Common use of Qualification Defect Clause in Contracts

Qualification Defect. If any Person required to cure, purchase, or -------------------- substitute under Section 2.06(a) above for an Asset affected by a Qualification Defect fails to perform within the time limit set forth in those subsections, the Trustee shall dispose of such an Asset in such manner and for such price as the Servicer advises the Trustee are appropriate, provided that the removal of such Asset occurs no later than the 90th day from the Defect Discovery Date. It is the express intent of the parties that an Asset affected by a Qualification Defect be removed from the Trust before the 90th day from the Defect Discovery Date so that the related REMIC or Pooling REMIC will continue to qualify as a REMIC. Accordingly, the Trustee is not required to sell an affected Asset for its fair market value nor shall the Trustee be required to make up any shortfall resulting from the sale of such Asset. The person failing to perform under Section 2.06(a) above shall be liable to the Trust for (1) any difference between (A) the Unpaid Principal Balance plus accrued and unpaid interest thereon at the applicable Asset Rate to the date of disposition and (B) the net amount received by the Trustee from the disposition (after the payment of related expenses), (2) interest on such difference at the Asset Rate from the date of disposition to the date of payment and (3) any legal and other expenses incurred by or on behalf of the Trust in seeking such payments. Except where the Servicer is the person failing to perform, the Servicer shall pursue the legal remedies of the Trust on the Trust's behalf and the Trust shall reimburse the Servicer for any legal or other expenses of the Servicer related to such pursuit not recovered from such person. If the Servicer is the person failing to perform, the Trustee shall pursue the Trust's legal remedies against the Servicer and the Trust shall reimburse the Trustee for its related legal or other expenses.

Qualification Defect. If any Person required to cure, purchase, or -------------------- substitute under Section 2.06(a) above for an Asset affected by a Qualification Defect fails to perform within the time limit set forth in those subsections, the Trustee shall dispose of such an Asset in such manner and for such price as the Servicer advises the Trustee are appropriate, provided that the removal of such Asset occurs no later than the 90th day from the Defect Discovery Date. It is the express intent of the parties that an Asset affected by a Qualification Defect be removed from the Trust before the 90th day from the Defect Discovery Date so that the related REMIC or Pooling REMIC will continue to qualify as a REMIC. Accordingly, the Trustee is not required to sell an affected Asset for its fair market value nor shall the Trustee be required to make up any shortfall resulting from the sale of such Asset. The person failing to perform under Section 2.06(a) above shall be liable to the Trust for (1) any difference between (A) the Unpaid Principal Balance plus accrued and unpaid interest thereon at the applicable Asset Rate to the date of disposition and (B) the net amount received by the Trustee from the disposition (after the payment of related expenses), (2) interest on such difference at the Asset Rate from the date of disposition to the date of payment and (3) any -43- 70 legal and other expenses incurred by or on behalf of the Trust in seeking such payments. Except where the Servicer is the person failing to perform, the Servicer shall pursue the legal remedies of the Trust on the Trust's behalf and the Trust shall reimburse the Servicer for any legal or other expenses of the Servicer related to such pursuit not recovered from such person. If the Servicer is the person failing to perform, the Trustee shall pursue the Trust's legal remedies against the Servicer and the Trust shall reimburse the Trustee for its related legal or other expenses.

Qualification Defect. If any Person required to cure, purchase, or -------------------- substitute under Section 2.06(a) above for an Asset affected by a Qualification Defect fails to perform within the time limit set forth in those subsections, the Trustee shall dispose of such an Asset in such manner and for such price as the Servicer advises the Trustee are appropriate, provided that the removal of such Asset occurs no later than the 90th day from the Defect Discovery Date. It is the express intent of the parties that an Asset affected by a Qualification Defect be removed from the Trust before the 90th day from the Defect Discovery Date so that the related REMIC or Pooling REMIC will continue to qualify as a REMIC. Accordingly, the Trustee is not required to sell an affected Asset for its fair market value nor shall the Trustee be required to make up any shortfall resulting from the sale of such Asset. The person failing to perform under Section 2.06(a) above shall be liable to the Trust for (1) any difference between (A) the Unpaid Principal Balance plus accrued and unpaid interest thereon at the applicable Asset Rate to the date of disposition and (B) the net amount -42- 48 received by the Trustee from the disposition (after the payment of related expenses), (2) interest on such difference at the Asset Rate from the date of disposition to the date of payment and (3) any legal and other expenses incurred by or on behalf of the Trust in seeking such payments. Except where the Servicer is the person failing to perform, the Servicer shall pursue the legal remedies of the Trust on the Trust's behalf and the Trust shall reimburse the Servicer for any legal or other expenses of the Servicer related to such pursuit not recovered from such person. If the Servicer is the person failing to perform, the Trustee shall pursue the Trust's legal remedies against the Servicer and the Trust shall reimburse the Trustee for its related legal or other expenses.

Qualification Defect. If any Person required to cure, purchase, or -------------------- substitute under Section 2.06(a2.05(a) above for an Asset affected by a Qualification Defect fails to perform within the time limit set forth in those subsections, the Trustee shall dispose of such an Asset in such manner and for such price as the Master Servicer advises the Trustee are appropriate, provided that the removal of such Asset occurs no later than the 90th day from the Defect Discovery Date. It is the express intent of the parties that an Asset affected by a Qualification Defect be removed from the Trust before the 90th day from the Defect Discovery Date so that the related REMIC or Pooling REMIC will continue to qualify as a REMIC. Accordingly, the Trustee is not required to sell an affected Asset for its fair market value nor shall the Trustee be required to make up any shortfall resulting from the sale of such Asset. The person failing to perform under Section 2.06(a2.05(a) above shall be liable to the Trust for (1) any -28- 33 difference between (A) the Unpaid Principal Balance plus accrued and unpaid interest thereon at the applicable Asset Rate to the date of disposition and (B) the net amount received by the Trustee from the disposition (after the payment of related expenses), (2) interest on such difference at the Asset Rate from the date of disposition to the date of payment and (3) any legal and other expenses incurred by or on behalf of the Trust in seeking such payments. Except where the Master Servicer is the person failing to perform, the Master Servicer shall pursue the legal remedies of the Trust on the Trust's behalf and the Trust shall reimburse the Master Servicer for any legal or other expenses of the Master Servicer related to such pursuit not recovered from such person. If the Master Servicer is the person failing to perform, the Trustee shall pursue the Trust's legal remedies against the Master Servicer and the Trust shall reimburse the Trustee for its related legal or other expenses.

Qualification Defect. If any Person required to cure, purchase, or -------------------- substitute under Section 2.06(a2.05(a) above for an Asset affected by a Qualification Defect fails to perform within the time limit set forth in those subsections, the Trustee shall dispose of such an Asset in such manner and for such price as the Master Servicer advises the Trustee are appropriate, provided that the removal of such Asset occurs no later than the 90th day from the Defect Discovery Date. It is the express intent of the parties that an Asset affected by a Qualification Defect be removed from the Trust before the 90th day from the Defect Discovery Date so that the related REMIC or Pooling REMIC will continue to qualify as a REMIC. Accordingly, the Trustee is not required to sell an affected Asset for its fair market value nor shall the Trustee be required to make up any shortfall resulting from the sale of such Asset. The person failing to perform under Section 2.06(a2.05(a) above shall be liable to the Trust for (1) any difference between (A) the Unpaid Principal Balance plus accrued and unpaid interest thereon at the applicable Asset Rate to the date of disposition and (B) the net amount received by the Trustee from the disposition (after the payment of related expenses), (2) interest on such difference at the Asset Rate from the date of disposition to the date of payment and (3) any legal and other expenses incurred by or on behalf of the Trust in seeking such payments. Except where the Master Servicer is the person failing to perform, the Master Servicer shall pursue the legal remedies of the Trust on the Trust's ’s behalf and the Trust shall reimburse the Master Servicer for any legal or other expenses of the Master Servicer related to such pursuit not recovered from such person. If the Master Servicer is the person failing to perform, the Trustee shall pursue the Trust's ’s legal remedies against the Master Servicer and the Trust shall reimburse the Trustee for its related legal or other expenses.