provided in Section ~~5.09(c~~4.06(c). Such requests that are not withdrawn shall retain their order of priority without the need for any further action on the part of the appropriate ~~Certificate Owner~~ Certificateholder of the related Special Retail Certificate, all in accordance with the procedures of the Depository and the ~~Trustee~~Trust Administrator. Upon the transfer of beneficial ownership of any Special Retail Certificate, any distribution request previously submitted with respect to such Certificate will be deemed to have been withdrawn only upon the receipt by the ~~Trustee~~ Trust Administrator on or before the Record Date for such Distribution Date of notification of such withdrawal in the manner set forth in Section ~~5.09(c~~4.06(c) using a form required by the Depository. Distributions in reduction of the ~~Class~~ Certificate Principal Balance of ~~any Class of~~ the Special Retail Certificates will be applied in an amount equal to the portion of the Senior Principal Distribution Amount for Group 2 allocable to such Class pursuant to Section ~~5.02~~4.02, plus any Insured Payments in respect of principal plus any amounts available for distribution from the ~~applicable~~ related Rounding Account established as provided in Section ~~3.23~~3.24, provided that the aggregate distribution of principal to such Class on any Distribution Date shall be made in an integral multiple of $1,000. To the extent that the portion of the Senior Optimal Principal ~~Distribution~~ Amount for Loan Group 2 allocable to ~~any Class of~~ the Special Retail Certificates on any Distribution Date exceeds the aggregate ~~Class~~ Certificate Principal Balance ~~of that Class~~ of Special Retail Certificates of such Class with respect to which principal distribution requests have been received, principal distributions in reduction of the ~~Class~~ Certificate Principal Balance of such Class will be made by mandatory distribution pursuant to Section ~~5.09(d~~4.06(d). (b) A Special Retail Certificate shall be deemed to be held by a Deceased Holder for purposes of this Section ~~5.09~~ 4.06 if the death of the ~~Certificate Owner~~ Certificateholder thereof is deemed to have occurred. Special Retail Certificates beneficially owned by tenants by the entirety, joint tenants or tenants in common will be considered to be beneficially owned by a single owner. The death of a tenant by the entirety, joint tenant or tenant in common will be deemed to be the death of the ~~Certificate Owner~~Certificateholder. Special Retail Certificates beneficially owned by a trust will be considered to be beneficially owned by each beneficiary of the trust to the extent of such beneficiary's beneficial interest therein, but in no event will a trust's beneficiaries collectively be deemed to be ~~Certificate Owners~~ Certificateholders of a number of Special Retail Certificates greater than the number of Special Retail Certificates of which such trust is the owner. The death of a beneficiary of a trust will be deemed to be the death of a ~~Certificate Owner~~ Certificateholder of the Special Retail Certificates beneficially owned by the trust to the extent of such beneficiary's beneficial interest in such trust. The death of an individual who was a tenant by the entirety, joint tenant or tenant in common in a tenancy which is the beneficiary of a trust will be deemed to be the death of the beneficiary of such trust. The death of an individual who, during his or her lifetime, was entitled to substantially all of the beneficial ownership interests in a Special Retail Certificate will be deemed to be the death of the ~~Certificate Owner~~ Certificateholder of such Special Retail Certificate regardless of the registration of ownership, if such beneficial ownership interest can be established to the satisfaction of the ~~Trustee~~Trust Administrator. Such beneficial interest will be deemed to exist in typical cases of street name or nominee ownership, ownership by a trustee, ownership under the Uniform Gifts to Minors Act and community property or other joint ownership arrangements between a husband and wife. Beneficial interest shall include the power to sell, transfer or otherwise dispose of a Special Retail Certificate and the right to receive the proceeds therefrom, as well as interest and principal distributions, as applicable, payable with respect thereto. The ~~Trustee~~ Trust Administrator shall not be under any duty to determine independently the occurrence of the death of any deceased ~~Certificate Owner~~Certificateholder. The ~~Trustee~~ Trust Administrator may rely entirely upon documentation delivered to it pursuant to Section ~~5.09(c~~4.06(c) in establishing the eligibility of any ~~Certificate Owner~~ Certificateholder to receive the priority accorded Deceased Holders in Section ~~5.09(a~~4.06(a). (c) Requests for principal distributions to the ~~Certificate Owner~~ Certificateholder of ~~any~~ a Special Retail Certificate must be made by delivering a written request therefor to the Depository Participant or Indirect Depository Participant that maintains the account evidencing such ~~Certificate Owner~~Certificateholder's interest in such Certificate. In the case of a request on behalf of a Deceased Holder, appropriate evidence of death and any tax waivers are required to be forwarded to the ~~Trustee~~ Trust Administrator under separate cover. The Depository Participant should in turn make the request of the Depository (or, in the case of an Indirect ~~Depository~~ Participant, such Indirect ~~Depository~~ Participant must notify the related Depository Participant of such request, which Depository Participant should make the request of the Depository) in the manner required under the rules and regulations of the Depository's APUT System. Upon receipt of such request, the Depository will date and time stamp such request and forward such request to the ~~Trustee~~Trust Administrator. The Depository may establish such procedures as it deems fair and equitable to establish the order of receipt of requests for such distributions received by it on the same day. None of the Depositor, the Master Servicer or the ~~Trustee~~ Trust Administrator shall be liable for any delay in delivery of requests for distributions or withdrawals of such requests by the Depository, a Depository Participant or any Indirect ~~Depository~~ Participant. The ~~Trustee~~ Trust Administrator shall maintain a list of those Depository Participants representing the appropriate ~~Certificate Owners~~ Certificateholders of Special Retail Certificates that have submitted requests for principal distributions, together with the order of receipt and the amounts of such requests. Subject to the priorities described in Section ~~5.09(a~~4.06(a) above, the Depository will honor requests for distributions in the order of their receipt. The ~~Trustee~~ Trust Administrator shall notify the Depository as to which requests should be honored on each Distribution Date at least two Business Days prior to such Distribution Date and shall notify the Depository as to the portion of the Senior Optimal Principal ~~Distribution~~ Amount (together with any amounts available for distribution from the applicable Rounding Account) to be distributed to the Special Retail Certificates by mandatory distribution pursuant to Section ~~5.09(d~~4.06(d). Requests shall be honored by the Depository in accordance with the procedures, and subject to the priorities and limitations, described in this Section ~~5.09~~4.06. The exact procedures to be followed by the ~~Trustee~~ Trust Administrator and the Depository for purposes of determining such priorities and limitations will be those established from time to time by the ~~Trustee~~ Trust Administrator or the Depository, as the case may be. The decisions of the ~~Trustee~~ Trust Administrator and the Depository concerning such matters will be final and binding on all affected Persons. Special Retail Certificates that have been accepted for a distribution shall be due and payable on the applicable Distribution Date. Such Certificates shall cease to bear interest after the last day of the calendar month preceding the month in which such Distribution Date occurs. Any ~~Certificate Owner~~ Certificateholder of a Special Retail Certificate that has requested a principal distribution may withdraw its request by so notifying in writing the Depository Participant or Indirect ~~Depository~~ Participant that maintains such ~~Certificate Owner~~Certificateholder's account. If such account is maintained by an Indirect ~~Depository~~ Participant, such Indirect ~~Depository~~ Participant must notify the related Depository Participant which in turn must forward the withdrawal of such request, in the manner required under the rules and regulations of the Depository's APUT System, to the Depository to be forwarded to the ~~Trustee~~Trust Administrator. If such notice of withdrawal of a request for distribution has not been received by the Depository and forwarded to the ~~Trustee~~ Trust Administrator on or before the Record Date for the next Distribution Date, the previously made request for a principal distribution will be irrevocable with respect to the making of principal distributions on such Distribution Date. If any requests for principal distributions are rejected by the ~~Trustee~~ Trust Administrator for failure to comply with the requirements of this Section ~~5.09~~4.06, the ~~Trustee~~ Trust Administrator shall return such request to the appropriate Depository Participant with a copy to the Depository with an explanation as to the reason for such rejection. (d) If principal distributions to be made to ~~any Class of~~ the Special Retail Certificates on a Distribution Date exceed the aggregate amount of principal distribution requests for such Class which have been received on or before the applicable Record Date, as provided in Section ~~5.09(a~~4.06(a) above, additional Special Retail Certificates ~~of such Class~~ will be selected to receive mandatory principal distributions in lots equal to $1,000 in accordance with the then-applicable random lot procedures of the Depository, and the then-applicable procedures of the Depository Participants and Indirect Depository Participants representing the ~~Certificate Owners~~ Certificateholders (which procedures may or may not be by random lot). The ~~Trustee~~ Trust Administrator shall notify the Depository of the aggregate amount of the mandatory principal distribution to be made on the next Distribution Date. The Depository shall then allocate such aggregate amount among the Depository Participants on a random lot basis. Each Depository Participant and, in turn, each Indirect ~~Depository~~ Participant will then select, in accordance with its own procedures, Special Retail Certificates ~~of such Class~~ from among those held in its accounts to receive mandatory principal distributions, such that the total amount of principal distributed to the Special Retail Certificates ~~of such Class~~ so selected is equal to the aggregate amount of such mandatory distributions allocated to such Depository Participant by the Depository and to such Indirect ~~Depository~~ Participant by its related Depository Participant, as the case may be. Depository Participants and Indirect Depository Participants that hold Special Retail Certificates of such Class selected for mandatory principal distributions are required to provide notice of such mandatory distributions to the affected ~~Certificate Owners~~Certificateholders. (e) Notwithstanding any provisions herein to the contrary, on each Distribution Date on ~~and~~ or after ~~the earlier of (i) the Senior Credit Support Depletion Date and (ii)~~ the date on which ~~any Realized Loss is allocated~~ the Class 2-A-2 Insurer fails to ~~any~~ make an Insured Payment with respect to principal in respect of the Class ~~of Special Retail~~ 2-A-2 Certificates, distributions in reduction of the ~~Class~~ Certificate Principal Balance of ~~such~~ the Class 2-A-2 Certificates will be made pro rata among the ~~Certificate Owners~~ Certificateholders of the Class 2-A-2 Certificates ~~of such Class~~ and will not be made in integral multiples of $1,000 or pursuant to requests for distribution as permitted by Section ~~5.09(a~~4.06(a) or by mandatory distributions as provided for by Section ~~5.09(d~~4.06(d). (f) In the event that Definitive Certificates representing the Special Retail Certificates are issued pursuant to Section ~~6.02(c)(iii~~5.02(e), an amendment to this Agreement, which may be approved without the consent of any Certificateholders, shall establish procedures relating to the manner in which distributions in reduction of the ~~Class~~ Certificate Principal Balance ~~of each Class~~ of the Special Retail Certificates are to be made; provided that such procedures shall be consistent, to the extent practicable and customary for certificates similar to the Special Retail Certificates, with the provisions of this Section ~~5.09~~4.06.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (MASTR Asset Securitization Trust 2005-1)

Principal Distributions on the Special Retail Certificates. ~~Prior~~ Unless the Class 1-A-3 Insurer fails to make an Insured Payment in respect of principal in respect of the ~~earlier of (~~Class 1~~) the Senior Credit Support Depletion Date and (2) the date on which any Realized Loss is allocated to any Class of Special Retail~~ -A-3 Certificates, distributions in reduction of the Class ~~Certificate~~ Principal Balance of ~~such Class~~ the Special Retail Certificates will be made in integral multiples of $1,000 at the request of the appropriate representatives of Deceased Holders of Certificates of ~~each~~ such Class and at the request of Living Holders of Certificates of ~~each~~ such Class or by mandatory distributions, pursuant to Section ~~5.09(a~~4.06(a) and Section ~~5.09(d~~4.06(d). ~~On and after~~ If the ~~earlier~~ Class 1-A-3 Insurer fails to make an Insured Payment under the Class 1-A-3 Policy in respect of ~~(A)~~ principal in respect of the ~~Senior Credit Support Depletion Date and (B) the date on which any Realized Loss is allocated to any~~ Class ~~of Special Retail~~ 1-A-3 Certificates, distributions in reduction of the ~~Class~~ Certificate ~~Balances~~ Principal Balance of such Class will be made on a pro rata basis pursuant to Section ~~5.09(e~~4.06(e). (a) Except as set forth in Section ~~5.09(e~~4.06(e), on each Distribution Date on which principal distributions to ~~any Class of~~ the Special Retail Certificates are made, such distributions will be made in the following priority: (i) first, to requesting Deceased ~~Holders~~Holders of such Class, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $~~25,000~~ 100,000 for each requesting Deceased Holder; and (ii) second, to requesting Living ~~Holders~~Holders of such Class, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $10,000 for each requesting Living Holder. Thereafter, distributions will be made, with respect to ~~such Class of~~ the Special Retail Certificates, as provided in clauses (i) and (ii) above, up to a second $~~25,000~~ 100,000 and $10,000, respectively. This sequence of priorities will be repeated until all requests for principal distributions by Deceased Holders and Living Holders of such Class have been honored, to the extent of amounts available for principal distributions to the Holders of such Class. All requests for principal distributions to Special Retail Certificates will be accepted in accordance with the provisions set forth in Section ~~5.09(c~~4.06(c). Requests for principal distributions that are received by the ~~Trustee~~ Trust Administrator after the related Record Date and requests for principal distributions received in a timely manner but not accepted with respect to any Distribution Date, will be treated as requests for principal distributions to the Special Retail Certificates on the next succeeding Distribution Date, and each succeeding Distribution Date thereafter, until each such request is accepted or is withdrawn as provided in Section ~~5.09(c~~4.06(c). Such requests that are not withdrawn shall retain their order of priority without the need for any further action on the part of the appropriate ~~Certificate Owner~~ Certificateholder of the related Special Retail Certificate, all in accordance with the procedures of the Depository and the ~~Trustee~~Trust Administrator. Upon the transfer of beneficial ownership of any Special Retail Certificate, any distribution request previously submitted with respect to such Certificate will be deemed to have been withdrawn only upon the receipt by the ~~Trustee~~ Trust Administrator on or before the Record Date for such Distribution Date of notification of such withdrawal in the manner set forth in Section ~~5.09(c~~4.06(c) using a form required by the Depository. Distributions in reduction of the ~~Class~~ Certificate Principal Balance of ~~any Class of~~ the Special Retail Certificates will be applied in an amount equal to the portion of the Senior Principal Distribution Amount for Group 2 allocable to such Class pursuant to Section ~~5.02~~4.02, plus any Insured Payments in respect of principal plus any amounts available for distribution from the ~~applicable~~ related Rounding Account established as provided in Section ~~3.23~~3.24, provided that the aggregate distribution of principal to such Class on any Distribution Date shall be made in an integral multiple of $1,000. To the extent that the portion of the Senior Optimal Principal ~~Distribution~~ Amount for Collateral Group 2 allocable to ~~any Class of~~ the Special Retail Certificates on any Distribution Date exceeds the aggregate ~~Class~~ Certificate Principal Balance ~~of that Class~~ of Special Retail Certificates of such Class with respect to which principal distribution requests have been received, principal distributions in reduction of the ~~Class~~ Certificate Principal Balance of such Class will be made by mandatory distribution pursuant to Section ~~5.09(d~~4.06(d). (b) A Special Retail Certificate shall be deemed to be held by a Deceased Holder for purposes of this Section ~~5.09~~ 4.06 if the death of the ~~Certificate Owner~~ Certificateholder thereof is deemed to have occurred. Special Retail Certificates beneficially owned by tenants by the entirety, joint tenants or tenants in common will be considered to be beneficially owned by a single owner. The death of a tenant by the entirety, joint tenant or tenant in common will be deemed to be the death of the ~~Certificate Owner~~Certificateholder. Special Retail Certificates beneficially owned by a trust will be considered to be beneficially owned by each beneficiary of the trust to the extent of such beneficiary's beneficial interest therein, but in no event will a trust's beneficiaries collectively be deemed to be ~~Certificate Owners~~ Certificateholders of a number of Special Retail Certificates greater than the number of Special Retail Certificates of which such trust is the owner. The death of a beneficiary of a trust will be deemed to be the death of a ~~Certificate Owner~~ Certificateholder of the Special Retail Certificates beneficially owned by the trust to the extent of such beneficiary's beneficial interest in such trust. The death of an individual who was a tenant by the entirety, joint tenant or tenant in common in a tenancy which is the beneficiary of a trust will be deemed to be the death of the beneficiary of such trust. The death of an individual who, during his or her lifetime, was entitled to substantially all of the beneficial ownership interests in a Special Retail Certificate will be deemed to be the death of the ~~Certificate Owner~~ Certificateholder of such Special Retail Certificate regardless of the registration of ownership, if such beneficial ownership interest can be established to the satisfaction of the ~~Trustee~~Trust Administrator. Such beneficial interest will be deemed to exist in typical cases of street name or nominee ownership, ownership by a trustee, ownership under the Uniform Gifts to Minors Act and community property or other joint ownership arrangements between a husband and wife. Beneficial interest shall include the power to sell, transfer or otherwise dispose of a Special Retail Certificate and the right to receive the proceeds therefrom, as well as interest and principal distributions, as applicable, payable with respect thereto. The ~~Trustee~~ Trust Administrator shall not be under any duty to determine independently the occurrence of the death of any deceased ~~Certificate Owner~~Certificateholder. The ~~Trustee~~ Trust Administrator may rely entirely upon documentation delivered to it pursuant to Section ~~5.09(c~~4.06(c) in establishing the eligibility of any ~~Certificate Owner~~ Certificateholder to receive the priority accorded Deceased Holders in Section ~~5.09(a~~4.06(a). (c) Requests for principal distributions to the ~~Certificate Owner~~ Certificateholder of ~~any~~ a Special Retail Certificate must be made by delivering a written request therefor to the Depository Participant or Indirect Depository Participant that maintains the account evidencing such ~~Certificate Owner~~Certificateholder's interest in such Certificate. In the case of a request on behalf of a Deceased Holder, appropriate evidence of death and any tax waivers are required to be forwarded to the ~~Trustee~~ Trust Administrator under separate cover. The Depository Participant should in turn make the request of the Depository (or, in the case of an Indirect ~~Depository~~ Participant, such Indirect ~~Depository~~ Participant must notify the related Depository Participant of such request, which Depository Participant should make the request of the Depository) in the manner required under the rules and regulations of the Depository's APUT System. Upon receipt of such request, the Depository will date and time stamp such request and forward such request to the ~~Trustee~~Trust Administrator. The Depository may establish such procedures as it deems fair and equitable to establish the order of receipt of requests for such distributions received by it on the same day. None of the Depositor, the Master Servicer or the ~~Trustee~~ Trust Administrator shall be liable for any delay in delivery of requests for distributions or withdrawals of such requests by the Depository, a Depository Participant or any Indirect ~~Depository~~ Participant. The ~~Trustee~~ Trust Administrator shall maintain a list of those Depository Participants representing the appropriate ~~Certificate Owners~~ Certificateholders of Special Retail Certificates that have submitted requests for principal distributions, together with the order of receipt and the amounts of such requests. Subject to the priorities described in Section ~~5.09(a~~4.06(a) above, the Depository will honor requests for distributions in the order of their receipt. The ~~Trustee~~ Trust Administrator shall notify the Depository as to which requests should be honored on each Distribution Date at least two Business Days prior to such Distribution Date and shall notify the Depository as to the portion of the Senior Optimal Principal ~~Distribution~~ Amount (together with any amounts available for distribution from the applicable Rounding Account) to be distributed to the Special Retail Certificates by mandatory distribution pursuant to Section ~~5.09(d~~4.06(d). Requests shall be honored by the Depository in accordance with the procedures, and subject to the priorities and limitations, described in this Section ~~5.09~~4.06. The exact procedures to be followed by the ~~Trustee~~ Trust Administrator and the Depository for purposes of determining such priorities and limitations will be those established from time to time by the ~~Trustee~~ Trust Administrator or the Depository, as the case may be. The decisions of the ~~Trustee~~ Trust Administrator and the Depository concerning such matters will be final and binding on all affected Persons. Special Retail Certificates that have been accepted for a distribution shall be due and payable on the applicable Distribution Date. Such Certificates shall cease to bear interest after the last day of the calendar month preceding the month in which such Distribution Date occurs. Any ~~Certificate Owner~~ Certificateholder of a Special Retail Certificate that has requested a principal distribution may withdraw its request by so notifying in writing the Depository Participant or Indirect ~~Depository~~ Participant that maintains such ~~Certificate Owner~~Certificateholder's account. If such account is maintained by an Indirect ~~Depository~~ Participant, such Indirect ~~Depository~~ Participant must notify the related Depository Participant which in turn must forward the withdrawal of such request, in the manner required under the rules and regulations of the Depository's APUT System, to the Depository to be forwarded to the ~~Trustee~~Trust Administrator. If such notice of withdrawal of a request for distribution has not been received by the Depository and forwarded to the ~~Trustee~~ Trust Administrator on or before the Record Date for the next Distribution Date, the previously made request for a principal distribution will be irrevocable with respect to the making of principal distributions on such Distribution Date. If any requests for principal distributions are rejected by the ~~Trustee~~ Trust Administrator for failure to comply with the requirements of this Section ~~5.09~~4.06, the ~~Trustee~~ Trust Administrator shall return such request to the appropriate Depository Participant with a copy to the Depository with an explanation as to the reason for such rejection. (d) If principal distributions to be made to ~~any Class of~~ the Special Retail Certificates on a Distribution Date exceed the aggregate amount of principal distribution requests for such Class which have been received on or before the applicable Record Date, as provided in Section ~~5.09(a~~4.06(a) above, additional Special Retail Certificates ~~of such Class~~ will be selected to receive mandatory principal distributions in lots equal to $1,000 in accordance with the then-applicable random lot procedures of the Depository, and the then-applicable procedures of the Depository Participants and Indirect Depository Participants representing the ~~Certificate Owners~~ Certificateholders (which procedures may or may not be by random lot). The ~~Trustee~~ Trust Administrator shall notify the Depository of the aggregate amount of the mandatory principal distribution to be made on the next Distribution Date. The Depository shall then allocate such aggregate amount among the Depository Participants on a random lot basis. Each Depository Participant and, in turn, each Indirect ~~Depository~~ Participant will then select, in accordance with its own procedures, Special Retail Certificates ~~of such Class~~ from among those held in its accounts to receive mandatory principal distributions, such that the total amount of principal distributed to the Special Retail Certificates ~~of such Class~~ so selected is equal to the aggregate amount of such mandatory distributions allocated to such Depository Participant by the Depository and to such Indirect ~~Depository~~ Participant by its related Depository Participant, as the case may be. Depository Participants and Indirect Depository Participants that hold Special Retail Certificates of such Class selected for mandatory principal distributions are required to provide notice of such mandatory distributions to the affected ~~Certificate Owners~~Certificateholders. (e) Notwithstanding any provisions herein to the contrary, on each Distribution Date on ~~and~~ or after ~~the earlier of (i) the Senior Credit Support Depletion Date and (ii)~~ the date on which ~~any Realized Loss is allocated~~ the Class 1-A-3 Insurer fails to ~~any~~ make an Insured Payment with respect to principal in respect of the Class ~~of Special Retail~~ 1-A-3 Certificates, distributions in reduction of the ~~Class~~ Certificate Principal Balance of ~~such~~ the Class 1-A-3 Certificates will be made pro rata among the ~~Certificate Owners~~ Certificateholders of the Class 1-A-3 Certificates ~~of such Class~~ and will not be made in integral multiples of $1,000 or pursuant to requests for distribution as permitted by Section ~~5.09(a~~4.06(a) or by mandatory distributions as provided for by Section ~~5.09(d~~4.06(d). (f) In the event that Definitive Certificates representing the Special Retail Certificates are issued pursuant to Section ~~6.02(c)(iii~~5.02(e), an amendment to this Agreement, which may be approved without the consent of any Certificateholders, shall establish procedures relating to the manner in which distributions in reduction of the ~~Class~~ Certificate Principal Balance ~~of each Class~~ of the Special Retail Certificates are to be made; provided that such procedures shall be consistent, to the extent practicable and customary for certificates similar to the Special Retail Certificates, with the provisions of this Section ~~5.09~~4.06.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (MASTR Asset Securitization Trust 2005-2)

Principal Distributions on the Special Retail Certificates. ~~Prior~~ Unless MBIA fails to make an Insured Payment in respect of principal in respect of the ~~earlier of (1) the Senior Credit Support Depletion Date and (2) the date on which any Realized Loss is allocated to any~~ Class ~~of Special Retail~~ 3-A-5 Certificates, distributions in reduction of the ~~Class~~ Certificate Principal Balance of ~~such~~ any Class of Special Retail Certificates will be made in integral multiples of $1,000 at the request of the appropriate representatives of Deceased Holders of Certificates of ~~each~~ such Class and at the request of Living Holders of Certificates of ~~each~~ such Class or by mandatory distributions, pursuant to Section ~~5.09(a~~4.06(a) and Section ~~5.09(d~~4.06(d). ~~On and after~~ If MBIA fails to make an Insured Payment under the ~~earlier~~ Policy in respect of ~~(A)~~ principal in respect of the ~~Senior Credit Support Depletion Date and (B) the date on which any Realized Loss is allocated to any~~ Class ~~of Special Retail~~ 3-A-5 Certificates, distributions in reduction of the ~~Class~~ Certificate ~~Balances~~ Principal Balance of such Class will be made on a pro rata basis pursuant to Section ~~5.09(e~~4.06(e). (a) Except as set forth in Section ~~5.09(e~~4.06(e), on each Distribution Date on which principal distributions to ~~any Class of~~ the Special Retail Certificates are made, such distributions will be made in the following priority: (i) first, to requesting Deceased ~~Holders~~Holders of such Class, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $~~25,000~~ 100,000 for each requesting Deceased Holder; and (ii) second, to requesting Living ~~Holders~~Holders of such Class, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $10,000 for each requesting Living Holder. Thereafter, distributions will be made, with respect to ~~such Class of~~ the Special Retail Certificates, as provided in clauses (i) and (ii) above, up to a second $~~25,000~~ 100,000 and $10,000, respectively. This sequence of priorities will be repeated until all requests for principal distributions by Deceased Holders and Living Holders of such Class have been honored, to the extent of amounts available for principal distributions to the Holders of such Class. All requests for principal distributions to Special Retail Certificates will be accepted in accordance with the provisions set forth in Section ~~5.09(c~~4.06(c). Requests for principal distributions that are received by the Trustee after the related Record Date and requests for principal distributions received in a timely manner but not accepted with respect to any Distribution Date, will be treated as requests for principal distributions to the Special Retail Certificates on the next succeeding Distribution Date, and each succeeding Distribution Date thereafter, until each such request is accepted or is withdrawn as provided in Section ~~5.09(c~~4.06 (c). Such requests that are not withdrawn shall retain their order of priority without the need for any further action on the part of the appropriate ~~Certificate Owner~~ Certificateholder of the related Special Retail Certificate, all in accordance with the procedures of the Depository and the Trustee. Upon the transfer of beneficial ownership of any Special Retail Certificate, any distribution request previously submitted with respect to such Certificate will be deemed to have been withdrawn only upon the receipt by the Trustee on or before the Record Date for such Distribution Date of notification of such withdrawal in the manner set forth in Section ~~5.09(c~~4.06(c) using a form required by the Depository. Distributions in reduction of the ~~Class~~ Certificate Principal Balance of ~~any Class of~~ the Special Retail Certificates will be applied in an amount equal to the portion of the Senior Principal Distribution Amount for Group 3 allocable to such Class pursuant to Section ~~5.02~~4.02, plus any Insured Payments in respect of principal plus any amounts available for distribution from the ~~applicable~~ related Rounding Account established as provided in Section ~~3.23~~3.24, provided that the aggregate distribution of principal to such Class on any Distribution Date shall be made in an integral multiple of $1,000. To the extent that the portion of the Senior Optimal Principal ~~Distribution~~ Amount for Loan Group 3 allocable to ~~any Class of~~ the Special Retail Certificates on any Distribution Date exceeds the aggregate ~~Class~~ Certificate Principal Balance ~~of that Class~~ of Special Retail Certificates of such Class with respect to which principal distribution requests have been received, principal distributions in reduction of the ~~Class~~ Certificate Principal Balance of such Class will be made by mandatory distribution pursuant to Section ~~5.09(d~~4.06(d). (b) A Special Retail Certificate shall be deemed to be held by a Deceased Holder for purposes of this Section ~~5.09~~ 4.06 if the death of the ~~Certificate Owner~~ Certificateholder thereof is deemed to have occurred. Special Retail Certificates beneficially owned by tenants by the entirety, joint tenants or tenants in common will be considered to be beneficially owned by a single owner. The death of a tenant by the entirety, joint tenant or tenant in common will be deemed to be the death of the ~~Certificate Owner~~Certificateholder. Special Retail Certificates beneficially owned by a trust will be considered to be beneficially owned by each beneficiary of the trust to the extent of such beneficiary's beneficial interest therein, but in no event will a trust's beneficiaries collectively be deemed to be ~~Certificate Owners~~ Certificateholders of a number of Special Retail Certificates greater than the number of Special Retail Certificates of which such trust is the owner. The death of a beneficiary of a trust will be deemed to be the death of a ~~Certificate Owner~~ Certificateholder of the Special Retail Certificates beneficially owned by the trust to the extent of such beneficiary's beneficial interest in such trust. The death of an individual who was a tenant by the entirety, joint tenant or tenant in common in a tenancy which is the beneficiary of a trust will be deemed to be the death of the beneficiary of such trust. The death of an individual who, during his or her lifetime, was entitled to substantially all of the beneficial ownership interests in a Special Retail Certificate will be deemed to be the death of the ~~Certificate Owner~~ Certificateholder of such Special Retail Certificate regardless of the registration of ownership, if such beneficial ownership interest can be established to the satisfaction of the Trustee. Such beneficial interest will be deemed to exist in typical cases of street name or nominee ownership, ownership by a trustee, ownership under the Uniform Gifts to Minors Act and community property or other joint ownership arrangements between a husband and wife. Beneficial interest shall include the power to sell, transfer or otherwise dispose of a Special Retail Certificate and the right to receive the proceeds therefrom, as well as interest and principal distributions, as applicable, payable with respect thereto. The Trustee shall not be under any duty to determine independently the occurrence of the death of any deceased ~~Certificate Owner~~Certificateholder. The Trustee may rely entirely upon documentation delivered to it pursuant to Section ~~5.09(c~~4.06(c) in establishing the eligibility of any ~~Certificate Owner~~ Certificateholder to receive the priority accorded Deceased Holders in Section ~~5.09(a~~4.06(a). (c) Requests for principal distributions to the ~~Certificate Owner~~ Certificateholder of ~~any~~ a Special Retail Certificate must be made by delivering a written request therefor to the Depository Participant or Indirect Depository Participant that maintains the account evidencing such ~~Certificate Owner~~Certificateholder's interest in such Certificate. In the case of a request on behalf of a Deceased Holder, appropriate evidence of death and any tax waivers are required to be forwarded to the Trustee under separate cover. The Depository Participant should in turn make the request of the Depository (or, in the case of an Indirect ~~Depository~~ Participant, such Indirect ~~Depository~~ Participant must notify the related Depository Participant of such request, which Depository Participant should make the request of the Depository) in the manner required under the rules and regulations of the Depository's APUT System. Upon receipt of such request, the Depository will date and time stamp such request and forward such request to the Trustee. The Depository may establish such procedures as it deems fair and equitable to establish the order of receipt of requests for such distributions received by it on the same day. None of the Depositor, the ~~Master~~ Servicer or the Trustee shall be liable for any delay in delivery of requests for distributions or withdrawals of such requests by the Depository, a Depository Participant or any Indirect ~~Depository~~ Participant. The Trustee shall maintain a list of those Depository Participants representing the appropriate ~~Certificate Owners~~ Certificateholders of Special Retail Certificates that have submitted requests for principal distributions, together with the order of receipt and the amounts of such requests. Subject to the priorities described in Section ~~5.09(a~~4.06(a) above, the Depository will honor requests for distributions in the order of their receipt. The Trustee shall notify the Depository as to which requests should be honored on each Distribution Date at least two Business Days prior to such Distribution Date and shall notify the Depository as to the portion of the Senior Optimal Principal ~~Distribution~~ Amount (together with any amounts available for distribution from the applicable Rounding Account) to be distributed to the Special Retail Certificates by mandatory distribution pursuant to Section ~~5.09(d~~4.06(d). Requests shall be honored by the Depository in accordance with the procedures, and subject to the priorities and limitations, described in this Section ~~5.09~~4.06. The exact procedures to be followed by the Trustee and the Depository for purposes of determining such priorities and limitations will be those established from time to time by the Trustee or the Depository, as the case may be. The decisions of the Trustee and the Depository concerning such matters will be final and binding on all affected Persons. Special Retail Certificates that have been accepted for a distribution shall be due and payable on the applicable Distribution Date. Such Certificates shall cease to bear interest after the last day of the calendar month preceding the month in which such Distribution Date occurs. Any ~~Certificate Owner~~ Certificateholder of a Special Retail Certificate that has requested a principal distribution may withdraw its request by so notifying in writing the Depository Participant or Indirect ~~Depository~~ Participant that maintains such ~~Certificate Owner~~Certificateholder's account. If such account is maintained by an Indirect ~~Depository~~ Participant, such Indirect ~~Depository~~ Participant must notify the related Depository Participant which in turn must forward the withdrawal of such request, in the manner required under the rules and regulations of the Depository's APUT System, to the Depository to be forwarded to the Trustee. If such notice of withdrawal of a request for distribution has not been received by the Depository and forwarded to the Trustee on or before the Record Date for the next Distribution Date, the previously made request for a principal distribution will be irrevocable with respect to the making of principal distributions on such Distribution Date. If any requests for principal distributions are rejected by the Trustee for failure to comply with the requirements of this Section ~~5.09~~4.06, the Trustee shall return such request to the appropriate Depository Participant with a copy to the Depository with an explanation as to the reason for such rejection. (d) If principal distributions to be made to ~~any Class of~~ the Special Retail Certificates on a Distribution Date exceed the aggregate amount of principal distribution requests for such Class which have been received on or before the applicable Record Date, as provided in Section ~~5.09(a~~4.06(a) above, additional Special Retail Certificates ~~of such Class~~ will be selected to receive mandatory principal distributions in lots equal to $1,000 in accordance with the then-applicable random lot procedures of the Depository, and the then-applicable procedures of the Depository Participants and Indirect Depository Participants representing the ~~Certificate Owners~~ Certificateholders (which procedures may or may not be by random lot). The Trustee shall notify the Depository of the aggregate amount of the mandatory principal distribution to be made on the next Distribution Date. The Depository shall then allocate such aggregate amount among the Depository Participants on a random lot basis. Each Depository Participant and, in turn, each Indirect ~~Depository~~ Participant will then select, in accordance with its own procedures, Special Retail Certificates ~~of such Class~~ from among those held in its accounts to receive mandatory principal distributions, such that the total amount of principal distributed to the Special Retail Certificates ~~of such Class~~ so selected is equal to the aggregate amount of such mandatory distributions allocated to such Depository Participant by the Depository and to such Indirect ~~Depository~~ Participant by its related Depository Participant, as the case may be. Depository Participants and Indirect Depository Participants that hold Special Retail Certificates of such Class selected for mandatory principal distributions are required to provide notice of such mandatory distributions to the affected ~~Certificate Owners~~Certificateholders. (e) Notwithstanding any provisions herein to the contrary, on each Distribution Date on ~~and~~ or after ~~the earlier of (i) the Senior Credit Support Depletion Date and (ii)~~ the date on which ~~any Realized Loss is allocated~~ MBIA fails to ~~any~~ make an Insured Payment with respect to principal in respect of the Class ~~of Special Retail~~ 3-A-5 Certificates, distributions in reduction of the ~~Class~~ Certificate Principal Balance of ~~such~~ the Class 3-A-5 Certificates will be made pro rata among the ~~Certificate Owners~~ Certificateholders of the Class 3-A-5 Certificates ~~of such Class~~ and will not be made in integral multiples of $1,000 or pursuant to requests for distribution as permitted by Section ~~5.09(a~~4.06(a) or by mandatory distributions as provided for by Section ~~5.09(d~~4.06(d). (f) In the event that Definitive Certificates representing the Special Retail Certificates are issued pursuant to Section ~~6.02(c)(iii~~5.02(e), an amendment to this Agreement, which may be approved without the consent of any Certificateholders, shall establish procedures relating to the manner in which distributions in reduction of the ~~Class~~ Certificate Principal Balance ~~of each Class~~ of the Special Retail Certificates are to be made; provided that such procedures shall be consistent, to the extent practicable and customary for certificates similar to the Special Retail Certificates, with the provisions of this Section ~~5.09~~4.06.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Mortgage Asset Seczt Trans Inc Mort Pass Thru Certs 2003-8)

Principal Distributions on the Special Retail Certificates. Prior to the earlier of (1i) the ~~Senior~~ Credit Support Depletion Date and (2ii) the date on which any ~~Realized Loss~~ loss is allocated to ~~any Class of Special Retail Certificates~~the Underlying Certificates by Pro Rata Allocation, distributions in reduction of the Class ~~Certificate~~ Principal Balance of ~~such Class~~ the Special Retail Certificates will be made in integral multiples of $1,000 at the request of the appropriate representatives of Deceased Holders of Certificates of ~~each~~ such Class and at the request of Living Holders of Certificates of ~~each~~ such Class or by mandatory distributions, pursuant to Section ~~5.09(a~~4.06(a) and Section ~~5.09(d~~4.06(d). On and after the earlier of (Ai) the ~~Senior~~ Credit Support Depletion Date and (Bii) the date on which any ~~Realized Loss~~ loss is allocated to ~~any Class of Special Retail Certificates~~the Underlying Certificates by Pro Rata Allocation, distributions in reduction of the Class ~~Certificate Balances~~ Principal Balance of ~~such Class~~ the Special Retail Certificates will be made on a pro rata basis pursuant to Section ~~5.09(e~~4.06(e). (a) ~~Except as set forth in Section 5.09(e), on~~ On each Distribution Date (prior to the earlier of (i) the Credit Support Depletion Date and (ii) the date on which any loss is allocated to the Underlying Certificates by Pro Rata Allocation) on which principal distributions to ~~any Class of~~ the Special Retail Certificates are made, such distributions will be made in the following priority: (i) first, to requesting Deceased Holders, in the order in which such requests are received by ~~the Depository~~DTC, but not exceeding an aggregate amount of $~~25,000~~ 100,000 for each requesting Deceased Holder; and (ii) second, to requesting Living Holders, in the order in which such requests are received by ~~the Depository~~DTC, but not exceeding an aggregate amount of $10,000 for each requesting Living Holder. Thereafter, distributions will be made, with respect to ~~such Class of~~ the Special Retail Certificates, as provided in clauses (i) and (ii) ~~above,~~ above up to a second $~~25,000~~ 100,000 and $10,000, respectively. This sequence of priorities will be repeated until all requests for principal distributions by Deceased Holders and Living Holders of such Class have been honored, to the extent of amounts available for principal distributions to ~~the Holders of~~ such Class. All requests for principal distributions to Special Retail Certificates will be accepted in accordance with the provisions set forth in Section ~~5.09(c~~4.06(c). Requests for principal distributions that are received by the Trustee after the related Record Date and requests for principal distributions received in a timely manner but not accepted with respect to any Distribution Date, will be treated as requests for principal distributions to ~~the~~ Special Retail Certificates on the next succeeding Distribution Date, and each succeeding Distribution Date thereafter, until each such request is accepted or is withdrawn as provided in Section ~~5.09(c~~4.06(c). Such requests ~~that~~ as are not so withdrawn shall retain their order of priority without the need for any further action on the part of the appropriate ~~Certificate Owner~~ Holder of the ~~related~~ Special Retail Certificate, all in accordance with the procedures of ~~the Depository~~ DTC and the Trustee. Upon the transfer of beneficial ownership of any Special Retail Certificate, any distribution request previously submitted with respect to such Certificate will be deemed to have been withdrawn only upon the receipt by the Trustee on or before the Record Date for such Distribution Date of notification of such withdrawal in the manner set forth in Section ~~5.09(c~~4.06(c) using a form required by ~~the Depository~~DTC. Distributions in reduction of the Class ~~Certificate~~ Principal Balance of ~~any Class of~~ the Special Retail Certificates will be applied in an amount equal to the portion of the ~~Senior Principal~~ REMIC II Available Distribution Amount allocable to such Class pursuant to Section ~~5.02~~4.04, plus any amounts available for distribution from the ~~applicable~~ Rounding Account established as provided in Section ~~3.23~~3.22, provided that the aggregate distribution of principal to such Class on any Distribution Date shall be made in an integral multiple of $1,000. To the extent that the portion of the ~~Senior~~ Principal Distribution Amount allocable to ~~any~~ the Corresponding Class of the Special Retail Certificates on any Distribution Date exceeds the aggregate ~~Class~~ Certificate Principal Balance ~~of that Class~~ of Special Retail Certificates with respect to which principal distribution ~~requests~~ requests, as set forth above, have been received, principal distributions in reduction of the Class ~~Certificate~~ Principal Balance of ~~such Class~~ the Special Retail Certificates will be made by mandatory distribution pursuant to Section ~~5.09(d~~4.06(d). (b) A Special Retail Certificate shall be deemed to be held by a Deceased Holder for purposes of this Section ~~5.09~~ 4.06 if the death of the ~~Certificate Owner~~ Holder thereof is deemed to have occurred. Special Retail Certificates beneficially owned by tenants by the entirety, joint tenants or tenants in common will be considered to be beneficially owned by a single owner. The death of a tenant by the entirety, joint tenant or tenant in common will be deemed to be the death of the ~~Certificate Owner~~Holder, and the Special Retail Certificates so beneficially owned will be eligible for priority with respect to principal distributions, subject to the limitations stated above. Special Retail Certificates beneficially owned by a trust will be considered to be beneficially owned by each beneficiary of the trust to the extent of such beneficiary's beneficial interest therein, but in no event will a trust's beneficiaries collectively be deemed to be ~~Certificate Owners~~ Holders of a number of Special Retail Certificates greater than the number of Special Retail Certificates of which such trust is the owner. The death of a beneficiary of a trust will be deemed to be the death of a ~~Certificate Owner~~ Holder of the Special Retail Certificates beneficially owned by the trust to the extent of such beneficiary's beneficial interest in such trust. The death of an individual who was a tenant by the entirety, joint tenant or tenant in common in a tenancy which is the beneficiary of a trust will be deemed to be the death of the beneficiary of such trust. The death of ~~an individual~~ a person who, during his or her lifetime, was entitled to substantially all of the beneficial ownership interests in a Special Retail Certificate will be deemed to be the death of the ~~Certificate Owner~~ Holder of such Special Retail Certificate regardless of the registration of ownership, if such beneficial ownership interest can be established to the satisfaction of the Trustee. Such beneficial interest will be deemed to exist in typical cases of street name or nominee ownership, ownership by a trustee, ownership under the Uniform Gifts to Minors Act and community property or other joint ownership arrangements between a husband and wife. Beneficial interest shall include the power to sell, transfer or otherwise dispose of a Special Retail Certificate and the right to receive the proceeds therefrom, as well as interest and principal distributions, as applicable, payable with respect thereto. The Trustee may rely entirely upon documentation delivered to it in establishing beneficial ownership interests in Special Retail Certificates. The Trustee shall not be under any duty to determine independently the occurrence of the death of any deceased ~~Certificate Owner~~Holder. The Trustee may rely entirely upon documentation delivered to it pursuant to Section ~~5.09(c~~4.06(c) in establishing the eligibility of any ~~Certificate Owner~~ Holder to receive the priority accorded Deceased Holders in Section ~~5.09(a~~4.06(a). (c) Requests for principal distributions to ~~the Certificate Owner of~~ any Special Retail Certificate must be made by delivering a written request therefor to the ~~Depository~~ DTC Participant or Indirect ~~Depository~~ DTC Participant that maintains the account evidencing such ~~Certificate Owner~~Holder's interest in such Certificate. In the case of a request on behalf of a Deceased Holder, appropriate evidence of death and any tax waivers are required to be forwarded to the Trustee under separate cover. The ~~Depository~~ DTC Participant should in turn make the request of ~~the Depository~~ DTC (or, in the case of an Indirect ~~Depository~~ DTC Participant, such Indirect ~~Depository~~ DTC Participant must notify the related ~~Depository~~ DTC Participant of such request, which ~~Depository~~ DTC Participant should make the request of DTC) on a form required by DTC and provided to the ~~Depository) in the manner required under the rules and regulations of the Depository's APUT System~~DTC Participant. Upon receipt of such request, ~~the Depository~~ DTC will date and time stamp such request and forward such request to the Trustee. ~~The Depository~~ DTC may establish such procedures as it deems fair and equitable to establish the order of receipt of requests for such distributions received by it on the same day. None of the ~~Depositor~~Company, the ~~Master Servicer~~ Certificate Administrator, the Trust or the Trustee shall be liable for any delay in delivery of requests for distributions or withdrawals of such requests by ~~the Depository~~DTC, a ~~Depository~~ DTC Participant or any Indirect ~~Depository~~ DTC Participant. The Trustee shall maintain a list of those ~~Depository~~ DTC Participants representing the appropriate ~~Certificate Owners~~ Holders of Special Retail Certificates that have submitted requests for principal distributions, together with the order of receipt and the amounts of such requests. Subject to the priorities described in Section ~~5.09(a~~4.06(a) above, ~~the Depository~~ DTC will honor requests for distributions in the order of their receipt. The Trustee shall notify ~~the Depository~~ DTC as to which requests should be honored on each Distribution Date at least two Business Days prior to such Distribution Date and shall notify ~~the Depository~~ DTC as to the portion of the ~~Senior Principal~~ REMIC II Available Distribution Amount (together with any amounts available for distribution from the ~~applicable~~ Rounding Account) to be distributed to the Special Retail Certificates by mandatory distribution pursuant to Section ~~5.09(d~~4.06(d). Requests shall be honored by ~~the Depository~~ DTC in accordance with the procedures, and subject to the priorities and limitations, described in this Section ~~5.09~~4.06. The exact procedures to be followed by the Trustee and ~~the Depository~~ DTC for purposes of determining such priorities and limitations will be those established from time to time by the Trustee or ~~the Depository~~DTC, as the case may be. The decisions of the Trustee and ~~the Depository~~ DTC concerning such matters will be final and binding on all affected ~~Persons~~persons. Special Retail Certificates that have been accepted for a distribution shall be due and payable on the applicable Distribution Date. Such Certificates shall cease to bear interest after the last calendar day of the ~~calendar~~ month preceding the month in which such Distribution Date occurs. Any ~~Certificate Owner~~ Holder of a Special Retail Certificate that has requested a principal distribution may withdraw its request by so notifying in writing the ~~Depository~~ DTC Participant or Indirect ~~Depository~~ DTC Participant that maintains such ~~Certificate Owner~~Holder's account. If In the event that such account is maintained by an Indirect ~~Depository~~ DTC Participant, such Indirect ~~Depository~~ DTC Participant must notify the related ~~Depository~~ DTC Participant which in turn must forward the withdrawal of such request, ~~in the manner~~ on a form required ~~under the rules and regulations of the Depository's APUT System~~by DTC, to ~~the Depository~~ DTC to be forwarded to the Trustee. If such notice of withdrawal of a request for distribution has not been received by ~~the Depository~~ DTC and forwarded to the Trustee on or before the Record Date for the next Distribution Date, the previously made request for a principal distribution will be irrevocable with respect to the making of principal distributions on such Distribution Date. If In the event any requests for principal distributions are rejected by the Trustee for failure to comply with the requirements of this Section ~~5.09~~4.06, the Trustee shall return such request to the appropriate ~~Depository~~ DTC Participant with a copy to ~~the Depository~~ DTC with an explanation as to the reason for such rejection. (d) If To the extent, if any, that principal distributions to be made to ~~any Class of~~ the Special Retail Certificates on a Distribution Date exceed the aggregate amount of principal distribution requests for such Class which have been received on or before the applicable Record Date, as provided in Section ~~5.09(a~~4.06(a) above, additional Special Retail Certificates ~~of such Class~~ will be selected to receive mandatory principal distributions in lots equal to $1,000 in accordance with the then-applicable ~~random lot~~ Random Lot procedures of ~~the Depository~~DTC, and the then-applicable procedures of the ~~Depository~~ DTC Participants and Indirect ~~Depository~~ DTC Participants representing the ~~Certificate Owners~~ Holders (which procedures may or may not be by random lot). The Trustee shall notify ~~the Depository~~ DTC of the aggregate amount of the mandatory principal distribution to be made on the next Distribution Date. ~~The Depository~~ DTC shall then allocate such aggregate amount among the ~~Depository~~ DTC Participants on a ~~random lot~~ Random Lot basis. Each ~~Depository~~ DTC Participant and, in turn, each Indirect ~~Depository~~ DTC Participant will then select, in accordance with its own procedures, Special Retail Certificates ~~of such Class~~ from among those held in its accounts to receive mandatory principal distributions, such that the total amount of principal distributed to the Special Retail Certificates ~~of such Class~~ so selected is equal to the aggregate amount of such mandatory distributions allocated to such ~~Depository~~ DTC Participant by ~~the Depository~~ DTC and to such Indirect ~~Depository~~ DTC Participant by its related ~~Depository~~ DTC Participant, as the case may be. ~~Depository~~ DTC Participants and Indirect ~~Depository~~ DTC Participants that hold Special Retail Certificates ~~of such Class~~ selected for mandatory principal distributions are required to provide notice of such mandatory distributions to the affected Holders. The Certificate ~~Owners~~Administrator shall notify the Trustee of the amount of principal distributions to be made on each Distribution Date in a timely manner such that the Trustee may fulfill its obligations under the Depositary Agreement. (e) Notwithstanding any provisions herein to the contrary, on each Distribution Date on and after the earlier of (i) the ~~Senior~~ Credit Support Depletion Date and (ii) the date on which any ~~Realized Loss~~ loss is allocated to ~~any Class of Special Retail Certificates~~the Underlying Certificates by Pro Rata Allocation, distributions in reduction of the Class ~~Certificate~~ Principal Balance of ~~such Class~~ the Special Retail Certificates will be made pro rata among the ~~Certificate Owners~~ Holders of the Special Retail Certificates ~~of such Class~~ and will not be made in integral multiples of $1,000 or nor pursuant to requests for distribution as permitted by Section ~~5.09(a~~4.06(a) or by mandatory distributions as provided for by Section ~~5.09(d~~4.06(d). (f) In the event that Definitive Certificates representing ~~the~~ Special Retail Certificates are issued pursuant to Section ~~6.02(c)(iii)~~5.09, an amendment to this Agreement, which may be approved without the consent of any Certificateholders, shall establish procedures relating to the manner in which distributions in reduction of the Class ~~Certificate~~ Principal Balance ~~of each Class~~ of the Special Retail Certificates are to be made; provided that such procedures shall be consistent, to the extent practicable and customary for certificates similar to the Special Retail Certificates, with the provisions of this Section ~~5.09~~4.06.

Appears in 1 contract

Samples: Trust Agreement (Washington Mutual Mortgage Securities Corp Series 2004-Rs1)

Principal Distributions on the Special Retail Certificates. Prior to ~~the earlier of (1) the Senior Credit Support Depletion Date and (2)~~ the date on which ~~any Realized Loss is allocated~~ Assured Guaranty fails to ~~any~~ make an Insured Payment under the Policy in respect of principal with respect to the Class ~~of Special Retail~~ 1-A-7 Certificates, distributions in reduction of the Class Certificate Balance of ~~such~~ the Class 1-A-7 Certificates will be made in integral multiples of $1,000 at the request of the appropriate representatives of Deceased Holders of Class 1-A-7 Certificates ~~of each such Class~~ and at the request of Living Holders of Class 1-A-7 Certificates ~~of each such Class~~ or by mandatory distributions, pursuant to Section ~~5.09(a~~5.10(a) and Section ~~5.09(d~~5.10(d). On ~~and~~ or after ~~the earlier of (A) the Senior Credit Support Depletion Date and (B)~~ the date on which ~~any Realized Loss is allocated~~ Assured Guaranty fails to ~~any~~ make an Insured Payment under the Policy in respect of principal with respect to the Class ~~of Special Retail~~ 1-A-7 Certificates, distributions in reduction of the Class Certificate ~~Balances~~ Balance of ~~such~~ the Class 1-A-7 Certificates will be made on a pro rata basis pursuant to Section ~~5.09(e~~5.10(e). (a) Except as set forth in Section ~~5.09(e~~5.10(e), on each Distribution Date on which principal distributions to ~~any~~ the Class ~~of the Special Retail~~ 1-A-7 Certificates are made, such distributions will be made in the following priority: (i) first, to requesting Deceased ~~Holders~~Holders of such Class, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $~~25,000~~ 100,000 for each requesting Deceased Holder; and (ii) second, to requesting Living ~~Holders~~Holders of such Class, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $10,000 for each requesting Living Holder. Thereafter, distributions will be ~~made, with respect~~ made to ~~such~~ the Class ~~of the Special Retail Certificates,~~ 1-A-7 Certificates as provided in clauses (i) and (ii) above, up to a second $~~25,000~~ 100,000 and $10,000, respectively. This sequence of priorities will be repeated until all requests for principal distributions by Deceased Holders and Living Holders of such Class have been honored, to the extent of amounts available for principal distributions to the Holders of such Class. All requests for principal distributions to ~~Special Retail~~ Class 1-A-7 Certificates will be accepted in accordance with the provisions set forth in Section ~~5.09(c~~5.10(c). Requests for principal distributions that are received by the ~~Trustee~~ Depository after the related Record Date and requests for principal distributions received in a timely manner but not accepted with respect to any Distribution Date, will be treated as requests for principal distributions to the ~~Special Retail~~ Class 1-A-7 Certificates on the next succeeding Distribution Date, and each succeeding Distribution Date thereafter, until each such request is accepted or is withdrawn as provided in Section ~~5.09(c~~5.10(c). Such requests that are not withdrawn shall retain their order of priority without the need for any further action on the part of the appropriate Certificate Owner of the ~~related Special Retail~~ Class 1-A-7 Certificate, all in accordance with the procedures of the Depository and the Trustee. Upon the transfer of beneficial ownership of any ~~Special Retail~~ Class 1-A-7 Certificate, any distribution request previously submitted with respect to such Certificate will be deemed to have been withdrawn only upon the receipt by the Trustee on or before the Record Date for such Distribution Date of notification of such withdrawal in the manner set forth in Section ~~5.09(c~~5.10(c) ~~using a form required by~~ on the Depository. 's "participant terminal system." Distributions in reduction of the Class Certificate Balance of ~~any~~ the Class ~~of Special Retail~~ 1-A-7 Certificates will be applied in an amount equal to the portion of the Senior Principal Distribution Amount for Group 1 allocable to such Class pursuant to Section 5.02, plus any Insured Payments in respect of principal, plus any amounts available for distribution from the ~~applicable~~ Rounding Account established as provided in Section 3.23, provided ~~that~~ that, subject to 5.09(e), the aggregate distribution of principal to such Class on any Distribution Date shall be made in an integral multiple of $1,000. To the extent that the portion of the Senior Principal Distribution Amount for Group 1 allocable to ~~any~~ the Class ~~of Special Retail~~ 1-A-7 Certificates on any Distribution Date exceeds the aggregate ~~Class~~ Certificate Balance of ~~that~~ Certificates of such Class ~~of Special Retail Certificates~~ with respect to which principal distribution requests have been received, principal distributions in reduction of the Class Certificate Balance of ~~such~~ the Class 1-A-7 Certificates will be made by mandatory distribution pursuant to Section ~~5.09(d~~5.10(d). (b) A ~~Special Retail~~ Class 1-A-7 Certificate shall be deemed to be held by a Deceased Holder for purposes of this Section ~~5.09~~ 5.10 if the death of the Certificate Owner thereof is deemed to have occurred. ~~Special Retail~~ Class 1-A-7 Certificates beneficially owned by tenants by the entirety, joint tenants or tenants in common will be considered to be beneficially owned by a single owner. The death of a tenant by the entirety, joint tenant or tenant in common will be deemed to be the death of the Certificate Owner. ~~Special Retail~~ Class 1-A-7 Certificates beneficially owned by a trust will be considered to be beneficially owned by each beneficiary of the trust to the extent of such beneficiary's beneficial interest therein, but in no event will a trust's beneficiaries collectively be deemed to be Certificate Owners of a number of ~~Special Retail~~ Class 1-A-7 Certificates greater than the number of ~~Special Retail~~ Class 1-A-7 Certificates of which such trust is the owner. The death of a beneficiary of a trust will be deemed to be the death of a Certificate Owner of the ~~Special Retail~~ Class 1-A-7 Certificates beneficially owned by the trust to the extent of such beneficiary's beneficial interest in such trust. The death of an individual who was a tenant by the entirety, joint tenant or tenant in common in a tenancy which is the beneficiary of a trust will be deemed to be the death of the beneficiary of such trust. The death of an individual who, during his or her lifetime, was entitled to substantially all of the beneficial ownership interests in a ~~Special Retail~~ Class 1-A-7 Certificate will be deemed to be the death of the Certificate Owner of such ~~Special Retail~~ Class 1-A-7 Certificate regardless of the registration of ownership, if such beneficial ownership interest can be established to the satisfaction of the ~~Trustee~~Depository Participant. Such beneficial interest will be deemed to exist in typical cases of street name or nominee ownership, ownership by a trustee, ownership under the Uniform Gifts to Minors Act and community property or other joint ownership arrangements between a husband and wife. Beneficial interest shall include the power to sell, transfer or otherwise dispose of a ~~Special Retail~~ Class 1-A-7 Certificate and the right to receive the proceeds therefrom, as well as interest and principal distributions, as applicable, payable with respect thereto. The Trustee shall not be under any duty to determine independently the occurrence of the death of any deceased Certificate Owner. The Trustee may rely entirely upon documentation delivered to it pursuant to Section ~~5.09(c~~5.10(c) in establishing the eligibility of any Certificate Owner to receive the priority accorded Deceased Holders in Section ~~5.09(a~~5.10(a). (c) Requests for principal distributions to the Certificate Owner of any ~~Special Retail~~ Class 1-A-7 Certificate must be made by delivering a written request therefor to the Depository Participant or Indirect Depository Participant that maintains the account evidencing such Certificate Owner's interest in such Certificate. In the case of a request on behalf of a Deceased Holder, appropriate evidence of death and any tax waivers are required to be forwarded to the ~~Trustee~~ Depository Participant under separate cover. The Depository Participant should in turn make the request of the Depository (or, in the case of an Indirect Depository Participant, such Indirect Depository Participant must notify the related Depository Participant of such request, which Depository Participant should make the request ~~of the Depository) in the manner required under the rules and regulations of~~ on the Depository's ~~APUT System. Upon receipt of such request, the Depository will date and time stamp such request and forward such request to the Trustee~~participant terminal system). The Depository may establish such procedures as it deems fair and equitable to establish the order of receipt of requests for such distributions received by it on the same day. None of the Depositor, the ~~Master~~ Servicer or the Trustee shall be liable for any delay in delivery of requests for distributions or withdrawals of such requests by the Depository, a Depository Participant or any Indirect Depository Participant. The Trustee shall maintain a list of those Depository Participants representing the appropriate Certificate Owners of Special Retail Certificates that have submitted requests for principal distributions, together with the order of receipt and the amounts of such requests. Subject to the priorities described in Section ~~5.09(a~~5.10(a) above, the Depository will honor requests for distributions in the order of their receipt. The ~~Trustee~~ Depository shall ~~notify the Depository as to~~ determine which requests should be honored on each Distribution Date ~~at least two Business Days prior to such Distribution Date~~ and the Trustee shall notify the Depository as to the portion of the applicable Senior Principal Distribution Amount (together with any amounts available for distribution from the ~~applicable~~ Rounding Account) to be distributed to the ~~Special Retail~~ Class 1-A-7 Certificates by mandatory distribution pursuant to Section ~~5.09(d~~5.10(d). Requests shall be honored by the Depository in accordance with the procedures, and subject to the priorities and limitations, described in this Section ~~5.09~~5.10. The exact procedures to be followed by the Trustee and the Depository for purposes of determining such priorities and limitations will be those established from time to time by the Trustee or the Depository, as the case may be. The decisions of the Trustee and the Depository concerning such matters will be final and binding on all affected Persons. ~~Special Retail~~ Class 1-A-7 Certificates that have been accepted for a distribution shall be due and payable on the applicable Distribution Date. Such Certificates shall cease to bear interest after the last day of the calendar month preceding the month in which such Distribution Date occurs. Any Certificate Owner of a ~~Special Retail~~ Class 1-A-7 Certificate that has requested a principal distribution may withdraw its request by so notifying in writing the Depository Participant or Indirect Depository Participant that maintains such Certificate Owner's account. If such account is maintained by an Indirect Depository Participant, such Indirect Depository Participant must notify the related Depository Participant which in turn must ~~forward~~ make the ~~withdrawal~~ request of ~~such request, in~~ the ~~manner required under the rules and regulations of~~ Depository or on the Depository's ~~APUT System, to the Depository to be forwarded to the Trustee~~participant terminal system. If such notice of withdrawal of a request for distribution has not been received by the Depository ~~and forwarded to the Trustee~~ on or before the Record Date for the next Distribution Date, the previously made request for a principal distribution will be irrevocable with respect to the making of principal distributions on such Distribution Date. If any requests for principal distributions are rejected by the ~~Trustee~~ Depository for failure to comply with the requirements of this Section ~~5.09~~5.10, the ~~Trustee~~ Depository shall return such request to the appropriate Depository Participant ~~with a copy to the Depository~~ with an explanation as to the reason for such rejection. (d) If principal distributions to be made to ~~any~~ the Class ~~of the Special Retail~~ 1-A-7 Certificates on a Distribution Date exceed the aggregate amount of principal distribution requests for such Class which have been received on or before the applicable Record Date, as provided in Section ~~5.09(a~~5.10(a) above, additional ~~Special Retail~~ Class 1-A-7 Certificates ~~of such Class~~ will be selected to receive mandatory principal distributions in lots equal to $1,000 in accordance with the then-applicable random lot procedures of the Depository, and the then-applicable procedures of the Depository Participants and Indirect Depository Participants representing the Certificate Owners (which procedures may or may not be by random lot). The Trustee shall notify the Depository of the aggregate amount of the mandatory principal distribution to be made on the next Distribution Date. The Depository shall then allocate such aggregate amount among the Depository Participants on a random lot basis. Each Depository Participant and, in turn, each Indirect Depository Participant will then select, in accordance with its own procedures, ~~Special Retail~~ Class 1-A-7 Certificates ~~of such Class~~ from among those held in its accounts to receive mandatory principal distributions, such that the total amount of principal distributed to the ~~Special Retail~~ Class 1-A-7 Certificates ~~of such Class~~ so selected is equal to the aggregate amount of such mandatory distributions allocated to such Depository Participant by the Depository and to such Indirect Depository Participant by its related Depository Participant, as the case may be. Depository Participants and Indirect Depository Participants that hold ~~Special Retail~~ Class 1-A-7 Certificates ~~of such Class~~ selected for mandatory principal distributions are required to provide notice of such mandatory distributions to the affected Certificate Owners. (e) Notwithstanding any provisions herein to the contrary, on each Distribution Date ~~on and after~~ if Assured Guaranty fails to make an Insured Payment under the ~~earlier~~ Policy in respect of ~~(i)~~ principal with respect to the ~~Senior Credit Support Depletion Date and (ii) the date on which any Realized Loss is allocated to any~~ Class ~~of Special Retail~~ 1-A-7 Certificates, distributions in reduction of the Class Certificate Balance of ~~such~~ the Class 1-A-7 Certificates will be made pro rata among the Certificate Owners ~~of the Certificates~~ of such Class and will not be made in integral multiples of $1,000 or pursuant to requests for distribution as permitted by Section ~~5.09(a~~5.10(a) or by mandatory distributions as provided for by Section ~~5.09(d~~5.10(d). (f) In the event that the pro rata distributions described in Section 5.10(e) cannot be made through the facilities of the Depository, the Class 1-A-7 Certificates will be withdrawn by the Trustee at the direction of the Depositor from the facilities of the Depository and Definitive Certificates ~~representing the Special Retail~~ will be issued to replace such withdrawn Book-Entry Certificates ~~are issued~~ pursuant to Section 6.02(c)(iii)~~, an~~ . An amendment to this Agreement, which may be approved without the consent of any Certificateholders, shall establish procedures relating to the manner in which pro rata distributions in reduction of the ~~Class Certificate Balance of each Class~~ principal balance of the ~~Special Retail~~ Class 1-A-7 Certificates are to be made; provided that such procedures shall be consistent, to the extent practicable and customary for certificates similar to the Special Retail Certificates, with the provisions of this Section ~~5.09~~5.10.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Banc of America Mortgage Securities Mortgage Pass-Through Certificates Series 2005-4 Trust)

Principal Distributions on the Special Retail Certificates. Prior to the earlier of (1) the Senior Credit Support Depletion Date and (2) the date on which any Realized Loss is allocated to ~~any Class of~~ the Special Retail Certificates, distributions in reduction of the Class Certificate Balance of such Class will be made in integral multiples of $1,000 at the request of the appropriate representatives of Deceased Holders of Certificates of ~~each~~ such Class and at the request of Living Holders of Certificates of ~~each~~ such Class or by mandatory distributions, pursuant to Section 5.09(a) and Section 5.09(d). On and after the earlier of (A) the Senior Credit Support Depletion Date and (B) the date on which any Realized Loss is allocated to ~~any Class of~~ the Special Retail Certificates, distributions in reduction of the Class Certificate ~~Balances~~ Balance of such Class will be made on a pro rata basis pursuant to Section 5.09(e). (a) Except as set forth in Section 5.09(e), on each Distribution Date on which principal distributions to ~~any Class of~~ the Special Retail Certificates are made, such distributions will be made in the following priority: (i) first, to requesting Deceased Holders, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $25,000 for each requesting Deceased Holder; and (ii) second, to requesting Living Holders, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $10,000 for each requesting Living Holder. Thereafter, distributions will be made, with respect to ~~such Class of~~ the Special Retail Certificates, as provided in clauses (i) and (ii) above, up to a second $25,000 and $10,000, respectively. This sequence of priorities will be repeated until all requests for principal distributions by Deceased Holders and Living Holders of such Class have been honored, to the extent of amounts available for principal distributions to the Holders of such Class. All requests for principal distributions to Special Retail Certificates will be accepted in accordance with the provisions set forth in Section 5.09(c). Requests for principal distributions that are received by the Trustee after the related Record Date and requests for principal distributions received in a timely manner but not accepted with respect to any Distribution Date, will be treated as requests for principal distributions to the Special Retail Certificates on the next succeeding Distribution Date, and each succeeding Distribution Date thereafter, until each such request is accepted or is withdrawn as provided in Section 5.09(c). Such requests that are not withdrawn shall retain their order of priority without the need for any further action on the part of the appropriate Certificate Owner of the ~~related~~ Special Retail Certificate, all in accordance with the procedures of the Depository and the Trustee. Upon the transfer of beneficial ownership of any Special Retail Certificate, any distribution request previously submitted with respect to such Certificate will be deemed to have been withdrawn only upon the receipt by the Trustee on or before the Record Date for such Distribution Date of notification of such withdrawal in the manner set forth in Section 5.09(c) using a form required by the Depository. Distributions in reduction of the Class Certificate Balance of ~~any Class of~~ the Special Retail Certificates will be applied in an amount equal to the portion of the Senior Principal Distribution Amount allocable to such Class pursuant to Section 5.02, plus any amounts available for distribution from the ~~applicable~~ Rounding Account established as provided in Section 3.23, provided that the aggregate distribution of principal to such Class on any Distribution Date shall be made in an integral multiple of $1,000. To the extent that the portion of the Senior Principal Distribution Amount allocable to ~~any Class of~~ the Special Retail Certificates on any Distribution Date exceeds the aggregate Class Certificate Balance of ~~that Class of~~ the Special Retail Certificates with respect to which principal distribution requests have been received, principal distributions in reduction of the Class Certificate Balance of such Class will be made by mandatory distribution pursuant to Section 5.09(d). (b) A Special Retail Certificate shall be deemed to be held by a Deceased Holder for purposes of this Section 5.09 if the death of the Certificate Owner thereof is deemed to have occurred. Special Retail Certificates beneficially owned by tenants by the entirety, joint tenants or tenants in common will be considered to be beneficially owned by a single owner. The death of a tenant by the entirety, joint tenant or tenant in common will be deemed to be the death of the Certificate Owner. Special Retail Certificates beneficially owned by a trust will be considered to be beneficially owned by each beneficiary of the trust to the extent of such beneficiary's beneficial interest therein, but in no event will a trust's beneficiaries collectively be deemed to be Certificate Owners of a number of Special Retail Certificates greater than the number of Special Retail Certificates of which such trust is the owner. The death of a beneficiary of a trust will be deemed to be the death of a Certificate Owner of the Special Retail Certificates beneficially owned by the trust to the extent of such beneficiary's beneficial interest in such trust. The death of an individual who was a tenant by the entirety, joint tenant or tenant in common in a tenancy which is the beneficiary of a trust will be deemed to be the death of the beneficiary of such trust. The death of an individual who, during his or her lifetime, was entitled to substantially all of the beneficial ownership interests in a Special Retail Certificate will be deemed to be the death of the Certificate Owner of such Special Retail Certificate regardless of the registration of ownership, if such beneficial ownership interest can be established to the satisfaction of the Trustee. Such beneficial interest will be deemed to exist in typical cases of street name or nominee ownership, ownership by a trustee, ownership under the Uniform Gifts to Minors Act and community property or other joint ownership arrangements between a husband and wife. Beneficial interest shall include the power to sell, transfer or otherwise dispose of a Special Retail Certificate and the right to receive the proceeds therefrom, as well as interest and principal distributions, as applicable, payable with respect thereto. The Trustee shall not be under any duty to determine independently the occurrence of the death of any deceased Certificate Owner. The Trustee may rely entirely upon documentation delivered to it pursuant to Section 5.09(c) in establishing the eligibility of any Certificate Owner to receive the priority accorded Deceased Holders in Section 5.09(a). (c) Requests for principal distributions to the Certificate Owner of any Special Retail Certificate must be made by delivering a written request therefor to the Depository Participant or Indirect Depository Participant that maintains the account evidencing such Certificate Owner's interest in such Certificate. In the case of a request on behalf of a Deceased Holder, appropriate evidence of death and any tax waivers are required to be forwarded to the Trustee under separate cover. The Depository Participant should in turn make the request of the Depository (or, in the case of an Indirect Depository Participant, such Indirect Depository Participant must notify the related Depository Participant of such request, which Depository Participant should make the request of the Depository) in the manner required under the rules and regulations of the Depository's APUT System. Upon receipt of such request, the Depository will date and time stamp such request and forward such request to the Trustee. The Depository may establish such procedures as it deems fair and equitable to establish the order of receipt of requests for such distributions received by it on the same day. None of the Depositor, the Master Servicer or the Trustee shall be liable for any delay in delivery of requests for distributions or withdrawals of such requests by the Depository, a Depository Participant or any Indirect Depository Participant. The Trustee shall maintain a list of those Depository Participants representing the appropriate Certificate Owners of Special Retail Certificates that have submitted requests for principal distributions, together with the order of receipt and the amounts of such requests. Subject to the priorities described in Section 5.09(a) above, the Depository will honor requests for distributions in the order of their receipt. The Trustee shall notify the Depository as to which requests should be honored on each Distribution Date at least two Business Days prior to such Distribution Date and shall notify the Depository as to the portion of the Senior Principal Distribution Amount (together with any amounts available for distribution from the ~~applicable~~ Rounding Account) to be distributed to the Special Retail Certificates by mandatory distribution pursuant to Section 5.09(d). Requests shall be honored by the Depository in accordance with the procedures, and subject to the priorities and limitations, described in this Section 5.09. The exact procedures to be followed by the Trustee and the Depository for purposes of determining such priorities and limitations will be those established from time to time by the Trustee or the Depository, as the case may be. The decisions of the Trustee and the Depository concerning such matters will be final and binding on all affected Persons. Special Retail Certificates that have been accepted for a distribution shall be due and payable on the applicable Distribution Date. Such Certificates shall cease to bear interest after the last day of the calendar month preceding the month in which such Distribution Date occurs. Any Certificate Owner of a Special Retail Certificate that has requested a principal distribution may withdraw its request by so notifying in writing the Depository Participant or Indirect Depository Participant that maintains such Certificate Owner's account. If such account is maintained by an Indirect Depository Participant, such Indirect Depository Participant must notify the related Depository Participant which in turn must forward the withdrawal of such request, in the manner required under the rules and regulations of the Depository's APUT System, to the Depository to be forwarded to the Trustee. If such notice of withdrawal of a request for distribution has not been received by the Depository and forwarded to the Trustee on or before the Record Date for the next Distribution Date, the previously made request for a principal distribution will be irrevocable with respect to the making of principal distributions on such Distribution Date. If any requests for principal distributions are rejected by the Trustee for failure to comply with the requirements of this Section 5.09, the Trustee shall return such request to the appropriate Depository Participant with a copy to the Depository with an explanation as to the reason for such rejection. (d) If principal distributions to be made to ~~any Class of~~ the Special Retail Certificates on a Distribution Date exceed the aggregate amount of principal distribution requests for such Class which have been received on or before the applicable Record Date, as provided in Section 5.09(a) above, additional Special Retail Certificates ~~of such Class~~ will be selected to receive mandatory principal distributions in lots equal to $1,000 in accordance with the then-applicable random lot procedures of the Depository, and the then-applicable procedures of the Depository Participants and Indirect Depository Participants representing the Certificate Owners (which procedures may or may not be by random lot). The Trustee shall notify the Depository of the aggregate amount of the mandatory principal distribution to be made on the next Distribution Date. The Depository shall then allocate such aggregate amount among the Depository Participants on a random lot basis. Each Depository Participant and, in turn, each Indirect Depository Participant will then select, in accordance with its own procedures, Special Retail Certificates ~~of such Class~~ from among those held in its accounts to receive mandatory principal distributions, such that the total amount of principal distributed to the Special Retail Certificates ~~of such Class~~ so selected is equal to the aggregate amount of such mandatory distributions allocated to such Depository Participant by the Depository and to such Indirect Depository Participant by its related Depository Participant, as the case may be. Depository Participants and Indirect Depository Participants that hold Special Retail Certificates ~~of such Class~~ selected for mandatory principal distributions are required to provide notice of such mandatory distributions to the affected Certificate Owners. (e) Notwithstanding any provisions herein to the contrary, on each Distribution Date on and after the earlier of (i) the Senior Credit Support Depletion Date and (ii) the date on which any Realized Loss is allocated to ~~any Class of~~ the Special Retail Certificates, distributions in reduction of the Class Certificate Balance of such Class will be made pro rata among the Certificate Owners of the Certificates of such Class and will not be made in integral multiples of $1,000 or pursuant to requests for distribution as permitted by Section 5.09(a) or by mandatory distributions as provided for by Section 5.09(d). (f) In the event that Definitive Certificates representing the Special Retail Certificates are issued pursuant to Section 6.02(c)(iii), an amendment to this Agreement, which may be approved without the consent of any Certificateholders, shall establish procedures relating to the manner in which distributions in reduction of the Class Certificate Balance of ~~each Class of~~ the Special Retail Certificates are to be made; provided that such procedures shall be consistent, to the extent practicable and customary for certificates similar to the Special Retail Certificates, with the provisions of this Section 5.09.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bank of America Mort Sec Inc Mort Pas Thru Cert Ser 1999-11)

Principal Distributions on the Special Retail Certificates. Prior to the earlier of (1i) the ~~Senior~~ Group I Credit Support Depletion Date and (2ii) the date on which any ~~Realized Loss~~ loss is allocated to ~~any~~ either Class of the Special Retail ~~Certificates~~Certificates by Pro Rata Allocation, distributions in reduction of the Class ~~Certificate~~ Principal Balance of such Class will be made in integral multiples of $1,000 at the request of the appropriate representatives of Deceased Holders of Certificates of each such Class and at the request of Living Holders of Certificates of each such Class or by mandatory distributions, pursuant to Section ~~5.09(a~~4.06(a) and Section ~~5.09(d~~4.06(d). On and after the earlier of (Ai) the ~~Senior~~ Group I Credit Support Depletion Date and (Bii) the date on which any ~~Realized Loss~~ loss is allocated to ~~any~~ either Class of the Special Retail ~~Certificates~~Certificates by Pro Rata Allocation, distributions in reduction of the Class ~~Certificate~~ Principal Balances of such Class will be made on a pro rata basis pursuant to Section ~~5.09(e~~4.06(e). (a) ~~Except as set forth in Section 5.09(e), on~~ On each Distribution Date on which principal distributions to ~~any~~ either Class of the Special Retail Certificates are made, such distributions will be made in the following priority: (i) first, to requesting Deceased Holders, in the order in which such requests are received by ~~the Depository~~DTC, but not exceeding an aggregate amount of $25,000 for each requesting Deceased Holder; and (ii) ~~second,~~ to requesting Living Holders, in the order in which such requests are received by ~~the Depository~~DTC, but not exceeding an aggregate amount of $10,000 for each requesting Living Holder. Thereafter, distributions will be made, with respect to such Class of the Special Retail Certificates, as provided in clauses (i) and (ii) ~~above,~~ above up to a second $25,000 and $10,000, respectively. This sequence of priorities will be repeated until all requests for principal distributions by Deceased Holders and Living Holders of such Class have been honored, to the extent of amounts available for principal distributions to ~~the Holders of~~ such Class. All requests for principal distributions to Special Retail Certificates will be accepted in accordance with the provisions set forth in Section ~~5.09(c~~4.06(c). Requests for principal distributions that are received by the Trustee after the related Record Date and requests for principal distributions received in a timely manner but not accepted with respect to any Distribution Date, will be treated as requests for principal distributions to the Special Retail Certificates on the next succeeding Distribution Date, and each succeeding Distribution Date thereafter, until each such request is accepted or is withdrawn as provided in Section ~~5.09(c~~4.06(c). Such requests ~~that~~ as are not so withdrawn shall retain their order of priority without the need for any further action on the part of the appropriate ~~Certificate Owner~~ Holder of the related Special Retail Certificate, all in accordance with the procedures of ~~the Depository~~ DTC and the Trustee. Upon the transfer of beneficial ownership of any Special Retail Certificate, any distribution request previously submitted with respect to such Certificate will be deemed to have been withdrawn only upon the receipt by the Trustee on or before the Record Date for such Distribution Date of notification of such withdrawal in the manner set forth in Section ~~5.09(c~~4.06(c) using a form required by ~~the Depository~~DTC. Distributions in reduction of the Class ~~Certificate~~ Principal Balance of ~~any~~ either Class of the Special Retail Certificates will be applied in an amount equal to the portion of the Group I Senior Principal Distribution Amount allocable to such Class pursuant to Section ~~5.02~~4.04, plus any amounts available for distribution from the applicable Rounding Account established as provided in Section ~~3.23~~3.21, provided that the aggregate distribution of principal to such Class on any Distribution Date shall be made in an integral multiple of $1,000. To the extent that the portion of the Group I Senior Principal Distribution Amount allocable to ~~any~~ either Class of the Special Retail Certificates on any Distribution Date exceeds the aggregate ~~Class~~ Certificate Principal Balance ~~of that Class~~ of Special Retail Certificates with respect to which principal distribution ~~requests~~ requests, as set forth above, have been received, principal distributions in reduction of the Class ~~Certificate~~ Principal Balance of such Class will be made by mandatory distribution pursuant to Section ~~5.09(d~~4.06(d). (b) A Special Retail Certificate shall be deemed to be held by a Deceased Holder for purposes of this Section ~~5.09~~ 4.06 if the death of the ~~Certificate Owner~~ Holder thereof is deemed to have occurred. Special Retail Certificates beneficially owned by tenants by the entirety, joint tenants or tenants in common will be considered to be beneficially owned by a single owner. The death of a tenant by the entirety, joint tenant or tenant in common will be deemed to be the death of the ~~Certificate Owner~~Holder, and the Special Retail Certificates so beneficially owned will be eligible for priority with respect to principal distributions, subject to the limitations stated above. Special Retail Certificates beneficially owned by a trust will be considered to be beneficially owned by each beneficiary of the trust to the extent of such beneficiary's beneficial interest therein, but in no event will a trust's beneficiaries collectively be deemed to be ~~Certificate Owners~~ Holders of a number of Special Retail Certificates greater than the number of Special Retail Certificates of which such trust is the owner. The ~~death~~ death of a beneficiary of a trust will be deemed to be the death of a ~~Certificate Owner~~ Holder of the Special Retail Certificates beneficially owned by the trust to the extent of such beneficiary's beneficial interest in such trust. The death of an individual who was a tenant by the entirety, joint tenant or tenant in common in a tenancy which is the beneficiary of a trust will be deemed to be the death of the beneficiary of such trust. The death of ~~an individual~~ a person who, during his or her lifetime, was entitled to substantially all of the beneficial ownership interests in a Special Retail Certificate will be deemed to be the death of the ~~Certificate Owner~~ Holder of such Special Retail Certificate regardless of the registration of ownership, if such beneficial ownership interest can be established to the satisfaction of the Trustee. Such beneficial interest will be deemed to exist in typical cases of street name or nominee ownership, ownership by a trustee, ownership under the Uniform Gifts to Minors Act and community property or other joint ownership arrangements between a husband and wife. Beneficial interest shall include the power to sell, transfer or otherwise dispose of a Special Retail Certificate and the right to receive the proceeds therefrom, as well as interest and principal distributions, as applicable, payable with respect thereto. The Trustee shall not be under any duty to determine independently the occurrence of the death of any deceased ~~Certificate Owner~~Holder. The Trustee may rely entirely upon documentation delivered to it pursuant to Section ~~5.09(c~~4.06(c) in establishing the eligibility of any ~~Certificate Owner~~ Holder to receive the priority accorded Deceased Holders in Section ~~5.09(a~~4.06(a). (c) Requests for principal distributions to ~~the Certificate Owner of~~ any Special Retail Certificate must be made by delivering a written request therefor to the ~~Depository~~ DTC Participant or Indirect ~~Depository~~ DTC Participant that maintains the account evidencing such ~~Certificate Owner~~Holder's interest in such Certificate. In the case of a request on behalf of a Deceased Holder, appropriate evidence of death and any tax waivers are required to be forwarded to the Trustee under separate cover. The ~~Depository~~ DTC Participant should in turn make the request of ~~the Depository~~ DTC (or, in the case of an Indirect ~~Depository~~ DTC Participant, such Indirect ~~Depository~~ DTC Participant must notify the related ~~Depository~~ DTC Participant of such request, which ~~Depository~~ DTC Participant should make the request of DTC) on a form required by DTC and provided to the ~~Depository) in the manner required under the rules and regulations of the Depository's APUT System~~DTC Participant. Upon receipt of such request, ~~the Depository~~ DTC will date and time stamp such request and forward such request to the Trustee. ~~The Depository~~ DTC may establish such procedures as it deems fair and equitable to establish the order of receipt of requests for such distributions received by it on the same day. None of the ~~Depositor~~Company, the Master Servicer or the Trustee shall be liable for any delay in delivery of requests for distributions or withdrawals of such requests by ~~the Depository~~DTC, a ~~Depository~~ DTC Participant or any Indirect ~~Depository~~ DTC Participant. The Trustee shall maintain a list of those ~~Depository~~ DTC Participants representing the appropriate ~~Certificate Owners~~ Holders of Special Retail Certificates that have submitted requests for principal distributions, together with the order of receipt and the amounts of such requests. Subject to the priorities described in Section ~~5.09(a~~4.06(a) above, ~~the Depository~~ DTC will honor requests for distributions in the order of their receipt. The Trustee shall notify ~~the Depository~~ DTC as to which requests should be honored on each Distribution Date at least two Business Days prior to such Distribution Date and shall notify ~~the Depository~~ DTC as to the portion of the Group I Senior Principal Distribution Amount (together with any amounts available for distribution from the applicable Rounding Account) to be distributed to the Special Retail Certificates by mandatory distribution pursuant to Section ~~5.09(d~~4.06(d). Requests shall be honored by ~~the Depository~~ DTC in accordance with the procedures, and subject to the priorities and limitations, described in this Section ~~5.09~~4.06. The exact procedures to be followed by the Trustee and ~~the Depository~~ DTC for purposes of determining such priorities and limitations will be those established from time to time by the Trustee or ~~the Depository~~DTC, as the case may be. The decisions of the Trustee and ~~the Depository~~ DTC concerning such matters will be final and binding on all affected ~~Persons~~persons. Special Retail Certificates that have been accepted for a distribution shall be due and payable on the applicable Distribution Date. Such Certificates shall cease to bear interest after the last calendar day of the ~~calendar~~ month preceding the month in which such Distribution Date occurs. Any ~~Certificate Owner~~ Holder of a Special Retail Certificate that has requested a principal distribution may withdraw its request by so notifying in writing the ~~Depository~~ DTC Participant or Indirect ~~Depository~~ DTC Participant that maintains such ~~Certificate Owner~~Holder's account. If In the event that such account is maintained by an Indirect ~~Depository~~ DTC Participant, such Indirect ~~Depository~~ DTC Participant must notify the related ~~Depository~~ DTC Participant which in turn must forward the withdrawal of such request, ~~in the manner~~ on a form required ~~under the rules and regulations of the Depository's APUT System~~by DTC, to ~~the Depository~~ DTC to be forwarded to the Trustee. If such notice of withdrawal of a request for distribution has not been received by ~~the Depository~~ DTC and forwarded to the Trustee on or before the Record Date for the next Distribution Date, the previously made request for a principal distribution will be irrevocable with respect to the making of principal distributions on such Distribution Date. If In the event any requests for principal distributions are rejected by the Trustee for failure to comply with the requirements of this Section ~~5.09~~4.06, the Trustee shall return such request to the appropriate ~~Depository~~ DTC Participant with a copy to ~~the Depository~~ DTC with an explanation as to the reason for such rejection. (d) If To the extent, if any, that principal distributions to be made to ~~any~~ either Class of the Special Retail Certificates on a Distribution Date exceed the aggregate amount of principal distribution requests for such Class which have been received on or before the applicable Record Date, as provided in Section ~~5.09(a~~4.06(a) above, additional Special Retail Certificates ~~of such Class~~ will be selected to receive mandatory principal distributions in lots equal to $1,000 in accordance with the then-applicable ~~random lot~~ Random Lot procedures of ~~the Depository~~DTC, and the then-applicable procedures of the ~~Depository~~ DTC Participants and Indirect ~~Depository~~ DTC Participants representing the ~~Certificate Owners~~ Holders (which procedures may or may not be by random lot). The Trustee shall notify ~~the Depository~~ DTC of the aggregate amount of the mandatory principal distribution to be made on the next Distribution Date. ~~The Depository~~ DTC shall then allocate such aggregate amount among the ~~Depository~~ DTC Participants on a ~~random lot~~ Random Lot basis. Each ~~Depository~~ DTC Participant and, in turn, each Indirect ~~Depository~~ DTC Participant will then select, in accordance with its own procedures, Special Retail Certificates ~~of such Class~~ from among those held in its accounts to receive mandatory principal distributions, such that the total amount of principal distributed to the Special Retail Certificates ~~of such Class~~ so selected is equal to the aggregate amount of such mandatory distributions allocated to such ~~Depository~~ DTC Participant by ~~the Depository~~ DTC and to such Indirect ~~Depository~~ DTC Participant by its related ~~Depository~~ DTC Participant, as the case may be. ~~Depository~~ DTC Participants and Indirect ~~Depository~~ DTC Participants that hold Special Retail Certificates ~~of such Class~~ selected for mandatory principal distributions are required to provide notice of such mandatory distributions to the affected ~~Certificate Owners~~Holders. The Master Servicer shall notify the Trustee of the amount of principal distributions to be made on each Distribution Date in a timely manner such that the Trustee may fulfill its obligations under the Depositary Agreement. (e) Notwithstanding any provisions herein to the contrary, on each Distribution Date on and after the earlier of (i) the ~~Senior~~ Group I Credit Support Depletion Date and (ii) the date on which any ~~Realized Loss~~ loss is allocated to ~~any~~ either Class of the Special Retail ~~Certificates~~Certificates by Pro Rata Allocation, distributions in reduction of the Class ~~Certificate~~ Principal Balance of such Class will be made pro rata among the ~~Certificate Owners~~ Holders of the Certificates of such Class and will not be made in integral multiples of $1,000 or nor pursuant to requests for distribution as permitted by Section ~~5.09(a~~4.06(a) or by mandatory distributions as provided for by Section ~~5.09(d~~4.06(d). (f) In the event that Definitive Certificates representing the Special Retail Certificates are issued pursuant to Section ~~6.02(c)(iii)~~5.09, an amendment to this Agreement, which may be approved without the consent of any Certificateholders, shall establish procedures relating to the manner in which distributions in reduction of the Class ~~Certificate~~ Principal Balance of each Class of the Special Retail Certificates are to be made; provided that such procedures shall be consistent, to the extent practicable and customary for certificates similar to the Special Retail Certificates, with the provisions of this Section ~~5.09~~4.06.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (PNC Mortgage Securities Corp)

Principal Distributions on the Special Retail Certificates. ~~Prior to~~ Distributions in reduction of the ~~earlier~~ Certificate Principal Balance of ~~(1) the Senior Credit Support Depletion Date and (2) the date on which any Realized Loss is allocated to~~ any Class of Special Retail ~~Certificates, distributions in reduction of the Class Certificate Balance of such Class~~ Certificates will be made in integral multiples of $1,000 at the request of the appropriate representatives of Deceased Holders of Certificates of ~~each~~ such Class and at the request of Living Holders of Certificates of ~~each~~ such Class or by mandatory distributions, pursuant to Section ~~5.09(a~~4.06(a) and Section 5.09(d). On and after the earlier of (A) the Senior Credit Support Depletion Date and (B) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates, distributions in reduction of the Class Certificate Balances of such Class will be made on a pro rata basis pursuant to Section 5.09(e4.06(d). (a) Except as set forth in Section ~~5.09(e~~4.06(e), on each Distribution Date on which principal distributions to ~~any Class of~~ the Special Retail Certificates are made, such distributions will be made in the following priority: (i) first, to requesting Deceased ~~Holders~~Holders of such Class, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $~~25,000~~ 100,000 for each requesting Deceased Holder; and (ii) second, to requesting Living ~~Holders~~Holders of such Class, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $10,000 for each requesting Living Holder. Thereafter, distributions will be made, with respect to ~~such Class of~~ the Special Retail Certificates, as provided in clauses (i) and (ii) above, up to a second $~~25,000~~ 100,000 and $10,000, respectively. This sequence of priorities will be repeated until all requests for principal distributions by Deceased Holders and Living Holders of such Class have been honored, to the extent of amounts available for principal distributions to the Holders of such Class. All requests for principal distributions to Special Retail Certificates will be accepted in accordance with the provisions set forth in Section ~~5.09(c~~4.06(c). Requests for principal distributions that are received by the Trustee after the related Record Date and requests for principal distributions received in a timely manner but not accepted with respect to any Distribution Date, will be treated as requests for principal distributions to the Special Retail Certificates on the next succeeding Distribution Date, and each succeeding Distribution Date thereafter, until each such request is accepted or is withdrawn as provided in Section ~~5.09(c~~4.06 (c). Such requests that are not withdrawn shall retain their order of priority without the need for any further action on the part of the appropriate ~~Certificate Owner~~ Certificateholder of the related Special Retail Certificate, all in accordance with the procedures of the Depository and the Trustee. Upon the transfer of beneficial ownership of any Special Retail Certificate, any distribution request previously submitted with respect to such Certificate will be deemed to have been withdrawn only upon the receipt by the Trustee on or before the Record Date for such Distribution Date of notification of such withdrawal in the manner set forth in Section ~~5.09(c~~4.06(c) using a form required by the Depository. Distributions in reduction of the ~~Class~~ Certificate Principal Balance of ~~any Class of~~ the Special Retail Certificates will be applied in an amount equal to the portion of the Senior Principal Distribution Amount for Group 4 allocable to such Class pursuant to Section 5.02, plus any amounts available for distribution from the ~~applicable~~ related Rounding Account established as provided in Section ~~3.23~~3.24, provided that the aggregate distribution of principal to such Class on any Distribution Date shall be made in an integral multiple of $1,000. To the extent that the portion of the Senior Optimal Principal ~~Distribution~~ Amount for Loan Group 4 allocable to ~~any Class of~~ the Special Retail Certificates on any Distribution Date exceeds the aggregate ~~Class~~ Certificate Principal Balance ~~of that Class~~ of Special Retail Certificates of such Class with respect to which principal distribution requests have been received, principal distributions in reduction of the ~~Class~~ Certificate Principal Balance of such Class will be made by mandatory distribution pursuant to Section ~~5.09(d~~4.06(d). (b) A Special Retail Certificate shall be deemed to be held by a Deceased Holder for purposes of this Section ~~5.09~~ 4.06 if the death of the ~~Certificate Owner~~ Certificateholder thereof is deemed to have occurred. Special Retail Certificates beneficially owned by tenants by the entirety, joint tenants or tenants in common will be considered to be beneficially owned by a single owner. The death of a tenant by the entirety, joint tenant or tenant in common will be deemed to be the death of the ~~Certificate Owner~~Certificateholder. Special Retail Certificates beneficially owned by a trust will be considered to be beneficially owned by each beneficiary of the trust to the extent of such beneficiary's beneficial interest therein, but in no event will a trust's beneficiaries collectively be deemed to be ~~Certificate Owners~~ Certificateholders of a number of Special Retail Certificates greater than the number of Special Retail Certificates of which such trust is the owner. The death of a beneficiary of a trust will be deemed to be the death of a ~~Certificate Owner~~ Certificateholder of the Special Retail Certificates beneficially owned by the trust to the extent of such beneficiary's beneficial interest in such trust. The death of an individual who was a tenant by the entirety, joint tenant or tenant in common in a tenancy which is the beneficiary of a trust will be deemed to be the death of the beneficiary of such trust. The death of an individual who, during his or her lifetime, was entitled to substantially all of the beneficial ownership interests in a Special Retail Certificate will be deemed to be the death of the ~~Certificate Owner~~ Certificateholder of such Special Retail Certificate regardless of the registration of ownership, if such beneficial ownership interest can be established to the satisfaction of the Trustee. Such beneficial interest will be deemed to exist in typical cases of street name or nominee ownership, ownership by a trustee, ownership under the Uniform Gifts to Minors Act and community property or other joint ownership arrangements between a husband and wife. Beneficial interest shall include the power to sell, transfer or otherwise dispose of a Special Retail Certificate and the right to receive the proceeds therefrom, as well as interest and principal distributions, as applicable, payable with respect thereto. The Trustee shall not be under any duty to determine independently the occurrence of the death of any deceased ~~Certificate Owner~~Certificateholder. The Trustee may rely entirely upon documentation delivered to it pursuant to Section ~~5.09(c~~4.06(c) in establishing the eligibility of any ~~Certificate Owner~~ Certificateholder to receive the priority accorded Deceased Holders in Section ~~5.09(a~~4.06(a). (c) Requests for principal distributions to the ~~Certificate Owner~~ Certificateholder of ~~any~~ a Special Retail Certificate must be made by delivering a written request therefor to the Depository Participant or Indirect Depository Participant that maintains the account evidencing such ~~Certificate Owner~~Certificateholder's interest in such Certificate. In the case of a request on behalf of a Deceased Holder, appropriate evidence of death and any tax waivers are required to be forwarded to the Trustee under separate cover. The Depository Participant should in turn make the request of the Depository (or, in the case of an Indirect ~~Depository~~ Participant, such Indirect ~~Depository~~ Participant must notify the related Depository Participant of such request, which Depository Participant should make the request of the Depository) in the manner required under the rules and regulations of the Depository's APUT System. Upon receipt of such request, the Depository will date and time stamp such request and forward such request to the Trustee. The Depository may establish such procedures as it deems fair and equitable to establish the order of receipt of requests for such distributions received by it on the same day. None of the Depositor, the ~~Master~~ Servicer or the Trustee shall be liable for any delay in delivery of requests for distributions or withdrawals of such requests by the Depository, a Depository Participant or any Indirect ~~Depository~~ Participant. The Trustee shall maintain a list of those Depository Participants representing the appropriate ~~Certificate Owners~~ Certificateholders of Special Retail Certificates that have submitted requests for principal distributions, together with the order of receipt and the amounts of such requests. Subject to the priorities described in Section ~~5.09(a~~4.06(a) above, the Depository will honor requests for distributions in the order of their receipt. The Trustee shall notify the Depository as to which requests should be honored on each Distribution Date at least two Business Days prior to such Distribution Date and shall notify the Depository as to the portion of the Senior Optimal Principal ~~Distribution~~ Amount (together with any amounts available for distribution from the applicable Rounding Account) to be distributed to the Special Retail Certificates by mandatory distribution pursuant to Section ~~5.09(d~~4.06(d). Requests shall be honored by the Depository in accordance with the procedures, and subject to the priorities and limitations, described in this Section ~~5.09~~4.06. The exact procedures to be followed by the Trustee and the Depository for purposes of determining such priorities and limitations will be those established from time to time by the Trustee or the Depository, as the case may be. The decisions of the Trustee and the Depository concerning such matters will be final and binding on all affected Persons. Special Retail Certificates that have been accepted for a distribution shall be due and payable on the applicable Distribution Date. Such Certificates shall cease to bear interest after the last day of the calendar month preceding the month in which such Distribution Date occurs. Any ~~Certificate Owner~~ Certificateholder of a Special Retail Certificate that has requested a principal distribution may withdraw its request by so notifying in writing the Depository Participant or Indirect ~~Depository~~ Participant that maintains such ~~Certificate Owner~~Certificateholder's account. If such account is maintained by an Indirect ~~Depository~~ Participant, such Indirect ~~Depository~~ Participant must notify the related Depository Participant which in turn must forward the withdrawal of such request, in the manner required under the rules and regulations of the Depository's APUT System, to the Depository to be forwarded to the Trustee. If such notice of withdrawal of a request for distribution has not been received by the Depository and forwarded to the Trustee on or before the Record Date for the next Distribution Date, the previously made request for a principal distribution will be irrevocable with respect to the making of principal distributions on such Distribution Date. If any requests for principal distributions are rejected by the Trustee for failure to comply with the requirements of this Section ~~5.09~~4.06, the Trustee shall return such request to the appropriate Depository Participant with a copy to the Depository with an explanation as to the reason for such rejection. (d) If principal distributions to be made to ~~any Class of~~ the Special Retail Certificates on a Distribution Date exceed the aggregate amount of principal distribution requests for such Class which have been received on or before the applicable Record Date, as provided in Section ~~5.09(a~~4.06(a) above, additional Special Retail Certificates ~~of such Class~~ will be selected to receive mandatory principal distributions in lots equal to $1,000 in accordance with the then-applicable random lot procedures of the Depository, and the then-applicable procedures of the Depository Participants and Indirect Depository Participants representing the ~~Certificate Owners~~ Certificateholders (which procedures may or may not be by random lot). The Trustee shall notify the Depository of the aggregate amount of the mandatory principal distribution to be made on the next Distribution Date. The Depository shall then allocate such aggregate amount among the Depository Participants on a random lot basis. Each Depository Participant and, in turn, each Indirect ~~Depository~~ Participant will then select, in accordance with its own procedures, Special Retail Certificates ~~of such Class~~ from among those held in its accounts to receive mandatory principal distributions, such that the total amount of principal distributed to the Special Retail Certificates ~~of such Class~~ so selected is equal to the aggregate amount of such mandatory distributions allocated to such Depository Participant by the Depository and to such Indirect ~~Depository~~ Participant by its related Depository Participant, as the case may be. Depository Participants and Indirect Depository Participants that hold Special Retail Certificates of such Class selected for mandatory principal distributions are required to provide notice of such mandatory distributions to the affected ~~Certificate Owners~~Certificateholders. (e) Notwithstanding any provisions herein to the contrary, on each Distribution Date on and after the earlier of (i) the Senior Credit Support Depletion Date and (ii) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates, distributions in reduction of the Class Certificate Balance of such Class will be made pro rata among the Certificate Owners of the Certificates of such Class and will not be made in integral multiples of $1,000 or pursuant to requests for distribution as permitted by Section 5.09(a) or by mandatory distributions as provided for by Section 5.09(d). (f) In the event that Definitive Certificates representing the Special Retail Certificates are issued pursuant to Section ~~6.02(c)(iii~~5.02(e), an amendment to this Agreement, which may be approved without the consent of any Certificateholders, shall establish procedures relating to the manner in which distributions in reduction of the ~~Class~~ Certificate Principal Balance ~~of each Class~~ of the Special Retail Certificates are to be made; provided that such procedures shall be consistent, to the extent practicable and customary for certificates similar to the Special Retail Certificates, with the provisions of this Section ~~5.09~~4.06.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Mortgage Asset Sec Trans Incmastr Asset Sec Tr 2003 7)

Principal Distributions on the Special Retail Certificates. ~~Prior~~ Unless MBIA fails to make an Insured Payment under the ~~earlier~~ Policy in respect of ~~(1) the Senior Credit Support Depletion Date and (2) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates~~principal, distributions in reduction of the Class Certificate Balance of ~~such Class~~ the Special Retail Certificates will be made in integral multiples of $1,000 at the request of the appropriate representatives of Deceased Holders of Special Retail Certificates ~~of each such Class~~ and at the request of Living Holders of Special Retail Certificates ~~of each such Class~~ or by mandatory distributions, pursuant to Section 5.09(a) and Section 5.09(d). ~~On and after~~ If MBIA fails to make an Insured Payment under the ~~earlier~~ Policy in respect of ~~(A) the Senior Credit Support Depletion Date and (B) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates~~principal, distributions in reduction of the Class Certificate ~~Balances of such Class~~ Balance will be made on a pro rata basis pursuant to Section 5.09(e). (a) Except as set forth in Section 5.09(e), on each Distribution Date on which principal distributions to ~~any Class of~~ the Special Retail Certificates are made, such distributions will be made in the following priority: (i) first, to requesting Deceased ~~Holders~~Holders of Special Retail Certificates, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $~~25,000~~ 100,000 for each requesting Deceased Holder; and (ii) second, to requesting Living ~~Holders~~Holders of Special Retail Certificates, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $10,000 for each requesting Living Holder. Thereafter, distributions will be made, with respect to ~~such Class of~~ the Special Retail Certificates, as provided in clauses (i) and (ii) above, up to a second $~~25,000~~ 100,000 and $10,000, respectively. This sequence of priorities will be repeated until all requests for principal distributions by Deceased Holders and Living Holders of ~~such Class~~ Special Retail Certificates have been honored, to the extent of amounts available for principal distributions to the Holders of such Class. All requests for principal distributions to Special Retail Certificates will be accepted in accordance with the provisions set forth in Section 5.09(c). Requests for principal distributions that are received by the ~~Trustee~~ Depository after the related Record Date and requests for principal distributions received in a timely manner but not accepted with respect to any Distribution Date, will be treated as requests for principal distributions to the Special Retail Certificates on the next succeeding Distribution Date, and each succeeding Distribution Date thereafter, until each such request is accepted or is withdrawn as provided in Section 5.09(c). Such requests that are not withdrawn shall retain their order of priority without the need for any further action on the part of the appropriate Certificate Owner of the related Special Retail Certificate, all in accordance with the procedures of the Depository and the Trustee. Upon the transfer of beneficial ownership of any Special Retail Certificate, any distribution request previously submitted with respect to such Certificate will be deemed to have been withdrawn only upon the receipt by the ~~Trustee~~ Depository on or before the Record Date for such Distribution Date of notification of such withdrawal in the manner set forth in Section 5.09(c) ~~using a form required by~~ on the Depository's participant terminal system. Distributions in reduction of the Class Certificate Balance of ~~any Class of~~ the Special Retail Certificates will be applied in an amount equal to the portion of the Senior Principal Distribution Amount for Group 1 allocable to such Class pursuant to Section 5.02, plus any Insured Payments in respect of principal plus any amounts available for distribution from the ~~applicable~~ Rounding Account established as provided in Section ~~3.23~~3.24, provided ~~that~~ that, subject to 5.09(e), the aggregate distribution of principal to such Class on any Distribution Date shall be made in an integral multiple of $1,000. To the extent that the portion of the Senior Principal Distribution Amount for Group 1 allocable to ~~any Class of~~ the Special Retail Certificates on any Distribution Date exceeds the aggregate ~~Class~~ Certificate Balance ~~of that Class~~ of Special Retail Certificates with respect to which principal distribution requests have been received, principal distributions in reduction of the Class Certificate Balance ~~of such Class~~ will be made by mandatory distribution pursuant to Section 5.09(d). (b) A Special Retail Certificate shall be deemed to be held by a Deceased Holder for purposes of this Section 5.09 if the death of the Certificate Owner thereof is deemed to have occurred. Special Retail Certificates beneficially owned by tenants by the entirety, joint tenants or tenants in common will be considered to be beneficially owned by a single owner. The death of a tenant by the entirety, joint tenant or tenant in common will be deemed to be the death of the Certificate Owner. Special Retail Certificates beneficially owned by a trust will be considered to be beneficially owned by each beneficiary of the trust to the extent of such beneficiary's beneficial interest therein, but in no event will a trust's beneficiaries collectively be deemed to be Certificate Owners of a number of Special Retail Certificates greater than the number of Special Retail Certificates of which such trust is the owner. The death of a beneficiary of a trust will be deemed to be the death of a Certificate Owner of the Special Retail Certificates beneficially owned by the trust to the extent of such beneficiary's beneficial interest in such trust. The death of an individual who was a tenant by the entirety, joint tenant or tenant in common in a tenancy which is the beneficiary of a trust will be deemed to be the death of the beneficiary of such trust. The death of an individual who, during his or her lifetime, was entitled to substantially all of the beneficial ownership interests in a Special Retail Certificate will be deemed to be the death of the Certificate Owner of ~~such~~ a Special Retail Certificate regardless of the registration of ownership, if such beneficial ownership interest can be established to the satisfaction of the ~~Trustee~~Depository Participant. Such beneficial interest will be deemed to exist in typical cases of street name or nominee ownership, ownership by a trustee, ownership under the Uniform Gifts to Minors Act and community property or other joint ownership arrangements between a husband and wife. Beneficial interest shall include the power to sell, transfer or otherwise dispose of a Special Retail Certificate and the right to receive the proceeds therefrom, as well as interest and principal distributions, as applicable, payable with respect thereto. The Trustee shall not be under any duty to determine independently the occurrence of the death of any deceased Certificate Owner. The Trustee may rely entirely upon documentation delivered to it pursuant to Section 5.09(c) in establishing the eligibility of any Certificate Owner to receive the priority accorded Deceased Holders in Section 5.09(a). (c) Requests for principal distributions to the Certificate Owner of ~~any~~ a Special Retail Certificate must be made by delivering a written request therefor to the Depository Participant or Indirect Depository Participant that maintains the account evidencing such Certificate Owner's interest in such Certificate. In the case of a request on behalf of a Deceased Holder, appropriate evidence of death and any tax waivers are required to be forwarded to the ~~Trustee~~ Depository Participant under separate cover. The Depository Participant should in turn make the request of the Depository (or, in the case of an Indirect Depository Participant, such Indirect Depository Participant must notify the related Depository Participant of such request, which Depository Participant should make the request ~~of the Depository) in the manner required under the rules and regulations of~~ on the Depository's ~~APUT System. Upon receipt of such request, the Depository will date and time stamp such request and forward such request to the Trustee~~participant terminal system. The Depository may establish such procedures as it deems fair and equitable to establish the order of receipt of requests for such distributions received by it on the same day. None of the Depositor, the ~~Master~~ Servicer or the Trustee shall be liable for any delay in delivery of requests for distributions or withdrawals of such requests by the Depository, a Depository Participant or any Indirect Depository Participant. The Trustee shall maintain a list of those Depository Participants representing the appropriate Certificate Owners of Special Retail Certificates that have submitted requests for principal distributions, together with the order of receipt and the amounts of such requests. Subject to the priorities described in Section 5.09(a) above, the Depository will honor requests for distributions in the order of their receipt. The ~~Trustee~~ Depository shall ~~notify the Depository as to~~ determine which requests should be honored on each Distribution Date ~~at least two Business Days prior to such Distribution Date~~ and the Trustee shall notify the Depository as to the portion of the Senior Principal Distribution Amount (together with any amounts available for distribution from the ~~applicable~~ Rounding Account) to be distributed to the Special Retail Certificates by mandatory distribution pursuant to Section 5.09(d). Requests shall be honored by the Depository in accordance with the procedures, and subject to the priorities and limitations, described in this Section 5.09. The exact procedures to be followed by the Trustee and the Depository for purposes of determining such priorities and limitations will be those established from time to time by the Trustee or the Depository, as the case may be. The decisions of the Trustee and the Depository concerning such matters will be final and binding on all affected Persons. Special Retail Certificates that have been accepted for a distribution shall be due and payable on the applicable Distribution Date. Such Certificates shall cease to bear interest after the last day of the calendar month preceding the month in which such Distribution Date occurs. Any Certificate Owner of a Special Retail Certificate that has requested a principal distribution may withdraw its request by so notifying in writing the Depository Participant or Indirect Depository Participant that maintains such Certificate Owner's account. If such account is maintained by an Indirect Depository Participant, such Indirect Depository Participant must notify the related Depository Participant which in turn must ~~forward~~ make the ~~withdrawal~~ request of ~~such request, in~~ the ~~manner required under the rules and regulations of~~ Depository or on the Depository's ~~APUT System, to the Depository to be forwarded to the Trustee~~participant terminal system. If such notice of withdrawal of a request for distribution has not been received by the Depository ~~and forwarded to the Trustee~~ on or before the Record Date for the next Distribution Date, the previously made request for a principal distribution will be irrevocable with respect to the making of principal distributions on such Distribution Date. If any requests for principal distributions are rejected by the ~~Trustee~~ Depository for failure to comply with the requirements of this Section 5.09, the ~~Trustee~~ Depository shall return such request to the appropriate Depository Participant ~~with a copy to the Depository~~ with an explanation as to the reason for such rejection. (d) If principal distributions to be made to ~~any Class of~~ the Special Retail Certificates on a Distribution Date exceed the aggregate amount of principal distribution requests for such Class which have been received on or before the applicable Record Date, as provided in Section 5.09(a) above, additional Special Retail Certificates ~~of such Class~~ will be selected to receive mandatory principal distributions in lots equal to $1,000 in accordance with the then-applicable random lot procedures of the Depository, and the then-applicable procedures of the Depository Participants and Indirect Depository Participants representing the Certificate Owners (which procedures may or may not be by random lot). The Trustee shall notify the Depository of the aggregate amount of the mandatory principal distribution to be made on the next Distribution Date. The Depository shall then allocate such aggregate amount among the Depository Participants on a random lot basis. Each Depository Participant and, in turn, each Indirect Depository Participant will then select, in accordance with its own procedures, Special Retail Certificates ~~of such Class~~ from among those held in its accounts to receive mandatory principal distributions, such that the total amount of principal distributed to the Special Retail Certificates ~~of such Class~~ so selected is equal to the aggregate amount of such mandatory distributions allocated to such Depository Participant by the Depository and to such Indirect Depository Participant by its related Depository Participant, as the case may be. Depository Participants and Indirect Depository Participants that hold Special Retail Certificates ~~of such Class~~ selected for mandatory principal distributions are required to provide notice of such mandatory distributions to the affected Certificate Owners. (e) Notwithstanding any provisions herein to the contrary, on each Distribution Date on ~~and~~ or after ~~the earlier of (i) the Senior Credit Support Depletion Date and (ii)~~ the date on which ~~any Realized Loss is allocated~~ MBIA fails to ~~any Class~~ make an Insured Payment under the Policy in respect of ~~Special Retail Certificates~~principal, distributions in reduction of the Class Certificate Balance of ~~such Class~~ the Special Retail Certificates will be made pro rata among the Certificate Owners of the Special Retail Certificates ~~of such Class~~ and will not be made in integral multiples of $1,000 or pursuant to requests for distribution as permitted by Section 5.09(a) or by mandatory distributions as provided for by Section 5.09(d). (f) In the event that ~~Definitive Certificates representing~~ the pro rata distributions described in Section 5.09(e) cannot be made through the facilities of the Depository, the Special Retail Certificates ~~are~~ will be withdrawn by the Trustee at the direction of the Depository from the facilities of the Depository and Definitive Certificates will be issued to replace such withdrawn Book-Entry Certificates pursuant to Section 6.02(c)(iii)~~, an~~ . An amendment to this Agreement, which may be approved without the consent of any Certificateholders, shall establish procedures relating to the manner in which pro rata distributions in reduction of the ~~Class Certificate Balance of each Class~~ principal balance of the Special Retail Certificates are to be made; provided that such procedures shall be consistent, to the extent practicable and customary for certificates similar to the Special Retail Certificates, with the provisions of this Section 5.09.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Banc of America Mortgage Securities Mortgage Pass-Through Certificates Series 2004-4)

Principal Distributions on the Special Retail Certificates. ~~Prior~~ With respect to each Class of Special Retail Certificates, prior to the earlier of (1i) the ~~Senior~~ Credit Support Depletion Date and (2ii) the date on which any ~~Realized Loss~~ loss is allocated to ~~any~~ such Class ~~of Special Retail Certificates~~or its Corresponding Class by Pro Rata Allocation, distributions in reduction of the Class ~~Certificate~~ Principal Balance of such Class will be made in integral multiples of $1,000 at the request of the appropriate representatives of Deceased Holders of Certificates of ~~each~~ such Class and at the request of Living Holders of Certificates of ~~each~~ such Class or by mandatory distributions, pursuant to Section ~~5.09(a~~4.07(a) and Section ~~5.09(d~~4.07(d). On and after the earlier of (Ai) the ~~Senior~~ Credit Support Depletion Date and (Bii) the date on which any ~~Realized Loss~~ loss is allocated to ~~any~~ such Class ~~of Special Retail Certificates~~or its Corresponding Class by Pro Rata Allocation, distributions in reduction of the Class ~~Certificate Balances~~ Principal Balance of such Class will be made on a pro rata basis pursuant to Section ~~5.09(e~~4.07(e). (a) ~~Except as set forth in Section 5.09(e), on~~ On each Distribution Date (prior to the earlier of (i) the Credit Support Depletion Date and (ii) the date on which any loss is allocated to the Special Retail Certificates or their Corresponding Classes by Pro Rata Allocation) on which principal distributions to ~~any~~ a Class of ~~the~~ Special Retail Certificates are made, such distributions will be made in the following priority: (i) first, to requesting Deceased Holders, in the order in which such requests are received by ~~the Depository~~DTC, but not exceeding an aggregate amount of $~~25,000~~ 100,000 for each requesting Deceased Holder; and (ii) second, to requesting Living Holders, in the order in which such requests are received by ~~the Depository~~DTC, but not exceeding an aggregate amount of $10,000 for each requesting Living Holder. Thereafter, distributions will be made, with respect to such Class of ~~the~~ Special Retail Certificates, as provided in clauses (i) and (ii) ~~above,~~ above up to a second $~~25,000~~ 100,000 and $10,000, respectively. This sequence of priorities will be repeated until all requests for principal distributions by Deceased Holders and Living Holders of such Class have been honored, to the extent of amounts available for principal distributions to ~~the Holders of~~ such Class. All requests for principal distributions to Special Retail Certificates will be accepted in accordance with the provisions set forth in Section ~~5.09(c~~4.07(c). Requests for principal distributions that are received by the Trustee after the related Record Date and requests for principal distributions received in a timely manner but not accepted with respect to any Distribution Date, will be treated as requests for principal distributions to ~~the~~ Special Retail Certificates on the next succeeding Distribution Date, and each succeeding Distribution Date thereafter, until each such request is accepted or is withdrawn as provided in Section ~~5.09(c~~4.07(c). Such requests ~~that~~ as are not so withdrawn shall retain their order of priority without the need for any further action on the part of the appropriate ~~Certificate Owner~~ Holder of the related Special Retail Certificate, all in accordance with the procedures of ~~the Depository~~ DTC and the Trustee. Upon the transfer of beneficial ownership of any Special Retail Certificate, any distribution request previously submitted with respect to such Certificate will be deemed to have been withdrawn only upon the receipt by the Trustee on or before the Record Date for such Distribution Date of notification of such withdrawal in the manner set forth in Section ~~5.09(c~~4.07(c) using a form required by ~~the Depository~~DTC. Distributions in reduction of the Class ~~Certificate~~ Principal Balance of any Class of Special Retail Certificates will be applied in an amount equal to the portion of the ~~Senior Principal~~ REMIC II Available Distribution Amount allocable to such Class pursuant to Section ~~5.02~~4.04, plus any amounts available for distribution from the applicable Rounding Account established as provided in Section ~~3.23~~3.22, provided that the aggregate distribution of principal to such Class on any Distribution Date shall be made in an integral multiple of $1,000. To the extent that the portion of the Senior Principal Distribution Amount allocable to the Corresponding Class of any Class of Special Retail Certificates on any Distribution Date exceeds the aggregate ~~Class~~ Certificate Principal Balance ~~of that Class~~ of Special Retail Certificates of such Class with respect to which principal distribution ~~requests~~ requests, as set forth above, have been received, principal distributions in reduction of the Class ~~Certificate~~ Principal Balance of such Class of Special Retail Certificates will be made by mandatory distribution pursuant to Section ~~5.09(d~~4.07(d). (b) A Special Retail Certificate shall be deemed to be held by a Deceased Holder for purposes of this Section ~~5.09~~ 4.07 if the death of the ~~Certificate Owner~~ Holder thereof is deemed to have occurred. Special Retail Certificates beneficially owned by tenants by the entirety, joint tenants or tenants in common will be considered to be beneficially owned by a single owner. The death of a tenant by the entirety, joint tenant or tenant in common will be deemed to be the death of the ~~Certificate Owner~~Holder, and the Special Retail Certificates so beneficially owned will be eligible for priority with respect to principal distributions, subject to the limitations stated above. Special Retail Certificates beneficially owned by a trust will be considered to be beneficially owned by each beneficiary of the trust to the extent of such beneficiary's beneficial interest therein, but in no event will a trust's beneficiaries collectively be deemed to be ~~Certificate Owners~~ Holders of a number of Special Retail Certificates greater than the number of Special Retail Certificates of which such trust is the owner. The death of a beneficiary of a trust will be deemed to be the death of a ~~Certificate Owner~~ Holder of the Special Retail Certificates beneficially owned by the trust to the extent of such beneficiary's beneficial interest in such trust. The death of an individual who was a tenant by the entirety, joint tenant or tenant in common in a tenancy which is the beneficiary of a trust will be deemed to be the death of the beneficiary of such trust. The death of ~~an individual~~ a person who, during his or her lifetime, was entitled to substantially all of the beneficial ownership interests in a Special Retail Certificate will be deemed to be the death of the ~~Certificate Owner~~ Holder of such Special Retail Certificate regardless of the registration of ownership, if such beneficial ownership interest can be established to the satisfaction of the Trustee. Such beneficial interest will be deemed to exist in typical cases of street name or nominee ownership, ownership by a trustee, ownership under the Uniform Gifts to Minors Act and community property or other joint ownership arrangements between a husband and wife. Beneficial interest shall include the power to sell, transfer or otherwise dispose of a Special Retail Certificate and the right to receive the proceeds therefrom, as well as interest and principal distributions, as applicable, payable with respect thereto. The Trustee may rely entirely upon documentation delivered to it in establishing beneficial ownership interests in Special Retail Certificates. The Trustee shall not be under any duty to determine independently the occurrence of the death of any deceased ~~Certificate Owner~~Holder. The Trustee may rely entirely upon documentation delivered to it pursuant to Section ~~5.09(c~~4.07(c) in establishing the eligibility of any ~~Certificate Owner~~ Holder to receive the priority accorded Deceased Holders in Section ~~5.09(a~~4.07(a). (c) Requests for principal distributions to ~~the Certificate Owner of~~ any Special Retail Certificate must be made by delivering a written request therefor to the ~~Depository~~ DTC Participant or Indirect ~~Depository~~ DTC Participant that maintains the account evidencing such ~~Certificate Owner~~Holder's interest in such Certificate. In the case of a request on behalf of a Deceased Holder, appropriate evidence of death and any tax waivers are required to be forwarded to the Trustee under separate cover. The ~~Depository~~ DTC Participant should in turn make the request of ~~the Depository~~ DTC (or, in the case of an Indirect ~~Depository~~ DTC Participant, such Indirect ~~Depository~~ DTC Participant must notify the related ~~Depository~~ DTC Participant of such request, which ~~Depository~~ DTC Participant should make the request of DTC) on a form required by DTC and provided to the ~~Depository) in the manner required under the rules and regulations of the Depository's APUT System~~DTC Participant. Upon receipt of such request, ~~the Depository~~ DTC will date and time stamp such request and forward such request to the Trustee. ~~The Depository~~ DTC may establish such procedures as it deems fair and equitable to establish the order of receipt of requests for such distributions received by it on the same day. None of the ~~Depositor~~Company, the Master Servicer or the Trustee shall be liable for any delay in delivery of requests for distributions or withdrawals of such requests by ~~the Depository~~DTC, a ~~Depository~~ DTC Participant or any Indirect ~~Depository~~ DTC Participant. The Trustee shall maintain a list of those ~~Depository~~ DTC Participants representing the appropriate ~~Certificate Owners~~ Holders of Special Retail Certificates that have submitted requests for principal distributions, together with the order of receipt and the amounts of such requests. Subject to the priorities described in Section ~~5.09(a~~4.07(a) above, ~~the Depository~~ DTC will honor requests for distributions in the order of their receipt. The Trustee shall notify ~~the Depository~~ DTC as to which requests should be honored on each Distribution Date at least two Business Days prior to such Distribution Date and shall notify ~~the Depository~~ DTC as to the portion of the ~~Senior Principal~~ REMIC II Available Distribution Amount (together with any amounts available for distribution from the applicable Rounding Account) to be distributed to the Special Retail Certificates by mandatory distribution pursuant to Section ~~5.09(d~~4.07(d). Requests shall be honored by ~~the Depository~~ DTC in accordance with the procedures, and subject to the priorities and limitations, described in this Section ~~5.09~~4.07. The exact procedures to be followed by the Trustee and ~~the Depository~~ DTC for purposes of determining such priorities and limitations will be those established from time to time by the Trustee or ~~the Depository~~DTC, as the case may be. The decisions of the Trustee and ~~the Depository~~ DTC concerning such matters will be final and binding on all affected ~~Persons~~persons. Special Retail Certificates that have been accepted for a distribution shall be due and payable on the applicable Distribution Date. Such Certificates shall cease to bear interest after the last calendar day of the ~~calendar~~ month preceding the month in which such Distribution Date occurs. Any ~~Certificate Owner~~ Holder of a Special Retail Certificate that has requested a principal distribution may withdraw its request by so notifying in writing the ~~Depository~~ DTC Participant or Indirect ~~Depository~~ DTC Participant that maintains such ~~Certificate Owner~~Holder's account. If In the event that such account is maintained by an Indirect ~~Depository~~ DTC Participant, such Indirect ~~Depository~~ DTC Participant must notify the related ~~Depository~~ DTC Participant which in turn must forward the withdrawal of such request, ~~in the manner~~ on a form required ~~under the rules and regulations of the Depository's APUT System~~by DTC, to ~~the Depository~~ DTC to be forwarded to the Trustee. If such notice of withdrawal of a request for distribution has not been received by ~~the Depository~~ DTC and forwarded to the Trustee on or before the Record Date for the next Distribution Date, the previously made request for a principal distribution will be irrevocable with respect to the making of principal distributions on such Distribution Date. If In the event any requests for principal distributions are rejected by the Trustee for failure to comply with the requirements of this Section ~~5.09~~4.07, the Trustee shall return such request to the appropriate ~~Depository~~ DTC Participant with a copy to ~~the Depository~~ DTC with an explanation as to the reason for such rejection. (d) If To the extent, if any, that principal distributions to be made to any Class of ~~the~~ Special Retail Certificates on a Distribution Date exceed the aggregate amount of principal distribution requests for such Class which have been received on or before the applicable Record Date, as provided in Section ~~5.09(a~~4.07(a) above, additional Special Retail Certificates of such Class will be selected to receive mandatory principal distributions in lots equal to $1,000 in accordance with the then-applicable ~~random lot~~ Random Lot procedures of ~~the Depository~~DTC, and the then-applicable procedures of the ~~Depository~~ DTC Participants and Indirect ~~Depository~~ DTC Participants representing the ~~Certificate Owners~~ Holders (which procedures may or may not be by random lot). The Trustee shall notify ~~the Depository~~ DTC of the aggregate amount of the mandatory principal distribution to be made on the next Distribution Date. ~~The Depository~~ DTC shall then allocate such aggregate amount among the ~~Depository~~ DTC Participants on a ~~random lot~~ Random Lot basis. Each ~~Depository~~ DTC Participant and, in turn, each Indirect ~~Depository~~ DTC Participant will then select, in accordance with its own procedures, Special Retail Certificates ~~of such Class~~ from among those held in its accounts to receive mandatory principal distributions, such that the total amount of principal distributed to the Special Retail Certificates ~~of such Class~~ so selected is equal to the aggregate amount of such mandatory distributions allocated to such ~~Depository~~ DTC Participant by ~~the Depository~~ DTC and to such Indirect ~~Depository~~ DTC Participant by its related ~~Depository~~ DTC Participant, as the case may be. ~~Depository~~ DTC Participants and Indirect ~~Depository~~ DTC Participants that hold Special Retail Certificates ~~of such Class~~ selected for mandatory principal distributions are required to provide notice of such mandatory distributions to the affected ~~Certificate Owners~~Holders. The Master Servicer shall notify the Trustee of the amount of principal distributions to be made on each Distribution Date in a timely manner such that the Trustee may fulfill its obligations under the Depositary Agreement. (e) Notwithstanding any provisions herein to the contrary, on each Distribution Date on and after the earlier of (i) the ~~Senior~~ Credit Support Depletion Date and (ii) the date on which any ~~Realized Loss~~ loss is allocated to ~~any~~ a Class of Special Retail ~~Certificates~~Certificates or its Corresponding Class by Pro Rata Allocation, distributions in reduction of the Class ~~Certificate~~ Principal Balance of such Class will be made pro rata among the ~~Certificate Owners~~ Holders of the Certificates of such Class and will not be made in integral multiples of $1,000 or nor pursuant to requests for distribution as permitted by Section ~~5.09(a~~4.07(a) or by mandatory distributions as provided for by Section ~~5.09(d~~4.07(d). (f) In the event that Definitive Certificates representing ~~the~~ Special Retail Certificates are issued pursuant to Section ~~6.02(c)(iii)~~5.09, an amendment to this Agreement, which may be approved without the consent of any Certificateholders, shall establish procedures relating to the manner in which distributions in reduction of the Class ~~Certificate~~ Principal Balance of each Class of ~~the~~ Special Retail Certificates are to be made; provided that such procedures shall be consistent, to the extent practicable and customary for certificates similar to the Special Retail Certificates, with the provisions of this Section ~~5.09~~4.07.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Washington Mutual MSC Mort Pass-Through Cert Ser 2001-Ms12)

Principal Distributions on the Special Retail Certificates. ~~Prior~~ Unless Radian fails to make an Insured Payment under the ~~earlier~~ Policy in respect of ~~(1) the Senior Credit Support Depletion Date and (2) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates~~principal, distributions in reduction of the Class Certificate Balance of ~~such Class~~ the Special Retail Certificates will be made in integral multiples of $1,000 at the request of the appropriate representatives of Deceased Holders of Certificates of ~~each such Class~~ the Special Retail Certificates and at the request of Living Holders of Special Retail Certificates ~~of each such Class~~ or by mandatory distributions, pursuant to Section 5.09(a) and Section 5.09(d). ~~On and after~~ If Radian fails to make an Insured Payment under the ~~earlier~~ Policy in respect of ~~(A) the Senior Credit Support Depletion Date and (B) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates~~principal, distributions in reduction of the Class Certificate ~~Balances of such Class~~ Balance will be made on a pro rata basis pursuant to Section 5.09(e). (a) Except as set forth in Section 5.09(e), on each Distribution Date on which principal distributions to ~~any Class of~~ the Special Retail Certificates are made, such distributions will be made in the following priority: (i) first, to requesting Deceased ~~Holders~~Holders of Special Retail Certificates, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $~~25,000~~ 100,000 for each requesting Deceased Holder; and (ii) second, to requesting Living ~~Holders~~Holders of Special Retail Certificates, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $10,000 for each requesting Living Holder. Thereafter, distributions will be made, with respect to ~~such Class of~~ the Special Retail Certificates, as provided in clauses (i) and (ii) above, up to a second $~~25,000~~ 100,000 and $10,000, respectively. This sequence of priorities will be repeated until all requests for principal distributions by Deceased Holders and Living Holders of ~~such Class~~ Special Retail Certificates have been honored, to the extent of amounts available for principal distributions to the Holders of such Class. All requests for principal distributions to Special Retail Certificates will be accepted in accordance with the provisions set forth in Section 5.09(c). Requests for principal distributions that are received by the ~~Trustee~~ Depository after the related Record Date and requests for principal distributions received in a timely manner but not accepted with respect to any Distribution Date, will be treated as requests for principal distributions to the Special Retail Certificates on the next succeeding Distribution Date, and each succeeding Distribution Date thereafter, until each such request is accepted or is withdrawn as provided in Section 5.09(c). Such requests that are not withdrawn shall retain their order of priority without the need for any further action on the part of the appropriate Certificate Owner of the related Special Retail Certificate, all in accordance with the procedures of the Depository and the Trustee. Upon the transfer of beneficial ownership of any Special Retail Certificate, any distribution request previously submitted with respect to such Certificate will be deemed to have been withdrawn only upon the receipt by the ~~Trustee~~ Depository on or before the Record Date for such Distribution Date of notification of such withdrawal in the manner set forth in Section 5.09(c) ~~using a form required by~~ on the Depository's participant terminal system. Distributions in reduction of the Class Certificate Balance of ~~any Class of~~ the Special Retail Certificates will be applied in an amount equal to the portion of the Senior Principal Distribution Amount for Group 1 allocable to such Class pursuant to Section 5.02, plus any Insured Payments in respect of principal plus any amounts available for distribution from the ~~applicable~~ Rounding Account established as provided in Section ~~3.23~~3.24, provided ~~that~~ that, subject to 5.09(e), the aggregate distribution of principal to such Class on any Distribution Date shall be made in an integral multiple of $1,000. To the extent that the portion of the Senior Principal Distribution Amount for Group 1 allocable to ~~any Class of~~ the Special Retail Certificates on any Distribution Date exceeds the aggregate ~~Class~~ Certificate Balance ~~of that Class~~ of Special Retail Certificates with respect to which principal distribution requests have been received, principal distributions in reduction of the Class Certificate Balance ~~of such Class~~ will be made by mandatory distribution pursuant to Section 5.09(d). (b) A Special Retail Certificate shall be deemed to be held by a Deceased Holder for purposes of this Section 5.09 if the death of the Certificate Owner thereof is deemed to have occurred. Special Retail Certificates beneficially owned by tenants by the entirety, joint tenants or tenants in common will be considered to be beneficially owned by a single owner. The death of a tenant by the entirety, joint tenant or tenant in common will be deemed to be the death of the Certificate Owner. Special Retail Certificates beneficially owned by a trust will be considered to be beneficially owned by each beneficiary of the trust to the extent of such beneficiary's beneficial interest therein, but in no event will a trust's beneficiaries collectively be deemed to be Certificate Owners of a number of Special Retail Certificates greater than the number of Special Retail Certificates of which such trust is the owner. The death of a beneficiary of a trust will be deemed to be the death of a Certificate Owner of the Special Retail Certificates beneficially owned by the trust to the extent of such beneficiary's beneficial interest in such trust. The death of an individual who was a tenant by the entirety, joint tenant or tenant in common in a tenancy which is the beneficiary of a trust will be deemed to be the death of the beneficiary of such trust. The death of an individual who, during his or her lifetime, was entitled to substantially all of the beneficial ownership interests in a Special Retail Certificate will be deemed to be the death of the Certificate Owner of ~~such~~ a Special Retail Certificate regardless of the registration of ownership, if such beneficial ownership interest can be established to the satisfaction of the ~~Trustee~~Depository Participant. Such beneficial interest will be deemed to exist in typical cases of street name or nominee ownership, ownership by a trustee, ownership under the Uniform Gifts to Minors Act and community property or other joint ownership arrangements between a husband and wife. Beneficial interest shall include the power to sell, transfer or otherwise dispose of a Special Retail Certificate and the right to receive the proceeds therefrom, as well as interest and principal distributions, as applicable, payable with respect thereto. The Trustee shall not be under any duty to determine independently the occurrence of the death of any deceased Certificate Owner. The Trustee may rely entirely upon documentation delivered to it pursuant to Section 5.09(c) in establishing the eligibility of any Certificate Owner to receive the priority accorded Deceased Holders in Section 5.09(a). (c) Requests for principal distributions to the Certificate Owner of ~~any~~ a Special Retail Certificate must be made by delivering a written request therefor to the Depository Participant or Indirect Depository Participant that maintains the account evidencing such Certificate Owner's interest in such Certificate. In the case of a request on behalf of a Deceased Holder, appropriate evidence of death and any tax waivers are required to be forwarded to the ~~Trustee~~ Depository Participant under separate cover. The Depository Participant should in turn make the request of the Depository (or, in the case of an Indirect Depository Participant, such Indirect Depository Participant must notify the related Depository Participant of such request, which Depository Participant should make the request ~~of the Depository) in the manner required under the rules and regulations of~~ on the Depository's ~~APUT System. Upon receipt of such request, the Depository will date and time stamp such request and forward such request to the Trustee~~participant terminal system. The Depository may establish such procedures as it deems fair and equitable to establish the order of receipt of requests for such distributions received by it on the same day. None of the Depositor, the ~~Master~~ Servicer or the Trustee shall be liable for any delay in delivery of requests for distributions or withdrawals of such requests by the Depository, a Depository Participant or any Indirect Depository Participant. The Trustee shall maintain a list of those Depository Participants representing the appropriate Certificate Owners of Special Retail Certificates that have submitted requests for principal distributions, together with the order of receipt and the amounts of such requests. Subject to the priorities described in Section 5.09(a) above, the Depository will honor requests for distributions in the order of their receipt. The ~~Trustee~~ Depository shall ~~notify the Depository as to~~ determine which requests should be honored on each Distribution Date ~~at least two Business Days prior to such Distribution Date~~ and the Trustee shall notify the Depository as to the portion of the Senior Principal Distribution Amount (together with any amounts available for distribution from the ~~applicable~~ Rounding Account) to be distributed to the Special Retail Certificates by mandatory distribution pursuant to Section 5.09(d). Requests shall be honored by the Depository in accordance with the procedures, and subject to the priorities and limitations, described in this Section 5.09. The exact procedures to be followed by the Trustee and the Depository for purposes of determining such priorities and limitations will be those established from time to time by the Trustee or the Depository, as the case may be. The decisions of the Trustee and the Depository concerning such matters will be final and binding on all affected Persons. Special Retail Certificates that have been accepted for a distribution shall be due and payable on the applicable Distribution Date. Such Certificates shall cease to bear interest after the last day of the calendar month preceding the month in which such Distribution Date occurs. Any Certificate Owner of a Special Retail Certificate that has requested a principal distribution may withdraw its request by so notifying in writing the Depository Participant or Indirect Depository Participant that maintains such Certificate Owner's account. If such account is maintained by an Indirect Depository Participant, such Indirect Depository Participant must notify the related Depository Participant which in turn must ~~forward~~ make the ~~withdrawal~~ request of ~~such request, in~~ the ~~manner required under the rules and regulations of~~ Depository or on the Depository's ~~APUT System, to the Depository to be forwarded to the Trustee~~participant terminal system. If such notice of withdrawal of a request for distribution has not been received by the Depository ~~and forwarded to the Trustee~~ on or before the Record Date for the next Distribution Date, the previously made request for a principal distribution will be irrevocable with respect to the making of principal distributions on such Distribution Date. If any requests for principal distributions are rejected by the ~~Trustee~~ Depository for failure to comply with the requirements of this Section 5.09, the ~~Trustee~~ Depository shall return such request to the appropriate Depository Participant ~~with a copy to the Depository~~ with an explanation as to the reason for such rejection. (d) If principal distributions to be made to ~~any Class of~~ the Special Retail Certificates on a Distribution Date exceed the aggregate amount of principal distribution requests for such Class which have been received on or before the applicable Record Date, as provided in Section 5.09(a) above, additional Special Retail Certificates ~~of such Class~~ will be selected to receive mandatory principal distributions in lots equal to $1,000 in accordance with the then-applicable random lot procedures of the Depository, and the then-applicable procedures of the Depository Participants and Indirect Depository Participants representing the Certificate Owners (which procedures may or may not be by random lot). The Trustee shall notify the Depository of the aggregate amount of the mandatory principal distribution to be made on the next Distribution Date. The Depository shall then allocate such aggregate amount among the Depository Participants on a random lot basis. Each Depository Participant and, in turn, each Indirect Depository Participant will then select, in accordance with its own procedures, Special Retail Certificates ~~of such Class~~ from among those held in its accounts to receive mandatory principal distributions, such that the total amount of principal distributed to the Special Retail Certificates ~~of such Class~~ so selected is equal to the aggregate amount of such mandatory distributions allocated to such Depository Participant by the Depository and to such Indirect Depository Participant by its related Depository Participant, as the case may be. Depository Participants and Indirect Depository Participants that hold Special Retail Certificates ~~of such Class~~ selected for mandatory principal distributions are required to provide notice of such mandatory distributions to the affected Certificate Owners. (e) Notwithstanding any provisions herein to the contrary, on each Distribution Date on ~~and~~ or after ~~the earlier of (i) the Senior Credit Support Depletion Date and (ii)~~ the date on which ~~any Realized Loss is allocated~~ Radian fails to ~~any Class~~ make an Insured Payment under the Policy in respect of ~~Special Retail Certificates~~principal, distributions in reduction of the Class Certificate Balance ~~of such Class~~ will be made pro rata among the Certificate Owners of the Special Retail Certificates ~~of such Class~~ and will not be made in integral multiples of $1,000 or pursuant to requests for distribution as permitted by Section 5.09(a) or by mandatory distributions as provided for by Section 5.09(d). (f) In the event that ~~Definitive Certificates representing~~ the pro rata distributions described in Section 5.09(e) cannot be made through the facilities of the Depository, the Special Retail Certificates ~~are~~ will be withdrawn from the facilities of the Depository and Definitive Certificates will be issued to replace such withdrawn Book-Entry Certificates pursuant to Section 6.02(c)(iii)~~, an~~ . An amendment to this Agreement, which may be approved without the consent of any Certificateholders, shall establish procedures relating to the manner in which pro rata distributions in reduction of the ~~Class Certificate Balance of each Class~~ principal balance of the Special Retail Certificates are to be made; provided that such procedures shall be consistent, to the extent practicable and customary for certificates similar to the Special Retail Certificates, with the provisions of this Section 5.09.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Banc of America Mort Sec Inc Mort Pass THR Certs Ser 2003 10)

Principal Distributions on the Special Retail Certificates. ~~Prior to~~ Distributions in reduction of the ~~earlier~~ Certificate Principal Balance of ~~(1) the Senior Credit Support Depletion Date and (2) the date on which any Realized Loss is allocated to~~ any Class of Special Retail ~~Certificates, distributions in reduction of the Class Certificate Balance of such Class~~ Certificates will be made in integral multiples of $1,000 at the request of the appropriate representatives of Deceased Holders of Certificates of ~~each~~ such Class and at the request of Living Holders of Certificates of ~~each~~ such Class or by mandatory distributions, pursuant to Section ~~5.09(a~~4.06(a) and Section 5.09(d). On and after the earlier of (A) the Senior Credit Support Depletion Date and (B) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates, distributions in reduction of the Class Certificate Balances of such Class will be made on a pro rata basis pursuant to Section 5.09(e4.06(d). (a) Except as set forth in Section ~~5.09(e~~4.06(e), on each Distribution Date on which principal distributions to ~~any Class of~~ the Special Retail Certificates are made, such distributions will be made in the following priority: (i) first, to requesting Deceased ~~Holders~~Holders of such Class, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $~~25,000~~ 100,000 for each requesting Deceased Holder; and (ii) second, to requesting Living ~~Holders~~Holders of such Class, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $10,000 for each requesting Living Holder. Thereafter, distributions will be made, with respect to ~~such Class of~~ the Special Retail Certificates, as provided in clauses (i) and (ii) above, up to a second $~~25,000~~ 100,000 and $10,000, respectively. This sequence of priorities will be repeated until all requests for principal distributions by Deceased Holders and Living Holders of such Class have been honored, to the extent of amounts available for principal distributions to the Holders of such Class. All requests for principal distributions to Special Retail Certificates will be accepted in accordance with the provisions set forth in Section ~~5.09(c~~4.06(c). Requests for principal distributions that are received by the Trustee after the related Record Date and requests for principal distributions received in a timely manner but not accepted with respect to any Distribution Date, will be treated as requests for principal distributions to the Special Retail Certificates on the next succeeding Distribution Date, and each succeeding Distribution Date thereafter, until each such request is accepted or is withdrawn as provided in Section ~~5.09(c~~4.06 (c). Such requests that are not withdrawn shall retain their order of priority without the need for any further action on the part of the appropriate ~~Certificate Owner~~ Certificateholder of the related Special Retail Certificate, all in accordance with the procedures of the Depository and the Trustee. Upon the transfer of beneficial ownership of any Special Retail Certificate, any distribution request previously submitted with respect to such Certificate will be deemed to have been withdrawn only upon the receipt by the Trustee on or before the Record Date for such Distribution Date of notification of such withdrawal in the manner set forth in Section ~~5.09(c~~4.06(c) using a form required by the Depository. Distributions in reduction of the ~~Class~~ Certificate Principal Balance of ~~any Class of~~ the Special Retail Certificates will be applied in an amount equal to the portion of the Senior Principal Distribution Amount for Group 4 allocable to such Class pursuant to Section 5.02, plus any amounts available for distribution from the ~~applicable~~ related Rounding Account established as provided in Section 3.23, provided that the aggregate distribution of principal to such Class on any Distribution Date shall be made in an integral multiple of $1,000. To the extent that the portion of the Senior Optimal Principal ~~Distribution~~ Amount for Loan Group 4 allocable to ~~any Class of~~ the Special Retail Certificates on any Distribution Date exceeds the aggregate ~~Class~~ Certificate Principal Balance ~~of that Class~~ of Special Retail Certificates of such Class with respect to which principal distribution requests have been received, principal distributions in reduction of the ~~Class~~ Certificate Principal Balance of such Class will be made by mandatory distribution pursuant to Section ~~5.09(d~~4.06(d). (b) A Special Retail Certificate shall be deemed to be held by a Deceased Holder for purposes of this Section ~~5.09~~ 4.06 if the death of the ~~Certificate Owner~~ Certificateholder thereof is deemed to have occurred. Special Retail Certificates beneficially owned by tenants by the entirety, joint tenants or tenants in common will be considered to be beneficially owned by a single owner. The death of a tenant by the entirety, joint tenant or tenant in common will be deemed to be the death of the ~~Certificate Owner~~Certificateholder. Special Retail Certificates beneficially owned by a trust will be considered to be beneficially owned by each beneficiary of the trust to the extent of such beneficiary's beneficial interest therein, but in no event will a trust's beneficiaries collectively be deemed to be ~~Certificate Owners~~ Certificateholders of a number of Special Retail Certificates greater than the number of Special Retail Certificates of which such trust is the owner. The death of a beneficiary of a trust will be deemed to be the death of a ~~Certificate Owner~~ Certificateholder of the Special Retail Certificates beneficially owned by the trust to the extent of such beneficiary's beneficial interest in such trust. The death of an individual who was a tenant by the entirety, joint tenant or tenant in common in a tenancy which is the beneficiary of a trust will be deemed to be the death of the beneficiary of such trust. The death of an individual who, during his or her lifetime, was entitled to substantially all of the beneficial ownership interests in a Special Retail Certificate will be deemed to be the death of the ~~Certificate Owner~~ Certificateholder of such Special Retail Certificate regardless of the registration of ownership, if such beneficial ownership interest can be established to the satisfaction of the Trustee. Such beneficial interest will be deemed to exist in typical cases of street name or nominee ownership, ownership by a trustee, ownership under the Uniform Gifts to Minors Act and community property or other joint ownership arrangements between a husband and wife. Beneficial interest shall include the power to sell, transfer or otherwise dispose of a Special Retail Certificate and the right to receive the proceeds therefrom, as well as interest and principal distributions, as applicable, payable with respect thereto. The Trustee shall not be under any duty to determine independently the occurrence of the death of any deceased ~~Certificate Owner~~Certificateholder. The Trustee may rely entirely upon documentation delivered to it pursuant to Section ~~5.09(c~~4.06(c) in establishing the eligibility of any ~~Certificate Owner~~ Certificateholder to receive the priority accorded Deceased Holders in Section ~~5.09(a~~4.06(a). (c) Requests for principal distributions to the ~~Certificate Owner~~ Certificateholder of ~~any~~ a Special Retail Certificate must be made by delivering a written request therefor to the Depository Participant or Indirect Depository Participant that maintains the account evidencing such ~~Certificate Owner~~Certificateholder's interest in such Certificate. In the case of a request on behalf of a Deceased Holder, appropriate evidence of death and any tax waivers are required to be forwarded to the Trustee under separate cover. The Depository Participant should in turn make the request of the Depository (or, in the case of an Indirect ~~Depository~~ Participant, such Indirect ~~Depository~~ Participant must notify the related Depository Participant of such request, which Depository Participant should make the request of the Depository) in the manner required under the rules and regulations of the Depository's APUT System. Upon receipt of such request, the Depository will date and time stamp such request and forward such request to the Trustee. The Depository may establish such procedures as it deems fair and equitable to establish the order of receipt of requests for such distributions received by it on the same day. None of the Depositor, the ~~Master~~ Servicer or the Trustee shall be liable for any delay in delivery of requests for distributions or withdrawals of such requests by the Depository, a Depository Participant or any Indirect ~~Depository~~ Participant. The Trustee shall maintain a list of those Depository Participants representing the appropriate ~~Certificate Owners~~ Certificateholders of Special Retail Certificates that have submitted requests for principal distributions, together with the order of receipt and the amounts of such requests. Subject to the priorities described in Section ~~5.09(a~~4.06(a) above, the Depository will honor requests for distributions in the order of their receipt. The Trustee shall notify the Depository as to which requests should be honored on each Distribution Date at least two Business Days prior to such Distribution Date and shall notify the Depository as to the portion of the Senior Optimal Principal ~~Distribution~~ Amount (together with any amounts available for distribution from the applicable Rounding Account) to be distributed to the Special Retail Certificates by mandatory distribution pursuant to Section ~~5.09(d~~4.06(d). Requests shall be honored by the Depository in accordance with the procedures, and subject to the priorities and limitations, described in this Section ~~5.09~~4.06. The exact procedures to be followed by the Trustee and the Depository for purposes of determining such priorities and limitations will be those established from time to time by the Trustee or the Depository, as the case may be. The decisions of the Trustee and the Depository concerning such matters will be final and binding on all affected Persons. Special Retail Certificates that have been accepted for a distribution shall be due and payable on the applicable Distribution Date. Such Certificates shall cease to bear interest after the last day of the calendar month preceding the month in which such Distribution Date occurs. Any ~~Certificate Owner~~ Certificateholder of a Special Retail Certificate that has requested a principal distribution may withdraw its request by so notifying in writing the Depository Participant or Indirect ~~Depository~~ Participant that maintains such ~~Certificate Owner~~Certificateholder's account. If such account is maintained by an Indirect ~~Depository~~ Participant, such Indirect ~~Depository~~ Participant must notify the related Depository Participant which in turn must forward the withdrawal of such request, in the manner required under the rules and regulations of the Depository's APUT System, to the Depository to be forwarded to the Trustee. If such notice of withdrawal of a request for distribution has not been received by the Depository and forwarded to the Trustee on or before the Record Date for the next Distribution Date, the previously made request for a principal distribution will be irrevocable with respect to the making of principal distributions on such Distribution Date. If any requests for principal distributions are rejected by the Trustee for failure to comply with the requirements of this Section 5.09, the Trustee shall return such request to the appropriate Depository Participant with a copy to the Depository with an explanation as to the reason for such rejection. (d) If principal distributions to be made to ~~any Class of~~ the Special Retail Certificates on a Distribution Date exceed the aggregate amount of principal distribution requests for such Class which have been received on or before the applicable Record Date, as provided in Section ~~5.09(a~~4.06(a) above, additional Special Retail Certificates ~~of such Class~~ will be selected to receive mandatory principal distributions in lots equal to $1,000 in accordance with the then-applicable random lot procedures of the Depository, and the then-applicable procedures of the Depository Participants and Indirect Depository Participants representing the ~~Certificate Owners~~ Certificateholders (which procedures may or may not be by random lot). The Trustee shall notify the Depository of the aggregate amount of the mandatory principal distribution to be made on the next Distribution Date. The Depository shall then allocate such aggregate amount among the Depository Participants on a random lot basis. Each Depository Participant and, in turn, each Indirect ~~Depository~~ Participant will then select, in accordance with its own procedures, Special Retail Certificates ~~of such Class~~ from among those held in its accounts to receive mandatory principal distributions, such that the total amount of principal distributed to the Special Retail Certificates ~~of such Class~~ so selected is equal to the aggregate amount of such mandatory distributions allocated to such Depository Participant by the Depository and to such Indirect ~~Depository~~ Participant by its related Depository Participant, as the case may be. Depository Participants and Indirect Depository Participants that hold Special Retail Certificates of such Class selected for mandatory principal distributions are required to provide notice of such mandatory distributions to the affected ~~Certificate Owners~~Certificateholders. (e) Notwithstanding any provisions herein to the contrary, on each Distribution Date on and after the earlier of (i) the Senior Credit Support Depletion Date and (ii) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates, distributions in reduction of the Class Certificate Balance of such Class will be made pro rata among the Certificate Owners of the Certificates of such Class and will not be made in integral multiples of $1,000 or pursuant to requests for distribution as permitted by Section 5.09(a) or by mandatory distributions as provided for by Section 5.09(d). (f) In the event that Definitive Certificates representing the Special Retail Certificates are issued pursuant to Section ~~6.02(c)(iii~~5.02(e), an amendment to this Agreement, which may be approved without the consent of any Certificateholders, shall establish procedures relating to the manner in which distributions in reduction of the ~~Class~~ Certificate Principal Balance ~~of each Class~~ of the Special Retail Certificates are to be made; provided that such procedures shall be consistent, to the extent practicable and customary for certificates similar to the Special Retail Certificates, with the provisions of this Section ~~5.09~~4.06.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Mortgage Asset Sec Trans Incmastr Asset Sec Tr 2003 7)

Principal Distributions on the Special Retail Certificates. ~~Prior~~ With respect to the Special Retail Certificates, prior to the earlier of (1i) the ~~Senior~~ Credit Support Depletion Date and (2ii) the date on which any ~~Realized Loss~~ loss is allocated to ~~any Class of~~ the Special Retail ~~Certificates~~Certificates or its Corresponding Class by Pro Rata Allocation, distributions in reduction of the Class ~~Certificate~~ Principal Balance of ~~such Class~~ the Special Retail Certificates will be made in integral multiples of $1,000 at the request of the appropriate representatives of Deceased Holders of Certificates of ~~each~~ such Class and at the request of Living Holders of Certificates of ~~each~~ such Class or by mandatory distributions, pursuant to Section ~~5.09(a~~4.07(a) and Section ~~5.09(d~~4.07(d). On and after the earlier of (Ai) the ~~Senior~~ Credit Support Depletion Date and (Bii) the date on which any ~~Realized Loss~~ loss is allocated to ~~any~~ such Class ~~of Special Retail Certificates~~or its Corresponding Class by Pro Rata Allocation, distributions in reduction of the Class ~~Certificate Balances~~ Principal Balance of such Class will be made on a pro rata basis pursuant to Section ~~5.09(e~~4.07(e). (a) ~~Except as set forth in Section 5.09(e), on~~ On each Distribution Date (prior to the earlier of (i) the Credit Support Depletion Date and (ii) the date on which any loss is allocated to the Special Retail Certificates or its Corresponding Class by Pro Rata Allocation) on which principal distributions to ~~any Class of~~ the Special Retail Certificates are made, such distributions will be made in the following priority: (i) first, to requesting Deceased Holders, in the order in which such requests are received by ~~the Depository~~DTC, but not exceeding an aggregate amount of $~~25,000~~ 100,000 for each requesting Deceased Holder; and (ii) second, to requesting Living Holders, in the order in which such requests are received by ~~the Depository~~DTC, but not exceeding an aggregate amount of $10,000 for each requesting Living Holder. Thereafter, distributions will be made, with respect to ~~such Class of~~ the Special Retail Certificates, as provided in clauses (i) and (ii) ~~above,~~ above up to a second $~~25,000~~ 100,000 and $10,000, respectively. This sequence of priorities will be repeated until all requests for principal distributions by Deceased Holders and Living Holders of such Class have been honored, to the extent of amounts available for principal distributions to ~~the Holders of~~ such Class. All requests for principal distributions to Special Retail Certificates will be accepted in accordance with the provisions set forth in Section ~~5.09(c~~4.07(c). Requests for principal distributions that are received by the Trustee after the related Record Date and requests for principal distributions received in a timely manner but not accepted with respect to any Distribution Date, will be treated as requests for principal distributions to ~~the~~ Special Retail Certificates on the next succeeding Distribution Date, and each succeeding Distribution Date thereafter, until each such request is accepted or is withdrawn as provided in Section ~~5.09(c~~4.07(c). Such requests ~~that~~ as are not so withdrawn shall retain their order of priority without the need for any further action on the part of the appropriate ~~Certificate Owner~~ Holder of the related Special Retail Certificate, all in accordance with the procedures of ~~the Depository~~ DTC and the Trustee. Upon the transfer of beneficial ownership of any Special Retail Certificate, any distribution request previously submitted with respect to such Certificate will be deemed to have been withdrawn only upon the receipt by the Trustee on or before the Record Date for such Distribution Date of notification of such withdrawal in the manner set forth in Section ~~5.09(c~~4.07(c) using a form required by ~~the Depository~~DTC. Distributions in reduction of the Class ~~Certificate~~ Principal Balance of ~~any Class of~~ the Special Retail Certificates will be applied in an amount equal to the portion of the ~~Senior Principal~~ REMIC III Available Distribution Amount allocable to such Class pursuant to Section ~~5.02~~4.05, plus any amounts available for distribution from the ~~applicable~~ Rounding Account established as provided in Section ~~3.23~~3.22, provided that the aggregate distribution of principal to such Class on any Distribution Date shall be made in an integral multiple of $1,000. To the extent that the portion of the Senior Principal Distribution Amount allocable to ~~any~~ the Corresponding Class of the Special Retail Certificates on any Distribution Date exceeds the aggregate ~~Class~~ Certificate Principal Balance ~~of that Class~~ of Special Retail Certificates with respect to which principal distribution ~~requests~~ requests, as set forth above, have been received, principal distributions in reduction of the Class ~~Certificate~~ Principal Balance of ~~such Class~~ the Special Retail Certificates will be made by mandatory distribution pursuant to Section ~~5.09(d~~4.07(d). (b) A Special Retail Certificate shall be deemed to be held by a Deceased Holder for purposes of this Section ~~5.09~~ 4.07 if the death of the ~~Certificate Owner~~ Holder thereof is deemed to have occurred. Special Retail Certificates beneficially owned by tenants by the entirety, joint tenants or tenants in common will be considered to be beneficially owned by a single owner. The death of a tenant by the entirety, joint tenant or tenant in common will be deemed to be the death of the ~~Certificate Owner~~Holder, and the Special Retail Certificates so beneficially owned will be eligible for priority with respect to principal distributions, subject to the limitations stated above. Special Retail Certificates beneficially owned by a trust will be considered to be beneficially owned by each beneficiary of the trust to the extent of such beneficiary's beneficial interest therein, but in no event will a trust's beneficiaries collectively be deemed to be ~~Certificate Owners~~ Holders of a number of Special Retail Certificates greater than the number of Special Retail Certificates of which such trust is the owner. The death of a beneficiary of a trust will be deemed to be the death of a ~~Certificate Owner~~ Holder of the Special Retail 103 Certificates beneficially owned by the trust to the extent of such beneficiary's beneficial interest in such trust. The death of an individual who was a tenant by the entirety, joint tenant or tenant in common in a tenancy which is the beneficiary of a trust will be deemed to be the death of the beneficiary of such trust. The death of ~~an individual~~ a person who, during his or her lifetime, was entitled to substantially all of the beneficial ownership interests in a Special Retail Certificate will be deemed to be the death of the ~~Certificate Owner~~ Holder of such Special Retail Certificate regardless of the registration of ownership, if such beneficial ownership interest can be established to the satisfaction of the Trustee. Such beneficial interest will be deemed to exist in typical cases of street name or nominee ownership, ownership by a trustee, ownership under the Uniform Gifts to Minors Act and community property or other joint ownership arrangements between a husband and wife. Beneficial interest shall include the power to sell, transfer or otherwise dispose of a Special Retail Certificate and the right to receive the proceeds therefrom, as well as interest and principal distributions, as applicable, payable with respect thereto. The Trustee may rely entirely upon documentation delivered to it in establishing beneficial ownership interests in Special Retail Certificates. The Trustee shall not be under any duty to determine independently the occurrence of the death of any deceased ~~Certificate Owner~~Holder. The Trustee may rely entirely upon documentation delivered to it pursuant to Section ~~5.09(c~~4.07(c) in establishing the eligibility of any ~~Certificate Owner~~ Holder to receive the priority accorded Deceased Holders in Section ~~5.09(a~~4.07(a). (c) Requests for principal distributions to ~~the Certificate Owner of~~ any Special Retail Certificate must be made by delivering a written request therefor to the ~~Depository~~ DTC Participant or Indirect ~~Depository~~ DTC Participant that maintains the account evidencing such ~~Certificate Owner~~Holder's interest in such Certificate. In the case of a request on behalf of a Deceased Holder, appropriate evidence of death and any tax waivers are required to be forwarded to the Trustee under separate cover. The ~~Depository~~ DTC Participant should in turn make the request of ~~the Depository~~ DTC (or, in the case of an Indirect ~~Depository~~ DTC Participant, such Indirect ~~Depository~~ DTC Participant must notify the related ~~Depository~~ DTC Participant of such request, which ~~Depository~~ DTC Participant should make the request of DTC) on a form required by DTC and provided to the ~~Depository) in the manner required under the rules and regulations of the Depository's APUT System~~DTC Participant. Upon receipt of such request, ~~the Depository~~ DTC will date and time stamp such request and forward such request to the Trustee. ~~The Depository~~ DTC may establish such procedures as it deems fair and equitable to establish the order of receipt of requests for such distributions received by it on the same day. None of the ~~Depositor~~Company, the Master Servicer or the Trustee shall be liable for any delay in delivery of requests for distributions or withdrawals of such requests by ~~the Depository~~DTC, a ~~Depository~~ DTC Participant or any Indirect ~~Depository~~ DTC Participant. The Trustee shall maintain a list of those ~~Depository~~ DTC Participants representing the appropriate ~~Certificate Owners~~ Holders of Special Retail Certificates that have submitted requests for principal distributions, together with the order of receipt and the amounts of such requests. Subject to the priorities described in Section ~~5.09(a~~4.07(a) above, ~~the Depository~~ DTC will honor requests for distributions in the order of their receipt. The Trustee shall notify ~~the Depository~~ DTC as to which requests should be honored on each Distribution Date at least two Business Days prior to such Distribution Date and shall notify ~~the Depository~~ DTC as to the portion of the ~~Senior Principal~~ REMIC III Available Distribution Amount (together with any amounts available for distribution from the ~~applicable~~ Rounding Account) to be distributed to the Special Retail Certificates by mandatory distribution pursuant to Section ~~5.09(d~~4.07(d). Requests shall be honored by ~~the Depository~~ DTC in accordance with the procedures, and subject to the priorities and limitations, described in this Section ~~5.09~~4.07. The exact procedures to be followed by the Trustee and ~~the Depository~~ DTC for purposes of determining such priorities and limitations will be those established from time to 104 time by the Trustee or ~~the Depository~~DTC, as the case may be. The decisions of the Trustee and ~~the Depository~~ DTC concerning such matters will be final and binding on all affected ~~Persons~~persons. Special Retail Certificates that have been accepted for a distribution shall be due and payable on the applicable Distribution Date. Such Certificates shall cease to bear interest after the last calendar day of the ~~calendar~~ month preceding the month in which such Distribution Date occurs. Any ~~Certificate Owner~~ Holder of a Special Retail Certificate that has requested a principal distribution may withdraw its request by so notifying in writing the ~~Depository~~ DTC Participant or Indirect ~~Depository~~ DTC Participant that maintains such ~~Certificate Owner~~Holder's account. If In the event that such account is maintained by an Indirect ~~Depository~~ DTC Participant, such Indirect ~~Depository~~ DTC Participant must notify the related ~~Depository~~ DTC Participant which in turn must forward the withdrawal of such request, ~~in the manner~~ on a form required ~~under the rules and regulations of the Depository's APUT System~~by DTC, to ~~the Depository~~ DTC to be forwarded to the Trustee. If such notice of withdrawal of a request for distribution has not been received by ~~the Depository~~ DTC and forwarded to the Trustee on or before the Record Date for the next Distribution Date, the previously made request for a principal distribution will be irrevocable with respect to the making of principal distributions on such Distribution Date. If In the event any requests for principal distributions are rejected by the Trustee for failure to comply with the requirements of this Section ~~5.09~~4.07, the Trustee shall return such request to the appropriate ~~Depository~~ DTC Participant with a copy to ~~the Depository~~ DTC with an explanation as to the reason for such rejection. (d) If To the extent, if any, that principal distributions to be made to ~~any Class of~~ the Special Retail Certificates on a Distribution Date exceed the aggregate amount of principal distribution requests for such Class which have been received on or before the applicable Record Date, as provided in Section ~~5.09(a~~4.07(a) above, additional Special Retail Certificates ~~of such Class~~ will be selected to receive mandatory principal distributions in lots equal to $1,000 in accordance with the then-applicable ~~random lot~~ Random Lot procedures of ~~the Depository~~DTC, and the then-applicable procedures of the ~~Depository~~ DTC Participants and Indirect ~~Depository~~ DTC Participants representing the ~~Certificate Owners~~ Holders (which procedures may or may not be by random lot). The Trustee shall notify ~~the Depository~~ DTC of the aggregate amount of the mandatory principal distribution to be made on the next Distribution Date. ~~The Depository~~ DTC shall then allocate such aggregate amount among the ~~Depository~~ DTC Participants on a ~~random lot~~ Random Lot basis. Each ~~Depository~~ DTC Participant and, in turn, each Indirect ~~Depository~~ DTC Participant will then select, in accordance with its own procedures, Special Retail Certificates ~~of such Class~~ from among those held in its accounts to receive mandatory principal distributions, such that the total amount of principal distributed to the Special Retail Certificates ~~of such Class~~ so selected is equal to the aggregate amount of such mandatory distributions allocated to such ~~Depository~~ DTC Participant by ~~the Depository~~ DTC and to such Indirect ~~Depository~~ DTC Participant by its related ~~Depository~~ DTC Participant, as the case may be. ~~Depository~~ DTC Participants and Indirect ~~Depository~~ DTC Participants that hold Special Retail Certificates ~~of such Class~~ selected for mandatory principal distributions are required to provide notice of such mandatory distributions to the affected ~~Certificate Owners~~Holders. The Master Servicer shall notify the Trustee of the amount of principal distributions to be made on each Distribution Date in a timely manner such that the Trustee may fulfill its obligations under the Depositary Agreement. (e) Notwithstanding any provisions herein to the contrary, on each Distribution Date on and after the earlier of (i) the ~~Senior~~ Credit Support Depletion Date and (ii) the date on which any ~~Realized Loss~~ loss is allocated to ~~any Class of~~ the Special Retail ~~Certificates~~Certificates or its Corresponding Class by Pro Rata Allocation, distributions in reduction of the Class ~~Certificate~~ Principal Balance of ~~such Class~~ the Special Retail 105 Certificates will be made pro rata among the ~~Certificate Owners of the Certificates~~ Holders of such ~~Class~~ Certificates and will not be made in integral multiples of $1,000 or nor pursuant to requests for distribution as permitted by Section ~~5.09(a~~4.07(a) or by mandatory distributions as provided for by Section ~~5.09(d~~4.07(d). (f) In the event that Definitive Certificates representing the Special Retail Certificates are issued pursuant to Section 6.02(c)(iii), an amendment to this Agreement, which may be approved without the consent of any Certificateholders, shall establish procedures relating to the manner in which distributions in reduction of the Class Certificate Balance of each Class of the Special Retail Certificates are to be made; provided that such procedures shall be consistent, to the extent practicable and customary for certificates similar to the Special Retail Certificates, with the provisions of this Section 5.09.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Wamu Mortgage Pass Through Cert Series 2001-5)

Principal Distributions on the Special Retail Certificates. ~~Prior to~~ Distributions in reduction of the ~~earlier~~ Certificate Principal Balance of ~~(1) the Senior Credit Support Depletion Date and (2) the date on which any Realized Loss is allocated to~~ any Class of Special Retail ~~Certificates, distributions in reduction of the Class Certificate Balance of such Class~~ Certificates will be made in integral multiples of $1,000 at the request of the appropriate representatives of Deceased Holders of Certificates of ~~each~~ such Class and at the request of Living Holders of Certificates of ~~each~~ such Class or by mandatory distributions, pursuant to Section ~~5.09(a~~4.06(a) and Section 5.09(d). On and after the earlier of (A) the Senior Credit Support Depletion Date and (B) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates, distributions in reduction of the Class Certificate Balances of such Class will be made on a pro rata basis pursuant to Section 5.09(e4.06(d). (a) Except as set forth in Section ~~5.09(e~~4.06(e), on each Distribution Date on which principal distributions to ~~any Class of~~ the Special Retail Certificates are made, such distributions will be made in the following priority: (i) first, to requesting Deceased ~~Holders~~Holders of such Class, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $~~25,000~~ 100,000 for each requesting Deceased Holder; and (ii) second, to requesting Living ~~Holders~~Holders of such Class, in the order in which such requests are received by the Depository, but not exceeding an aggregate amount of $10,000 for each requesting Living Holder. Thereafter, distributions will be made, with respect to ~~such Class of~~ the Special Retail Certificates, as provided in clauses (i) and (ii) above, up to a second $~~25,000~~ 100,000 and $10,000, respectively. This sequence of priorities will be repeated until all requests for principal distributions by Deceased Holders and Living Holders of such Class have been honored, to the extent of amounts available for principal distributions to the Holders of such Class. All requests for principal distributions to Special Retail Certificates will be accepted in accordance with the provisions set forth in Section ~~5.09(c~~4.06(c). Requests for principal distributions that are received by the Trustee after the related Record Date and requests for principal distributions received in a timely manner but not accepted with respect to any Distribution Date, will be treated as requests for principal distributions to the Special Retail Certificates on the next succeeding Distribution Date, and each succeeding Distribution Date thereafter, until each such request is accepted or is withdrawn as provided in Section ~~5.09(c~~4.06 (c). Such requests that are not withdrawn shall retain their order of priority without the need for any further action on the part of the appropriate ~~Certificate Owner~~ Certificateholder of the related Special Retail Certificate, all in accordance with the procedures of the Depository and the Trustee. Upon the transfer of beneficial ownership of any Special Retail Certificate, any distribution request previously submitted with respect to such Certificate will be deemed to have been withdrawn only upon the receipt by the Trustee on or before the Record Date for such Distribution Date of notification of such withdrawal in the manner set forth in Section ~~5.09(c~~4.06(c) using a form required by the Depository. Distributions in reduction of the ~~Class~~ Certificate Principal Balance of ~~any Class of~~ the Special Retail Certificates will be applied in an amount equal to the portion of the Senior Optimal Principal ~~Distribution~~ Amount for Loan Group 5 allocable to such Class pursuant to Section ~~5.02~~4.02, plus any amounts available for distribution from the ~~applicable~~ related Rounding Account established as provided in Section ~~3.23~~3.24, provided that the aggregate distribution of principal to such Class on any Distribution Date shall be made in an integral multiple of $1,000. To the extent that the portion of the Senior Optimal Principal ~~Distribution~~ Amount for Loan Group 5 allocable to ~~any Class of~~ the Special Retail Certificates on any Distribution Date exceeds the aggregate ~~Class~~ Certificate Principal Balance ~~of that Class~~ of Special Retail Certificates of such Class with respect to which principal distribution requests have been received, principal distributions in reduction of the ~~Class~~ Certificate Principal Balance of such Class will be made by mandatory distribution pursuant to Section ~~5.09(d~~4.06(d). (b) A Special Retail Certificate shall be deemed to be held by a Deceased Holder for purposes of this Section ~~5.09~~ 4.06 if the death of the ~~Certificate Owner~~ Certificateholder thereof is deemed to have occurred. Special Retail Certificates beneficially owned by tenants by the entirety, joint tenants or tenants in common will be considered to be beneficially owned by a single owner. The death of a tenant by the entirety, joint tenant or tenant in common will be deemed to be the death of the ~~Certificate Owner~~Certificateholder. Special Retail Certificates beneficially owned by a trust will be considered to be beneficially owned by each beneficiary of the trust to the extent of such beneficiary's beneficial interest therein, but in no event will a trust's beneficiaries collectively be deemed to be ~~Certificate Owners~~ Certificateholders of a number of Special Retail Certificates greater than the number of Special Retail Certificates of which such trust is the owner. The death of a beneficiary of a trust will be deemed to be the death of a ~~Certificate Owner~~ Certificateholder of the Special Retail Certificates beneficially owned by the trust to the extent of such beneficiary's beneficial interest in such trust. The death of an individual who was a tenant by the entirety, joint tenant or tenant in common in a tenancy which is the beneficiary of a trust will be deemed to be the death of the beneficiary of such trust. The death of an individual who, during his or her lifetime, was entitled to substantially all of the beneficial ownership interests in a Special Retail Certificate will be deemed to be the death of the ~~Certificate Owner~~ Certificateholder of such Special Retail Certificate regardless of the registration of ownership, if such beneficial ownership interest can be established to the satisfaction of the Trustee. Such beneficial interest will be deemed to exist in typical cases of street name or nominee ownership, ownership by a trustee, ownership under the Uniform Gifts to Minors Act and community property or other joint ownership arrangements between a husband and wife. Beneficial interest shall include the power to sell, transfer or otherwise dispose of a Special Retail Certificate and the right to receive the proceeds therefrom, as well as interest and principal distributions, as applicable, payable with respect thereto. The Trustee shall not be under any duty to determine independently the occurrence of the death of any deceased ~~Certificate Owner~~Certificateholder. The Trustee may rely entirely upon documentation delivered to it pursuant to Section ~~5.09(c~~4.06(c) in establishing the eligibility of any ~~Certificate Owner~~ Certificateholder to receive the priority accorded Deceased Holders in Section ~~5.09(a~~4.06(a). (c) Requests for principal distributions to the ~~Certificate Owner~~ Certificateholder of ~~any~~ a Special Retail Certificate must be made by delivering a written request therefor to the Depository Participant or Indirect Depository Participant that maintains the account evidencing such ~~Certificate Owner~~Certificateholder's interest in such Certificate. In the case of a request on behalf of a Deceased Holder, appropriate evidence of death and any tax waivers are required to be forwarded to the Trustee under separate cover. The Depository Participant should in turn make the request of the Depository (or, in the case of an Indirect ~~Depository~~ Participant, such Indirect ~~Depository~~ Participant must notify the related Depository Participant of such request, which Depository Participant should make the request of the Depository) in the manner required under the rules and regulations of the Depository's APUT System. Upon receipt of such request, the Depository will date and time stamp such request and forward such request to the Trustee. The Depository may establish such procedures as it deems fair and equitable to establish the order of receipt of requests for such distributions received by it on the same day. None of the Depositor, the ~~Master~~ Servicer or the Trustee shall be liable for any delay in delivery of requests for distributions or withdrawals of such requests by the Depository, a Depository Participant or any Indirect ~~Depository~~ Participant. The Trustee shall maintain a list of those Depository Participants representing the appropriate ~~Certificate Owners~~ Certificateholders of Special Retail Certificates that have submitted requests for principal distributions, together with the order of receipt and the amounts of such requests. Subject to the priorities described in Section ~~5.09(a~~4.06(a) above, the Depository will honor requests for distributions in the order of their receipt. The Trustee shall notify the Depository as to which requests should be honored on each Distribution Date at least two Business Days prior to such Distribution Date and shall notify the Depository as to the portion of the Senior Optimal Principal ~~Distribution~~ Amount (together with any amounts available for distribution from the applicable Rounding Account) to be distributed to the Special Retail Certificates by mandatory distribution pursuant to Section ~~5.09(d~~4.06(d). Requests shall be honored by the Depository in accordance with the procedures, and subject to the priorities and limitations, described in this Section ~~5.09~~4.06. The exact procedures to be followed by the Trustee and the Depository for purposes of determining such priorities and limitations will be those established from time to time by the Trustee or the Depository, as the case may be. The decisions of the Trustee and the Depository concerning such matters will be final and binding on all affected Persons. Special Retail Certificates that have been accepted for a distribution shall be due and payable on the applicable Distribution Date. Such Certificates shall cease to bear interest after the last day of the calendar month preceding the month in which such Distribution Date occurs. Any ~~Certificate Owner~~ Certificateholder of a Special Retail Certificate that has requested a principal distribution may withdraw its request by so notifying in writing the Depository Participant or Indirect ~~Depository~~ Participant that maintains such ~~Certificate Owner~~Certificateholder's account. If such account is maintained by an Indirect ~~Depository~~ Participant, such Indirect ~~Depository~~ Participant must notify the related Depository Participant which in turn must forward the withdrawal of such request, in the manner required under the rules and regulations of the Depository's APUT System, to the Depository to be forwarded to the Trustee. If such notice of withdrawal of a request for distribution has not been received by the Depository and forwarded to the Trustee on or before the Record Date for the next Distribution Date, the previously made request for a principal distribution will be irrevocable with respect to the making of principal distributions on such Distribution Date. If any requests for principal distributions are rejected by the Trustee for failure to comply with the requirements of this Section ~~5.09~~4.06, the Trustee shall return such request to the appropriate Depository Participant with a copy to the Depository with an explanation as to the reason for such rejection. (d) If principal distributions to be made to ~~any Class of~~ the Special Retail Certificates on a Distribution Date exceed the aggregate amount of principal distribution requests for such Class which have been received on or before the applicable Record Date, as provided in Section ~~5.09(a~~4.06(a) above, additional Special Retail Certificates ~~of such Class~~ will be selected to receive mandatory principal distributions in lots equal to $1,000 in accordance with the then-applicable random lot procedures of the Depository, and the then-applicable procedures of the Depository Participants and Indirect Depository Participants representing the ~~Certificate Owners~~ Certificateholders (which procedures may or may not be by random lot). The Trustee shall notify the Depository of the aggregate amount of the mandatory principal distribution to be made on the next Distribution Date. The Depository shall then allocate such aggregate amount among the Depository Participants on a random lot basis. Each Depository Participant and, in turn, each Indirect ~~Depository~~ Participant will then select, in accordance with its own procedures, Special Retail Certificates ~~of such Class~~ from among those held in its accounts to receive mandatory principal distributions, such that the total amount of principal distributed to the Special Retail Certificates ~~of such Class~~ so selected is equal to the aggregate amount of such mandatory distributions allocated to such Depository Participant by the Depository and to such Indirect ~~Depository~~ Participant by its related Depository Participant, as the case may be. Depository Participants and Indirect Depository Participants that hold Special Retail Certificates of such Class selected for mandatory principal distributions are required to provide notice of such mandatory distributions to the affected ~~Certificate Owners~~Certificateholders. (e) Notwithstanding any provisions herein to the contrary, on each Distribution Date on and after the earlier of (i) the Senior Credit Support Depletion Date and (ii) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates, distributions in reduction of the Class Certificate Balance of such Class will be made pro rata among the Certificate Owners of the Certificates of such Class and will not be made in integral multiples of $1,000 or pursuant to requests for distribution as permitted by Section 5.09(a) or by mandatory distributions as provided for by Section 5.09(d). (f) In the event that Definitive Certificates representing the Special Retail Certificates are issued pursuant to Section ~~6.02(c)(iii~~5.02(e), an amendment to this Agreement, which may be approved without the consent of any Certificateholders, shall establish procedures relating to the manner in which distributions in reduction of the ~~Class~~ Certificate Principal Balance ~~of each Class~~ of the Special Retail Certificates are to be made; provided that such procedures shall be consistent, to the extent practicable and customary for certificates similar to the Special Retail Certificates, with the provisions of this Section ~~5.09~~4.06.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Mastr Asset Securitization Trust 2004-1)

Principal Distributions on the Special Retail Certificates. ~~Prior~~ With respect to ~~the earlier of (1) the Senior Credit Support Depletion Date and (2) the date on which any Realized Loss is allocated to any~~ each Class of Special Retail Certificates, prior to the Credit Support Depletion Date, distributions in reduction of the Class ~~Certificate~~ Principal Balance of such Class will be made in integral multiples of $1,000 at the request of the appropriate representatives of Deceased Holders of Certificates of ~~each~~ such Class and at the request of Living Holders of Certificates of ~~each~~ such Class or by mandatory distributions, pursuant to Section ~~5.09(a~~4.07(a) and Section ~~5.09(d~~4.07(d). On and after the ~~earlier of (A) the Senior~~ Credit Support Depletion ~~Date and (B) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates~~Date, distributions in reduction of the Class ~~Certificate Balances~~ Principal Balance of such Class will be made on a pro rata basis pursuant to Section ~~5.09(e~~4.07(e). (a) ~~Except as set forth in Section 5.09(e), on~~ On each Distribution Date (prior to the Credit Support Depletion Date) on which principal distributions to ~~any~~ a Class of ~~the~~ Special Retail Certificates are made, such distributions will be made in the following priority: (i) first, to requesting Deceased Holders, in the order in which such requests are received by ~~the Depository~~DTC, but not exceeding an aggregate amount of $~~25,000~~ 100,000 for each requesting Deceased Holder; and (ii) second, to requesting Living Holders, in the order in which such requests are received by ~~the Depository~~DTC, but not exceeding an aggregate amount of $10,000 for each requesting Living Holder. Thereafter, distributions will be made, with respect to the such Class of ~~the~~ Special Retail Certificates, as provided in clauses (i) and (ii) ~~above,~~ above up to a second $~~25,000~~ 100,000 and $10,000, respectively. This sequence of priorities will be repeated until all requests for principal distributions by Deceased Holders and Living Holders of such Class have been honored, to the extent of amounts available for principal distributions to ~~the Holders of~~ such Class. All requests for principal distributions to Special Retail Certificates will be accepted in accordance with the provisions set forth in Section ~~5.09(c~~4.07(c). Requests for principal distributions that are received by the Trustee after the related Record Date and requests for principal distributions received in a timely manner but not accepted with respect to any Distribution Date, will be treated as requests for principal distributions to ~~the~~ Special Retail Certificates on the next succeeding Distribution Date, and each succeeding Distribution Date thereafter, until each such request is accepted or is withdrawn as provided in Section ~~5.09(c~~4.07(c). Such requests ~~that~~ as are not so withdrawn shall retain their order of priority without the need for any further action on the part of the appropriate ~~Certificate Owner~~ Holder of the related Special Retail Certificate, all in accordance with the procedures of ~~the Depository~~ DTC and the Trustee. Upon the transfer of beneficial ownership of any Special Retail Certificate, any distribution request previously submitted with respect to such Certificate will be deemed to have been withdrawn only upon the receipt by the Trustee on or before the Record Date for such Distribution Date of notification of such withdrawal in the manner set forth in Section ~~5.09(c~~4.07(c) using a form required by ~~the Depository~~DTC or as otherwise required by DTC in accordance with its standard operating procedures. Distributions in reduction of the Class ~~Certificate~~ Principal Balance of any Class of Special Retail Certificates will be applied in an amount equal to the portion of the ~~Senior Principal~~ REMIC II Available Distribution Amount allocable to such Class pursuant to Section ~~5.02~~4.05, plus any amounts available for distribution from the applicable Rounding Account established as provided in Section ~~3.23~~3.22, provided that the aggregate distribution of principal to such Class on any Distribution Date shall be made in an integral multiple of $1,000. To the extent that the portion of the Group 1 Senior Principal Distribution Amount allocable to the Corresponding Class of any Class of Special Retail Certificates on any Distribution Date exceeds the aggregate ~~Class~~ Certificate Principal Balance ~~of that Class~~ of Special Retail Certificates of such Class with respect to which principal distribution ~~requests~~ requests, as set forth above, have been received, principal distributions in reduction of the Class ~~Certificate~~ Principal Balance of such Class of Special Retail Certificates will be made by mandatory distribution pursuant to Section ~~5.09(d~~4.07(d). (b) A Special Retail Certificate shall be deemed to be held by a Deceased Holder for purposes of this Section ~~5.09~~ 4.07 if the death of the ~~Certificate Owner~~ Holder thereof is deemed to have occurred. Special Retail Certificates beneficially owned by tenants by the entirety, joint tenants or tenants in common will be considered to be beneficially owned by a single owner. The death of a tenant by the entirety, joint tenant or tenant in common will be deemed to be the death of the ~~Certificate Owner~~Holder, and the Special Retail Certificates so beneficially owned will be eligible for priority with respect to principal distributions, subject to the limitations stated above. Special Retail Certificates beneficially owned by a trust will be considered to be beneficially owned by each beneficiary of the trust to the extent of such beneficiary's beneficial interest therein, but in no event will a trust's beneficiaries collectively be deemed to be ~~Certificate Owners~~ Holders of a number of Special Retail Certificates greater than the number of Special Retail Certificates of which such trust is the owner. The death of a beneficiary of a trust will be deemed to be the death of a ~~Certificate Owner~~ Holder of the Special Retail Certificates beneficially owned by the trust to the extent of such beneficiary's beneficial interest in such trust. The death of an individual who was a tenant by the entirety, joint tenant or tenant in common in a tenancy which is the beneficiary of a trust will be deemed to be the death of the beneficiary of such trust. The death of ~~an individual~~ a person who, during his or her lifetime, was entitled to substantially all of the beneficial ownership interests in a Special Retail Certificate will be deemed to be the death of the ~~Certificate Owner~~ Holder of such Special Retail Certificate regardless of the registration of ownership, if such beneficial ownership interest can be established to the satisfaction of the Trustee. Such beneficial interest will be deemed to exist in typical cases of street name or nominee ownership, ownership by a trustee, ownership under the Uniform Gifts to Minors Act and community property or other joint ownership arrangements between a husband and wife. Beneficial interest shall include the power to sell, transfer or otherwise dispose of a Special Retail Certificate and the right to receive the proceeds therefrom, as well as interest and principal distributions, as applicable, payable with respect thereto. The Trustee may rely entirely upon documentation delivered to it in establishing beneficial ownership interests in Special Retail Certificates. The Trustee shall not be under any duty to determine independently the occurrence of the death of any deceased ~~Certificate Owner~~Xxxxxx. The Trustee may rely entirely upon documentation delivered to it pursuant to Section ~~5.09(c~~4.07(c) in establishing the eligibility of any ~~Certificate Owner~~ Holder to receive the priority accorded Deceased Holders in Section ~~5.09(a~~4.07(a). (c) Requests for principal distributions to ~~the Certificate Owner of~~ any Special Retail Certificate must be made by delivering a written request therefor to the ~~Depository~~ DTC Participant or Indirect ~~Depository~~ DTC Participant that maintains the account evidencing such ~~Certificate Owner~~Xxxxxx's interest in such Certificate. In the case of a request on behalf of a Deceased Holder, appropriate evidence of death and any tax waivers are required to be forwarded to the Trustee under separate cover. The ~~Depository~~ DTC Participant should in turn make the request of ~~the Depository~~ DTC (or, in the case of an Indirect ~~Depository~~ DTC Participant, such Indirect ~~Depository~~ DTC Participant must notify the related ~~Depository~~ DTC Participant of such request, which ~~Depository~~ DTC Participant should make the request of DTC) on a form required by DTC and provided to the ~~Depository) in the manner required under the rules and regulations of the Depository's APUT System~~DTC Participant. Upon receipt of such request, ~~the Depository~~ DTC will date and time stamp such request and ~~forward~~ notify the Trustee of such ~~request to the Trustee~~requests in accordance with its standard operating procedures. ~~The Depository~~ DTC may establish such procedures as it deems fair and equitable to establish the order of receipt of requests for such distributions received by it on the same day. None of the ~~Depositor~~Company, the ~~Master Servicer~~ Servicer, the Certificate Insurer, the Trust or the Trustee shall be liable for any delay in delivery or notification of requests for distributions or withdrawals of such requests by ~~the Depository~~DTC, a ~~Depository~~ DTC Participant or any Indirect ~~Depository~~ DTC Participant. The Trustee shall maintain a list (which may be in electronic form) of those ~~Depository~~ DTC Participants representing the appropriate ~~Certificate Owners~~ Holders of Special Retail Certificates that have submitted requests for principal distributions, together with the order of receipt and the amounts of such ~~requests~~requests as identified to it by DTC in accordance with its standard operating procedures. Subject to the priorities described in Section ~~5.09(a~~4.07(a) above, ~~the Depository~~ DTC will honor requests for distributions in the order of their receipt. The Trustee shall notify ~~the Depository~~ DTC as to which requests should be honored on each Distribution Date at least two Business Days prior to such Distribution Date and shall notify ~~the Depository~~ DTC as to the portion of the ~~Senior Principal~~ REMIC II Available Distribution Amount (together with any amounts available for distribution from the applicable Rounding Account) to be distributed to the Special Retail Certificates by mandatory distribution pursuant to Section ~~5.09(d~~4.07(d). Requests shall be honored by ~~the Depository~~ DTC in accordance with the procedures, and subject to the priorities and limitations, described in this Section ~~5.09~~4.07. The exact procedures to be followed by the Trustee and ~~the Depository~~ DTC for purposes of determining such priorities and limitations will be those established from time to time by the Trustee or ~~the Depository~~DTC, as the case may be. The decisions of the Trustee and ~~the Depository~~ DTC concerning such matters will be final and binding on all affected ~~Persons~~persons. Special Retail Certificates that have been accepted for a distribution shall be due and payable on the applicable Distribution Date. Such Certificates shall cease to bear interest after the last calendar day of the ~~calendar~~ month preceding the month in which such Distribution Date occurs. Any ~~Certificate Owner~~ Holder of a Special Retail Certificate that has requested a principal distribution may withdraw its request by so notifying in writing the ~~Depository~~ DTC Participant or Indirect ~~Depository~~ DTC Participant that maintains such ~~Certificate Owner~~Holder's account. If In the event that such account is maintained by an Indirect ~~Depository~~ DTC Participant, such Indirect ~~Depository~~ DTC Participant must notify the related ~~Depository~~ DTC Participant which in turn must forward the withdrawal of such request, ~~in the manner~~ on a form required ~~under the rules and regulations of the Depository's APUT System~~by DTC, to ~~the Depository~~ DTC to be forwarded or furnished to the Trustee. If such notice of withdrawal of a request for distribution has not been received by ~~the Depository~~ DTC and forwarded to the Trustee on or before the Record Date for the next Distribution Date, the previously made request for a principal distribution will be irrevocable with respect to the making of principal distributions on such Distribution Date. If In the event any requests for principal distributions are rejected by the Trustee for failure to comply with the requirements of this Section ~~5.09~~4.07, the Trustee shall return such request to the appropriate ~~Depository~~ DTC Participant with a copy to ~~the Depository~~ DTC with an explanation as to the reason for such rejection. (d) If To the extent, if any, that principal distributions to be made to any Class of ~~the~~ Special Retail Certificates on a Distribution Date exceed the aggregate amount of principal distribution requests for such Class which have been received on or before the applicable Record Date, as provided in Section ~~5.09(a~~4.07(a) above, additional Special Retail Certificates of such Class will be selected to receive mandatory principal distributions in lots equal to $1,000 in accordance with the then-applicable ~~random lot~~ Random Lot procedures of ~~the Depository~~DTC, and the then-applicable procedures of the ~~Depository~~ DTC Participants and Indirect ~~Depository~~ DTC Participants representing the ~~Certificate Owners~~ Holders (which procedures may or may not be by random lot). The Trustee shall notify ~~the Depository~~ DTC of the aggregate amount of the mandatory principal distribution to be made on the next Distribution Date. ~~The Depository~~ DTC shall then allocate such aggregate amount among the ~~Depository~~ DTC Participants on a ~~random lot~~ Random Lot basis. Each ~~Depository~~ DTC Participant and, in turn, each Indirect ~~Depository~~ DTC Participant will then select, in accordance with its own procedures, Special Retail Certificates ~~of such Class~~ from among those held in its accounts to receive mandatory principal distributions, such that the total amount of principal distributed to the Special Retail Certificates ~~of such Class~~ so selected is equal to the aggregate amount of such mandatory distributions allocated to such ~~Depository~~ DTC Participant by ~~the Depository~~ DTC and to such Indirect ~~Depository~~ DTC Participant by its related ~~Depository~~ DTC Participant, as the case may be. ~~Depository~~ DTC Participants and Indirect ~~Depository~~ DTC Participants that hold Special Retail Certificates ~~of such Class~~ selected for mandatory principal distributions are required to provide notice of such mandatory distributions to the affected ~~Certificate Owners~~Holders. The Servicer shall notify the Trustee of the amount of principal distributions to be made on each Distribution Date in a timely manner such that the Trustee may fulfill its obligations under the Depositary Agreement. (e) Notwithstanding any provisions herein to the contrary, on each Distribution Date on and after the ~~earlier of (i) the Senior~~ Credit Support Depletion ~~Date and (ii) the date on which any Realized Loss is allocated to any Class of Special Retail Certificates~~Date, distributions in reduction of the Class ~~Certificate~~ Principal Balance of ~~such~~ any Class of Special Retail Certificates will be made pro rata among the ~~Certificate Owners~~ Holders of the Special Retail Certificates of such Class and will not be made in integral multiples of $1,000 or nor pursuant to requests for distribution as permitted by Section ~~5.09(a~~4.07(a) or by mandatory distributions as provided for by Section ~~5.09(d~~4.07(d). (f) In the event that Definitive Certificates representing ~~the~~ Special Retail Certificates are issued pursuant to Section ~~6.02(c)(iii)~~5.09, an amendment to this Agreement, which may be approved without the consent of any Certificateholders, shall establish procedures relating to the manner in which distributions in reduction of the Class ~~Certificate~~ Principal Balance of each Class of ~~the~~ Special Retail Certificates are to be made; provided that such procedures shall be consistent, to the extent practicable and customary for certificates similar to the Special Retail Certificates, with the provisions of this Section ~~5.09~~4.07.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Washington Mutual Mortgage Pass-Through Certificates, WMALT 2005-4)

Common use of Principal Distributions on the Special Retail Certificates Clause in Contracts