Common use of Realization Upon Defaulted Mortgage Loans Clause in Contracts

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the Depositor, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02. The Servicer shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advances; provided, however, that it shall be entitled to reimbursement therefor as provided in Section 4.02. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspection.

Realization Upon Defaulted Mortgage Loans. (a) The Servicer shall, or shall use its reasonable effortsdirect the related Subservicer to, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the any Mortgage Loans as that come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.013.06, except that the Servicer shall not, and shall not direct the related Subservicer to, foreclose upon or otherwise comparably convert a Mortgaged Property if there is evidence of toxic waste or other environmental hazards thereon unless the Servicer follows the procedures in Subsection (c) below. In determining the delinquency status of any Mortgage Loanconnection with such foreclosure or other conversion, the Servicer will use Delinquency Recognition Policies as described to and approved by in conjunction with the Depositorrelated Subservicer, and shall revise these policies as requested by the Depositor from time to time. The Servicer if any, shall use its best reasonable efforts to preserve REO Property and to realize upon defaulted Mortgage Loans in such manner as will to maximize the receipt of principal and interest by the DepositorCertificateholders, taking into account, among other things, the timing of foreclosure proceedingsand the considerations set forth in Subsection 3.13(b). The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, proviso that the Servicer shall not be required to expend its own funds toward in connection with any foreclosure or towards the restoration of such any property unless it shall determine determines in its discretion good faith (i) that such restoration or foreclosure will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Certificateholders after reimbursement to itself for such expenses, expenses and (ii) that such expenses will be recoverable by to it either through Liquidation Proceeds (respecting which it shall have priority for purposes of reimbursements from the Servicer Collection Account pursuant to Section 3.07) or through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02(respecting which it shall have similar priority). The Servicer shall be responsible for all costs and expenses constituting Liquidation Expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof (as provided well as its normal servicing compensation) as set forth in Section 4.023.07. Notwithstanding anything Any income from or other funds (net of any income taxes) generated by REO Property shall be deemed for purposes of this Agreement to be Liquidation Proceeds. Any subsequent collections with respect to any Liquidated Mortgage Loan shall be deposited to the contrary contained hereinCollection Account. For purposes of determining the amount of any Liquidation Proceeds or Insurance Proceeds, or other unscheduled collections, the Servicer may take into account any estimated additional Liquidation Expenses expected to be incurred in connection with a the related defaulted Mortgage Loan. In the event that title to any Mortgaged Property is acquired in foreclosure or acceptance of a by deed in lieu of foreclosure, the deed or certificate of sale shall be issued to the Trustee and held by the Custodian, who shall hold the same on behalf of Trustee and the Trust in accordance with the Agreement. Notwithstanding any such acquisition of title and cancellation of the related Mortgage Loan, such Mortgaged Property shall (except as otherwise expressly provided herein) be considered to be an outstanding Mortgage Loan held as an asset of the Trust until such time as such property shall be sold. (b) The Servicer shall not acquire any real property (or any personal property incident to such real property) on behalf of the Trust Fund except in connection with a default or reasonably foreseeable default of a Mortgage Loan. In the event that the Servicer acquires any real property (or personal property incident to such real property) on behalf of the Trust Fund in connection with a default or imminent default of a Mortgage Loan, such property shall be disposed of by the Servicer on behalf of the Trust Fund as soon as reasonably practicable, but in no event later than three years after its acquisition on behalf of the Trust Fund. (c) With respect to any Mortgage Loan as to which the Servicer or a Subservicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastesreceived notice of, or if has actual knowledge of, the Trustee otherwise requests an environmental inspection presence of any toxic or review of such hazardous substance on the Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide notify the Depositor Trustee, and shall act in accordance with any such directions and instructions provided by the Trustee. If the Trustee has not provided directions and instructions to the Servicer in connection with any such Mortgage Loan within 5 days of a written report request by the Servicer for such directions and instructions, then the Servicer shall take such action as it deems to be in the best economic interest of the environmental inspectionTrust Fund (other than proceeding against the Mortgaged Property) and is hereby authorized at such time as it deems appropriate to release such Mortgaged Property from the lien of the related Mortgage. The parties hereto acknowledge that the Servicer shall not obtain on behalf of the Trust a deed as a result or in lieu of foreclosure, and shall not otherwise acquire possession of or title to, or commence any proceedings to acquire possession of or title to, or take any other action with respect to, any Mortgaged Property, if the Trust could reasonably be considered to be a responsible party for any liability arising from the presence of any toxic or hazardous substance on the Mortgaged Property.

Realization Upon Defaulted Mortgage Loans. The Each Servicer shall use its reasonable best efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx GuideAccepted Servicing Practices, to foreclose upon or otherwise comparably convert (which may include an acquisition of REO Property) the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor3.07, and shall revise these policies as requested by the Depositor which are not released from time this Agreement pursuant to timeany other provision hereof. The Each Servicer shall use its reasonable efforts to realize upon such defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorSecurities Administrator, taking into account, among other things, the timing of foreclosure proceedings; provided, however, with respect to any Second Lien Mortgage Loan for which the related first lien mortgage loan is not included in the Trust Fund, if, after such Mortgage Loan becomes 180 days or more delinquent, the applicable Servicer determines that a significant net recovery is not possible through foreclosure, such Mortgage Loan may be charged off and the Mortgage Loan will be treated as a Liquidated Mortgage Loan giving rise to a Realized Loss. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damagedamage from an uninsured cause, the a Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its sole discretion (i) that such restoration will increase the net proceeds of liquidation of the related Mortgage Loan to the Depositor Securities Administrator, after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the such Servicer through Insurance Proceeds, Condemnation Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.023.11. The Each Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 4.02. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspection3.11.

Realization Upon Defaulted Mortgage Loans. (a) The Servicer Company shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.013.02. In determining connection with such foreclosure or other conversion the delinquency status of any Mortgage LoanCompany shall, the Servicer will use Delinquency Recognition Policies consistent with Section 3.05, follow such practices and procedures as described to it shall deem necessary or advisable and approved by the Depositor, as shall be normal and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use usual in its reasonable efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the Depositor, taking into account, among other things, the timing of foreclosure proceedingsgeneral mortgage servicing activities. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, proviso that the Servicer Company shall not be required to expend its own funds toward in connection with any foreclosure or towards the restoration of such any property unless it shall determine in its discretion (i) that such restoration or foreclosure will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Certificateholders after reimbursement to itself for such expenses, expenses and (ii) that such expenses will be recoverable by the Servicer to it either through Insurance Liquidation Proceeds or Liquidation Proceeds from Insurance Proceeds. Notwithstanding the related Mortgaged Propertyforegoing, as contemplated in Section 4.02. The Servicer the Company shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advances; provided, however, that it shall not be entitled to reimbursement therefor as provided recover legal expenses incurred in Section 4.02connection with foreclosure proceedings where the Mortgage Loan is reinstated and such foreclosure proceedings are terminated prior to completion, other than sums received from the Mortgagor for such expenses. Notwithstanding anything to the contrary contained herein, the Company shall be under no obligation to foreclose upon or otherwise convert the ownership of any Mortgaged Property which it believes may be contaminated with or affected by hazardous or toxic wastes, materials or substances. The Company may, but shall not be obligated to, make such determination on the basis of a Phase I environmental assessment with respect to the related Mortgaged Property. Neither the Trustee nor the Company shall be liable to the Trust Fund or the Certificateholders if, based on the Company's belief that such contamination or effect exists, the Company does not foreclose upon or otherwise convert the ownership of a Mortgaged Property. In addition, neither the Trustee nor the Company shall be liable to the Trust Fund or the Certificateholders if, based on the Company's belief that no such contamination or effect exists, the Company forecloses upon a Mortgaged Property and the Trustee or its nominee on behalf of the Trust Fund takes title to such Mortgaged Property, and thereafter such Mortgaged Property is determined to be so contaminated or affected. (b) In the event that title to any Mortgaged Property is acquired in connection with a foreclosure or acceptance of a by deed in lieu of foreclosure, the deed or certificate of sale shall be issued to the Trustee, or to its nominee on behalf of the Trust Fund. Notwithstanding any such acquisition of title and cancellation of the related Mortgage Loan, such Mortgage Loan shall (except for purposes of Section 9.01) be considered to be an Outstanding Mortgage Loan until such time as the Mortgaged Property shall be sold and such Mortgage Loan becomes a Liquidated Mortgage Loan. Consistent with the foregoing, for purposes of all calculations hereunder so long as such Mortgage Loan shall be considered to be an Outstanding Mortgage Loan, it shall be assumed that the related Mortgage Note and its amortization schedule in effect on and after such acquisition of title (after giving effect to any previous Principal Prepayments and Deficient Valuations incurred subsequent to the related Bankruptcy Coverage Termination Date and before any adjustment thereto by reason of any bankruptcy (other than as aforesaid) or any similar proceeding or any moratorium or similar waiver or grace period) remain in effect (notwithstanding that the indebtedness evidenced by such Mortgage Note shall have been discharged), subject to adjustment to reflect the application of REO Proceeds received in any month. REO Proceeds received in any month shall be applied to the payment of the installments of principal due and interest accrued on the related REO Mortgage Loan in accordance with the terms of such Mortgage Note. REO Proceeds received in any month in excess of the Amortization Payment for such month due on any REO Mortgage Loan shall be treated as a Principal Prepayment received in respect of such Mortgage Loan. (c) In the event that the Trust Fund acquires any Mortgaged Property as aforesaid or otherwise in connection with a default or imminent default on a Mortgage Loan, the Company shall dispose of such Mortgaged Property prior to the close of the third calendar year after the year of its acquisition by the Trust Fund unless (a) the Trustee shall have been supplied with an Opinion of Counsel to the effect that the holding by the Trust Fund of such Mortgaged Property subsequent to such period (and specifying the period beyond such period for which the Mortgaged Property may be held) will not result in the imposition of taxes on "prohibited transactions" of the Trust Fund as defined in section 860F of the Code, or cause the REMIC established hereunder to fail to qualify as a REMIC at any time that any Certificates are outstanding, in which case the Trust Fund may continue to hold such Mortgaged Property (subject to any conditions contained in such Opinion of Counsel), or (b) the Trustee (at the Company's expense) or the Company shall have applied for, not later than 61 days prior to the expiration of such period, an extension of such period in the manner contemplated by section 856(e)(3) of the Code, in which case such period shall be extended by the time period permitted by section 856(e)(3) of the Code. Notwithstanding any other provision of this Agreement, no Mortgaged Property acquired by the Trust Fund shall be rented (or allowed to continue to be rented) or otherwise used for the production of income by or on behalf of the Trust Fund or sold in such a manner or pursuant to any terms that would (i) cause such Mortgaged Property to fail to qualify at any time as "foreclosure property" within the meaning of section 860G(a)(8) of the Code, (ii) subject the Trust Fund to the imposition of any federal or state income taxes on "net income from foreclosure property" with respect to such Mortgaged Property within the meaning of section 860G(c) of the Code, or (iii) cause the sale of such Mortgaged Property to result in the receipt by the Trust Fund of any income from non-permitted assets as described in section 860F(a)(2)(B) of the Code, unless the Company has agreed to indemnify and hold harmless the Trust Fund with respect to the imposition of any such taxes. (d) Any collection of Insurance Proceeds or Liquidation Proceeds will be applied in the following order of priority: first, to reimburse the Company for any related unreimbursed Liquidation Expenses and to reimburse the Company or the Trustee, as applicable, for any related unreimbursed Monthly Advances; second, to accrued and unpaid interest on the Mortgage Loan at the Mortgage Rate from the date to which interest was last paid or advanced to the Due Date prior to the Distribution Date on which such amounts are to be distributed; and third, as a recovery of principal of the Mortgage Loan. If the amount so allocated to interest is less than the full amount of accrued and unpaid interest due on such Mortgage Loan, the amount of such recovery will be allocated between the Servicing Fee and interest at the Net Mortgage Rate in proportion to the amount of such accrued interest which would have been allocated to each such category in the absence of any shortfall. (e) Notwithstanding anything to the contrary contained herein, the Company shall have the right to enter into an agreement substantially in the form of Exhibit K hereto with any Person that is the Holder of 100% of the Class B5 Certificates (provided that such form may be revised to delete the option on the part of such Person to purchase a defaulted Mortgage Loan as set forth in Section 2.02(f) thereof). Prior to entering into any such agreement with any Person, the Company shall obtain a certification from such Person to the effect that (i) such Person is not an "affiliate" (within the meaning of the Prohibited Transaction Exemption) of the Trustee and (ii) such Person will not purchase any Certificates if such purchase would cause such Person to hold more than a ten percent interest in the Mortgage Pool. It is understood that the right of the Company to be reimbursed for Monthly Advances and Nonrecoverable Advances under this Agreement shall not be affected in any way by the provisions of any such agreement. The Trustee hereby agrees to perform such obligations as may be expressly required of it pursuant to the provisions of such agreement and to promptly notify each party to such agreement if a Responsible Officer of the Trustee (with direct responsibility for administration of this Agreement) becomes aware of any discussions, plans or events that might lead to the Trustee's becoming an "affiliate" (within the meaning of the Prohibited Transaction Exemption) of any Person with which the Company has entered into such agreement, provided that the contents of any such notification shall be kept confidential by the parties to such agreement. The Company agrees to promptly notify the Trustee upon entering into any such agreement. In addition, the Company shall provide the Trustee with such information as may be necessary for the Trustee to perform its obligations thereunder, including written instructions, clearly identifying the source, amount and application of funds to be deposited or withdrawn from the Collateral Fund (as defined in such agreement). The Trustee shall provide the Company with such information concerning credits and debits to the Collateral Fund on account of income, gains and losses realized from Collateral Fund Permitted Investments (as defined in such agreement), and costs associated with the purchase and sale thereof, as the Company may request in order to prepare the instructions described in the preceding sentence. In addition, subject to the provisions of the preceding paragraph, the Company shall have the right to enter into an agreement substantially in the form of Exhibit K hereto with the Person that is the Holder of 100% of the Class B4 Certificates, provided that (i) such Person is also the Holder of 100% of the Class B5 Certificates, (ii) such Person shall have no rights under such agreement until the date on which the Class Certificate Principal Balance of the Class B5 Certificates has been reduced to zero, and (iii) any rights of such Person under such agreement shall terminate in the event that such Person transfers, directly or indirectly, the Servicer has reasonable cause Class B4 Certificates to believe that any other Person. (f) Additional Collateral may be liquidated and the proceeds applied to cover any shortfalls upon the liquidation of a Mortgaged Property is contaminated by hazardous or toxic substances or wastesProperty; provided, or if however, that the Trust Fund in no event shall acquire ownership of the Additional Collateral unless the Trustee otherwise requests shall have received an environmental inspection Opinion of Counsel that such ownership shall not cause the Trust Fund to fail to qualify as a REMIC or review of such Mortgaged Property, such an inspection or review is subject the REMIC to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspectionany tax.

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx GuideAccepted Servicing Practices, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorOwner, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which any Mortgaged Property shall have suffered damage, the Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Owner after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.024.05. The Servicer shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesServicing Advances; provided, however, that it shall be entitled to reimbursement therefor as provided in Section 4.024.05. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee Owner otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor Owner and the Trustee NIMs Insurer with a written report of the environmental inspection. After reviewing the environmental inspection report, the Owner (with the consent of the NIMs Insurer) shall direct the Servicer as to how the Servicer shall proceed with respect to the Mortgaged Property, and the Servicer shall follow the Owner's directions with respect thereto.

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, With respect to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loandefault, the Servicer will use Delinquency Recognition Policies decide whether to foreclose upon the Mortgaged Properties securing such Mortgage Loans or write off the unpaid principal balance of the Mortgage Loans as described bad debt; PROVIDED that if the Servicer has actual knowledge that any Mortgaged Property is affected by hazardous or toxic wastes or substances and that the acquisition of such Mortgaged Property would not be commercially reasonable, then the Servicer will not cause the Company to and approved by acquire title to such Mortgaged Property in a foreclosure or similar proceeding. In connection with such foreclosure or other conversion, the Depositor, and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans follow such practices (including, in such manner as will maximize the receipt case of principal and interest by the Depositor, taking into account, among other thingsany default on a related senior mortgage loan, the timing advancing of funds to correct such default) and procedures as it shall deem necessary or advisable and as shall be normal and usual in its general mortgage servicing activities; PROVIDED that the Servicer shall not be liable in any respect hereunder if the Servicer is acting in connection with any such foreclosure proceedingsor attempted foreclosure which is not completed or other conversion in a manner that is consistent with the provisions of this Servicing Agreement. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, proviso that the Servicer shall not be required to expend its own funds toward in connection with any fore closure or attempted foreclosure which is not completed or towards the correction of any default on a related senior mortgage loan or restoration of such any property unless it shall determine in its discretion (i) that such restoration expenditure will increase Net Liquidation Proceeds. In the proceeds event of liquidation of the related Mortgage Loan to the Depositor after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable a determination by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02. The Servicer shall be responsible for all costs and expenses incurred by it in that any such proceedings or functions as advances; providedexpenditure previously made pursuant to this Section 3.07 will not be reimbursable from Net Liquidation Proceeds, however, that it the Servicer shall be entitled to reimbursement therefor as provided in of its funds so expended pursuant to Section 4.023.03. Notwithstanding anything any provision of this Servicing Agreement, a Mortgage Loan may be deemed to be finally liquidated if substantially all amounts expected by the contrary contained herein, Servicer to be received in connection with a the related defaulted Mortgage Loan have been received; PROVIDED, HOWEVER, any subsequent collections with respect to any such Mortgage Loan shall be deposited to the Collection Account. For purposes of determining the amount of any Liquidation Proceeds or Insurance Proceeds, or other unscheduled collections, the Servicer may take into account minimal amounts of additional receipts expected to be received or any estimated additional liquidation expenses expected to be incurred in connection with the related defaulted Mortgage Loan. In the event that title to any Mortgaged Property is acquired in foreclosure or acceptance of a by deed in lieu of foreclosure, the deed or certificate of sale shall be issued to the Company and the Indenture Trustee as their interests may appear, or to their respective nominee on behalf of Securityholders. Notwithstanding any such acquisition of title and cancellation of the related Mortgage Loan, such Mortgaged Property shall (except as otherwise expressly provided herein) be considered to be an outstanding Mortgage Loan held as an asset of the Company until such time as such property shall be sold. Consistent with the foregoing for purposes of all calculations hereunder, so long as such Mortgaged Property shall be considered to be an outstanding Mortgage Loan it shall be assumed that, notwithstanding that the indebtedness evidenced by the related Mortgage Note shall have been discharged, such Mortgage Note in effect at the time of any such acquisition of title before any adjustment thereto by reason of any bankruptcy or similar proceeding or any moratorium or similar waiver or grace period will remain in effect. Any proceeds from foreclosure proceedings or the purchase or repurchase of any Mortgage Loan pursuant to the terms of this Servicing Agreement, as well as any recovery resulting from a collection of Liquidation Proceeds or Insurance Proceeds, will be applied in the event following order of priority: first, to reimburse the Servicer has reasonable cause or the related Subservicer in accordance with Section 3.07; second, to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastesall Servicing Fees payable therefrom; third, or if to the Trustee otherwise requests an environmental inspection or review extent of accrued and unpaid interest on the related Mortgage Loan, at the Net Mortgage Rate to the Due Date prior to the Payment Date on which such Mortgaged Property, such an inspection or review is amounts are to be conducted by deposited in the Payment Account; fourth, as a qualified inspector. Upon completion recovery of principal on the inspectionMortgage Loan; and fifth, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspectionto Foreclosure Profits.

Realization Upon Defaulted Mortgage Loans. The Servicer Seller shall use its commercially reasonable efforts, consistent with the procedures that the Servicer Seller would use in servicing loans for its own account account, Accepted Servicing Practices, any Primary Mortgage Insurance and the requirements best interest of the Xxxxxx Xxx GuidePurchaser, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status Foreclosure or comparable proceedings shall be initiated pursuant to Xxxxxx Xxx guidelines and applicable state law with respect to Mortgaged Properties for which no satisfactory arrangements can be made for collection of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to timedelinquent payments. The Servicer Seller shall use its reasonable best efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorPurchaser, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which the Mortgaged Property shall have suffered damage, the Servicer Seller shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Purchaser after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer Seller through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.024.05. The Servicer Seller shall notify the Purchaser in writing (which may be by electronic mail) of the commencement of foreclosure proceedings. The Seller shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesfunctions; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 4.024.05. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer Seller has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee Purchaser otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspectorinspector at the Purchaser’s expense. Upon completion of the inspection, the Servicer Seller shall promptly provide the Depositor and the Trustee Purchaser with a written report of the environmental inspection. After reviewing the environmental inspection report, the Purchaser shall determine how the Seller shall proceed with respect to the Mortgaged Property. In the event that a Mortgage Loan becomes part of a REMIC, and becomes REO Property, such property shall be disposed of by the Seller, with the consent of the Purchaser as required pursuant to this Agreement, within three (3) years after becoming an REO Property, unless the Seller provides to the trustee under such REMIC an opinion of counsel to the effect that the holding of such REO Property subsequent to three years after its becoming REO Property, will not result in the imposition of taxes on “prohibited transactions” as defined in Section 860F of the Code, or cause the transaction to fail to qualify as a REMIC at any time that certificates are outstanding. The Seller shall manage, conserve, protect and operate each such REO Property for the certificateholders solely for the purpose of its prompt disposition and sale in a manner which does not cause such property to fail to qualify as “foreclosure property” within the meaning of Section 860G(a)(8) of the Code, or any “net income from foreclosure property” which is subject to taxation under the REMIC provisions of the Code. Pursuant to its efforts to sell such property, the Seller shall either itself or through an agent selected by the Seller, protect and conserve such property in the same manner and to such an extent as is customary in the locality where such property is located. Additionally, the Seller shall provide the Purchaser or any master servicer with information sufficient to perform the tax withholding and reporting related to Sections 1445 and 6050J of the Code.

Realization Upon Defaulted Mortgage Loans. The Each Servicer shall use its reasonable best efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx GuideAccepted Servicing Practices, to foreclose upon or otherwise comparably convert (which may include an acquisition of REO Property) the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor3.07, and shall revise these policies as requested by the Depositor which are not released from time this Agreement pursuant to timeany other provision hereof. The Each Servicer shall use its reasonable efforts to realize upon such defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorSecurities Administrator, taking into account, among other things, the timing of foreclosure proceedings; provided, however with respect to any Second Lien Mortgage Loan, if, after such Mortgage Loan becomes 180 days or more delinquent, Litton determines that a significant net recovery is not possible throuxx xxxeclosure, such Mortgage Loan may be charged off and the Mortgage Loan will be treated as a Liquidated Mortgage Loan giving rise to a Realized Loss. The foregoing is subject to the provisions that, in any case in which a Mortgaged Property shall have suffered damagedamage from an uninsured cause, the a Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its sole discretion (i) that such restoration will increase the net proceeds of liquidation of the related Mortgage Loan to the Depositor Securities Administrator, after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the such Servicer through Insurance Proceeds, Condemnation Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.023.11. The Each Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 3.11. In circumstances where Litton determines that it would be uneconomical to foreclose on the relxxxx Xortgaged Property, Litton may write off the entire outstanding principal balance of the rexxxxx Second Lien Mortgage Loan as bad debt. In the event that the related First Lien Mortgage Loan is not being serviced by such Servicer, such Servicer shall have no liability for any losses resulting from a foreclosure on a Second Lien Mortgage Loan in connection with the foreclosure on the related First Lien Mortgage Loan for which the related First Lien Mortgage Loan is not included in the Trust Fund where such Servicer did not receive notice or otherwise had no actual knowledge regarding such foreclosure on the related First Lien Mortgage Loan; provided, however, if such Servicer is either notified or has actual knowledge that any holder of a First Lien Mortgage Loan intends to accelerate the obligations secured by the First Lien Mortgage Loan, or that any such holder intends to declare a default under the mortgage or promissory note secured thereby, or has filed or intends to file an election to have the related Mortgaged Property sold or foreclosed, such Servicer shall take, on behalf of the Trust, whatever actions are necessary to protect the interests of the Trust in accordance with Accepted Servicing Practices and the REMIC Provisions. No Servicer shall be required to make a Servicing Advance pursuant to Section 4.01 with respect thereto except to the extent that it determines in its reasonable good faith judgment that such advance would be recoverable from Liquidation Proceeds on the related Second Lien Mortgage Loan, that a significant net recovery is possible through foreclosure, and in no event in an amount that is greater than the then outstanding principal balance of the related Second Lien Mortgage Loan. The applicable Servicer shall thereafter take such action as is reasonably necessary to recover any amount so advanced and to otherwise reimburse itself as a Servicing Advance from the Collection Account pursuant to Section 3.11. The proceeds of any Liquidation Event or REO Disposition, as well as any recovery resulting from a partial collection of Insurance Proceeds, Condemnation Proceeds or Liquidation Proceeds or any income from an REO Property, will be applied in the following order of priority: first, to reimburse such Servicer or any Subservicer for any related unreimbursed Servicing Advances, pursuant to Section 3.11 or 3.17; second, to accrued and unpaid interest on the Mortgage Loan or REO Imputed Interest, at the Mortgage Interest Rate, to the date of the liquidation or REO Disposition, or to the Due Date prior to the Remittance Date on which such amounts are to be distributed if not in connection with a Liquidation Event or REO Disposition; third, to reimburse such Servicer for any related unreimbursed P&I Advances, pursuant to Section 3.11; and fourth, as a recovery of principal of the Mortgage Loan. If the amount of the recovery so allocated to interest is less than a full recovery thereof, that amount will be allocated as follows: first, to unpaid Servicing Fees; and second, as interest at the Mortgage Interest Rate (net of the Servicing Fee Rate). The portion of the recovery so allocated to unpaid Servicing Fees shall be reimbursed to such Servicer or any Subservicer pursuant to Section 3.11 or 3.17. The portions of the recovery so allocated to interest at the Mortgage Interest Rate (net of the Servicing Fee Rate) and to principal of the Mortgage Loan shall be applied as follows: first, to reimburse such Servicer or any Subservicer for any related unreimbursed Servicing Advances in accordance with Section 3.11 or 3.17, and second, to the Securities Administrator in accordance with the provisions of Section 4.02, subject to the last paragraph of Section 3.17 with respect to certain excess recoveries from an REO Disposition. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the a Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by received actual notice of, or has actual knowledge of the presence of, hazardous or toxic substances or wasteswastes on the related Mortgaged Property, or if the Trustee or the Master Servicer otherwise requests requests, such Servicer shall cause an environmental inspection or review of such Mortgaged Property, such an inspection or review is Property to be conducted by a qualified inspector. Upon completion of the inspection, the such Servicer shall promptly provide the Depositor Trustee, the Master Servicer and the Trustee Depositor, with a written report of the environmental inspection.

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable efforts(a) In the event that any payment due under any Mortgage Loan is not paid when the same becomes due and payable, consistent with or in the procedures that event the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, Mortgagor fails to foreclose upon perform any other covenant or otherwise comparably convert the ownership of Mortgaged Properties securing such of obligation under the Mortgage Loans as come into Loan and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of such failure continues beyond any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the Depositor, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damageapplicable grace period, the Servicer shall take such action (B) as it shall deem to be in the best interest of the Owner (which shall include, but not be required limited to, Mortgage Loan liquidation and short sales) and (C) that is consistent with any related PMI Policy. In connection with a foreclosure or other conversion, the Servicer shall exercise such rights and powers vested in it hereunder and use the same degree of care and skill in its exercise as it customarily employs with respect to expend mortgage loans Serviced for its own account, giving due consideration to Accepted Servicing Practices, including, without limitation, advancing funds toward for the restoration payment of taxes and insurance premiums. During this period and in the administration of such property unless it shall determine in its discretion (i) that such restoration will increase defaulted Mortgage Loans, the proceeds of liquidation of the related Mortgage Loan to the Depositor after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02. The Servicer shall be responsible for making all costs and expenses incurred by customary Servicing Advances. Notwithstanding anything to the contrary contained herein, in no event will the Servicer make a Servicing Advance if it in any such proceedings or functions as advances; provideddetermines, howeverusing Accepted Servicing Practices, that such Servicing Advance would be a Nonrecoverable Advance. The determination by the Servicer that it has made a Nonrecoverable Advance or that any proposed Servicing Advance, if made would constitute a Nonrecoverable Advance, shall be entitled evidenced by an officer’s certificate of the Servicer delivered to reimbursement therefor as provided in the Owner. Servicer shall be reimbursed for all Servicing Advances made with respect to such defaulted Mortgage Loans from the Collection Account pursuant to Section 4.02. 3.05 herein. (b) Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, wastes or if the Trustee Mortgage Property poses any type of environmental risks or if the Owner otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is Property to be conducted by a qualified inspector, the Servicer shall cause such inspection to occur solely at the expense of the Owner. If the Servicer shall advance or use its own money to effect such environmental inspection, the Servicer shall reimburse itself from the Collection Account. If the Collection Account fails to maintain sufficient funds to reimburse the Servicer, the Owner shall directly reimburse the Servicer of such advance within five (5) Business Days upon receipt of an invoice from the Servicer. (c) Upon completion of the an environmental inspection, the Servicer shall promptly provide the Depositor and the Trustee Owner with a written report of the environmental inspectioninspection report. After reviewing the environmental inspection report, the Owner shall determine how the Servicer shall proceed with respect to the Mortgaged Property. In the event (i) the environmental inspection report indicates that the Mortgaged Property is contaminated by hazardous, toxic substances or wastes or poses environmental risks of any kind, and (ii) the Owner directs the Servicer, in writing, to proceed with foreclosure or acceptance of a deed in lieu of foreclosure, the Servicer shall be reimbursed for all reasonable costs associated with such foreclosure or acceptance of a deed in lieu of foreclosure and any related environmental clean up costs, as applicable, from the related Liquidation Proceeds, or if the Liquidation Proceeds are insufficient to fully reimburse the Servicer, the Servicer shall be entitled to be reimbursed from amounts in the Collection Account pursuant to Section 3.05 herein and in the event amounts in the Collection Account are insufficient to fully reimburse the Servicer, the Servicer shall be entitled to reimbursement directly from the Owner within five (5) Business Days upon receipt of an invoice from the Servicer. In the event the Owner directs the Servicer, in writing, not to proceed with foreclosure or acceptance of a deed in lieu of foreclosure, the Servicer shall be reimbursed for all Servicing Advances made with respect to the related Mortgaged Property from the Collection Account pursuant to Section 3.05 herein and in the event amounts in the Collection Account are insufficient to fully reimburse the Servicer, the Servicer shall be entitled to reimbursement from the Owner.

Realization Upon Defaulted Mortgage Loans. The Servicer Seller shall use its reasonable best efforts, consistent with the procedures that the Servicer Seller would use in servicing loans for its own account account, consistent with Applicable Requirements, any Primary Mortgage Insurance Policies and the requirements best interest of the Xxxxxx Xxx GuidePurchaser, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status Foreclosure or comparable proceedings shall be initiated within one hundred twenty (120) days of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to timedefault for Mortgaged Properties for which no satisfactory arrangements can be made for collection of delinquent payments. The Servicer Seller shall use its commercially reasonable best efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorPurchaser, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer Seller shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Purchaser after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer Seller through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.024.05. Seller shall obtain prior approval of Purchaser as to restoration expenses in excess of ten thousand dollars ($10,000). The Servicer Seller shall notify the Purchaser in writing of the commencement of foreclosure proceedings and prior to the acceptance or rejection of any offer of reinstatement. The Seller shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesfunctions; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 4.024.05. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure respect to any Mortgage Loan as to which the Purchaser has received actual notice of, or acceptance has actual knowledge of, the presence of a deed in lieu any toxic or hazardous substance on the related Mortgaged Property, the Purchaser may instruct Seller not to take title or possession of foreclosure, in the Mortgaged Property or any other action reasonable under the circumstances. In the event that Seller as servicer receives notice that the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by any toxic or hazardous or toxic substances or wastessubstance, or if Seller shall so notify Purchaser. In the Trustee otherwise requests an environmental inspection or review event that a Mortgage Loan becomes part of such Mortgaged a REMIC, and becomes REO Property, such property shall be disposed of by Seller, with the consent of Purchaser as required pursuant to this Agreement, within two (2) years after becoming an inspection or review is REO Property, unless Seller provides to be conducted by a qualified inspector. Upon completion the trustee under such REMIC an Opinion of Counsel to the effect that the holding of such REO Property subsequent to two (2) years after its becoming REO Property, will not result in the imposition of taxes on "prohibited transactions" as defined in Section 860F of the inspectionCode, or cause the transaction to fail to qualify as a REMIC at any time that certificates are outstanding. Seller shall manage, conserve, protect and operate each such REO Property for the certificate holders solely for the purpose of its prompt disposition and sale in a manner which does not cause such property to fail to qualify as "foreclosure property" within the meaning of Section 860F(a)(2)(E) of the Code, or any "net income from foreclosure property" which is subject to taxation under the REMIC provisions of the Code. Pursuant to its efforts to sell such property, the Servicer Seller shall promptly provide either itself or through an agent selected by Seller, protect and conserve such property in the Depositor same manner and to such an extent as is customary in the Trustee with a written report locality where such property is located. Additionally, Seller shall perform the tax withholding and reporting related to Sections 1445 and 6050J of the environmental inspectionCode, if required by the REMIC. The Purchaser shall have the right, but not the obligation, to terminate the servicing of any Mortgage Loan, without the payment of a termination fee, as more particularly described in Section 10.02, once such Mortgage Loan becomes ninety (90) days or more delinquent.

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guideaccount, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties securing such of the Mortgage which secure Mortgaged Loans as which come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any addition, if an Additional Collateral Mortgage Loan becomes a defaulted Mortgage Loan, Servicer shall make all reasonable efforts to realize upon the Servicer will use Delinquency Recognition Policies as described Additional Collateral pertaining to and approved by the Depositorsuch Mortgage Loan, and any proceeds from the realization thereof (and not such Additional Collateral itself) shall revise these policies as requested by be included in the Depositor from time to timerelated Liquidation Proceeds and deposited in the Custodial Account, net of any related Servicing Advances. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans in such a manner as will maximize the receipt of principal and interest by the DepositorOwner, taking into account, among other things, the timing of foreclosure proceedingsproceedings and any proceedings with respect to Additional Collateral. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer shall not be required to expend its own funds toward the restoration of such property in excess of an aggregate of $2,000 during the life of the Mortgaged Loan, unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Owner after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.024.05. The Servicer shall be responsible In the event that any payment due under any Mortgage Loan remains delinquent for all costs and expenses incurred by it in any such proceedings a period of 90 days or functions as advances; provided, however, that it shall be entitled to reimbursement therefor as provided in Section 4.02. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosuremore and, in the event judgment of Servicer, the related Mortgagor is not likely to become current within a reasonable period of time, Servicer has reasonable cause shall commence foreclosure or other proceedings to believe that a realize upon the Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review of securing such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspectionMortgage Loan.

Realization Upon Defaulted Mortgage Loans. (a) The Servicer shall use its reasonable effortsshall, consistent with the procedures that provisions of the Servicer would use in servicing loans for its own account Mortgage and the requirements of the Xxxxxx Xxx GuideCollection Policy, to foreclose upon or otherwise comparably convert (which may include acquisition of an REO Property) the ownership of any Mortgaged Properties Property securing a Mortgage Loan (but shall not sell or convey such Mortgage Loan) in the event of a default under the Mortgage Loans as come into and continue in default and as to which when no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.013.02, subject to the provisions contained in this Section 3.08(a) and only if the Servicer determines that there is sufficient equity in the related Mortgaged Property to justify such foreclosure. In determining the delinquency status of any Mortgage Loanconnection with such foreclosure or other conversion, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use its reasonable efforts to realize upon such defaulted Mortgage Loans Loan in such manner as will maximize the receipt of principal and interest by the Depositorthereon, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject Servicer shall pay all costs and expenses incurred by it in any such proceedings; provided, however, that such costs and expenses shall be deemed to be a "Servicing Advance" and the provisions Servicer shall be reimbursed therefor as provided in Section 3.04 hereof; provided, further, that, in any case in which the Mortgaged Property shall have suffered damagedamage such that the complete restoration thereof is not fully reimbursable by insurance policies required to be maintained with respect thereto, the Servicer shall not be required to expend its own funds toward the restoration of to restore such property Mortgaged Property unless it shall determine determine, in its discretion (i) good faith, that such restoration will increase the proceeds of liquidation of the related Mortgage Loan Liquidation Proceeds to the Depositor Trust after reimbursement to itself for such expenses. In addition to the reimbursement of its costs and expenses, the Servicer shall be entitled to a reasonable and (ii) that such expenses will be recoverable customary fee as agreed to by the Servicer through and the Issuer for performing any foreclosure activities pursuant to this Section 3.08(a), which fee shall be payable pursuant to Section 3.04. (b) Any Liquidation Proceeds, Insurance Proceeds, REO Proceeds or Liquidation Condemnation Proceeds from received in respect of a Mortgaged Property shall be deposited in the related Mortgaged PropertyCustodial Account pursuant to Section 3.03 and applied pursuant to Section 3.04. (c) In connection with such foreclosure or other conversion, the Servicer shall exercise collection and foreclosure procedures in accordance with the Collection Policy and with the same degree of care and skill in its exercise or use as contemplated it would exercise or use under the circumstances in Section 4.02the conduct of its own affairs. The Servicer shall be responsible for all costs take into account the existence of any hazardous substances, hazardous wastes or solid wastes, as such terms are defined in the Comprehensive Environmental Response Compensation and expenses incurred by it Liability Act, the Resource Conservation and Recovery Act of 1976, or other federal, state or local environmental legislation, on a Mortgaged Property in any such proceedings determining whether to foreclose upon or functions as advances; provided, however, that it shall be entitled to reimbursement therefor as provided in Section 4.02otherwise comparably convert the ownership of a Mortgaged Property. Notwithstanding anything to the contrary contained herein, Any amounts advanced in connection with a such foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer other action shall promptly provide the Depositor and the Trustee with a written report of the environmental inspectionconstitute "Servicing Advances."

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx GuideAccepted Servicing Practices, to foreclose upon or otherwise comparably convert the ownership Ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status terms of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to timethis Agreement. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorOwner, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which any Mortgaged Property shall have suffered damage, the Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Owner after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.024.05. The Servicer shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesServicing Advances; provided, however, that it shall be entitled to reimbursement therefor as provided in Section 4.024.05. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee Owner otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee Owner with a written report of the environmental inspection. After reviewing the environmental inspection report, the Owner shall direct the Servicer as to how the Servicer shall proceed with respect to the Mortgaged Property, and the Servicer shall follow the Owner’s directions with respect thereto.

Realization Upon Defaulted Mortgage Loans. (a) The Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, to foreclose upon or otherwise comparably convert effect the ownership on behalf of the Issuing Entity of Mortgaged Properties securing such of the relating to defaulted Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent Delinquent payments and which the Sponsor has not purchased pursuant to Section 4.01. In determining 5.15, unless the delinquency status Servicer reasonably believes that Net Liquidation Proceeds with respect to such Mortgage Loan would not be increased as a result of any such foreclosure or other action, in which case, such Mortgage Loan will be charged-off and will become a Liquidated Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use its reasonable efforts have no obligation to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the Depositor, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in purchase any case in which Mortgaged Property shall have suffered damageat any foreclosure sale. In connection with such foreclosure or other conversion, the Servicer shall not be required to expend its exercise foreclosure procedures with the same degree of care and skill in their exercise or use, as it would ordinarily exercise or use under the circumstances in the conduct of their own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor after reimbursement to itself for such expensesaffairs. Any amounts including Liquidation Expenses, and (ii) that such expenses will be recoverable advanced by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02. The Servicer shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advances; provided, however, that it shall be entitled to reimbursement therefor as provided in Section 4.02. Notwithstanding anything to the contrary contained herein, in connection with a such foreclosure or acceptance of a deed in lieu of foreclosureother action shall constitute Servicing Advances. Pursuant to its efforts to sell any REO Property, the Servicer either itself or through an agent selected by the Servicer shall manage, conserve, protect and operate such REO Property in the event same manner and to such extent as is customary in the locality where such REO Property is located and may, incident to its conservation and protection of the interests of the Servicer, rent the same, or any part thereof, as the Servicer deems to be in the best interest of the Issuing Entity for the period prior to the sale of such REO Property. The net income generated from the REO Property and the proceeds from a sale of any REO Property shall be deposited in the Collection Account. (b) If the Servicer has reasonable cause reason to believe that a Mortgaged Property which the Servicer is contaminated contemplating acquiring in foreclosure or by deed in lieu of foreclosure contains environmental or hazardous or toxic substances or wastes, or if waste risks known to the Trustee otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspectionServicer, the Servicer shall promptly provide notify the Depositor Indenture Trustee prior to acquiring the Mortgaged Property. The Servicer shall not institute foreclosure actions with respect to such a property if it reasonably believes that such action would not be consistent with the Accepted Servicing Practices, and in no event shall the Trustee Servicer be required to manage, operate or take any other action with respect thereto which the Servicer in good faith believes will result in “clean-up” or other liability under applicable law, unless the Servicer receives an indemnity acceptable to it in its sole discretion. (c) The Servicer shall determine, with respect to each defaulted Mortgage Loan, when it has recovered, whether through trustee’s sale, foreclosure sale or otherwise, all amounts if any it expects to recover from or on account of such defaulted Mortgage Loan, whereupon such Mortgage Loan shall become a written report of Liquidated Mortgage Loan. (d) Net Foreclosure Profits, if any, shall be paid directly to the environmental inspectionSponsor. (e) With respect to its obligations under this Section 5.06, the Servicer shall take all such actions as it reasonably believes are consistent with Accepted Servicing Practices.

Realization Upon Defaulted Mortgage Loans. The Servicer (a) Foreclosure. Countrywide shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, efforts to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01payments. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to time. The Servicer Countrywide shall use its reasonable efforts to realize upon defaulted Mortgage Loans Loans, in such manner as will maximize the receipt of principal and interest by the DepositorPurchaser, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer Countrywide shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Purchaser after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer Countrywide through PMI Proceeds, Government Insurance Proceeds, Other Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated . Countrywide shall notify the Purchaser in Section 4.02writing of the commencement of foreclosure proceedings. The Servicer Such notice may be contained in the reports prepared by Countrywide and delivered to the Purchaser pursuant to the terms and conditions of this Agreement. Countrywide shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesforeclosure proceedings; provided, however, that it shall be entitled to reimbursement therefor as provided in Section 4.02. Notwithstanding anything to thereof from proceeds from the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review of such related Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspection.

Realization Upon Defaulted Mortgage Loans. The Master Servicer shall use its exercise reasonable efforts, consistent with the procedures that the Master Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guideaccount, to foreclose upon or otherwise comparably convert (which may include an REO Acquisition) the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor3.07, and shall revise these policies as requested by which are not released from the Depositor from time Trust Fund pursuant to timeany other provision hereof. The Master Servicer shall use its reasonable efforts to realize upon proceeds from such defaulted Mortgage Loans in such manner (including short sales and passing through to the Trust Fund less than the full amount it expects to receive from the related Mortgage Loan) as will maximize the receipt of principal and interest by the DepositorCertificateholders, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damagedamage from an Uninsured Cause, the Master Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its sole discretion (i) that such restoration will increase the net proceeds of liquidation of the related Mortgage Loan to Certificateholders and the Depositor Certificate Insurer after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Master Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.023.11. The Master Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 4.023.11. Notwithstanding anything The proceeds of any Cash Liquidation or REO Disposition, as well as any recovery resulting from a partial collection of Insurance Proceeds or Liquidation Proceeds or any income from an REO Property, will be deposited into the Custodial Account and applied in the following order of priority: first, to reimburse the Master Servicer or any Sub-Servicer for any related unreimbursed Servicing Advances, pursuant to Section 3.11(vi) or 3.22; second, to accrued and unpaid interest on the Mortgage Loan or REO Imputed Interest, at the Mortgage Rate, to the contrary contained hereindate of the Cash Liquidation or REO Disposition, or to the Due Date prior to the Distribution Date on which such amounts are to be distributed if not in connection with a foreclosure Cash Liquidation or acceptance REO Disposition; and third, as a recovery of principal of the Mortgage Loan. If the amount of the recovery so allocated to interest is less than a deed full recovery thereof, that amount will be allocated as follows: first, to unpaid Master Servicing Fees or Sub-Servicing Fees; and second, to interest at the Net Mortgage Rate. The portion of the recovery so allocated to unpaid Master Servicing Fees or Sub-Servicing Fees shall be reimbursed to the Master Servicer or any Sub-Servicer pursuant to Section 3.11(vi). The portions of the recovery so allocated to interest at the Net Mortgage Rate and to principal of the Mortgage Loan shall be applied as follows: first, to reimburse the Master Servicer or any Sub-Servicer for any related unreimbursed Advances in lieu accordance with Section 3.11(iii) or 3.22, second, payment to the PMI Insurer in accordance with Sections 3.11(ix) and third, for payment to the Trustee and distribution to the Certificateholders in accordance with the provisions of Section 4.01, subject to Section 3.22 with respect to certain recoveries from an REO Disposition constituting Excess Proceeds. To the extent the Master Servicer receives additional recoveries following a Cash Liquidation, the amount of the Realized Loss will be restated, and the additional recoveries will be passed through the Trust Fund as Liquidation Proceeds. The Master Servicer, on behalf of the Trust, may also, in its discretion, as an alternative to foreclosure, sell defaulted Mortgage Loans at fair market value to third-parties, if the Master Servicer reasonably believes that such sale would maximize proceeds to the Certificateholders in the event the Servicer has reasonable cause aggregate (on a present value basis) with respect to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspectionMortgage Loan.

Realization Upon Defaulted Mortgage Loans. (a) The Servicer shall, or shall use its reasonable effortsdirect the related Subservicer to, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the any Mortgage Loans as that come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.013.06, except that the Servicer shall not, and shall not direct the related Subservicer to, foreclose upon or otherwise comparably convert a Mortgaged Property if there is evidence of toxic waste or other environmental hazards thereon unless the Servicer follows the procedures in Subsection (c) below. In determining the delinquency status of any Mortgage Loanconnection with such foreclosure or other conversion, the Servicer will use Delinquency Recognition Policies as described to and approved by in conjunction with the Depositorrelated Subservicer, and shall revise these policies as requested by the Depositor from time to time. The Servicer if any, shall use its best reasonable efforts to preserve REO Property and to realize upon defaulted Mortgage Loans in such manner as will to maximize the receipt of principal and interest by the DepositorCertificateholders, taking into account, among other things, the timing of foreclosure proceedingsand the considerations set forth in Subsection 3.13(b). The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, proviso that the Servicer shall not be required to expend its own funds toward in connection with any foreclosure or towards the restoration of such any property unless it shall determine determines in its discretion good faith (i) that such restoration or foreclosure will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Certificateholders after reimbursement to itself for such expenses, expenses and (ii) that such expenses will be recoverable by to it either through Liquidation Proceeds (respecting which it shall have priority for purposes of reimbursements from the Servicer Collection Account pursuant to Section 3.07) or through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02(respecting which it shall have similar priority). The Servicer shall be responsible for all costs and expenses constituting Liquidation Expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof (as provided well as its normal servicing compensation) as set forth in Section 4.023.07. Notwithstanding anything Any income from or other funds (net of any income taxes) generated by REO Property shall be deemed for purposes of this Agreement to be Liquidation Proceeds. Any subsequent collections with respect to any Liquidated Mortgage Loan shall be deposited to the contrary contained hereinCollection Account. For purposes of determining the amount of any Liquidation Proceeds or Insurance Proceeds, or other unscheduled collections, the Servicer may take into account any estimated additional Liquidation Expenses expected to be incurred in connection with the related defaulted Mortgage Loan. In the event that a Mortgage Loan would be properly classified as a Liquidated Mortgage Loan but for the fact that not all MI Insurance Proceeds claimed under the related MI Policy have been received, the Servicer may, from its own funds, make an advance (an “MI Claim Payment Advance”) to the Collection Account in an amount not to exceed the claimed amount of such MI Insurance Proceeds not yet received. The Servicer shall not make any MI Claim Payment Advance with respect to a claim under an MI Policy if an MI Insurer Insolvency Event has occurred and is continuing with respect to the related MI Insurer. In the event that the MI Claim Payment Advance equals the claimed amount on such MI Policy, then upon the deposit of such MI Claim Payment Advance into the Collection Account the related Mortgage Loan shall be considered a “Liquidated Mortgage Loan.” In the event that title to any Mortgaged Property is acquired in foreclosure or acceptance of a by deed in lieu of foreclosure, the deed or certificate of sale shall be issued to the Trust Fund and held by the Custodian, who shall hold the same on behalf of Trustee in accordance with the Agreement. Notwithstanding any such acquisition of title and cancellation of the related Mortgage Loan, such Mortgaged Property shall (except as otherwise expressly provided herein) be considered to be an outstanding Mortgage Loan held as an asset of the Issuing Entity until such time as such property shall be sold. (b) The Servicer shall not acquire any real property (or any personal property incident to such real property) on behalf of the Trust Fund except in connection with a default or reasonably foreseeable default of a Mortgage Loan. In the event that the Servicer acquires any real property (or personal property incident to such real property) on behalf of the Trust Fund in connection with a default or imminent default of a Mortgage Loan, such property shall be disposed of by the Servicer on behalf of the Trust Fund as soon as reasonably practicable, but in no event later than three years after its acquisition on behalf of the Trust Fund. (c) With respect to any Mortgage Loan as to which the Servicer or a Subservicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastesreceived notice of, or if has actual knowledge of, the Trustee otherwise requests an environmental inspection presence of any toxic or review of such hazardous substance on the Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide notify the Depositor Trustee, and shall act in accordance with any such directions and instructions provided by the Trustee. If the Trustee has not provided directions and instructions to the Servicer in connection with any such Mortgage Loan within 5 days of a written report request by the Servicer for such directions and instructions, then the Servicer shall take such action as it deems to be in the best economic interest of the environmental inspectionTrust Fund (other than proceeding against the Mortgaged Property) and is hereby authorized at such time as it deems appropriate to release such Mortgaged Property from the lien of the related Mortgage. The parties hereto acknowledge that the Servicer shall not obtain on behalf of the Trust Fund or the Trustee a deed as a result or in lieu of foreclosure, and shall not otherwise acquire possession of or title to, or commence any proceedings to acquire possession of or title to, or take any other action with respect to, any Mortgaged Property, if the Trust Fund or the Trustee could reasonably be considered to be a responsible party for any liability arising from the presence of any toxic or hazardous substance on the Mortgaged Property.

Realization Upon Defaulted Mortgage Loans. The Servicer Seller shall use its reasonable best efforts, consistent with the procedures that the Servicer Seller would use in servicing loans for its own account account, consistent with Accepted Servicing Practices, any Primary Mortgage Insurance Policy and the requirements best interest of the Xxxxxx Xxx GuidePurchaser, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status Foreclosure or comparable proceedings shall be initiated within one hundred twenty (120) days of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to timedefault for Mortgaged Properties for which no satisfactory arrangements can be made for collection of delinquent payments. The Servicer Seller shall use its reasonable best efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorPurchaser, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which a Mortgaged Property shall have suffered damage, the Servicer Seller shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Purchaser after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer Seller through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.024.05. The Servicer Seller shall obtain the prior approval of the Purchaser as to restoration expenses in excess of ten thousand dollars ($10,000). The Seller shall notify the Purchaser in writing of the commencement of foreclosure proceedings and prior to the acceptance or rejection of any offer of reinstatement. The Seller shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesfunctions; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 4.024.05. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer Seller has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee Purchaser otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspectorinspector at the Purchaser’s expense. Upon completion of the inspection, the Servicer Seller shall promptly provide the Depositor and the Trustee Purchaser with a written report of the environmental inspection. After reviewing the environmental inspection report, the Purchaser shall determine how the Seller shall proceed with respect to the Mortgaged Property. In the event that a Mortgage Loan becomes part of a REMIC, and becomes REO Property, such property shall be disposed of by the Seller, with the consent of Purchaser as required pursuant to this Agreement, within three (3) years after becoming an REO Property, unless the Seller provides to the trustee under such REMIC an opinion of counsel to the effect that the holding of such REO Property subsequent to three (3) years after its becoming REO Property, will not result in the imposition of taxes on “prohibited transactions” as defined in Section 860F of the Code, or cause the transaction to fail to qualify as a REMIC at any time that certificates are outstanding. Seller shall manage, conserve, protect and operate each such REO Property for the certificateholders solely for the purpose of its prompt disposition and sale in a manner which does not cause such property to fail to qualify as “foreclosure property” within the meaning of Section 860F(a)(2)(E) of the Code, or any “net income from foreclosure property” which is subject to taxation under the REMIC provisions of the Code. Pursuant to its efforts to sell such property, the Seller shall either itself or through an agent selected by the Seller, protect and conserve such property in the same manner and to such an extent as is customary in the locality where such property is located. Additionally, the Seller shall perform the tax withholding and reporting related to Sections 1445 and 6050J of the Code, if required by the REMIC.

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, With respect to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loandefault, the Servicer will use Delinquency Recognition Policies decide whether to foreclose upon the Mortgaged Properties securing such Mortgage Loans or write off the unpaid principal balance of the Mortgage Loans as described bad debt; PROVIDED that if the Servicer has actual knowledge that any Mortgaged Property is affected by hazardous or toxic wastes or substances and that the acquisition of such Mortgaged Property would not be commercially reasonable, then the Servicer will not cause the Company to and approved by acquire title to such Mortgaged Property in a foreclosure or similar proceeding. In connection with such foreclosure or other conversion, the Depositor, and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans follow such practices (including, in such manner as will maximize the receipt case of principal and interest by the Depositor, taking into account, among other thingsany default on a related senior mortgage loan, the timing advanc ing of funds to correct such default) and procedures as it shall deem necessary or advisable and as shall be normal and usual in its general mortgage servicing activities; PROVIDED that the Servicer shall not be liable in any respect hereunder if the Servicer is acting in connection with any such foreclosure proceedingsor attempted foreclosure which is not completed or other conversion in a manner that is consistent with the provisions of this Servicing Agreement. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, proviso that the Servicer shall not be required to expend its own funds toward in connection with any fore closure or attempted foreclosure which is not completed or towards the correction of any default on a related senior mortgage loan or restoration of such any property unless it shall determine in its discretion (i) that such restoration expenditure will increase Net Liquidation Proceeds. In the proceeds event of liquidation of the related Mortgage Loan to the Depositor after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable a determination by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02. The Servicer shall be responsible for all costs and expenses incurred by it in that any such proceedings or functions as advances; providedexpenditure previously made pursuant to this Section 3.07 will not be reimbursable from Net Liquidation Proceeds, however, that it the Servicer shall be entitled to reimbursement therefor as provided in of its funds so expended pursuant to Section 4.023.03. Notwithstanding anything any provision of this Servicing Agreement, a Mortgage Loan may be deemed to be finally liquidated if substantially all amounts expected by the contrary contained herein, Servicer to be received in connection with a the related defaulted Mortgage Loan have been received; PROVIDED, HOWEVER, any subsequent collections with respect to any such Mortgage Loan shall be deposited to the Collection Account. For purposes of determining the amount of any Liquidation Proceeds or Insurance Proceeds, or other unscheduled collections, the Servicer may take into account minimal amounts of additional receipts expected to be received or any estimated additional liquidation expenses expected to be incurred in connection with the related defaulted Mortgage Loan. In the event that title to any Mortgaged Property is acquired in foreclosure or acceptance of a by deed in lieu of foreclosure, the deed or certificate of sale shall be issued to the Company and the Indenture Trustee as their interests may appear, or to their respective nominee on behalf of Securityholders. Notwithstanding any such acquisition of title and cancellation of the related Mortgage Loan, such Mortgaged Property shall (except as otherwise expressly provided herein) be considered to be an outstanding Mortgage Loan held as an asset of the Company until such time as such property shall be sold. Consistent with the foregoing for purposes of all calculations hereunder, so long as such Mortgaged Property shall be considered to be an outstanding Mortgage Loan it shall be assumed that, notwithstanding that the indebtedness evidenced by the related Mortgage Note shall have been discharged, such Mortgage Note in effect at the time of any such acquisition of title before any adjustment thereto by reason of any bankruptcy or similar proceeding or any moratorium or similar waiver or grace period will remain in effect. Any proceeds from foreclosure proceedings or the purchase or repurchase of any Mortgage Loan pursuant to the terms of this Servicing Agreement, as well as any recovery resulting from a collection of Liquidation Proceeds or Insurance Proceeds, will be applied in the event following order of priority: first, to reimburse the Servicer has reasonable cause or the related Subservicer in accordance with Section 3.07; second, to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastesall Servicing Fees payable therefrom; third, or if to the Trustee otherwise requests an environmental inspection or review extent of accrued and unpaid interest on the related Mortgage Loan, at the Net Mortgage Rate to the Due Date prior to the Payment Date on which such Mortgaged Property, such an inspection or review is amounts are to be conducted by deposited in the Payment Account; fourth, as a qualified inspector. Upon completion recovery of principal on the inspectionMortgage Loan; and fifth, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspectionto Foreclosure Profits.

Realization Upon Defaulted Mortgage Loans. The Master Servicer shall use its exercise reasonable efforts, consistent with the procedures that the Master Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guideaccount, to foreclose upon or otherwise comparably convert (which may include an REO Acquisition) the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor3.07, and shall revise these policies as requested by which are not released from the Depositor from time Trust Fund pursuant to timeany other provision hereof. The Master Servicer shall use its reasonable efforts to realize upon such defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorCertificateholders, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damagedamage from an Uninsured Cause, the Master Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the net proceeds of liquidation of the related Mortgage Loan to the Depositor Certificateholders after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Master Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.023.11. The Master Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof from the related Mortgaged Property, as provided contemplated in Section 4.023.11. Notwithstanding anything The proceeds of any Cash Liquidation or REO Disposition, as well as any recovery resulting from a partial collection of Insurance Proceeds or Liquidation Proceeds or any income from an REO Property, will be applied in the following order of priority: first, to reimburse the Master Servicer or any Sub- Servicer for any related unreimbursed Servicing Advances, pursuant to Section 3.11 (vi) or 3.22; second, to accrued and unpaid interest on the Mortgage Loan or REO Imputed Interest, at the Mortgage Rate, to the contrary contained hereindate of the Cash Liquidation or REO Disposition, or to the Due Date prior to the Distribution Date on which such amounts are to be distributed if not in connection with a foreclosure Cash Liquidation or acceptance REO Disposition; and third, as a recovery of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion principal of the inspection, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspection.Mortgage

Realization Upon Defaulted Mortgage Loans. The Servicer Seller shall use its reasonable best efforts, consistent with the procedures that the Servicer Seller would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guideaccount, to foreclose upon or otherwise comparably convert the ownership of such Mortgaged Properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to time11.01. The Servicer Seller shall use its reasonable best efforts to realize upon defaulted Mortgage Loans in such a manner as will maximize the receipt of principal and interest by the DepositorPurchaser, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer Seller shall not be required to expend its own funds toward the restoration of such property in excess of $2,000 unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Purchaser after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer Seller through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.0211.05. In the event that any payment due under any Mortgage Loan is not paid when the same becomes due and payable, or in the event the Mortgagor fails to perform any other covenant or obligation under the Mortgage Loan and such failure continues beyond any applicable grace period, the Seller shall take such action as it shall deem to be in the best interest of the Purchaser. In the event that any payment due under any Mortgage Loan remains delinquent for a period of 90 days or more, the Seller shall commence foreclosure proceedings, provided that prior to commencing foreclosure proceedings, the Seller shall notify the Purchaser in writing of the Seller's intention to do so, and the Seller shall not commence foreclosure proceedings if the Purchaser objects to such action within ten (10) Business Days of receiving such notice. The Servicer Seller shall notify the Purchaser in writing of the commencement of foreclosure proceedings. In such connection, the Seller shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement thereof from the related Mortgaged Property, as contemplated in Section 11.05. (a) Notwithstanding the foregoing provisions of this Section 11.03, with respect to any Mortgage Loan as to which the Seller has received actual notice of, or has actual knowledge of, the presence of any toxic or hazardous substance on the related Mortgaged Property the Seller shall not either (i) obtain title to such Mortgaged Property as a result of or in lieu of foreclosure or otherwise, or (ii) otherwise acquire possession of, or take any other action, with respect to, such Mortgaged Property if, as a result of any such action, the Purchaser would be considered to hold title to, to be a mortgagee-in-possession of, or to be an owner or operator of such Mortgaged Property within the meaning of the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended from time to time, or any comparable law, unless the Seller has also previously determined, based on its reasonable judgment and a prudent report prepared by a Person who regularly conducts environmental audits using customary industry standards, that: (1) such Mortgaged Property is in compliance with applicable environmental laws or, if not, that it would be in the best economic interest of the Purchaser to take such actions as are necessary to bring the Mortgaged Property into compliance therewith; and (2) there are no circumstances present at such Mortgaged Property relating to the use, management or disposal of any hazardous substances, hazardous materials, hazardous wastes, or petroleum-based materials for which investigation, testing, monitoring, containment, clean-up or remediation could be required under any federal, state or local law or regulation, or that if any such materials are present for which such action could be required, that it would be in the best economic interest of the Purchaser to take such actions with respect to the affected Mortgaged Property. The cost of the environmental audit report contemplated by this Section 11.03 shall be advanced by the Seller, subject to the Seller's right to be reimbursed therefor from the Custodial Account as provided in Section 4.0211.05(vi). Notwithstanding anything If the Seller determines, as described above, that it is in the best economic interest of the Purchaser to take such actions as are necessary to bring any such Mortgaged Property into compliance with applicable environmental laws, or to take such action with respect to the contrary contained hereincontainment, in connection with a foreclosure clean-up or acceptance remediation of a deed in lieu of foreclosurehazardous substances, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or materials, hazardous wastes, or if the Trustee otherwise requests an environmental inspection or review of petroleum-based materials affecting any such Mortgaged Property, then the Seller shall take such an inspection or review is action as it deems to be conducted by a qualified inspector. Upon completion in the best economic interest of the inspectionPurchaser. The cost of any such compliance, containment, cleanup or remediation shall be advanced by the Servicer shall promptly provide Seller, subject to the Depositor and Seller's right to be reimbursed therefor from the Trustee with a written report of the environmental inspectionCustodial Account as provided in Section 11.05(vi).

Realization Upon Defaulted Mortgage Loans. The Master Servicer shall use its exercise reasonable efforts, consistent with the procedures that the Master Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guideaccount, to foreclose upon or otherwise other wise comparably convert (which may include an REO Acquisition) the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor3.07, and shall revise these policies as requested by which are not released from the Depositor from time Trust Fund pursuant to timeany other provision hereof. The Master Servicer shall use its reasonable efforts to realize upon proceeds from such defaulted Mortgage Loans in such manner (including short sales) as will maximize the receipt of principal and interest by the DepositorCertificateholders, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damagedamage from an Uninsured Cause, the Master Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its sole discretion (i) that such restoration will increase the net proceeds of liquidation of the related Mortgage Loan to the Depositor Certificateholders after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Master Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.023.11. The Master Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 4.023.11. Notwithstanding anything The proceeds of any Cash Liquidation or REO Disposition, as well as any recovery resulting from a partial collection of Insurance Proceeds or Liquidation Proceeds or any income from an REO Property, will be deposited into the Custodial Account and applied in the following order of priority: first, to reimburse the Master Servicer or any Sub-Servicer for any related unreimbursed Servicing Advances, pursuant to Section 3.11(vi) or 3.22; second, to accrued and unpaid interest on the Mortgage Loan or REO Imputed Interest, at the Mortgage Rate, to the contrary contained hereindate of the Cash Liquidation or REO Disposition, or to the Due Date prior to the Distribution Date on which such amounts are to be distributed if not in connection with a foreclosure Cash Liquidation or acceptance REO Disposition; and third, as a recovery of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion principal of the inspection, Mortgage Loan. If the Servicer shall promptly provide the Depositor and the Trustee with a written report amount of the environmental inspectionrecovery so allocated to interest is less than a full recovery thereof, that amount will be allocated as follows: first, to unpaid Servicing Fees; and second, to interest at the Net Mortgage Rate. The portion of the recovery so allocated to unpaid Servicing Fees shall be reimbursed to the Master Servicer or any Sub-Servicer pursuant to Section 3.11(vi). The portions of the recovery so allocated to interest at the Net Mortgage Rate and to principal of the Mortgage Loan shall be applied as follows: first, to reimburse the Master Servicer or any Sub-Servicer for any related unreimbursed Advances in accordance with Section 3.11(iii) or 3.22, and second, for distribution in accordance with the provisions of Section 4.01, subject to Section 3.22 with respect to certain recoveries from an REO Disposition constituting Excess Proceeds.

Realization Upon Defaulted Mortgage Loans. (a) The Servicer shall, or shall use its reasonable effortsdirect the related Subservicer to, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the any Mortgage Loans as that come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.013.06, except that the Servicer shall not, and shall not direct the related Subservicer to, foreclose upon or otherwise comparably convert a Mortgaged Property if there is evidence of toxic waste or other environmental hazards thereon unless the Servicer follows the procedures in Subsection (c) below. In determining the delinquency status of any Mortgage Loanconnection with such foreclosure or other conversion, the Servicer will use Delinquency Recognition Policies as described to and approved by in conjunction with the Depositorrelated Subservicer, and shall revise these policies as requested by the Depositor from time to time. The Servicer if any, shall use its best reasonable efforts to preserve REO Property and to realize upon defaulted Mortgage Loans in such manner as will to maximize the receipt of principal and interest by the DepositorCertificateholders, taking into account, among other things, the timing of foreclosure proceedingsand the considerations set forth in Subsection 3.13(b). The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, proviso that the Servicer shall not be required to expend its own funds toward in connection with any foreclosure or towards the restoration of such any property unless it shall determine determines in its discretion good faith (i) that such restoration or foreclosure will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Certificateholders after reimbursement to itself for such expenses, expenses and (ii) that such expenses will be recoverable by to it either through Liquidation Proceeds (respecting which it shall have priority for purposes of reimbursements from the Servicer Collection Account pursuant to Section 3.07) or through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02(respecting which it shall have similar priority). The Servicer shall be responsible for all costs and expenses constituting Liquidation Expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof (as provided well as its normal servicing compensation) as set forth in Section 4.023.07. Notwithstanding anything Any income from or other funds (net of any income taxes) generated by REO Property shall be deemed for purposes of this Agreement to be Liquidation Proceeds. Any subsequent collections with respect to any Liquidated Mortgage Loan shall be deposited to the contrary contained hereinCollection Account. For purposes of determining the amount of any Liquidation Proceeds or Insurance Proceeds, or other unscheduled collections, the Servicer may take into account any estimated additional Liquidation Expenses expected to be incurred in connection with the related defaulted Mortgage Loan. In the event that a Mortgage Loan would be properly classified as a Liquidated Mortgage Loan but for the fact that not all MI Insurance Proceeds claimed under the related MI Policy have been received, the Servicer may, from its own funds, make an advance (an “MI Claim Payment Advance”) to the Collection Account in an amount not to exceed the claimed amount of such MI Insurance Proceeds not yet received. The Servicer shall not make any MI Claim Payment Advance with respect to a claim under an MI Policy if an MI Insurer Insolvency Event has occurred and is continuing with respect to the related MI Insurer. In the event that the MI Claim Payment Advance equals the claimed amount on such MI Policy, then upon the deposit of such MI Claim Payment Advance into the Collection Account the related Mortgage Loan shall be considered a “Liquidated Mortgage Loan.” In the event that title to any Mortgaged Property is acquired in foreclosure or acceptance of a by deed in lieu of foreclosure, the deed or certificate of sale shall be issued to the Trustee and held by the Custodian, who shall hold the same on behalf of Trustee and the Trust in accordance with the Agreement. Notwithstanding any such acquisition of title and cancellation of the related Mortgage Loan, such Mortgaged Property shall (except as otherwise expressly provided herein) be considered to be an outstanding Mortgage Loan held as an asset of the Trust until such time as such property shall be sold. (b) The Servicer shall not acquire any real property (or any personal property incident to such real property) on behalf of the Trust Fund except in connection with a default or reasonably foreseeable default of a Mortgage Loan. In the event that the Servicer acquires any real property (or personal property incident to such real property) on behalf of the Trust Fund in connection with a default or imminent default of a Mortgage Loan, such property shall be disposed of by the Servicer on behalf of the Trust Fund as soon as reasonably practicable, but in no event later than three years after its acquisition on behalf of the Trust Fund. (c) With respect to any Mortgage Loan as to which the Servicer or a Subservicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastesreceived notice of, or if has actual knowledge of, the Trustee otherwise requests an environmental inspection presence of any toxic or review of such hazardous substance on the Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide notify the Depositor Trustee, and shall act in accordance with any such directions and instructions provided by the Trustee. If the Trustee has not provided directions and instructions to the Servicer in connection with any such Mortgage Loan within 5 days of a written report request by the Servicer for such directions and instructions, then the Servicer shall take such action as it deems to be in the best economic interest of the environmental inspectionTrust Fund (other than proceeding against the Mortgaged Property) and is hereby authorized at such time as it deems appropriate to release such Mortgaged Property from the lien of the related Mortgage. The parties hereto acknowledge that the Servicer shall not obtain on behalf of the Trust a deed as a result or in lieu of foreclosure, and shall not otherwise acquire possession of or title to, or commence any proceedings to acquire possession of or title to, or take any other action with respect to, any Mortgaged Property, if the Trust could reasonably be considered to be a responsible party for any liability arising from the presence of any toxic or hazardous substance on the Mortgaged Property.

Realization Upon Defaulted Mortgage Loans. (a) The Servicer Seller shall use its reasonable best efforts, consistent with the procedures that the Servicer Seller would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guideaccount, to foreclose upon or otherwise comparably convert the ownership of such Mortgaged Properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to timeSubsection 11.01. The Servicer Seller shall use its reasonable best efforts to realize upon defaulted Mortgage Loans in such a manner as will maximize the receipt of principal and interest by the DepositorPurchaser, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer Seller shall not be required to expend its own funds toward the restoration of such property in excess of $2,000 unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Purchaser after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer Seller through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02Subsection 11.05. The Servicer In the event that any payment due under any Mortgage Loan is not paid when the same becomes due and payable, or in the event the Mortgagor fails to perform any other covenant or obligation under the Mortgage Loan and such failure continues beyond any applicable grace period, the Seller shall take such action as it shall deem to be in the best interest of the Purchaser. In the event that any payment due under any Mortgage Loan remains delinquent for a period of ninety (90) days or more, the Seller shall commence foreclosure proceedings, provided that prior to commencing foreclosure proceedings, the Seller shall notify the Purchaser in writing of the Seller's intention to do so, and the Seller shall not commence foreclosure proceedings if the Purchaser objects to such action within ten (10) Business Days of receiving such notice. In such connection, the Seller shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement thereof from the related Mortgaged Property, as contemplated in Subsection 11.05. (b) Notwithstanding the foregoing provisions of this Subsection 11.03, with respect to any Mortgage Loan as to which the Seller has received actual notice of, or has actual knowledge of, the presence of any toxic or hazardous substance on the related Mortgaged Property the Seller shall not either (i) obtain title to such Mortgaged Property as a result of or in lieu of foreclosure or otherwise, or (ii) otherwise acquire possession of, or take any other action, with respect to, such Mortgaged Property if, as a result of any such action, the Purchaser would be considered to hold title to, to be a mortgagee-in-possession of, or to be an owner or operator of such Mortgaged Property within the meaning of the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended from time to time, or any comparable law, unless the Seller has also previously determined, based on its reasonable judgment and a prudent report prepared by a Person who regularly conducts environmental audits using customary industry standards, that: (1) such Mortgaged Property is in compliance with applicable environmental laws or, if not, that it would be in the best economic interest of the Purchaser to take such actions as are necessary to bring the Mortgaged Property into compliance therewith; and (2) there are no circumstances present at such Mortgaged Property relating to the use, management or disposal of any hazardous substances, hazardous materials, hazardous wastes, or petroleum-based materials for which investigation, testing, monitoring, containment, clean-up or remediation could be required under any federal, state or local law or regulation, or that if any such materials are present for which such action could be required, that it would be in the best economic interest of the Purchaser to take such actions with respect to the affected Mortgaged Property. The cost of the environmental audit report contemplated by this Subsection 11.03 shall be advanced by the Seller, subject to the Seller's right to be reimbursed therefor from the Custodial Account as provided in Section 4.02Subsection 11.05(v). Notwithstanding anything If the Seller determines, as described above, that it is in the best economic interest of the Purchaser to take such actions as are necessary to bring any such Mortgaged Property into compliance with applicable environmental laws, or to take such action with respect to the contrary contained hereincontainment, clean-up or remediation of hazardous substances, hazardous materials, hazardous wastes, or petroleum-based materials affecting any such Mortgaged Property, then the Seller shall take such action as it deems to be in the best economic interest of the Purchaser. The cost of any such compliance, containment, cleanup or remediation shall be advanced by the Seller, subject to the Seller's right to be reimbursed therefor from the Custodial Account as provided in Subsection 11.05(v). (c) Proceeds received in connection with any Final Recovery Determination, as well as any recovery resulting from a partial collection of Insurance Proceeds or Liquidation Proceeds in respect of any Mortgage Loan, will be applied in the following order of priority: first, to reimburse the Seller for any related unreimbursed Servicing Advances, pursuant to Subsection 11.05(iii); second, to accrued and unpaid interest on the Mortgage Loan, to the date of the Final Recovery Determination, or to the Due Date prior to the Distribution Date on which such amounts are to be distributed if not in connection with a foreclosure or acceptance Final Recovery Determination; and third, as a recovery of a deed in lieu principal of foreclosurethe Mortgage Loan. If the amount of the recovery so allocated to interest is less than the full amount of accrued and unpaid interest due on such Mortgage Loan, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review amount of such Mortgaged Propertyrecovery will be allocated by the Seller as follows: first, such an inspection or review is to be conducted by a qualified inspector. Upon completion unpaid Servicing Fees; and second, to the balance of the inspection, the Servicer shall promptly provide the Depositor interest then due and the Trustee with a written report owing. The portion of the environmental inspectionrecovery so allocated to unpaid Servicing Fees shall be reimbursed to the Seller pursuant to Subsection 11.05(iii).

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable best efforts, consistent with the Accepted Servicing Practices, procedures that the Servicer would use in servicing loans for its own account account, any related Primary Mortgage Insurance Policy or LPMI Policy and the requirements best interests of the Xxxxxx Xxx GuidePurchaser, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01Subsection 11.01. In determining the delinquency status Foreclosure or comparable proceedings shall be initiated within one hundred twenty (120) days of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to timedefault for Mortgaged Properties for which no satisfactory arrangements can be made for collection of delinquent payments. The Servicer shall use its reasonable best efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorPurchaser, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer shall not be required to expend its own funds toward the restoration of such property in excess of $2,000 unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Purchaser after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer through Primary Mortgage Insurance Proceeds, Other Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02Subsection 11.05. The Servicer shall notify the Purchaser and any master servicer in writing of the commencement of foreclosure proceedings. Such notice may be contained in the reports prepared by the Servicer and delivered to Purchaser pursuant to the terms and conditions of this Agreement. In such connection, the Servicer shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 4.02Subsection 11.05. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee Purchaser otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspectorinspector at the Purchaser’s expense. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee Purchaser with a written report of the environmental inspection. After reviewing the environmental inspection report, the Purchaser shall determine how the Servicer shall proceed with respect to the Mortgaged Property. In the event that a Mortgage Loan becomes part of a REMIC, and becomes REO Property, such property shall be disposed of by the Servicer, with the consent of the Purchaser as required pursuant to this Agreement, within three (3) years after becoming an REO Property, unless the Servicer provides to the trustee under such REMIC an opinion of counsel to the effect that the holding of such REO Property subsequent to three years after its becoming REO Property, will not result in the imposition of taxes on “prohibited transactions” as defined in Section 860F of the Code, or cause the transaction to fail to qualify as a REMIC at any time that certificates are outstanding. The Servicer shall manage, conserve, protect and operate each such REO Property for the certificateholders solely for the purpose of its prompt disposition and sale in a manner which does not cause such property to fail to qualify as “foreclosure property” within the meaning of Section 860F(a)(2)(E) of the Code, or any “net income from foreclosure property” which is subject to taxation under the REMIC provisions of the Code. Pursuant to its efforts to sell such property, the Servicer shall either itself or through an agent selected by the Servicer, protect and conserve such property in the same manner and to such an extent as is customary in the locality where such property is located. Additionally, the Servicer shall provide the Purchaser or any master servicer in connection with a Reconstitution with information sufficient for such party to comply with the tax withholding and reporting related to Sections 1445 and 6050J of the Code.

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Mae Guide, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorOwner, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Owner after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.024.05. The Servicer shall notify the Owner in writing of the commencement of foreclosure proceedings. The Servicer shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesServicing Advances; provided, however, that it shall be entitled to reimbursement therefor from the related Mortgaged Property, as provided contemplated in Section 4.024.05. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee Owner otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee Owner with a written report of the environmental inspection. After reviewing the environmental inspection report, the Owner shall determine how the Servicer shall proceed with respect to the Mortgaged Property.

Realization Upon Defaulted Mortgage Loans. (a) The Servicer Seller shall use its reasonable best efforts, consistent with the procedures that the Servicer Seller would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guideaccount, to foreclose upon or otherwise comparably convert the ownership of such Mortgaged Properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to timeSubsection 11.01. The Servicer Seller shall use its reasonable best efforts to realize upon defaulted Mortgage Loans in such a manner as will maximize the receipt of principal and interest by the DepositorPurchaser, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer Seller shall not be required to expend its own funds toward the restoration of such property in excess of $2,000 unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Purchaser after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer Seller through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02Subsection 11.05. In the event that any payment due under any Mortgage Loan is not paid when the same becomes due and payable, or in the event the Mortgagor fails to perform any other covenant or obligation under the Mortgage Loan and such failure continues beyond any applicable grace period, the Seller shall take such action as it shall deem to be in the best interest of the Purchaser. In the event that any payment due under any Mortgage Loan remains delinquent for a period of 90 days or more, the Seller shall commence foreclosure proceedings, provided that prior to commencing foreclosure proceedings, the Seller shall notify the Purchaser in writing of the Seller’s intention to do so, and the Seller shall not commence foreclosure proceedings if the Purchaser objects to such action within ten (10) Business Days of receiving such notice. The Servicer Seller shall notify the Purchaser in writing of the commencement of foreclosure proceedings. In such connection, the Seller shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement thereof from the related Mortgaged Property, as contemplated in Subsection 11.05. (b) Notwithstanding the foregoing provisions of this Subsection 11.03, with respect to any Mortgage Loan as to which the Seller has received actual notice of, or has actual knowledge of, the presence of any toxic or hazardous substance on the related Mortgaged Property the Seller shall not either (i) obtain title to such Mortgaged Property as a result of or in lieu of foreclosure or otherwise, or (ii) otherwise acquire possession of, or take any other action, with respect to, such Mortgaged Property if, as a result of any such action, the Purchaser would be considered to hold title to, to be a mortgagee-in-possession of, or to be an owner or operator of such Mortgaged Property within the meaning of the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended from time to time, or any comparable law, unless the Seller has also previously determined, based on its reasonable judgment and a prudent report prepared by a Person who regularly conducts environmental audits using customary industry standards, that: (1) such Mortgaged Property is in compliance with applicable environmental laws or, if not, that it would be in the best economic interest of the Purchaser to take such actions as are necessary to bring the Mortgaged Property into compliance therewith; and (2) there are no circumstances present at such Mortgaged Property relating to the use, management or disposal of any hazardous substances, hazardous materials, hazardous wastes, or petroleum-based materials for which investigation, testing, monitoring, containment, clean-up or remediation could be required under any federal, state or local law or regulation, or that if any such materials are present for which such action could be required, that it would be in the best economic interest of the Purchaser to take such actions with respect to the affected Mortgaged Property. The cost of the environmental audit report contemplated by this Subsection 11.03 shall be advanced by the Seller, subject to the Seller’s right to be reimbursed therefor from the Custodial Account as provided in Section 4.02Subsection 11.05(v). Notwithstanding anything If the Seller determines, as described above, that it is in the best economic interest of the Purchaser to take such actions as are necessary to bring any such Mortgaged Property into compliance with applicable environmental laws, or to take such action with respect to the contrary contained hereincontainment, clean-up or remediation of hazardous substances, hazardous materials, hazardous wastes, or petroleum-based materials affecting any such Mortgaged Property, then the Seller shall take such action as it deems to be in the best economic interest of the Purchaser. The cost of any such compliance, containment, cleanup or remediation shall be advanced by the Seller, subject to the Seller’s right to be reimbursed therefor from the Custodial Account as provided in Subsection 11.05(v). (c) Proceeds received in connection with any Final Recovery Determination, as well as any recovery resulting from a partial collection of Insurance Proceeds or Liquidation Proceeds in respect of any Mortgage Loan, will be applied in the following order of priority: first, to reimburse the Seller for any related unreimbursed Servicing Advances, pursuant to Subsections 11.05(ii) and (v); second, to accrued and unpaid interest on the Mortgage Loan, to the date of the Final Recovery Determination, or to the Due Date prior to the Distribution Date on which such amounts are to be distributed if not in connection with a foreclosure or acceptance Final Recovery Determination; and third, as a recovery of a deed in lieu principal of foreclosurethe Mortgage Loan. If the amount of the recovery so allocated to interest is less than the full amount of accrued and unpaid interest due on such Mortgage Loan, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review amount of such Mortgaged Propertyrecovery will be allocated by the Seller as follows: first, such an inspection or review is to be conducted by a qualified inspector. Upon completion unpaid Servicing Fees; and second, to the balance of the inspection, the Servicer shall promptly provide the Depositor interest then due and the Trustee with a written report owing. The portion of the environmental inspectionrecovery so allocated to unpaid Servicing Fees shall be reimbursed to the Seller pursuant to Subsection 11.05(iii).

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, With respect to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loandefault, the Servicer will use Delinquency Recognition Policies decide whether to foreclose upon the Mortgaged Properties securing such Mortgage Loans or write off the unpaid principal balance of the Mortgage Loans as described bad debt; provided that if the Servicer has actual knowledge that any Mortgaged Property is affected by hazardous or toxic wastes or substances and that the acquisition of such Mortgaged Property would not be commercially reasonable, then the Servicer will not cause the Company to and approved by acquire title to such Mortgaged Property in a foreclosure or similar proceeding. In connection with such foreclosure or other conversion, the Depositor, and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans follow such practices (including, in such manner as will maximize the receipt case of principal and interest by the Depositor, taking into account, among other thingsany default on a related senior mortgage loan, the timing advancing of funds to correct such default) and procedures as it shall deem necessary or advisable and as shall be normal and usual in its general mortgage servicing activities; PROVIDED that the Servicer shall not be liable in any respect hereunder if the Servicer is acting in connection with any such foreclosure proceedingsor attempted foreclosure which is not completed or other conversion in a manner that is consistent with the provisions of this Servicing Agreement. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, proviso that the Servicer shall not be required to expend its own funds toward in connection with any fore closure or attempted foreclosure which is not completed or towards the correction of any default on a related senior mortgage loan or restoration of such any property unless it shall determine in its discretion (i) that such restoration expenditure will increase Net Liquidation Proceeds. In the proceeds event of liquidation of the related Mortgage Loan to the Depositor after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable a determination by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02. The Servicer shall be responsible for all costs and expenses incurred by it in that any such proceedings or functions as advances; providedexpenditure previously made pursuant to this Section 3.07 will not be reimbursable from Net Liquidation Proceeds, however, that it the Servicer shall be entitled to reimbursement therefor as provided in of its funds so expended pursuant to Section 4.023.03. Notwithstanding anything any provision of this Servicing Agreement, a Mortgage Loan may be deemed to be finally liquidated if substantially all amounts expected by the contrary contained herein, Servicer to be received in connection with a the related defaulted Mortgage Loan have been received; PROVIDED, HOWEVER, any subsequent collections with respect to any such Mortgage Loan shall be deposited to the Collection Account. For purposes of determining the amount of any Liquidation Proceeds or Insurance Proceeds, or other unscheduled collections, the Servicer may take into account minimal amounts of additional receipts expected to be received or any estimated additional liquidation expenses expected to be incurred in connection with the related defaulted Mortgage Loan. In the event that title to any Mortgaged Property is acquired in foreclosure or acceptance of a by deed in lieu of foreclosure, the deed or certificate of sale shall be issued to the Company and the Indenture Trustee as their interests may appear, or to their respective nominee on behalf of Securityholders. Notwithstanding any such acquisition of title and cancellation of the related Mortgage Loan, such Mortgaged Property shall (except as otherwise expressly provided herein) be considered to be an outstanding Mortgage Loan held as an asset of the Company until such time as such property shall be sold. Consistent with the foregoing for purposes of all calculations hereunder, so long as such Mortgaged Property shall be considered to be an outstanding Mortgage Loan it shall be assumed that, notwithstanding that the indebtedness evidenced by the related Mortgage Note shall have been discharged, such Mortgage Note in effect at the time of any such acquisition of title before any adjustment thereto by reason of any bankruptcy or similar proceeding or any moratorium or similar waiver or grace period will remain in effect. Any proceeds from foreclosure proceedings or the purchase or repurchase of any Mortgage Loan pursuant to the terms of this Servicing Agreement, as well as any recovery resulting from a collection of Liquidation Proceeds or Insurance Proceeds, will be applied in the event following order of priority: first, to reimburse the Servicer has reasonable cause or the related Subservicer in accordance with Section 3.07; second, to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastesall Servicing Fees payable therefrom; third, or if to the Trustee otherwise requests an environmental inspection or review extent of accrued and unpaid interest on the related Mortgage Loan, at the Net Mortgage Rate to the Due Date prior to the Payment Date on which such Mortgaged Property, such an inspection or review is amounts are to be conducted by deposited in the Payment Account; fourth, as a qualified inspector. Upon completion recovery of principal on the inspectionMortgage Loan; and fifth, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspectionto Foreclosure Profits.

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable best efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx GuideAccepted Servicing Practices, to foreclose upon or otherwise comparably convert (which may include an acquisition of REO Property) the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor3.07, and shall revise these policies as requested by the Depositor which are not released from time this Agreement pursuant to timeany other provision hereof. The Servicer shall use its reasonable efforts to realize upon such defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorSecurities Administrator, taking into account, among other things, the timing of foreclosure proceedings; provided, however with respect to any Second Lien Mortgage Loan, if, after such Mortgage Loan becomes 180 days or more delinquent, the Servicer determines that a significant net recovery is not possible through foreclosure, such Mortgage Loan may be charged off and the Mortgage Loan will be treated as a Liquidated Mortgage Loan giving rise to a Realized Loss. The foregoing is subject to the provisions that, in any case in which a Mortgaged Property shall have suffered damagedamage from an uninsured cause, the Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its sole discretion (i) that such restoration will increase the net proceeds of liquidation of the related Mortgage Loan to the Depositor Securities Administrator, after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer through Insurance Proceeds, Condemnation Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.023.11. The Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 4.02. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspection3.11.

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, With respect to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loandefault, the Servicer will use Delinquency Recognition Policies decide whether to foreclose upon the Mortgaged Properties securing such Mortgage Loans or write off the unpaid principal balance of the Mortgage Loans as described bad debt; provided that if the Servicer has actual knowledge that any Mortgaged Property is affected by hazardous or toxic wastes or substances and that the acquisition of such Mortgaged Property would not be commercially reasonable, then the Servicer will not cause the Company to and approved by acquire title to such Mortgaged Property in a foreclosure or similar proceeding. In connection with such foreclosure or other conversion, the Depositor, and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans follow such practices (including, in such manner as will maximize the receipt case of principal and interest by the Depositor, taking into account, among other thingsany default on a related senior mortgage loan, the timing advancing of funds to correct such default) and procedures as it shall deem necessary or advisable and as shall be normal and usual in its general mortgage servicing activities; provided that the Servicer shall not be liable in any respect hereunder if the Servicer is acting in connection with any such foreclosure proceedingsor attempted foreclosure which is not completed or other conversion in a manner that is consistent with the provisions of this Servicing Agreement. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, proviso that the Servicer shall not be required to expend its own funds toward in connection with any fore closure or attempted foreclosure which is not completed or towards the correction of any default on a related senior mortgage loan or restoration of such any property unless it shall determine in its discretion (i) that such restoration expenditure will increase Net Liquidation Proceeds. In the proceeds event of liquidation of the related Mortgage Loan to the Depositor after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable a determination by the Servicer through Insurance Proceeds or that any such expenditure previously made pursuant to this Section 3.07 will not be reimbursable from Net Liquidation Proceeds from Proceeds, the related Mortgaged Property, as contemplated in Section 4.02. The Servicer shall be responsible for entitled to reimbursement of its funds so expended pursuant to Section 3.03. Notwithstanding any provision of this Servicing Agreement, a Mortgage Loan may be deemed to be finally liquidated if substantially all costs and expenses incurred amounts expected by it the Servicer to be received in any such proceedings or functions as advancesconnection with the related defaulted Mortgage Loan have been received; provided, however, that it any subsequent collections with respect to any such Mortgage Loan shall be entitled to reimbursement therefor as provided in Section 4.02. Notwithstanding anything deposited to the contrary contained hereinCollection Account. For purposes of determining the amount of any Liquidation Proceeds or Insurance Proceeds, or other unscheduled collections, the Servicer may take into account minimal amounts of additional receipts expected to be received or any estimated additional liquidation expenses expected to be incurred in connection with a the related defaulted Mortgage Loan. In the event that title to any Mortgaged Property is acquired in foreclosure or acceptance of a by deed in lieu of foreclosure, the deed or certificate of sale shall be issued to the Company and the Indenture Trustee as their interests may appear, or to their respective nominee on behalf of Securityholders. Notwithstanding any such acquisition of title and cancellation of the related Mortgage Loan, such Mortgaged Property shall (except as otherwise expressly provided herein) be considered to be an outstanding Mortgage Loan held as an asset of the Company until such time as such property shall be sold. Consistent with the foregoing for purposes of all calculations hereunder, so long as such Mortgaged Property shall be considered to be an outstanding Mortgage Loan it shall be assumed that, notwithstanding that the indebtedness evidenced by the related Mortgage Note shall have been discharged, such Mortgage Note in effect at the time of any such acquisition of title before any adjustment thereto by reason of any bankruptcy or similar proceeding or any moratorium or similar waiver or grace period will remain in effect. Any proceeds from foreclosure proceedings or the purchase or repurchase of any Mortgage Loan pursuant to the terms of this Servicing Agreement, as well as any recovery resulting from a collection of Liquidation Proceeds or Insurance Proceeds, will be applied in the event following order of priority: first, to reimburse the Servicer has reasonable cause or the related Subservicer in accordance with Section 3.07; second, to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastesall Servicing Fees payable therefrom; third, or if to the Trustee otherwise requests an environmental inspection or review extent of accrued and unpaid interest on the related Mortgage Loan, at the Net Mortgage Rate to the Due Date prior to the Payment Date on which such Mortgaged Property, such an inspection or review is amounts are to be conducted by deposited in the Payment Account; fourth, as a qualified inspector. Upon completion recovery of principal on the inspectionMortgage Loan; and fifth, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspectionto Foreclosure Profits.

Realization Upon Defaulted Mortgage Loans. (a) The Servicer Company shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.013.03. In determining the delinquency status of any Mortgage Loanconnection with such foreclosure or other conversion, the Servicer will use Delinquency Recognition Policies Company shall, consistent with this Agreement, follow such practices and procedures as described to it shall deem necessary or advisable and approved by as shall be normal and usual in its general mortgage servicing activities; provided that the Depositor, Company shall not be liable in any respect hereunder if the Company is acting in a manner that is consistent with the provisions of this Agreement and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the Depositor, taking into account, among other things, the timing of foreclosure proceedingsCustodial Agreement. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, proviso that the Servicer Company shall not be required to expend its own funds toward in connection with any foreclosure or towards the restoration of such any property unless it shall determine in its discretion (i) that such restoration and/or foreclosure will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Owner after reimbursement to itself for such expenses, expenses and (ii) that such expenses will be recoverable by the Servicer to it through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.023.07. In the event of a determination by the Company pursuant to this Section 3.12(a), the Company shall be entitled to reimbursement of its funds so expended pursuant to Section 3.07. The Servicer Company shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceeding; provided, however, that it shall be entitled to reimbursement therefor thereof from the related Mortgaged Property, as provided contemplated in Section 4.023.07. Notwithstanding anything For so long as the Company is the Master Servicer under the Credit Support Pledge Agreement, the Company shall perform its obligations under the Credit Support Pledge Agreement in accordance with such Agreement and in a manner that is in the best interests of the Initial Owner. Further, the Company shall use its best reasonable efforts to realize upon any Pledged Assets for such of the contrary contained hereinPledged Asset Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 3.03; provided that the Company shall not, in connection with on behalf of the Initial Owner, obtain title to any such Pledged Assets as a foreclosure result of or acceptance of a deed in lieu of foreclosure, the disposition thereof or otherwise; and provided further that (i) the Company shall not proceed with respect to such Pledged Assets in any manner that would impair the event ability to recover against the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review of such related Mortgaged Property, and (ii) the Company shall proceed with any REO Acquisition in a manner that preserves the ability to apply the proceeds of such an inspection or review is Pledged Assets against amounts owed under the defaulted Mortgage Loan. Any proceeds realized from such Pledged Assets (other than amounts to be conducted by a qualified inspector. Upon completion released to the Mortgagor or the related guarantor in accordance with procedures that the Company would follow in servicing loans held for its own account, subject to the terms and conditions of the inspectionrelated Mortgage and Mortgage Note and to the terms and conditions of any security agreement, guarantee agreement, mortgage or other agreement governing the Servicer disposition of the proceeds of such Pledged Assets) shall promptly provide be deposited in the Depositor Custodial Account, subject to withdrawal pursuant to Section 3.07. Any other payment received by the Company in respect of such Pledged Assets shall be deposited in the Custodial Account subject to withdrawal pursuant to Section 3.07. (a) Any proceeds collected by the Subservicer and received by the Company with respect to any Mortgage Loan, including without limitation, Insurance Proceeds, Liquidation Proceeds or any other proceeds realized with respect to the sale of the Mortgage Loan (other than any such amounts relating to REO Property) shall be applied as follows: first, to reimburse the Subservicer and the Trustee Company for all unreimbursed Monthly Advances with a written report respect to such Mortgage Loan and servicing advances and expenses incurred by the Subservicer and the Company with respect to such Mortgage Loan in accordance with the Program Guide and this Agreement, including without limitation, taxes, assessments and hazard insurance premiums; second, to pay to the Company any unpaid Servicing Fees and Subservicing Fees owed with respect to the related Mortgage Loan; third, to pay to the Owner an amount equal to accrued and unpaid interest on the Principal Balance of such Mortgage Loan at the environmental inspectionMortgage Loan Remittance Rate to the Due Date prior to the Remittance Date on which such amounts are to be distributed; fourth, to pay to the Owner an amount equal to the Principal Balance of such Mortgage Loan; and fifth, to pay to the Company any amounts remaining.

Realization Upon Defaulted Mortgage Loans. (a) The Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, to foreclose upon or otherwise comparably convert effect the ownership on behalf of the Trust of Mortgaged Properties securing such of the relating to defaulted Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent Delinquent payments and which the Sponsor has not purchased pursuant to Section 4.01. In determining 5.15, unless the delinquency status Servicer reasonably believes that Net Liquidation Proceeds with respect to such Mortgage Loan would not be increased as a result of any such foreclosure or other action, in which case, such Mortgage Loan will be charged-off and will become a Liquidated Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use its reasonable efforts have no obligation to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the Depositor, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in purchase any case in which Mortgaged Property shall have suffered damageat any foreclosure sale. In connection with such foreclosure or other conversion, the Servicer shall not be required to expend its exercise foreclosure procedures with the same degree of care and skill in their exercise or use, as it would ordinarily exercise or use under the circumstances in the conduct of their own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor after reimbursement to itself for such expensesaffairs. Any amounts including Liquidation Expenses, and (ii) that such expenses will be recoverable advanced by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02. The Servicer shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advances; provided, however, that it shall be entitled to reimbursement therefor as provided in Section 4.02. Notwithstanding anything to the contrary contained herein, in connection with a such foreclosure or acceptance of a deed in lieu of foreclosureother action shall constitute Servicing Advances. Pursuant to its efforts to sell any REO Property, the Servicer either itself or through an agent selected by the Servicer shall manage, conserve, protect and operate such REO Property in the event same manner and to such extent as is customary in the locality where such REO Property is located and may, incident to its conservation and protection of the interests of the Servicer, rent the same, or any part thereof, as the Servicer deems to be in the best interest of the Trust for the period prior to the sale of such REO Property. The net income generated from the REO Property and the proceeds from a sale of any REO Property shall be deposited in the Collection Account. (b) If the Servicer has reasonable cause reason to believe that a Mortgaged Property which the Servicer is contaminated contemplating acquiring in foreclosure or by deed in lieu of foreclosure contains environmental or hazardous or toxic substances or wastes, or if waste risks known to the Trustee otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspectionServicer, the Servicer shall promptly provide notify the Depositor Indenture Trustee prior to acquiring the Mortgaged Property. The Servicer shall not institute foreclosure actions with respect to such a property if it reasonably believes that such action would not be consistent with the Accepted Servicing Practices, and in no event shall the Trustee Servicer be required to manage, operate or take any other action with respect thereto which the Servicer in good faith believes will result in “clean-up” or other liability under applicable law, unless the Servicer receives an indemnity acceptable to it in its sole discretion. (c) The Servicer shall determine, with respect to each defaulted Mortgage Loan, when it has recovered, whether through trustee’s sale, foreclosure sale or otherwise, all amounts if any it expects to recover from or on account of such defaulted Mortgage Loan, whereupon such Mortgage Loan shall become a written report of Liquidated Mortgage Loan. (d) Net Foreclosure Profits, if any, shall be paid directly to the environmental inspectionSponsor. (e) With respect to its obligations under this Section 5.06, the Servicer shall take all such actions as it reasonably believes are consistent with Accepted Servicing Practices.

Realization Upon Defaulted Mortgage Loans. (a) The Servicer Seller shall use its reasonable best efforts, consistent with the procedures that the Servicer Seller would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guideaccount, to foreclose upon or otherwise comparably convert the ownership of such Mortgaged Properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to time11.01. The Servicer Seller shall use its reasonable best efforts to realize upon defaulted Mortgage Loans in such a manner as will maximize the receipt of principal and interest by the DepositorPurchaser, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer Seller shall not be required to expend its own funds toward the restoration of such property in excess of $2,000 unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Purchaser after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer Seller through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.0211.06. In the event that any payment due under any Mortgage Loan is not paid when the same becomes due and payable, or in the event the Mortgagor fails to perform any other covenant or obligation under the Mortgage Loan and such failure continues beyond any applicable grace period, the Seller shall take such action as it shall deem to be in the best interest of the Purchaser. In the event that any payment due under any Mortgage Loan remains delinquent for a period of ninety (90) days or more, the Seller shall commence foreclosure proceedings. The Servicer Seller shall notify the Purchaser in writing of the commencement of foreclosure proceedings. In such connection, the Seller shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement thereof from the related Mortgaged Property, as contemplated in Section 11.06. (b) Notwithstanding the foregoing provisions of this Section 11.03, with respect to any Mortgage Loan as to which the Seller has received actual notice of, or has actual knowledge of, the presence of any toxic or hazardous substance on the related Mortgaged Property the Seller shall not either (i) obtain title to such Mortgaged Property as a result of or in lieu of foreclosure or otherwise, or (ii) otherwise acquire possession of, or take any other action, with respect to, such Mortgaged Property if, as a result of any such action, the Purchaser would be considered to hold title to, to be a mortgagee-in-possession of, or to be an owner or operator of such Mortgaged Property within the meaning of the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended from time to time, or any comparable law, unless the Seller has also previously determined, based on its reasonable judgment and a prudent report prepared by a Person who regularly conducts environmental audits using customary industry standards, that: (1) such Mortgaged Property is in compliance with applicable environmental laws or, if not, that it would be in the best economic interest of the Purchaser to take such actions as are necessary to bring the Mortgaged Property into compliance therewith; and (2) there are no circumstances present at such Mortgaged Property relating to the use, management or disposal of any hazardous substances, hazardous materials, hazardous wastes, or petroleum-based materials for which investigation, testing, monitoring, containment, clean-up or remediation could be required under any federal, state or local law or regulation, or that if any such materials are present for which such action could be required, that it would be in the best economic interest of the Purchaser to take such actions with respect to the affected Mortgaged Property. The cost of the environmental audit report contemplated by this Section 11.03 shall be advanced by the Seller, subject to the Seller's right to be reimbursed therefor from the Custodial Account as provided in Section 4.0211.06. Notwithstanding anything If the Seller determines, as described above, that it is in the best economic interest of the Purchaser to take such actions as are necessary to bring any such Mortgaged Property into compliance with applicable environmental laws, or to take such action with respect to the contrary contained hereincontainment, clean-up or remediation of hazardous substances, hazardous materials, hazardous wastes, or petroleum-based materials affecting any such Mortgaged Property, then the Seller shall take such action as it deems to be in the best economic interest of the Purchaser. The cost of any such compliance, containment, cleanup or remediation shall be advanced by the Seller, subject to the Seller's right to be reimbursed therefor from the Custodial Account as provided in Section 11.06. (c) Proceeds received in connection with any Final Recovery Determination, as well as any recovery resulting from a partial collection of Insurance Proceeds or Liquidation Proceeds in respect of any Mortgage Loan, will be applied in the following order of priority: first, to reimburse the Seller for any related unreimbursed Servicing Advances, pursuant to Section 11.06; second, to accrued and unpaid interest on the Mortgage Loan, to the date of the Final Recovery Determination, or to the Due Date prior to the Remittance Date on which such amounts are to be distributed if not in connection with a foreclosure or acceptance Final Recovery Determination; and third, as a recovery of a deed in lieu principal of foreclosurethe Mortgage Loan. If the amount of the recovery so allocated to interest is less than the full amount of accrued and unpaid interest due on such Mortgage Loan, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review amount of such Mortgaged Propertyrecovery will be allocated by the Seller as follows: first, such an inspection or review is to be conducted by a qualified inspector. Upon completion unpaid Servicing Fees; and second, to the balance of the inspection, the Servicer shall promptly provide the Depositor interest then due and the Trustee with a written report of the environmental inspectionowing.

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable efforts(a) In the event that any payment due under any Mortgage Loan is not paid when the same becomes due and payable, consistent with or in the procedures that event the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, Mortgagor fails to foreclose upon perform any other covenant or otherwise comparably convert the ownership of Mortgaged Properties securing such of obligation under the Mortgage Loans as come into Loan and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of such failure continues beyond any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the Depositor, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damageapplicable grace period, the Servicer shall take such action (1) as it shall deem to be in the best interest of the Owner (which shall include, but not be required limited to, Mortgage Loan liquidation and short sales) and (2) that is consistent with any related PMI Policy. In connection with a foreclosure or other conversion, the Servicer shall exercise such rights and powers vested in it hereunder and use the same degree of care and skill in its exercise as it customarily employs with respect to expend mortgage loans Serviced for its own account, giving due consideration to Accepted Servicing Practices, including, without limitation, advancing funds toward for the restoration payment of taxes and insurance premiums. During this period and in the administration of such property unless it shall determine in its discretion (i) that such restoration will increase defaulted Mortgage Loans, the proceeds of liquidation of the related Mortgage Loan to the Depositor after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02. The Servicer shall be responsible for making all costs and expenses incurred by customary Servicing Advances. Notwithstanding anything to the contrary contained herein, in no event will the Servicer make a Servicing Advance if it in any such proceedings or functions as advances; provideddetermines, howeverusing Accepted Servicing Practices, that such Servicing Advance would be a Nonrecoverable Advance. The determination by the Servicer that it has made a Nonrecoverable Advance or that any proposed Servicing Advance, if made would constitute a Nonrecoverable Advance, shall be entitled evidenced by an officer’s certificate of the Servicer delivered to reimbursement therefor as provided in the Owner. Servicer shall be reimbursed for all Servicing Advances made with respect to such defaulted Mortgage Loans from the Collection Account pursuant to Section 4.02. 3.05 herein. (b) Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, wastes or if the Trustee Mortgage Property poses any type of environmental risks or if the Owner otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is Property to be conducted by a qualified inspector, the Servicer shall cause such inspection to occur solely at the expense of the Owner. If the Servicer shall advance or use its own money to effect such environmental inspection, the Servicer shall reimburse itself from the Collection Account. If the Collection Account fails to maintain sufficient funds to reimburse the Servicer, the Owner shall directly reimburse the Servicer of such advance within five (5) Business Days upon receipt of an invoice from the Servicer. (c) Upon completion of the an environmental inspection, the Servicer shall promptly provide the Depositor and the Trustee Owner with a written report of the environmental inspectioninspection report. After reviewing the environmental inspection report, the Owner shall determine how the Servicer shall proceed with respect to the Mortgaged Property. In the event (i) the environmental inspection report indicates that the Mortgaged Property is contaminated by hazardous, toxic substances or wastes or poses environmental risks of any kind, and (ii) the Owner directs the Servicer, in writing, to proceed with foreclosure or acceptance of a deed in lieu of foreclosure, the Servicer shall be reimbursed for all reasonable costs associated with such foreclosure or acceptance of a deed in lieu of foreclosure and any related environmental clean up costs, as applicable, from the related Liquidation Proceeds, or if the Liquidation Proceeds are insufficient to fully reimburse the Servicer, the Servicer shall be entitled to be reimbursed from amounts in the Collection Account pursuant to Section 3.05 herein and in the event amounts in the Collection Account are insufficient to fully reimburse the Servicer, the Servicer shall be entitled to reimbursement directly from the Owner within five (5) Business Days upon receipt of an invoice from the Servicer. In the event the Owner directs the Servicer, in writing, not to proceed with foreclosure or acceptance of a deed in lieu of foreclosure, the Servicer shall be reimbursed for all Servicing Advances made with respect to the related Mortgaged Property from the Collection Account pursuant to Section 3.05 herein and in the event amounts in the Collection Account are insufficient to fully reimburse the Servicer, the Servicer shall be entitled to reimbursement from the Owner.

Realization Upon Defaulted Mortgage Loans. The (a) Each Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, efforts to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the related Non-Designated Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01payments. In determining connection with such foreclosure or other conversion, each Servicer shall take such action as (i) such Servicer would take under similar circumstances with respect to a similar mortgage loan held for its own account for investment, (ii) shall be consistent with Accepted Servicing Practices, (iii) such Servicer shall determine consistently with Accepted Servicing Practices to be in the delinquency status best interest of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to Trust and approved by the DepositorCertificateholders, and shall revise these policies as requested by (iv) is consistent with the Depositor from time to time. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans in requirements of the insurer under any Required Insurance Policy; provided, however, that such manner as will maximize the receipt of principal and interest by the Depositor, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer shall not be required to expend its own funds toward in connection with any foreclosure or towards the restoration of such any property unless it shall determine in its discretion (i) that such restoration and/or foreclosure will increase the proceeds of liquidation of the related Non-Designated Mortgage Loan to the Depositor after reimbursement to itself for of such expenses, expenses and (ii) that such expenses will be recoverable to it through Liquidation Proceeds. Any funds expended by the any Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated pursuant to this Section 3.11(a) shall be reimbursable in full pursuant to Section 4.023.08(a)(iii). The related Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof from the Liquidation Proceeds with respect to the related Mortgaged Property or otherwise as provided a Servicing Advance in accordance with Section 4.023.08(a). Notwithstanding With respect to any Non-Designated Mortgage Loan, notwithstanding anything to the contrary contained hereinin this Agreement, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the related Servicer has reasonable cause to believe that a the related Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee Trust Administrator otherwise requests requests, an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be Property conducted by a qualified inspectorinspector shall be arranged for by such Servicer. Upon completion of the inspection, the related Servicer shall promptly provide the Depositor and the Trustee Trust Administrator with a written report of environmental inspection. In the event the environmental inspectioninspection report indicates that the Mortgaged Property is contaminated by hazardous or toxic substances or wastes, the related Servicer shall not proceed with foreclosure or acceptance of a deed in lieu of foreclosure if the estimated costs of the environmental clean up, as estimated in the environmental inspection report, together with the Servicing Advances and Advances made by such Servicer and the estimated costs of foreclosure or acceptance of a deed in lieu of foreclosure exceeds the estimated value of the Mortgaged Property. If however, the aggregate of such clean up and foreclosure costs, Advances and Servicing Advances are less than or equal to the estimated value of the Mortgaged Property, then the related Servicer may, in its reasonable judgment and in accordance with Accepted Servicing Practices, choose to proceed with foreclosure or acceptance of a deed in lieu of foreclosure and such Servicer shall be reimbursed for all reasonable costs associated with such foreclosure or acceptance of a deed in lieu of foreclosure and any related environmental clean up costs, as applicable, from the related Liquidation Proceeds, or if the Liquidation Proceeds are insufficient to fully reimburse such Servicer, such Servicer shall be entitled to be reimbursed from amounts in the related Collection Account pursuant to Section 3.08(a) hereof. In the event the related Servicer does not proceed with foreclosure or acceptance of a deed in lieu of foreclosure pursuant to the first sentence of this paragraph, such Servicer shall be reimbursed for all Advances and Servicing Advances made with respect to the related Mortgaged Property from the related Collection Account pursuant to Section 3.08(a) hereof, and such Servicer shall have no further obligation to service such Non-Designated Mortgage Loan under the provisions of this Agreement. (b) With respect to any REO Property related to a Non-Designated Mortgage Loan, the deed or certificate of sale shall, subject to applicable laws, be taken in the name of the Trustee for the benefit of the Certificateholders, or its nominee, on behalf of the Certificateholders. The Trustee's name shall be placed on the title to such REO Property solely as the Trustee hereunder and not in its individual capacity. The related Servicer shall ensure that the title to such REO Property references this Agreement and the Trustee capacity hereunder. Pursuant to its efforts to sell such REO Property, the related Servicer shall in accordance with Accepted Servicing Practices manage, conserve, protect and operate each REO Property for the purpose of its prompt disposition and sale. The related Servicer, either itself or through an agent selected by such Servicer, shall manage, conserve, protect and operate the REO Property in the same manner that it manages, conserves, protects and operates other foreclosed property for its own account, and in the same manner that similar property in the same locality as the REO Property is managed. Upon request, the related Servicer shall furnish to the Trust Administrator on or before each Distribution Date a statement with respect to any REO Property covering the operation of such REO Property for the previous calendar month and such Servicer's efforts in connection with the sale of such REO Property and any rental of such REO Property incidental to the sale thereof for the previous calendar month. That statement shall be accompanied by such other information as the Trust Administrator shall reasonably request and which is necessary to enable the Trust Administrator to comply with the reporting requirements of the REMIC Provisions. The net monthly rental income, if any, from such REO Property shall be deposited in the related Collection Account no later than the close of business on each Determination Date. The related Servicer shall perform the tax reporting and withholding required by Sections 1445 and 6050J of the Code with respect to foreclosures and abandonments, the tax reporting required by Section 6050H of the Code with respect to the receipt of mortgage interest from individuals and any tax reporting required by Section 6050P of the Code with respect to the cancellation of indebtedness by certain financial entities, by preparing such tax and information returns as may be required, in the form required, and delivering the same to the Trust Administrator for filing. To the extent consistent with Accepted Servicing Practices, the related Servicer shall also maintain on each REO Property related to a Non-Designated Mortgage Loan fire and hazard insurance with extended coverage in an amount which is equal to the outstanding principal balance of the related Non-Designated Mortgage Loan (as reduced by any amount applied as a reduction of principal at the time of acquisition of the REO Property), liability insurance and, to the extent required and available under the Flood Disaster Protection Act of 1973, as amended, flood insurance in the amount required above. (c) In the event that the Trust Fund acquires any Mortgaged Property as aforesaid or otherwise in connection with a default or imminent default on a Mortgage Loan, the related Servicer shall dispose of such Mortgaged Property prior to three years after the end of the calendar year of its acquisition by the Trust Fund unless (i) the Trustee and the Trust Administrator shall have been supplied with an Opinion of Counsel to the effect that the holding by the Trust Fund of such Mortgaged Property subsequent to such three-year period will not result in the imposition of taxes on "prohibited transactions" of any REMIC hereunder as defined in section 860F of the Code or cause any REMIC hereunder to fail to qualify as a REMIC at any time that any Certificates are outstanding, in which case the Trust Fund may continue to hold such Mortgaged Property (subject to any conditions contained in such Opinion of Counsel) or (ii) the applicable Servicer shall have applied for, prior to the expiration of such three-year period, an extension of such three-year period in the manner contemplated by Section 856(e)(3) of the Code, in which case the three-year period shall be extended by the applicable extension period. Notwithstanding any other provision of this Agreement, no Mortgaged Property acquired by the Trust Fund shall be rented (or allowed to continue to be rented) or otherwise used for the production of income by or on behalf of the Trust Fund in such a manner or pursuant to any terms that would (i) cause such Mortgaged Property to fail to qualify as "foreclosure property" within the meaning of section 860G(a)(8) of the Code or (ii) subject any REMIC hereunder to the imposition of any federal, state or local income taxes on the income earned from such Mortgaged Property under Section 860G(c) of the Code or otherwise, unless the related Servicer has agreed to indemnify and hold harmless the Trust Fund with respect to the imposition of any such taxes. In the event of a default on a Mortgage Loan one or more of whose obligors is not a United States Person, as that term is defined in Section 7701(a)(30) of the Code, in connection with any foreclosure or acquisition of a deed in lieu of foreclosure (together, "foreclosure") in respect of such Mortgage Loan, the related Servicer shall cause compliance with the provisions of Treasury Regulation Section 1.1445-2(d)(3) (or any successor thereto) necessary to assure that no withholding tax obligation arises with respect to the proceeds of such foreclosure except to the extent, if any, that proceeds of such foreclosure are required to be remitted to the obligors on such Mortgage Loan. (d) The decision of a Servicer to foreclose on a defaulted Non-Designated Mortgage Loan shall be subject to a determination by such Servicer that the proceeds of such foreclosure would exceed the costs and expenses of bringing such a proceeding. The income earned from the management of any REO Properties, net of reimbursement to such Servicer for expenses incurred (including any property or other taxes) in connection with such management and net of applicable accrued and unpaid Servicing Fees, and unreimbursed Advances and Servicing Advances, shall be applied to the payment of principal of and interest on the related defaulted Non-Designated Mortgage Loans (with interest accruing as though such Non-Designated Mortgage Loans were still current) and all such income shall be deemed, for all purposes in this Agreement, to be payments on account of principal and interest on the related Mortgage Notes and shall be deposited into the related Collection Account. To the extent the net income received during any calendar month is in excess of the amount attributable to amortizing principal and accrued interest at the related Mortgage Rate on the related Non-Designated Mortgage Loan for such calendar month, such excess shall be considered to be a partial prepayment of principal of the related Non-Designated Mortgage Loan. (e) The proceeds from any liquidation of a Non-Designated Mortgage Loan, as well as any income from a related REO Property, will be applied in the following order of priority: first, to reimburse the related Servicer for any related unreimbursed Servicing Advances and Servicing Fees, and with respect to Xxxxx Fargo, any REO Disposition Fees related to such Mortgage Loan; second, to reimburse such Servicer for any unreimbursed Advances; third, to reimburse the related Collection Account for any Nonrecoverable Advances (or portions thereof) that were previously withdrawn by such Servicer pursuant to Section 3.08(a)(iii) that related to such Non-Designated Mortgage Loan; fourth, to accrued and unpaid interest (to the extent no Advance has been made for such amount or any such Advance has been reimbursed) on the Non-Designated Mortgage Loan or related REO Property, at the per annum rate equal to the related Mortgage Rate reduced by the related Expense Fee Rate, to the Due Date occurring in the month in which such amounts are required to be distributed; and fifth, as a recovery of principal of the Mortgage Loan. Excess proceeds, if any, from the liquidation of a Liquidated Mortgage Loan and/or with respect to recoveries obtained following the liquidation of a Liquidated Mortgage Loan ("Excess Proceeds") that is a Non-Designated Mortgage Loan shall be retained by the related Servicer as additional servicing compensation pursuant to Section 3.14.

Realization Upon Defaulted Mortgage Loans. The Servicer Seller shall use its reasonable best efforts, consistent with the procedures that the Servicer Seller would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guideaccount, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to time11.01. The Servicer Seller shall use its reasonable best efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorPurchaser, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer Seller shall not be required to expend its own funds toward the restoration of such property in excess of $2,000 unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Purchaser after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer Seller through Primary Mortgage Insurance Proceeds, Other Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.0211.05. The Servicer Seller shall notify the Purchaser in writing of the commencement of foreclosure proceedings. Such notice may be contained in the reports prepared by the Seller and delivered to Purchaser pursuant to the terms and conditions of this Agreement. In such connection, the Seller shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 4.0211.05. Notwithstanding anything to the contrary contained hereinThe Seller, in connection with its sole discretion, shall have the right to purchase for its own account any Mortgage Loan which is ninety-one (91) days or more delinquent at the Repurchase Price; provided, however that the Seller shall not be entitled to exercise such purchase if the delinquency is caused directly or indirectly by an act or omission of the Seller which would constitute a foreclosure breach or acceptance violation of a deed in lieu of foreclosure, its obligations hereunder. Any such purchase by the Seller shall be accomplished by deposit in the event Custodial Account the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastesamount of the purchase price stated in the preceding sentence, or if the Trustee otherwise requests an environmental inspection or review after deducting therefrom any amounts received in respect of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of purchased Mortgage Loan and being held in the inspection, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspectionCustodial Account for future distribution.

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Fxxxxx Mae Guide, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies apply the definition of Delinquent as described to such term is defined under the related pooling and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to timeservicing agreement. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorOwner, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Owner after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.024.05. The Servicer shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesServicing Advances; provided, however, that it shall be entitled to reimbursement therefor as provided in Section 4.024.05. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee Owner otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee Owner with a written report of the environmental inspection. After reviewing the environmental inspection report, the Owner shall determine how the Servicer shall proceed with respect to the Mortgaged Property.

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, With respect to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loandefault, the Servicer will use Delinquency Recognition Policies decide whether to foreclose upon the Mortgaged Properties securing such Mortgage Loans or write off the unpaid principal balance of the Mortgage Loans as described to bad debt; provided that if the Servicer has actual knowledge that any Mortgaged Property is affected by hazardous or toxic wastes or substances and approved by that the Depositoracquisition of such Mortgaged Property would not be commercially reasonable, and shall revise these policies as requested by then the Servicer will not cause the Depositor from time to timeacquire title to such Mortgaged Property in a foreclosure or similar proceeding. The In connection with such foreclosure or other conversion, the Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans follow such practices (including, in such manner as will maximize the receipt case of principal and interest by the Depositor, taking into account, among other thingsany default on a related senior mortgage loan, the timing advancing of funds to correct such default) and procedures as it shall deem necessary or advisable and as shall be normal and usual in its general mortgage servicing activities; PROVIDED that the Servicer shall not be liable in any respect hereunder if the Servicer is acting in connection with any such foreclosure proceedingsor attempted foreclosure which is not completed or other conversion in a manner that is consistent with the provisions of this Servicing Agreement. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, proviso that the Servicer shall not be required to expend its own funds toward in connection with any fore closure or attempted foreclosure which is not completed or towards the correction of any default on a related senior mortgage loan or restoration of such any property unless it shall determine in its discretion (i) that such restoration expenditure will increase Net Liquidation Proceeds. In the proceeds event of liquidation of the related Mortgage Loan to the Depositor after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable a determination by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02. The Servicer shall be responsible for all costs and expenses incurred by it in that any such proceedings or functions as advances; providedexpenditure previously made pursuant to this Section 3.07 will not be reimbursable from Net Liquidation Proceeds, however, that it the Servicer shall be entitled to reimbursement therefor as provided in of its funds so expended pursuant to Section 4.023.03. Notwithstanding anything any provision of this Servicing Agreement, a Mortgage Loan may be deemed to be finally liquidated if substantially all amounts expected by the contrary contained herein, Servicer to be received in connection with a the related defaulted Mortgage Loan have been received; PROVIDED, HOWEVER, any subsequent collections with respect to any such Mortgage Loan shall be deposited to the Collection Account. For purposes of determining the amount of any Liquidation Proceeds or Insurance Proceeds, or other unscheduled collections, the Servicer may take into account minimal amounts of additional receipts expected to be received or any estimated additional liquidation expenses expected to be incurred in connection with the related defaulted Mortgage Loan. In the event that title to any Mortgaged Property is acquired in foreclosure or acceptance of a by deed in lieu of foreclosure, in the event the Servicer has reasonable cause deed or certificate of sale shall be issued to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Indenture Trustee with a written report as their interests may appear, or to their respective nominee on behalf of Securityholders. Notwithstanding any such acquisition of title and cancellation of the environmental inspectionrelated Mortgage Loan, such Mortgaged Property shall (except as otherwise expressly provided herein) be considered to be an outstanding Mortgage Loan held as an asset of the Depositor until such time as such property shall be sold. Consistent with the foregoing for purposes of all calculations hereunder, so long as such Mortgaged Property shall be considered to be an outstanding Mortgage Loan it shall be assumed that, notwithstanding that the indebtedness evidenced by the related Mortgage Note shall have been discharged, such Mortgage Note in effect at the time of any such acquisition of title before any adjustment thereto by reason of any bankruptcy or similar proceeding or any moratorium or similar waiver or grace period will remain in effect. Any proceeds from foreclosure proceedings or the purchase or repurchase of any Mortgage Loan pursuant to the terms of this Servicing Agreement, as well as any recovery resulting from a collection of Liquidation Proceeds or Insurance Proceeds, will be applied in the following order of priority: first, to reimburse the Servicer or the related Subservicer in accordance with Section 3.07; second, to all Servicing Fees payable therefrom; third, to the extent of accrued and unpaid interest on the related Mortgage Loan, at the Net Mortgage Rate to the Due Date prior to the Payment Date on which such amounts are to be deposited in the Payment Account; fourth, as a recovery of principal on the Mortgage Loan; and fifth, to Foreclosure Profits.

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable best efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account account, consistent with Accepted Servicing Practices, any Primary Mortgage Insurance or LPMI Policies and the requirements best interest of the Xxxxxx Xxx GuidePurchaser, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status Foreclosure or comparable proceedings shall be initiated within one hundred twenty (120) days of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to timedefault for Mortgaged Properties for which no satisfactory arrangements can be made for collection of delinquent payments. The Servicer shall use its reasonable best efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorPurchaser, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which the Mortgaged Property shall have suffered damage, the Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Purchaser after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.024.05. The Servicer shall obtain prior approval of Purchaser as to restoration expenses in excess of one thousand dollars ($1,000). The Servicer shall notify the Purchaser in writing of the commencement of foreclosure proceedings and prior to the acceptance or rejection of any offer of reinstatement. The Servicer shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesfunctions; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 4.024.05. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee Purchaser otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspectorinspector at the Purchaser’s expense. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee Purchaser with a written report of the environmental inspection. After reviewing the environmental inspection report, the Purchaser shall determine how the Servicer shall proceed with respect to the Mortgaged Property. In the event that a Mortgage Loan becomes part of a REMIC, and becomes REO Property, such property shall be disposed of by the Servicer, with the consent of the Purchaser as required pursuant to this Agreement, within three (3) years after becoming an REO Property, unless the Servicer provides to the trustee under such REMIC an opinion of counsel to the effect that the holding of such REO Property subsequent to three years after its becoming REO Property, will not result in the imposition of taxes on “prohibited transactions” as defined in Section 860F of the Code, or cause the transaction to fail to qualify as a REMIC at any time that certificates are outstanding. The Servicer shall manage, conserve, protect and operate each such REO Property for the certificateholders solely for the purpose of its prompt disposition and sale in a manner which does not cause such property to fail to qualify as “foreclosure property” within the meaning of Section 860G(a)(8) of the Code, or any “net income from foreclosure property” which is subject to taxation under the REMIC provisions of the Code. Pursuant to its efforts to sell such property, the Servicer shall either itself or through an agent selected by the Servicer, protect and conserve such property in the same manner and to such an extent as is customary in the locality where such property is located. Additionally, the Servicer shall perform the tax withholding and reporting related to Sections 1445 and 6050J of the Code.

Realization Upon Defaulted Mortgage Loans. (a) The Servicer Seller shall use its reasonable best efforts, consistent with the procedures that the Servicer Seller would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guideaccount, to foreclose upon or otherwise comparably convert the ownership of such Mortgaged Properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to timeSubsection 11.01. The Servicer Seller shall use its reasonable best efforts to realize upon defaulted Mortgage Loans in such a manner as will maximize the receipt of principal and interest by the DepositorPurchaser, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer Seller shall not be required to expend its own funds toward the restoration of such property in excess of $2,000 unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Purchaser after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer Seller through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02Subsection 11.05. In the event that any payment due under any Mortgage Loan is not paid when the same becomes due and payable, or in the event the Mortgagor fails to perform any other covenant or obligation under the Mortgage Loan and such failure continues beyond any applicable grace period, the Seller shall take such action as it shall deem to be in the best interest of the Purchaser. In the event that any payment due under any Mortgage Loan remains delinquent for a period of 90 days or more, the Seller shall commence foreclosure proceedings, provided that prior to commencing foreclosure proceedings, the Seller shall notify the Purchaser in writing of the Seller’s intention to do so, and the Seller shall not commence foreclosure proceedings if the Purchaser objects to such action within ten (10) Business Days of receiving such notice. The Servicer Seller shall notify the Purchaser in writing of the commencement of foreclosure proceedings and shall provide monthly reports to the Purchaser or its designee regarding the status of such Mortgage Loans from the time such Mortgage Loan becomes 90 days delinquent through the liquidation of such Mortgage Loan. The Seller shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesforeclosure proceedings; provided, however, that it shall be entitled to reimbursement thereof from the related Mortgaged Property, as contemplated in Subsection 11.05. (b) Notwithstanding the foregoing provisions of this Subsection 11.03, with respect to any Mortgage Loan as to which the Seller has received actual notice of, or has actual knowledge of, the presence of any toxic or hazardous substance on the related Mortgaged Property the Seller shall not either (i) obtain title to such Mortgaged Property as a result of or in lieu of foreclosure or otherwise, or (ii) otherwise acquire possession of, or take any other action, with respect to, such Mortgaged Property if, as a result of any such action, the Purchaser would be considered to hold title to, to be a mortgagee-in-possession of, or to be an owner or operator of such Mortgaged Property within the meaning of the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended from time to time, or any comparable law, unless the Seller has also previously determined, based on its reasonable judgment and a prudent report prepared by a Person who regularly conducts environmental audits using customary industry standards, that: (1) such Mortgaged Property is in compliance with applicable environmental laws or, if not, that it would be in the best economic interest of the Purchaser to take such actions as are necessary to bring the Mortgaged Property into compliance therewith; and (2) there are no circumstances present at such Mortgaged Property relating to the use, management or disposal of any hazardous substances, hazardous materials, hazardous wastes, or petroleum-based materials for which investigation, testing, monitoring, containment, clean-up or remediation could be required under any federal, state or local law or regulation, or that if any such materials are present for which such action could be required, that it would be in the best economic interest of the Purchaser to take such actions with respect to the affected Mortgaged Property. The cost of the environmental audit report contemplated by this Subsection 11.03 shall be advanced by the Seller, subject to the Seller’s right to be reimbursed therefor from the Custodial Account as provided in Section 4.02Subsection 11.05(vii). Notwithstanding anything If the Seller determines, as described above, that it is in the best economic interest of the Purchaser to take such actions as are necessary to bring any such Mortgaged Property into compliance with applicable environmental laws, or to take such action with respect to the contrary contained hereincontainment, clean-up or remediation of hazardous substances, hazardous materials, hazardous wastes, or petroleum-based materials affecting any such Mortgaged Property, then the Seller shall take such action as it deems to be in the best economic interest of the Purchaser. The cost of any such compliance, containment, cleanup or remediation shall be advanced by the Seller, subject to the Seller’s right to be reimbursed therefor from the Custodial Account as provided in Subsection 11.05(vii). (c) Proceeds received in connection with any Final Recovery Determination, as well as any recovery resulting from a partial collection of Insurance Proceeds or Liquidation Proceeds in respect of any Mortgage Loan, will be applied in the following order of priority: first, to reimburse the Seller for any related unreimbursed Servicing Advances pursuant to Subsection 11.05(iii); second, to accrued and unpaid interest on the Mortgage Loan, to the date of the Final Recovery Determination, or if not in connection with a foreclosure or acceptance Final Recovery Determination, to the Due Date prior to the Distribution Date on which such amounts are to be distributed; and third, as a recovery of a deed in lieu principal of foreclosurethe Mortgage Loan. If the amount of the recovery so allocated to interest is less than the full amount of accrued and unpaid interest due on such Mortgage Loan, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review amount of such Mortgaged Propertyrecovery will be allocated by the Seller as follows: first, such an inspection or review is to be conducted by a qualified inspector. Upon completion unpaid Servicing Fees; and second, to the balance of the inspection, the Servicer shall promptly provide the Depositor interest then due and the Trustee with a written report owing. The portion of the environmental inspectionrecovery so allocated to unpaid Servicing Fees shall be reimbursed to the Seller pursuant to Subsection 11.05(iii).

Realization Upon Defaulted Mortgage Loans. (a) The Servicer shall, or shall use its reasonable effortsdirect the related Subservicer to, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the any Mortgage Loans as that come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.015.06, except that the Servicer shall not, and shall not direct the related Subservicer to, foreclose upon or otherwise comparably convert a Mortgaged Property if there is evidence of toxic waste or other environmental hazards thereon unless the Servicer follows the procedures in Subsection (c) below. In determining the delinquency status of any Mortgage Loanconnection with such foreclosure or other conversion, the Servicer will use Delinquency Recognition Policies as described to and approved by in conjunction with the Depositorrelated Subservicer, and shall revise these policies as requested by the Depositor from time to time. The Servicer if any, shall use its best reasonable efforts to preserve REO Property and to realize upon defaulted Mortgage Loans in such manner as will to maximize the receipt of principal and interest by the DepositorNoteholders, taking into account, among other things, the timing of foreclosure proceedingsand the considerations set forth in Subsection 5.13(b). The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, proviso that the Servicer shall not be required to expend its own funds toward in connection with any foreclosure or towards the restoration of such any property unless it shall determine determines in its discretion good faith (i) that such restoration or foreclosure will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Noteholders after reimbursement to itself for such expenses, expenses and (ii) that such expenses will be recoverable by to it either through Liquidation Proceeds (respecting which it shall have priority for purposes of reimbursements from the Servicer Collection Account pursuant to Section 5.07) or through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02(respecting which it shall have similar priority). The Servicer shall be responsible for all costs and expenses constituting Liquidation Expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof (as provided well as its normal servicing compensation) as set forth in Section 4.025.07. Notwithstanding anything Any income from or other funds (net of any income taxes) generated by REO Property shall be deemed for purposes of this Agreement to be Liquidation Proceeds. Any subsequent collections with respect to any Liquidated Mortgage Loan shall be deposited to the contrary contained hereinCollection Account. For purposes of determining the amount of any Liquidation Proceeds or Insurance Proceeds, or other unscheduled collections, the Servicer may take into account any estimated additional Liquidation Expenses expected to be incurred in connection with the related defaulted Mortgage Loan. In the event that a Mortgage Loan would be properly classified as a Liquidated Mortgage Loan but for the fact that not all MI Insurance Proceeds claimed under the related MI Policy have been received, the Servicer may, from its own funds, make an advance (an “MI Claim Payment Advance”) to the Collection Account in an amount not to exceed the claimed amount of such MI Insurance Proceeds not yet received. The Servicer shall not make any MI Claim Payment Advance with respect to a claim under an MI Policy if an MI Insurer Insolvency Event has occurred and is continuing with respect to the related MI Insurer. In the event that the MI Claim Payment Advance equals the claimed amount on such MI Policy, then upon the deposit of such MI Claim Payment Advance into the Collection Account the related Mortgage Loan shall be considered a “Liquidated Mortgage Loan.” In the event that title to any Mortgaged Property is acquired in foreclosure or acceptance of a by deed in lieu of foreclosure, the deed or Note of sale shall be issued to the Indenture Trustee and held by the Custodian, who shall hold the same on behalf of Indenture Trustee and the Trust in accordance with the Agreement. Notwithstanding any such acquisition of title and cancellation of the related Mortgage Loan, such Mortgaged Property shall (except as otherwise expressly provided herein) be considered to be an outstanding Mortgage Loan held as an asset of the Trust until such time as such property shall be sold. (b) The Servicer shall not acquire any real property (or any personal property incident to such real property) on behalf of the Trust Fund except in connection with a default or reasonably foreseeable default of a Mortgage Loan. In the event that the Servicer acquires any real property (or personal property incident to such real property) on behalf of the Trust Fund in connection with a default or imminent default of a Mortgage Loan, such property shall be disposed of by the Servicer on behalf of the Trust Fund as soon as reasonably practicable, but in no event later than three years after its acquisition on behalf of the Trust Fund. (c) With respect to any Mortgage Loan as to which the Servicer or a Subservicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastesreceived notice of, or if has actual knowledge of, the Trustee otherwise requests an environmental inspection presence of any toxic or review of such hazardous substance on the Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide notify the Depositor Indenture Trustee, and shall act in accordance with any such directions and instructions provided by the Indenture Trustee. If the Indenture Trustee has not provided directions and instructions to the Servicer in connection with any such Mortgage Loan within 5 days of a written report request by the Servicer for such directions and instructions, then the Servicer shall take such action as it deems to be in the best economic interest of the environmental inspectionTrust Fund (other than proceeding against the Mortgaged Property) and is hereby authorized at such time as it deems appropriate to release such Mortgaged Property from the lien of the related Mortgage. The parties hereto acknowledge that the Servicer shall not obtain on behalf of the Trust a deed as a result or in lieu of foreclosure, and shall not otherwise acquire possession of or title to, or commence any proceedings to acquire possession of or title to, or take any other action with respect to, any Mortgaged Property, if the Trust could reasonably be considered to be a responsible party for any liability arising from the presence of any toxic or hazardous substance on the Mortgaged Property.

Realization Upon Defaulted Mortgage Loans. (a) The Servicer shall, or shall use its reasonable effortsdirect the related Subservicer to, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the any Mortgage Loans as that come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.013.06, except that the Servicer shall not, and shall not direct the related Subservicer to, foreclose upon or otherwise comparably convert a Mortgaged Property if there is evidence of toxic waste or other environmental hazards thereon unless the Servicer follows the procedures in Subsection (c) below. In determining the delinquency status of any Mortgage Loanconnection with such foreclosure or other conversion, the Servicer will use Delinquency Recognition Policies as described to and approved by in conjunction with the Depositorrelated Subservicer, and shall revise these policies as requested by the Depositor from time to time. The Servicer if any, shall use its best reasonable efforts to preserve REO Property and to realize upon defaulted Mortgage Loans in such manner as will to maximize the receipt of principal and interest by the DepositorCertificateholders, taking into account, among other things, the timing of foreclosure proceedingsand the considerations set forth in Subsection 3.13(b). The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, proviso that the Servicer shall not be required to expend its own funds toward in connection with any foreclosure or towards the restoration of such any property unless it shall determine determines in its discretion good faith (i) that such restoration or foreclosure will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Certificateholders after reimbursement to itself for such expenses, expenses and (ii) that such expenses will be recoverable by to it either through Liquidation Proceeds (respecting which it shall have priority for purposes of reimbursements from the Servicer Collection Account pursuant to Section 3.07) or through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02(respecting which it shall have similar priority). The Servicer shall be responsible for all costs and expenses constituting Liquidation Expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof (as provided well as its normal servicing compensation) as set forth in Section 4.023.07. Notwithstanding anything Any income from or other funds (net of any income taxes) generated by REO Property shall be deemed for purposes of this Agreement to be Liquidation Proceeds. Any subsequent collections with respect to any Liquidated Mortgage Loan shall be deposited to the contrary contained hereinCollection Account. For purposes of determining the amount of any Liquidation Proceeds or Insurance Proceeds, or other unscheduled collections, the Servicer may take into account any estimated additional Liquidation Expenses expected to be incurred in connection with a the related defaulted Mortgage Loan. In the event that title to any Mortgaged Property is acquired in foreclosure or acceptance of a by deed in lieu of foreclosure, the deed or certificate of sale shall be issued to the Trustee and held by the Certificate Administrator, who shall hold the same on behalf of Trustee and the Trust in accordance with the Agreement. Notwithstanding any such acquisition of title and cancellation of the related Mortgage Loan, such Mortgaged Property shall (except as otherwise expressly provided herein) be considered to be an outstanding Mortgage Loan held as an asset of the Trust until such time as such property shall be sold. (b) The Servicer shall not acquire any real property (or any personal property incident to such real property) on behalf of the Trust Fund except in connection with a default or reasonably foreseeable default of a Mortgage Loan. In the event that the Servicer acquires any real property (or personal property incident to such real property) on behalf of the Trust Fund in connection with a default or imminent default of a Mortgage Loan, such property shall be disposed of by the Servicer on behalf of the Trust Fund as soon as reasonably practicable, but in no event later than three years after its acquisition on behalf of the Trust Fund. (c) With respect to any Mortgage Loan as to which the Servicer or a Subservicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastesreceived notice of, or if has actual knowledge of, the Trustee otherwise requests an environmental inspection presence of any toxic or review of such hazardous substance on the Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide notify the Depositor Certificate Administrator and the Trustee Trustee, and shall act in accordance with a written report any such directions and instructions provided by the Certificate Administrator on behalf of, and after consulting with the Trustee. If the Certificate Administrator, on behalf of the environmental inspectionTrustee has not provided directions and instructions to the Servicer in connection with any such Mortgage Loan within 5 days of a request by the Servicer for such directions and instructions, then the Servicer shall take such action as it deems to be in the best economic interest of the Trust Fund (other than proceeding against the Mortgaged Property) and is hereby authorized at such time as it deems appropriate to release such Mortgaged Property from the lien of the related Mortgage. The parties hereto acknowledge that the Servicer shall not obtain on behalf of the Trust a deed as a result or in lieu of foreclosure, and shall not otherwise acquire possession of or title to, or commence any proceedings to acquire possession of or title to, or take any other action with respect to, any Mortgaged Property, if the Trust could reasonably be considered to be a responsible party for any liability arising from the presence of any toxic or hazardous substance on the Mortgaged Property.

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guideaccount, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties securing such of the Mortgage which secure Mortgaged Loans as which come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any addition, if an Additional Collateral Mortgage Loan becomes a defaulted Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described shall make all reasonable efforts available under the Loan Documents to and approved by realize upon the DepositorAdditional Collateral pertaining to such Mortgage Loan, and any proceeds from the realization thereof (and not such Additional Collateral itself) shall revise these policies as requested by be included in the Depositor from time to timerelated Liquidation Proceeds and deposited in the Custodial Account, net of any related Servicing Advances. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans in such a manner as will maximize the receipt of principal and interest by the DepositorOwner, taking into account, among other things, the timing of foreclosure proceedingsproceedings and any proceedings with respect to Additional Collateral. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer shall not be required to expend its own funds toward the restoration of such property in excess of an aggregate of $2,000 during the life of the Mortgage Loan, unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Owner after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.024.05. The Servicer shall be responsible for all costs and expenses incurred by it in In the event that any such proceedings or functions as advances; provided, however, that it shall be entitled to reimbursement therefor as provided in Section 4.02. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosurepayment due under any Mortgage Loan becomes 90 days delinquent and, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion judgment of the inspectionServicer, the related Mortgagor is not likely to become current within a reasonable period of time, the Servicer shall promptly provide commence foreclosure or other proceedings to realize upon the Depositor and the Trustee with a written report of the environmental inspectionMortgaged Property securing such Mortgage Loan.

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx GuideAccepted Servicing Practices, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status terms of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to timethis Agreement. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorOwner, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which any Mortgaged Property shall have suffered damage, the Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Owner after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.024.05. The Servicer shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesServicing Advances; provided, however, that it shall be entitled to reimbursement therefor as provided in Section 4.024.05. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee Owner otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee Owner with a written report of the environmental inspection. After reviewing the environmental inspection report, the Owner shall direct the Servicer as to how the Servicer shall proceed with respect to the Mortgaged Property, and the Servicer shall follow the Owner’s directions with respect thereto.

Realization Upon Defaulted Mortgage Loans. The Servicer Seller shall use its commercially reasonable efforts, consistent with the procedures that the Servicer Seller would use in servicing loans for its own account account, Accepted Servicing Practices, any Primary Mortgage Insurance and the requirements best interest of the Xxxxxx Xxx GuidePurchaser, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status Foreclosure or comparable proceedings shall be initiated pursuant to Fannie Mae guidelines and applicable state law with respect to Mxxxxxxex Xroperties for which no satisfactory arrangements can be made for collection of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to timedelinquent payments. The Servicer Seller shall use its reasonable best efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorPurchaser, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which the Mortgaged Property shall have suffered damage, the Servicer Seller shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Purchaser after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer Seller through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.024.05. The Servicer Seller shall notify the Purchaser in writing (which may be by electronic mail) of the commencement of foreclosure proceedings. The Seller shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesfunctions; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 4.024.05. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer Seller has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee Purchaser otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspectorinspector at the Purchaser's expense. Upon completion of the inspection, the Servicer Seller shall promptly provide the Depositor and the Trustee Purchaser with a written report of the environmental inspection. After reviewing the environmental inspection report, the Purchaser shall determine how the Seller shall proceed with respect to the Mortgaged Property. In the event that a Mortgage Loan becomes part of a REMIC, and becomes REO Property, such property shall be disposed of by the Seller, with the consent of the Purchaser as required pursuant to this Agreement, within three (3) years after becoming an REO Property, unless the Seller provides to the trustee under such REMIC an opinion of counsel to the effect that the holding of such REO Property subsequent to three years after its becoming REO Property, will not result in the imposition of taxes on "prohibited transactions" as defined in Section 860F of the Code, or cause the transaction to fail to qualify as a REMIC at any time that certificates are outstanding. The Seller shall manage, conserve, protect and operate each such REO Property for the certificateholders solely for the purpose of its prompt disposition and sale in a manner which does not cause such property to fail to qualify as "foreclosure property" within the meaning of Section 860G(a)(8) of the Code, or any "net income from foreclosure property" which is subject to taxation under the REMIC provisions of the Code. Pursuant to its efforts to sell such property, the Seller shall either itself or through an agent selected by the Seller, protect and conserve such property in the same manner and to such an extent as is customary in the locality where such property is located. Additionally, the Seller shall provide the Purchaser or any master servicer with information sufficient to perform the tax withholding and reporting related to Sections 1445 and 6050J of the Code.

Realization Upon Defaulted Mortgage Loans. (a) The RMBS Master Servicer shall, or shall use its reasonable effortsdirect the related Subservicer to, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the any Mortgage Loans as that come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining 3.06, except that the delinquency status of any Mortgage Loan, the RMBS Master Servicer will use Delinquency Recognition Policies as described to and approved by the Depositorshall not, and shall revise these policies as requested by not direct the Depositor from time related Subservicer to, foreclose upon or otherwise comparably convert a Mortgaged Property if there is evidence of toxic waste or other environmental hazards thereon unless the RMBS Master Servicer follows the procedures in Subsection (e) below. (b) The RMBS Master Servicer shall foreclose or shall direct the related Subservicer to time. The foreclose on any Mortgaged Property in the name of the Trustee for the benefit of the Noteholders. (c) In connection with such foreclosure or other conversion, the RMBS Master Servicer in conjunction with the related Subservicer, if any, shall use its best reasonable efforts to preserve REO Property and to realize upon defaulted Mortgage Loans in such manner (including short sales) as will to maximize the receipt of principal and interest by the DepositorNoteholders, taking into account, among other things, the timing of foreclosure proceedingsand the considerations set forth in Subsection 3.13(d). The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, proviso that the RMBS Master Servicer shall not be required to expend its own funds toward in connection with any foreclosure or towards the restoration of such any property unless it shall determine determines in its discretion good faith (i) that such restoration or foreclosure will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Noteholders after reimbursement to itself for such expenses, expenses and (ii) that such expenses will be recoverable by to it either through Liquidation Proceeds (respecting which it shall have priority for purposes of reimbursements from the Servicer Collection Account pursuant to Section 3.07) or through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02(respecting which it shall have similar priority). The RMBS Master Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof (as provided in Section 4.02well as its normal servicing compensation). Notwithstanding anything Any income from or other funds (net of any income taxes) generated by REO Property shall be deemed for purposes of this Servicing Agreement to the contrary contained herein, be Insurance Proceeds. (d) The Trust Estate shall not acquire any real property (or any personal property incident to such real property) except in connection with a foreclosure default or acceptance reasonably foreseeable default of a Mortgage Loan. In the event that the Trust Estate acquires any real property (or personal property incident to such real property) in connection with a default or imminent default of a Mortgage Loan, such property shall be disposed of by the RMBS Master Servicer (or its agent) on behalf of the Trust Estate within two years after its acquisition by the Trust Estate. (e) With respect to any Mortgage Loan as to which the RMBS Master Servicer or a Subservicer has received notice of, or has actual knowledge of, the presence of any toxic or hazardous substance on the Mortgaged Property, the RMBS Master Servicer shall promptly notify the Indenture Trustee and the Owner Trustee and shall act in accordance with any directions and instructions provided by the Indenture Trustee, as pledgee of the Issuer. If the Indenture Trustee, as applicable, has not provided directions and instructions to the RMBS Master Servicer in connection with any such Mortgage Loan within 30 days of a request by the RMBS Master Servicer for such directions and instructions, then the RMBS Master Servicer shall take such action as it deems to be in the best economic interest of the Trust Estate (other than proceeding against the Mortgaged Property) and is hereby authorized at such time as it deems appropriate to release such Mortgaged Property from the lien of the related Mortgage. The parties hereto acknowledge that the RMBS Master Servicer shall not obtain on behalf of the Issuer a deed as a result or in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous and shall not otherwise acquire possession of or toxic substances or wastestitle to, or if the Trustee otherwise requests an environmental inspection commence any proceedings to acquire possession of or review of such title to, or take any other action with respect to, any Mortgaged Property, such an inspection if the Owner Trustee or review is the Indenture Trustee could reasonably be considered to be conducted by a qualified inspector. Upon completion responsible party for any liability arising from the presence of any toxic or hazardous substance on the inspectionMortgaged Property, unless the Servicer shall promptly provide Owner Trustee or the Depositor and the Indenture Trustee with a written report of the environmental inspectionhas been indemnified to its reasonable satisfaction against such liability.

Realization Upon Defaulted Mortgage Loans. (a) The Servicer Seller shall use its reasonable best efforts, consistent with the procedures that the Servicer Seller would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guideaccount, to foreclose upon or otherwise comparably convert the ownership of such Mortgaged Properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to time11.01. The Servicer Seller shall use its reasonable best efforts to realize upon defaulted Mortgage Loans in such a manner as will maximize the receipt of principal and interest by the DepositorPurchaser, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer Seller shall not be required to expend its own funds toward the restoration of such property in excess of $2,000 unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Purchaser after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer Seller through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.0211.06. In the event that any payment due under any Mortgage Loan is not paid when the same becomes due and payable, or in the event the Mortgagor fails to perform any other covenant or obligation under the Mortgage Loan and such failure continues beyond any applicable grace period, the Seller shall take such action as it shall deem to be in the best interest of the Purchaser. In the event that any payment due under any Mortgage Loan remains delinquent for a period of ninety (90) days or more, the Seller shall commence foreclosure proceedings and obtain a property inspection and provide a report of such inspection to the Purchaser within fifteen (15) days following the Mortgage Loan becoming ninety (90) days delinquent. Thereafter, Seller shall obtain a property inspection report on a monthly basis and deliver such report to Purchaser so long as the Mortgage Loan remains ninety (90) days delinquent. The Servicer Seller shall notify the Purchaser in writing of the commencement of foreclosure proceedings. In such connection, the Seller shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement thereof from the related Mortgaged Property, as contemplated in Section 11.06. (b) Notwithstanding the foregoing provisions of this Section 11.03, with respect to any Mortgage Loan as to which the Seller has received actual notice of, or has actual knowledge of, the presence of any toxic or hazardous substance on the related Mortgaged Property the Seller shall not either (i) obtain title to such Mortgaged Property as a result of or in lieu of foreclosure or otherwise, or (ii) otherwise acquire possession of, or take any other action, with respect to, such Mortgaged Property if, as a result of any such action, the Purchaser would be considered to hold title to, to be a mortgagee-in-possession of, or to be an owner or operator of such Mortgaged Property within the meaning of the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended from time to time, or any comparable law, unless the Seller has also previously determined, based on its reasonable judgment and a prudent report prepared by a Person who regularly conducts environmental audits using customary industry standards, that: (1) such Mortgaged Property is in compliance with applicable environmental laws or, if not, that it would be in the best economic interest of the Purchaser to take such actions as are necessary to bring the Mortgaged Property into compliance therewith; and (2) there are no circumstances present at such Mortgaged Property relating to the use, management or disposal of any hazardous substances, hazardous materials, hazardous wastes, or petroleum-based materials for which investigation, testing, monitoring, containment, clean-up or remediation could be required under any federal, state or local law or regulation, or that if any such materials are present for which such action could be required, that it would be in the best economic interest of the Purchaser to take such actions with respect to the affected Mortgaged Property. The cost of the environmental audit report contemplated by this Section 11.03 shall be advanced by the Seller, subject to the Seller's right to be reimbursed therefor from the Custodial Account as provided in Section 4.0211.06. Notwithstanding anything If the Seller determines, as described above, that it is in the best economic interest of the Purchaser to take such actions as are necessary to bring any such Mortgaged Property into compliance with applicable environmental laws, or to take such action with respect to the contrary contained hereincontainment, clean-up or remediation of hazardous substances, hazardous materials, hazardous wastes, or petroleum-based materials affecting any such Mortgaged Property, then the Seller shall take such action as it deems to be in the best economic interest of the Purchaser. The cost of any such compliance, containment, cleanup or remediation shall be advanced by the Seller, subject to the Seller's right to be reimbursed therefor from the Custodial Account as provided in Section 11.06. (c) Proceeds received in connection with any Final Recovery Determination, as well as any recovery resulting from a partial collection of Insurance Proceeds or Liquidation Proceeds in respect of any Mortgage Loan, will be applied in the following order of priority: first, to reimburse the Seller for any related unreimbursed Servicing Advances, pursuant to Section 11.06; second, to accrued and unpaid interest on the Mortgage Loan, to the date of the Final Recovery Determination, or to the Due Date prior to the Remittance Date on which such amounts are to be distributed if not in connection with a foreclosure or acceptance Final Recovery Determination; and third, as a recovery of a deed in lieu principal of foreclosurethe Mortgage Loan. If the amount of the recovery so allocated to interest is less than the full amount of accrued and unpaid interest due on such Mortgage Loan, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review amount of such Mortgaged Propertyrecovery will be allocated by the Seller as follows: first, such an inspection or review is to be conducted by a qualified inspector. Upon completion unpaid Servicing Fees; and second, to the balance of the inspection, the Servicer shall promptly provide the Depositor interest then due and the Trustee with a written report of the environmental inspectionowing.

Realization Upon Defaulted Mortgage Loans. (a) The Servicer shall, or shall use its reasonable effortsdirect the related Subservicer to, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the any Mortgage Loans as that come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.013.06, except that the Servicer shall not, and shall not direct the related Subservicer to, foreclose upon or otherwise comparably convert a Mortgaged Property if there is evidence of toxic waste or other environmental hazards thereon unless the Servicer follows the procedures in Subsection (c) below. In determining the delinquency status of any Mortgage Loanconnection with such foreclosure or other conversion, the Servicer will use Delinquency Recognition Policies as described to and approved by in conjunction with the Depositorrelated Subservicer, and shall revise these policies as requested by the Depositor from time to time. The Servicer if any, shall use its best reasonable efforts to preserve REO Property and to realize upon defaulted Mortgage Loans in such manner as will to maximize the receipt of principal and interest by the DepositorBondholders, taking into account, among other things, the timing of foreclosure proceedingsand the considerations set forth in Subsection 3.13(b). The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, proviso that the Servicer shall not be required to expend its own funds toward in connection with any foreclosure or towards the restoration of such any property unless it shall determine determines in its discretion good faith (i) that such restoration or foreclosure will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Bondholders after reimbursement to itself for such expenses, expenses and (ii) that such expenses will be recoverable by to it either through Liquidation Proceeds (respecting which it shall have priority for purposes of reimbursements from the Servicer Collection Account pursuant to Section 3.07) or through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02(respecting which it shall have similar priority). The Servicer shall be responsible for all costs and expenses constituting Liquidation Expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof (as provided well as its normal servicing compensation) as set forth in Section 4.023.07. Notwithstanding anything Any income from or other funds (net of any income taxes) generated by REO Property shall be deemed for purposes of this Servicing Agreement to be Liquidation Proceeds. Any subsequent collections with respect to any Liquidated Mortgage Loan shall be deposited to the contrary contained hereinCollection Account. For purposes of determining the amount of any Liquidation Proceeds or Insurance Proceeds, or other unscheduled collections, the Servicer may take into account any estimated additional Liquidation Expenses expected to be incurred in connection with a the related defaulted Mortgage Loan. In the event that title to any Mortgaged Property is acquired in foreclosure or acceptance of a by deed in lieu of foreclosure, the deed or certificate of sale shall be issued to the Indenture Trustee, who shall hold the same on behalf of the Issuer in accordance with the Indenture. Notwithstanding any such acquisition of title and cancellation of the related Mortgage Loan, such Mortgaged Property shall (except as otherwise expressly provided herein) be considered to be an outstanding Mortgage Loan held as an asset of the Issuer until such time as such property shall be sold. (b) The Servicer shall not acquire any real property (or any personal property incident to such real property) on behalf of the Trust Estate except in connection with a default or reasonably foreseeable default of a Mortgage Loan. In the event that the Servicer acquires any real property (or personal property incident to such real property) on behalf of the Trust Estate in connection with a default or imminent default of a Mortgage Loan, such property shall be disposed of by the Servicer on behalf of the Trust Estate within two years after its acquisition on behalf of the Trust Estate. (c) With respect to any Mortgage Loan as to which the Servicer or a Subservicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastesreceived notice of, or if has actual knowledge of, the Trustee otherwise requests an environmental inspection presence of any toxic or review of such hazardous substance on the Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide notify the Depositor Indenture Trustee, the Owner Trustee and the Trustee Bond Insurer and shall act in accordance with any such directions and instructions provided by the Bond Insurer, or if a written report Bond Insurer Default exists, by the Indenture Trustee, as pledgee of the Issuer. Notwithstanding the preceding sentence of this Section 3.13(c), with respect to any Mortgage Loan described by such sentence, the Servicer shall, if requested by the Bond Insurer, obtain and deliver to the Issuer, the Indenture Trustee and the Bond Insurer an environmental inspectionaudit report prepared by a Person who regularly conducts environmental audits using customary industry standards. The Servicer shall be entitled to reimbursement for such report pursuant to Section 3.07. If the Bond Insurer or Indenture Trustee, as applicable, has not provided directions and instructions to the Servicer in connection with any such Mortgage Loan within 30 days of a request by the Servicer for such directions and instructions, then the Servicer shall take such action as it deems to be in the best economic interest of the Trust Estate (other than proceeding against the Mortgaged Property) and is hereby authorized at such time as it deems appropriate to release such Mortgaged Property from the lien of the related Mortgage. The parties hereto acknowledge that the Servicer shall not obtain on behalf of the Issuer a deed as a result or in lieu of foreclosure, and shall not otherwise acquire possession of or title to, or commence any proceedings to acquire possession of or title to, or take any other action with respect to, any Mortgaged Property, if the Owner Trustee could reasonably be considered to be a responsible party for any liability arising from the presence of any toxic or hazardous substance on the Mortgaged Property, unless the Owner Trustee has been indemnified to its reasonable satisfaction against such liability.

Realization Upon Defaulted Mortgage Loans. (a) The Servicer Company shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.013.02. In determining connection with such foreclosure or other conversion the delinquency status of any Mortgage LoanCompany shall, the Servicer will use Delinquency Recognition Policies consistent with Section 3.05, follow such practices and procedures as described to it shall deem necessary or advisable and approved by the Depositor, as shall be normal and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use usual in its reasonable efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the Depositor, taking into account, among other things, the timing of foreclosure proceedingsgeneral mortgage servicing activities. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, proviso that the Servicer Company shall not be required to expend its own funds toward in connection with any foreclosure or towards the restoration of such any property unless it shall determine in its discretion (i) that such restoration or foreclosure will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Certificateholders after reimbursement to itself for such expenses, expenses and (ii) that such expenses will be recoverable by the Servicer to it either through Insurance Liquidation Proceeds or Liquidation Proceeds from Insurance Proceeds. Notwithstanding the related Mortgaged Propertyforegoing, as contemplated in Section 4.02. The Servicer the Company shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advances; provided, however, that it shall not be entitled to reimbursement therefor as provided recover legal expenses incurred in Section 4.02connection with foreclosure proceedings where the Mortgage Loan is reinstated and such foreclosure proceedings are terminated prior to completion, other than sums received from the Mortgagor for such expenses. Notwithstanding anything to the contrary contained herein, the Company shall be under no obligation to foreclose upon or otherwise convert the ownership of any Mortgaged Property which it believes may be contaminated with or affected by hazardous or toxic wastes, materials or substances. The Company may, but shall not be obligated to, make such determination on the basis of a Phase I environmental assessment with respect to the related Mortgaged Property. Neither the Trustee nor the Company shall be liable to the Trust Fund or the Certificateholders if, based on the Company's belief that such contamination or effect exists, the Company does not foreclose upon or otherwise convert the ownership of a Mortgaged Property. In addition, neither the Trustee nor the Company shall be liable to the Trust Fund or the Certificateholders if, based on the Company's belief that no such contamination or effect exists, the Company forecloses upon a Mortgaged Property and the Trustee or its nominee on behalf of the Trust Fund takes title to such Mortgaged Property, and thereafter such Mortgaged Property is determined to be so contaminated or affected. (b) In the event that title to any Mortgaged Property is acquired in connection with a foreclosure or acceptance of a by deed in lieu of foreclosure, the deed or certificate of sale shall be issued to the Trustee, or to its nominee on behalf of the Trust Fund. Notwithstanding any such acquisition of title and cancellation of the related Mortgage Loan, such Mortgage Loan shall (except for purposes of Section 9.01) be considered to be an Outstanding Mortgage Loan until such time as the Mortgaged Property shall be sold and such Mortgage Loan becomes a Liquidated Mortgage Loan. Consistent with the foregoing, for purposes of all calculations hereunder so long as such Mortgage Loan shall be considered to be an Outstanding Mortgage Loan, it shall be assumed that the related Mortgage Note and its amortization schedule in effect on and after such acquisition of title (after giving effect to any previous Principal Prepayments and Deficient Valuations incurred subsequent to the related Bankruptcy Coverage Termination Date and before any adjustment thereto by reason of any bankruptcy (other than as aforesaid) or any similar proceeding or any moratorium or similar waiver or grace period) remain in effect (notwithstanding that the indebtedness evidenced by such Mortgage Note shall have been discharged), subject to adjustment to reflect the application of REO Proceeds received in any month. REO Proceeds received in any month shall be applied to the payment of the installments of principal due and interest accrued on the related REO Mortgage Loan in accordance with the terms of such Mortgage Note. REO Proceeds received in any month in excess of the Amortization Payment for such month due on an REO Mortgage Loan shall be treated as a Principal Prepayment received in respect of such Mortgage Loan. (c) In the event that the Trust Fund acquires any Mortgaged Property as aforesaid or otherwise in connection with a default or imminent default on a Mortgage Loan, the Company shall dispose of such Mortgaged Property prior to the close of the third calendar year after the year of its acquisition by the Trust Fund unless (a) the Trustee shall have been supplied with an Opinion of Counsel to the effect that the holding by the Trust Fund of such Mortgaged Property subsequent to such period (and specifying the period beyond such period for which the Mortgaged Property may be held) will not result in the imposition of taxes on "prohibited transactions" of the Trust Fund as defined in section 860F of the Code, or cause the REMIC established hereunder to fail to qualify as a REMIC at any time that any Certificates are outstanding, in which case the Trust Fund may continue to hold such Mortgaged Property (subject to any conditions contained in such Opinion of Counsel), or (b) the Trustee (at the Company's expense) or the Company shall have applied for, not later than 61 days prior to the expiration of such period, an extension of such period in the manner contemplated by section 856(e)(3) of the Code, in which case such period shall be extended by the time period permitted by section 856(e)(3) of the Code. Notwithstanding any other provision of this Agreement, no Mortgaged Property acquired by the Trust Fund shall be rented (or allowed to continue to be rented) or otherwise used for the production of income by or on behalf of the Trust Fund or sold in such a manner or pursuant to any terms that would (i) cause such Mortgaged Property to fail to qualify at any time as "foreclosure property" within the meaning of section 860G(a)(8) of the Code, (ii) subject the Trust Fund to the imposition of any federal or state income taxes on "net income from foreclosure property" with respect to such Mortgaged Property within the meaning of section 860G(c) of the Code, or (iii) cause the sale of such Mortgaged Property to result in the receipt by the Trust Fund of any income from non-permitted assets as described in section 860F(a)(2)(B) of the Code, unless the Company has agreed to indemnify and hold harmless the Trust Fund with respect to the imposition of any such taxes. (d) Any collection of Insurance Proceeds or Liquidation Proceeds will be applied in the following order of priority: first, to reimburse the Company for any related unreimbursed Liquidation Expenses and to reimburse the Company or the Trustee, as applicable, for any related unreimbursed Monthly Advances; second, to accrued and unpaid interest on the Mortgage Loan at the Mortgage Rate from the date to which interest was last paid or advanced to the Due Date prior to the Distribution Date on which such amounts are to be distributed; and third, as a recovery of principal of the Mortgage Loan. If the amount so allocated to interest is less than the full amount of accrued and unpaid interest due on such Mortgage Loan, the amount of such recovery will be allocated among the Base Servicing Fee at the Base Servicing Fee Rate, the Supplemental Servicing Fee at the Supplemental Servicing Fee Rate and interest at the Remittance Rate in proportion to the amount of such accrued interest which would have been allocated to each such category in the absence of any shortfall. The resulting Interest Loss shall be allocated among each such category in the same proportion as described in the preceding sentence. The portion so allocated to interest at the Remittance Rate shall be allocated to the Certificates for purposes of making the allocation specified in the definition of Certificate Interest Loss. (e) Notwithstanding anything to the contrary contained herein, the Company shall have the right to enter into an agreement substantially in the form of Exhibit K hereto with any Person that is the Holder of 100% of the Class B5 Certificates (provided that such form may be revised to delete the option on the part of such Person to purchase a defaulted Mortgage Loan as set forth in Section 2.02(f) thereof). Prior to entering into any such agreement with any Person, the Company shall obtain a certification from such Person to the effect that (i) such Person is not an "affiliate" (within the meaning of the Prohibited Transaction Exemption) of the Trustee and (ii) such Person will not purchase any Certificates if such purchase would cause such Person to hold more than a ten percent interest in the Mortgage Pool. It is understood that the right of the Company to be reimbursed for Monthly Advances and Nonrecoverable Advances under this Agreement shall not be affected in any way by the provisions of any such agreement. The Trustee hereby agrees to perform such obligations as may be expressly required of it pursuant to the provisions of such agreement and to promptly notify each party to such agreement if a Responsible Officer of the Trustee (with direct responsibility for administration of this Agreement) becomes aware of any discussions, plans or events that might lead to the Trustee's becoming an "affiliate" (within the meaning of the Prohibited Transaction Exemption) of any Person with which the Company has entered into such agreement, provided that the contents of any such notification shall be kept confidential by the parties to such agreement. The Company agrees to promptly notify the Trustee upon entering into any such agreement. In addition, the Company shall provide the Trustee with such information as may be necessary for the Trustee to perform its obligations thereunder, including written instructions, clearly identifying the source, amount and application of funds to be deposited or withdrawn from the Collateral Fund (as defined in such agreement). The Trustee shall provide the Company with such information concerning credits and debits to the Collateral Fund on account of income, gains and losses realized from Collateral Fund Permitted Investments (as defined in such agreement), and costs associated with the purchase and sale thereof, as the Company may request in order to prepare the instructions described in the preceding sentence. In addition, subject to the provisions of the preceding paragraph, the Company shall have the right to enter into an agreement substantially in the form of Exhibit K hereto with the Person that is the Holder of 100% of the Class B4 Certificates, provided that (i) such Person is also the Holder of 100% of the Class B5 Certificates, (ii) such Person shall have no rights under such agreement until the date on which the Class Certificate Principal Balance of the Class B5 Certificates has been reduced to zero, and (iii) any rights of such Person under such agreement shall terminate in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous such Person transfers, directly or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspectionindirectly, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspectionClass B4 Certificates to any other Person.

Realization Upon Defaulted Mortgage Loans. The Each Servicer shall use its reasonable best efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx GuideAccepted Servicing Practices, to foreclose upon or otherwise comparably convert (which may include an acquisition of REO Property) the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor3.07, and shall revise these policies as requested by the Depositor which are not released from time this Agreement pursuant to timeany other provision hereof. The Each Servicer shall use its reasonable efforts to realize upon such defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorTrustee, taking into account, among other things, the timing of foreclosure proceedings; provided, however, with respect to any Second-Lien Mortgage Loan for which the related first lien mortgage loan is not included in the Trust Fund, if, after such Mortgage Loan becomes 180 days or more delinquent, the applicable Servicer determines that a significant net recovery is not possible through foreclosure, such Mortgage Loan may be charged-off and the Mortgage Loan will be treated as a Liquidated Mortgage Loan giving rise to a Realized Loss. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damagedamage from an uninsured cause, the a Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its sole discretion (i) that such restoration will increase the net proceeds of liquidation of the related Mortgage Loan to the Depositor Trustee, after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the such Servicer through Insurance Proceeds, Condemnation Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.023.11. The Each Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 4.02. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspection3.11.

Realization Upon Defaulted Mortgage Loans. The Each Servicer shall use its reasonable best efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx GuideAccepted Servicing Practices, to foreclose upon or otherwise comparably convert (which may include an acquisition of REO Property) the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor3.07, and shall revise these policies as requested by the Depositor which are not released from time this Agreement pursuant to timeany other provision hereof. The Each Servicer shall use its reasonable efforts to realize upon such defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorTrustee, taking into account, among other things, the timing of foreclosure proceedings; provided, however with respect to any Second Lien Mortgage Loan for which the related First Lien Mortgage Loan is not included in the Trust Fund, if, after such Mortgage Loan becomes 180 days or more delinquent, the related Servicer determines that a significant net recovery is not possible through foreclosure, such Mortgage Loan may be charged off and the Mortgage Loan will be treated as a Liquidated Mortgage Loan giving rise to a Realized Loss. The foregoing is subject to the provisions that, in any case in which a Mortgaged Property shall have suffered damagedamage from an uninsured cause, the related Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its sole discretion (i) that such restoration will increase the net proceeds of liquidation of the related Mortgage Loan to the Depositor Trustee, after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the such Servicer through Insurance Proceeds, Condemnation Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.023.11. The Each Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 3.11. In the event that the related First Lien Mortgage Loan is not being serviced by a Servicer, such Servicer shall have no liability for any losses resulting from a foreclosure on a Second Lien Mortgage Loan in connection with the foreclosure on the related First Lien Mortgage Loan for which the related First Lien Mortgage Loan is not included in the Trust Fund where the applicable Servicer did not receive notice or otherwise had no actual knowledge regarding such foreclosure on the related First Lien Mortgage Loan; provided, however, if the applicable Servicer is either notified or has actual knowledge that any holder of a First Lien Mortgage Loan intends to accelerate the obligations secured by the First Lien Mortgage Loan, or that any such holder intends to declare a default under the mortgage or promissory note secured thereby, or has filed or intends to file an election to have the related Mortgaged Property sold or foreclosed, the applicable Servicer shall take, on behalf of the Trust, whatever actions are necessary to protect the interests of the Trust in accordance with Accepted Servicing Practices and the REMIC Provisions. The applicable Servicer shall not be required to make a Servicing Advance pursuant to Section 4.01 with respect thereto except to the extent that it determines in its reasonable good faith judgment that such advance would be recoverable from Liquidation Proceeds on the related Second Lien Mortgage Loan and in no event in an amount that is greater than the then outstanding principal balance of the related Second Lien Mortgage Loan. The Servicer shall thereafter take such action as is reasonably necessary to recover any amount so advanced and to otherwise reimburse itself as a Servicing Advance from the Collection Account pursuant to Section 3.11. The proceeds of any Liquidation Event or REO Disposition, as well as any recovery resulting from a partial collection of Insurance Proceeds, Condemnation Proceeds or Liquidation Proceeds or any income from an REO Property, will be applied in the following order of priority: first, to reimburse the applicable Servicer or any Subservicer for any related unreimbursed Servicing Advances, pursuant to Section 3.11 or 3.17; second, to reimburse any Servicer for any related unreimbursed P&I Advances, pursuant to Section 3.11; third, to accrued xxx xxxxxx xxxxxest on the Mortgage Loan or REO Imputed Interest, at the Mortgage Interest Rate, to the date of the liquidation or REO Disposition, or to the Due Date prior to the Remittance Date on which such amounts are to be distributed if not in connection with a Liquidation Event or REO Disposition; and fourth, as a recovery of principal of the Mortgage Loan. If the amount of the recovery so allocated to interest is less than a full recovery thereof, that amount will be allocated as follows: first, to unpaid Servicing Fees; and second, as interest at the Mortgage Interest Rate (net of the Servicing Fee Rate). The portion of the recovery so allocated to unpaid Servicing Fees shall be reimbursed to the applicable Servicer or any Subservicer pursuant to Section 3.11 or 3.17. The portions of the recovery so allocated to interest at the Mortgage Interest Rate (net of the Servicing Fee Rate) and to principal of the Mortgage Loan shall be applied as follows: first, to reimburse the applicable Servicer or any Subservicer for any related unreimbursed Servicing Advances in accordance with Section 3.11 or 3.17, and second, to the Trustee in accordance with the provisions of Section 4.02, subject to the last paragraph of Section 3.17 with respect to certain excess recoveries from an REO Disposition. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the a Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by received actual notice of, or has actual knowledge of the presence of, hazardous or toxic substances or wasteswastes on the related Mortgaged Property, or if the Trustee otherwise requests requests, such Servicer shall cause an environmental inspection or review of such Mortgaged Property, such an inspection or review is Property to be conducted by a qualified inspector. Upon completion of the inspection, the such Servicer shall promptly provide the Depositor Trustee and the Trustee Depositor, with a written report of the environmental inspection.

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, With respect to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loandefault, the Servicer will use Delinquency Recognition Policies decide whether to foreclose upon the Mortgaged Properties securing such Mortgage Loans or write off the unpaid principal balance of the Mortgage Loans as described bad debt; PROVIDED that if the Servicer has actual knowledge that any Mortgaged Property is affected by hazardous or toxic wastes or substances and that the acquisition of such Mortgaged Property would not be commercially reasonable, then the Servicer will not cause the Company to and approved by acquire title to such Mortgaged Property in a foreclosure or similar proceeding. In connection with such foreclosure or other conversion, the Depositor, and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans follow such practices (including, in such manner as will maximize the receipt case of principal and interest by the Depositor, taking into account, among other thingsany default on a related senior mortgage loan, the timing advancing of funds to correct such default) and procedures as it shall deem necessary or advisable and as shall be normal and usual in its general mortgage servicing activities; PROVIDED that the Servicer shall not be liable in any respect hereunder if the Servicer is acting in connection with any such foreclosure proceedingsor attempted foreclosure which is not completed or other conversion in a manner that is consistent with the provisions of this Servicing Agreement. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, proviso that the Servicer shall not be required to expend its own funds toward in connection with any foreclosure or attempted foreclosure which is not completed or towards the correction of any default on a related senior xxxx xxxx loan or restoration of such any property unless it shall determine in its discretion (i) that such restoration expenditure will increase Net Liquidation Proceeds. In the proceeds event of liquidation of the related Mortgage Loan to the Depositor after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable a determination by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02. The Servicer shall be responsible for all costs and expenses incurred by it in that any such proceedings or functions as advances; providedexpenditure previously made pursuant to this Section 3.07 will not be reimbursable from Net Liquidation Proceeds, however, that it the Servicer shall be entitled to reimbursement therefor as provided in of its funds so expended pursuant to Section 4.023.03. Notwithstanding anything any provision of this Servicing Agreement, a Mortgage Loan may be deemed to be finally liquidated if substantially all amounts expected by the contrary contained herein, Servicer to be received in connection with a the related defaulted Mortgage Loan have been received; PROVIDED, HOWEVER, any subsequent collections with respect to any such Mortgage Loan shall be deposited to the Collection Account. For purposes of determining the amount of any Liquidation Proceeds or Insurance Proceeds, or other unscheduled collections, the Servicer may take into account minimal amounts of additional receipts expected to be received or any estimated additional liquidation expenses expected to be incurred in connection with the related defaulted Mortgage Loan. In the event that title to any Mortgaged Property is acquired in foreclosure or acceptance of a by deed in lieu of foreclosure, the deed or certificate of sale shall be issued to the Company and the Indenture Trustee as their interests may appear, or to their respective nominee on behalf of Securityholders. Notwithstanding any such acquisition of title and cancellation of the related Mortgage Loan, such Mortgaged Property shall (except as otherwise expressly provided herein) be considered to be an outstanding Mortgage Loan held as an asset of the Company until such time as such property shall be sold. Consistent with the foregoing for purposes of all calculations hereunder, so long as such Mortgaged Property shall be considered to be an outstanding Mortgage Loan it shall be assumed that, notwithstanding that the indebtedness evidenced by the related Mortgage Note shall have been discharged, such Mortgage Note in effect at the time of any such acquisition of title before any adjustment thereto by reason of any bankruptcy or similar proceeding or any moratorium or similar waiver or grace period will remain in effect. Any proceeds from foreclosure proceedings or the purchase or repurchase of any Mortgage Loan pursuant to the terms of this Servicing Agreement, as well as any recovery resulting from a collection of Liquidation Proceeds or Insurance Proceeds, will be applied in the event following order of priority: first, to reimburse the Servicer has reasonable cause or the related Subservicer in accordance with Section 3.07; second, to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastesall Servicing Fees payable therefrom; third, or if to the Trustee otherwise requests an environmental inspection or review extent of accrued and unpaid interest on the related Mortgage Loan, at the Net Mortgage Rate to the Due Date prior to the Payment Date on which such Mortgaged Property, such an inspection or review is amounts are to be conducted by deposited in the Payment Account; fourth, as a qualified inspector. Upon completion recovery of principal on the inspectionMortgage Loan; and fifth, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspectionto Foreclosure Profits.

Realization Upon Defaulted Mortgage Loans. The Servicer Seller shall use its commercially reasonable efforts, consistent with the procedures that the Servicer Seller would use in servicing loans for its own account account, Accepted Servicing Practices, any Primary Mortgage Insurance and the requirements best interest of the Xxxxxx Xxx GuidePurchaser, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status Foreclosure or comparable proceedings shall be initiated pursuant to Fannie Mae guidelines and applicable state law with respect to Morxxxxxx Xxxperties for which no satisfactory arrangements can be made for collection of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to timedelinquent payments. The Servicer Seller shall use its reasonable best efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorPurchaser, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which the Mortgaged Property shall have suffered damage, the Servicer Seller shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Purchaser after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer Seller through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.024.05. The Servicer Seller shall notify the Purchaser in writing (which may be by electronic mail) of the commencement of foreclosure proceedings. The Seller shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesfunctions; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 4.024.05. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer Seller has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee Purchaser otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspectorinspector at the Purchaser's expense. Upon completion of the inspection, the Servicer Seller shall promptly provide the Depositor and the Trustee Purchaser with a written report of the environmental inspection. After reviewing the environmental inspection report, the Purchaser shall determine how the Seller shall proceed with respect to the Mortgaged Property. In the event that a Mortgage Loan becomes part of a REMIC, and becomes REO Property, such property shall be disposed of by the Seller, with the consent of the Purchaser as required pursuant to this Agreement, within three (3) years after becoming an REO Property, unless the Seller provides to the trustee under such REMIC an opinion of counsel to the effect that the holding of such REO Property subsequent to three years after its becoming REO Property, will not result in the imposition of taxes on "prohibited transactions" as defined in Section 860F of the Code, or cause the transaction to fail to qualify as a REMIC at any time that certificates are outstanding. The Seller shall manage, conserve, protect and operate each such REO Property for the certificateholders solely for the purpose of its prompt disposition and sale in a manner which does not cause such property to fail to qualify as "foreclosure property" within the meaning of Section 860G(a)(8) of the Code, or any "net income from foreclosure property" which is subject to taxation under the REMIC provisions of the Code. Pursuant to its efforts to sell such property, the Seller shall either itself or through an agent selected by the Seller, protect and conserve such property in the same manner and to such an extent as is customary in the locality where such property is located. Additionally, the Seller shall provide the Purchaser or any master servicer with information sufficient to perform the tax withholding and reporting related to Sections 1445 and 6050J of the Code.

Realization Upon Defaulted Mortgage Loans. The Servicer Seller shall use its reasonable best efforts, consistent with the procedures that the Servicer Seller would use in servicing loans for its own account account, consistent with Applicable Requirements, any Primary Mortgage Insurance Policies and the requirements best interest of the Xxxxxx Xxx GuidePurchaser, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status Foreclosure or comparable proceedings shall be initiated within one hundred twenty (120) days of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to timedefault for Mortgaged Properties for which no satisfactory arrangements can be made for collection of delinquent payments. The Servicer Seller shall use its commercially reasonable best efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorPurchaser, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer Seller shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Purchaser after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer Seller through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.024.05. Seller shall obtain prior approval of Purchaser as to restoration expenses in excess of ten thousand dollars ($10,000). The Servicer Seller shall notify the Purchaser in writing of the commencement of foreclosure proceedings and prior to the acceptance or rejection of any offer of reinstatement, and shall provide such information regarding the Mortgage Loan as the Purchaser reasonably may request. The Seller shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesfunctions; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 4.024.05. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure respect to any Mortgage Loan as to which the Purchaser has received actual notice of, or acceptance has actual knowledge of, the presence of a deed in lieu any toxic or hazardous substance on the related Mortgaged Property, the Purchaser may instruct Seller not to take title or possession of foreclosure, in the Mortgaged Property or any other action reasonable under the circumstances. In the event that Seller as servicer receives notice that the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by any toxic or hazardous or toxic substances or wastessubstance, or if Seller shall so notify Purchaser. In the Trustee otherwise requests an environmental inspection or review event that a Mortgage Loan becomes part of such Mortgaged a REMIC, and becomes REO Property, such property shall be disposed of by Seller, with the consent of Purchaser as required pursuant to this Agreement, within three (3) years after becoming an inspection or review is REO Property, unless Seller provides to be conducted by a qualified inspector. Upon completion the trustee under such REMIC an Opinion of Counsel to the effect that the holding of such REO Property subsequent to three (3) years after its becoming REO Property, will not result in the imposition of taxes on "prohibited transactions" as defined in Section 860F of the inspectionCode, or cause the transaction to fail to qualify as a REMIC at any time that certificates are outstanding. Seller shall manage, conserve, protect and operate each such REO Property for the certificate holders solely for the purpose of its prompt disposition and sale in a manner which does not cause such property to fail to qualify as "foreclosure property" within the meaning of Section 860F(a)(2)(E) of the Code, or any "net income from foreclosure property" which is subject to taxation under the REMIC Provisions. Pursuant to its efforts to sell such property, the Servicer Seller shall promptly provide either itself or through an agent selected by Seller, protect and conserve such property in the Depositor same manner and to such an extent as is customary in the Trustee with a written report locality where such property is located. Additionally, Seller shall perform the tax withholding and reporting related to Sections 1445 and 6050J of the environmental inspectionCode, if required by the REMIC. The Purchaser shall have the right, but not the obligation, to terminate the servicing of any Mortgage Loan, without the payment of a termination fee, as more particularly described in Section 10.02, once such Mortgage Loan becomes ninety (90) days or more delinquent.

Realization Upon Defaulted Mortgage Loans. (a) The Servicer Seller shall use its reasonable best efforts, consistent with the procedures that the Servicer Seller would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guideaccount, to foreclose upon or otherwise comparably convert the ownership of such Mortgaged Properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to timeSubsection 11.01. The Servicer Seller shall use its reasonable best efforts to realize upon defaulted Mortgage Loans in such a manner as will maximize the receipt of principal and interest by the DepositorPurchaser, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer Seller shall not be required to expend its own funds toward the restoration of such property in excess of $2,000 unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Purchaser after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer Seller through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02Subsection 11.05. In the event that any payment due under any Mortgage Loan is not paid when the same becomes due and payable, or in the event the Mortgagor fails to perform any other covenant or obligation under the Mortgage Loan and such failure continues beyond any applicable grace period, the Seller shall take such action as it shall deem to be in the best interest of the Purchaser. In the event that any payment due under any Mortgage Loan remains delinquent for a period of 90 days or more, the Seller shall use Accepted Servicing Practices and refer to foreclosure by the 120th day of delinquency. The Servicer Seller will notify the Purchaser of foreclosure referrals on a monthly basis, after the initiation of foreclosure proceedings. When foreclosure sale is imminent, Seller shall obtain a property valuation and issue bidding instructions in accordance with Accepted Servicing Practices and consistent with methods used for the mortgage loans held for its own portfolio. In such connection, the Seller shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement thereof from the related Mortgaged Property, as contemplated in Subsection 11.05. (b) Notwithstanding the foregoing provisions of this Subsection 11.03, with respect to any Mortgage Loan as to which the Seller has received actual notice of, or has actual knowledge of, the presence of any toxic or hazardous substance on the related Mortgaged Property the Seller shall not either (i) obtain title to such Mortgaged Property as a result of or in lieu of foreclosure or otherwise, or (ii) otherwise acquire possession of, or take any other action, with respect to, such Mortgaged Property if, as a result of any such action, the Purchaser would be considered to hold title to, to be a mortgagee-in-possession of, or to be an owner or operator of such Mortgaged Property within the meaning of the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended from time to time, or any comparable law, unless the Seller has also previously determined, based on its reasonable judgment and a prudent report prepared by a Person who regularly conducts environmental audits using customary industry standards, that: (1) such Mortgaged Property is in compliance with applicable environmental laws or, if not, that it would be in the best economic interest of the Purchaser to take such actions as are necessary to bring the Mortgaged Property into compliance therewith; and (2) there are no circumstances present at such Mortgaged Property relating to the use, management or disposal of any hazardous substances, hazardous materials, hazardous wastes, or petroleum-based materials for which investigation, testing, monitoring, containment, clean-up or remediation could be required under any federal, state or local law or regulation, or that if any such materials are present for which such action could be required, that it would be in the best economic interest of the Purchaser to take such actions with respect to the affected Mortgaged Property. The cost of the environmental audit report contemplated by this Subsection 11.03 shall be advanced by the Seller, subject to the Seller's right to be reimbursed therefor from the Custodial Account as provided in Section 4.02Subsection 11.05(v). Notwithstanding anything If the Seller determines, as described above, that it is in the best economic interest of the Purchaser to take such actions as are necessary to bring any such Mortgaged Property into compliance with applicable environmental laws, or to take such action with respect to the contrary contained hereincontainment, clean-up or remediation of hazardous substances, hazardous materials, hazardous wastes, or petroleum-based materials affecting any such Mortgaged Property, then the Seller shall take such action as it deems to be in the best economic interest of the Purchaser. The cost of any such compliance, containment, cleanup or remediation shall be advanced by the Seller, subject to the Seller's right to be reimbursed therefor from the Custodial Account as provided in Subsection 11.05(v). (c) Proceeds received in connection with any Final Recovery Determination, as well as any recovery resulting from a partial collection of Insurance Proceeds or Liquidation Proceeds in respect of any Mortgage Loan, will be applied in the following order of priority: first, to reimburse the Seller for any related unreimbursed Servicing Advances, pursuant to Subsection 11.05(iii); second, to accrued and unpaid interest on the Mortgage Loan, to the date of the Final Recovery Determination, or to the Due Date prior to the Distribution Date on which such amounts are to be distributed if not in connection with a foreclosure or acceptance Final Recovery Determination; and third, as a recovery of a deed in lieu principal of foreclosurethe Mortgage Loan. If the amount of the recovery so allocated to interest is less than the full amount of accrued and unpaid interest due on such Mortgage Loan, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review amount of such Mortgaged Propertyrecovery will be allocated by the Seller as follows: first, such an inspection or review is to be conducted by a qualified inspector. Upon completion unpaid Servicing Fees; and second, to the balance of the inspection, the Servicer shall promptly provide the Depositor interest then due and the Trustee with a written report owing. The portion of the environmental inspectionrecovery so allocated to unpaid Servicing Fees shall be reimbursed to the Seller pursuant to Subsection 11.05(iii).

Realization Upon Defaulted Mortgage Loans. The Servicer Seller shall use its commercially reasonable efforts, consistent with the procedures that the Servicer Seller would use in servicing loans for its own account account, Accepted Servicing Practices, any Primary Mortgage Insurance and the requirements best interest of the Xxxxxx Xxx GuidePurchaser, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status Foreclosure or comparable proceedings shall be initiated pursuant to Fannie Mae guidelines and applicable state law with respect to Xxxxxaxxx Properties for which no satisfactory arrangements can be made for collection of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to timedelinquent payments. The Servicer Seller shall use its reasonable best efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorPurchaser, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which the Mortgaged Property shall have suffered damage, the Servicer Seller shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Purchaser after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer Seller through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.024.05. The Servicer Seller shall notify the Purchaser in writing (which may be by electronic mail) of the commencement of foreclosure proceedings. The Seller shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesfunctions; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 4.024.05. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer Seller has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee Purchaser otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspectorinspector at the Purchaser's expense. Upon completion of the inspection, the Servicer Seller shall promptly provide the Depositor and the Trustee Purchaser with a written report of the environmental inspection. After reviewing the environmental inspection report, the Purchaser shall determine how the Seller shall proceed with respect to the Mortgaged Property. In the event that a Mortgage Loan becomes part of a REMIC, and becomes REO Property, such property shall be disposed of by the Seller, with the consent of the Purchaser as required pursuant to this Agreement, within three (3) years after becoming an REO Property, unless the Seller provides to the trustee under such REMIC an opinion of counsel to the effect that the holding of such REO Property subsequent to three years after its becoming REO Property, will not result in the imposition of taxes on "prohibited transactions" as defined in Section 860F of the Code, or cause the transaction to fail to qualify as a REMIC at any time that certificates are outstanding. The Seller shall manage, conserve, protect and operate each such REO Property for the certificateholders solely for the purpose of its prompt disposition and sale in a manner which does not cause such property to fail to qualify as "foreclosure property" within the meaning of Section 860G(a)(8) of the Code, or any "net income from foreclosure property" which is subject to taxation under the REMIC provisions of the Code. Pursuant to its efforts to sell such property, the Seller shall either itself or through an agent selected by the Seller, protect and conserve such property in the same manner and to such an extent as is customary in the locality where such property is located. Additionally, the Seller shall provide the Purchaser or any master servicer with information sufficient to perform the tax withholding and reporting related to Sections 1445 and 6050J of the Code.

Realization Upon Defaulted Mortgage Loans. The Master Servicer shall use its exercise reasonable efforts, consistent with the procedures that the Master Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guideaccount, to foreclose upon or otherwise comparably convert (which may include an REO Acquisition) the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor3.07, and shall revise these policies as requested by which are not released from the Depositor from time Trust Fund pursuant to timeany other provision hereof. The Master Servicer shall use its reasonable efforts to realize upon proceeds from such defaulted Mortgage Loans in such manner (including short sales) as will maximize the receipt of principal and interest by the DepositorCertificateholders, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damagedamage from an Uninsured Cause, the Master Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its sole discretion (i) that such restoration will increase the net proceeds of liquidation of the related Mortgage Loan to the Depositor Certificateholders after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Master Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.023.11. The Master Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 4.023.11. Notwithstanding anything The proceeds of any Cash Liquidation or REO Disposition, as well as any recovery resulting from a partial collection of Insurance Proceeds or Liquidation Proceeds or any income from an REO Property, will be deposited into the Custodial Account and applied in the following order of priority: first, to reimburse the Master Servicer or any Sub-Servicer for any related unreimbursed Servicing Advances, pursuant to Section 3.11(vi) or 3.22; second, to accrued and unpaid interest on the Mortgage Loan or REO Imputed Interest, at the Mortgage Rate, to the contrary contained hereindate of the Cash Liquidation or REO Disposition, or to the Due Date prior to the Distribution Date on which such amounts are to be distributed if not in connection with a foreclosure Cash Liquidation or acceptance REO Disposition; and third, as a recovery of principal of the Mortgage Loan. If the amount of the recovery so allocated to interest is less than a deed full recovery thereof, that amount will be allocated as follows: first, to unpaid Servicing Fees; and second, to interest at the Net Mortgage Rate. The portion of the recovery so allocated to unpaid Servicing Fees shall be reimbursed to the Master Servicer or any Sub-Servicer pursuant to Section 3.11(vi). The portions of the recovery so allocated to interest at the Net Mortgage Rate and to principal of the Mortgage Loan shall be applied as follows: first, to reimburse the Master Servicer or any Sub-Servicer for any related unreimbursed Advances in lieu of foreclosureaccordance with Section 3.11(iii) or 3.22, second, payment to Radian in the event the Servicer has reasonable cause accordance with Sections 3.11(ix) and third, for payment to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests and distribution to the Certificateholders in accordance with the provisions of Section 4.01, subject to Section 3.22 with respect to certain recoveries from an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspectionREO Disposition constituting Excess Proceeds.

Realization Upon Defaulted Mortgage Loans. (a) The Servicer shall, or shall use its reasonable effortsdirect the related Subservicer to, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the any Mortgage Loans as that come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.015.06, except that the Servicer shall not, and shall not direct the related Subservicer to, foreclose upon or otherwise comparably convert a Mortgaged Property if there is evidence of toxic waste or other environmental hazards thereon unless the Servicer follows the procedures in Subsection (c) below. In determining the delinquency status of any Mortgage Loanconnection with such foreclosure or other conversion, the Servicer will use Delinquency Recognition Policies as described to and approved by in conjunction with the Depositorrelated Subservicer, and shall revise these policies as requested by the Depositor from time to time. The Servicer if any, shall use its best reasonable efforts to preserve REO Property and to realize upon defaulted Mortgage Loans in such manner as will to maximize the receipt of principal and interest by the DepositorNoteholders, taking into account, among other things, the timing of foreclosure proceedingsand the considerations set forth in Subsection 5.13(b). The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, proviso that the Servicer shall not be required to expend its own funds toward in connection with any foreclosure or towards the restoration of such any property unless it shall determine determines in its discretion good faith (i) that such restoration or foreclosure will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Noteholders after reimbursement to itself for such expenses, expenses and (ii) that such expenses will be recoverable by to it either through Liquidation Proceeds (respecting which it shall have priority for purposes of reimbursements from the Servicer Collection Account pursuant to Section 5.07) or through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02(respecting which it shall have similar priority). The Servicer shall be responsible for all costs and expenses constituting Liquidation Expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof (as provided well as its normal servicing compensation) as set forth in Section 4.025.07. Notwithstanding anything Any income from or other funds (net of any income taxes) generated by REO Property shall be deemed for purposes of this Agreement to be Liquidation Proceeds. Any subsequent collections with respect to any Liquidated Mortgage Loan shall be deposited to the contrary contained hereinCollection Account. For purposes of determining the amount of any Liquidation Proceeds or Insurance Proceeds, or other unscheduled collections, the Servicer may take into account any estimated additional Liquidation Expenses expected to be incurred in connection with the related defaulted Mortgage Loan. In the event that a Mortgage Loan would be properly classified as a Liquidated Mortgage Loan but for the fact that not all MI Insurance Proceeds claimed under the related MI Policy have been received, the Servicer may, from its own funds, make an advance (an “MI Claim Payment Advance”) to the Collection Account in an amount not to exceed the claimed amount of such MI Insurance Proceeds not yet received. The Servicer shall not make any MI Claim Payment Advance with respect to a claim under an MI Policy if an MI Insurer Insolvency Event has occurred and is continuing with respect to the related MI Insurer. In the event that the MI Claim Payment Advance equals the claimed amount on such MI Policy, then upon the deposit of such MI Claim Payment Advance into the Collection Account the related Mortgage Loan shall be considered a “Liquidated Mortgage Loan.” In the event that title to any Mortgaged Property is acquired in foreclosure or acceptance of a by deed in lieu of foreclosure, the deed or Note of sale shall be issued to the Indenture Trustee and held by the Custodian, who shall hold the same on behalf of Indenture Trustee and the Issuing Entity in accordance with this Agreement. Notwithstanding any such acquisition of title and cancellation of the related Mortgage Loan, such Mortgaged Property shall (except as otherwise expressly provided herein) be considered to be an outstanding Mortgage Loan held as an asset of the Issuing Entity until such time as such property shall be sold. The Indenture Trustee shall have no obligation and no liability for failing to pay premiums, receive returned insurance premiums or maintain the MI Policies. (b) The Servicer shall not acquire any real property (or any personal property incident to such real property) on behalf of the Trust Estate except in connection with a default or reasonably foreseeable default of a Mortgage Loan. In the event that the Servicer acquires any real property (or personal property incident to such real property) on behalf of the Trust Estate in connection with a default or imminent default of a Mortgage Loan, such property shall be disposed of by the Servicer on behalf of the Trust Estate as soon as reasonably practicable, but in no event later than three years after its acquisition on behalf of the Trust Estate. (c) With respect to any Mortgage Loan as to which the Servicer or a Subservicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastesreceived notice of, or if has actual knowledge of, the Trustee otherwise requests an environmental inspection presence of any toxic or review of such hazardous substance on the Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide take such action as it deems to be in the Depositor and the Trustee with a written report best economic interest of the environmental inspectionTrust Estate (other than proceeding against the Mortgaged Property) and is hereby authorized at such time as it deems appropriate to release such Mortgaged Property from the lien of the related Mortgage. The parties hereto acknowledge that the Servicer shall not obtain on behalf of the Issuing Entity a deed as a result or in lieu of foreclosure, and shall not otherwise acquire possession of or title to, or commence any proceedings to acquire possession of or title to, or take any other action with respect to, any Mortgaged Property, if the Issuing Entity could reasonably be considered to be a responsible party for any liability arising from the presence of any toxic or hazardous substance on the Mortgaged Property.

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, efforts to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01payments. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans Loans, in such manner as will maximize the receipt of principal and interest by the DepositorSeller, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Seller after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer through PMI Proceeds, Other Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated . Servicer shall notify the Seller in Section 4.02writing of the commencement of foreclosure proceedings. The Such notice may be contained in the reports prepared by Servicer and delivered to the Seller pursuant to the terms and conditions of this Agreement. Servicer shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesforeclosure proceedings; provided, however, that it shall be entitled to reimbursement therefor as provided in Section 4.02thereof from proceeds from the related Mortgaged Property. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wasteswastes and has the Seller’s consent, or if the Trustee Seller or its designee otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is Property to be conducted by a qualified inspector, the Servicer shall have such inspection performed. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee Seller or its designee with a written report of the environmental inspection. In the event that the environmental inspection report indicates that the Mortgaged Property is contaminated by hazardous or toxic substances or wastes, the Servicer shall not proceed with foreclosure or acceptance of a deed in lieu of foreclosure. In the event that the environmental inspection report is inconclusive as to whether or not the Mortgaged Property is contaminated by hazardous or toxic substances or wastes, the Servicer shall not, without the prior approval of the Seller, proceed with foreclosure or acceptance of a deed in lieu of foreclosure. In such instance, the Seller shall be deemed to have approved such foreclosure or acceptance of a deed in lieu of foreclosure unless the Seller notifies the Servicer in writing, within ten (10) days after its receipt of written notice of the proposed foreclosure or deed in lieu of foreclosure from the Servicer, that it disapproves of the related foreclosure or acceptance of a deed in lieu of foreclosure. The Servicer shall be reimbursed for all Servicing Advances made pursuant to the preceding paragraph and this paragraph with respect to the related Mortgaged Property from the Custodial Account, REO Account or as otherwise provided in the related Transaction Documents.

Realization Upon Defaulted Mortgage Loans. The Servicer Seller shall use its reasonable effortsthe customary practices of the mortgage industry, consistent with the procedures that the Servicer Seller would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guideaccount, to foreclose upon or otherwise comparably convert the ownership of such Mortgaged Properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to timeSubsection 33.01. The Servicer Seller shall use its reasonable efforts the customary practices of the mortgage industry to realize upon defaulted Mortgage Loans in such a manner as will maximize the receipt of principal and interest by the DepositorPurchaser, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer Seller shall not be required to expend its own funds toward the restoration of such property in excess of $2,000 unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Purchaser after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer Seller through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02Subsection 33.05. In the event that any payment due under any Mortgage Loan is not paid when the same becomes due and payable, or in the event the Mortgagor fails to perform any other covenant or obligation under the Mortgage Loan and such failure continues beyond any applicable grace period, the Seller shall take such action as it shall deem to be in the best interest of the Purchaser. In the event that any payment due under any Mortgage Loan remains delinquent for a period of 90 days or more, the Seller shall commence foreclosure proceedings, provided that prior to commencing foreclosure proceedings, the Seller shall notify the Purchaser in writing of the Seller's intention to do so, and the Seller shall not commence foreclosure proceedings if the Purchaser objects to such action within ten (10) Business Days of receiving such notice. The Servicer Seller shall notify the Purchaser in writing of the commencement of foreclosure proceedings. In such connection, the Seller shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor as provided in Section 4.02. Notwithstanding anything to thereof from the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review of such related Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspectionas contemplated in Subsection 33.05.

Realization Upon Defaulted Mortgage Loans. The Servicer Seller shall use its reasonable best efforts, consistent with the procedures that the Servicer Seller would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guideaccount, to foreclose upon or otherwise comparably convert con­vert the ownership of such Mortgaged Properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to time8.01. The Servicer Seller shall use its reasonable best efforts to realize upon defaulted Mortgage Loans in such a manner as will maximize the receipt of principal and interest by the DepositorPurchaser, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer Seller shall not be required to expend its own funds toward the restoration of such property in excess of $2,000 unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Purchaser after reimbursement reim­bursement to itself for such expenses, and (ii) that such expenses will be recoverable recover­able by the Servicer Seller through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.028.05. In the event that any payment due under any Conventional Mortgage Loan is not paid when the same becomes due and payable, or in the event the Mortgagor fails to perform any other covenant or obligation under the Mortgage Loan and such failure continues beyond any applic­able grace period, the Seller shall take such action as it shall deem to be in the best interest of the Purchaser. In the event that any payment due under any Conventional Mort­gage Loan remains delinquent for a period of ninety (90) days or more, the Seller shall commence foreclosure proceedings, provided that prior to commenc­ing foreclosure proceedings, the Seller shall notify the Purchaser in writing of the Seller's inten­tion to do so, and the Seller shall not commence foreclosure proceedings if the Pur­chaser objects to such action within ten (10) Business Days of receiving such notice. The Servicer Seller shall notify the Purchaser in writing of the commencement of foreclosure proceed­ings. In such connection, the Seller shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor as provided in Section 4.02. Notwithstanding anything to thereof from the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review of such related Mortgaged Property, as contemplated in 8.05. In the event that any payment due under any FHA Loan becomes delinquent, the Seller shall take all such an inspection or review is to be conducted by a qualified inspector. Upon completion actions as are in the best interests of the inspectionPurchaser and permitted under any applicable FHA loss mitigation proceedings, including, but not limited to, requesting the FHA to accept an assignment of such FHA Loan, and, upon the direction of the Purchaser, commencing foreclosure proceedings. With respect to each VA Loan, no later than 120 days after such VA Loan becomes delinquent, the Servicer Seller shall promptly provide diligently seek to mitigate losses by utilizing all remedies available in the Depositor and the Trustee with a written report of the environmental inspectionVA Regulations.

Realization Upon Defaulted Mortgage Loans. The (a) Each Master Servicer shall, or shall use its reasonable effortsdirect the related Sub-Servicer to, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the any related Mortgage Loans as that come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the 3.06 except that such Master Servicer will use Delinquency Recognition Policies as described to and approved by the Depositorshall not, and shall revise these policies as requested by not direct the Depositor related Sub-Servicer, if any, to, foreclose upon or otherwise comparably convert a Mortgaged Property if there is evidence of environmental hazards or toxic waste thereon and such Master Servicer determines it would be imprudent to do so or not in accordance with appropriate servicing standards. Each Master Servicer can conclusively rely on results of third party inspections from time parties it reasonably believes are qualified to timeconduct such inspections. The In connection with such foreclosure or other conversion, each Master Servicer in conjunction with the related Sub-Servicer, if any, shall use its best reasonable efforts to preserve REO Property and to realize upon related defaulted Mortgage Loans in such manner as will to maximize the receipt of principal and interest by the DepositorCertificateholders, taking into account, among other things, the timing of foreclosure proceedingsand the considerations set forth in Subsection 3.12(b). The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the proviso that a Master Servicer shall not be required to expend its own funds toward in connection with any foreclosure or towards the restoration of such any property unless it shall determine determines in its discretion good faith (i) that such restoration or foreclosure will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Certificateholders after reimbursement to itself for such expenses, expenses and (ii) that such expenses will be recoverable by to it either through Liquidation Proceeds (respecting which it shall have priority for purposes of reimbursements from the Servicer Certificate Account pursuant to Section 4.03) or through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02(respecting which it shall have similar priority). The Each Master Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; providedPROVIDED, howeverHOWEVER, that it shall be entitled to reimbursement therefor thereof (as provided well as its normal servicing compensation), and in Section 4.02. Notwithstanding anything respect of such Master Servicer only, to receive Excess Liquidation Proceeds as additional servicing compensation to the contrary contained herein, in connection extent that transfers or withdrawals from the Certificate Account with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspection.respect thereto are permitted under Section

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable best efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guideaccount, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties securing such of the Mortgage which secure Mortgaged Loans as which come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any addition, if an Additional Collateral Mortgage Loan becomes a defaulted Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described shall us its best efforts available under the Loan Documents to and approved by realize upon the DepositorAdditional Collateral pertaining to such Mortgage Loan, and any proceeds from the realization thereof (and not such Additional Collateral itself) shall revise these policies as requested by be included in the Depositor from time to timerelated Liquidation Proceeds and deposited in the Custodial Account, net of any related Servicing Advances. The Servicer shall use its reasonable best efforts to realize upon defaulted Mortgage Loans in such a manner as will maximize the receipt of principal and interest by the DepositorOwner, taking into account, among other things, the timing of foreclosure proceedingsproceedings and any proceedings with respect to Additional Collateral. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer shall not be required to expend its own funds toward the restoration of such property in excess of an aggregate of $2,000 during the life of the Mortgaged Loan, unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Owner after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.024.05. The Servicer shall be responsible obtain the prior approval of Owner for all costs individual restoration expenses in excess of $2,000. In the event that any payment due under any Mortgage Loan is not paid when the same becomes due and expenses incurred by it in any such proceedings payable, or functions as advances; provided, however, that it shall be entitled to reimbursement therefor as provided in Section 4.02. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause Mortgagor fails to believe that a Mortgaged Property is contaminated by hazardous perform any other covenant or toxic substances or wastes, or if obligation under the Trustee otherwise requests an environmental inspection or review of Mortgage Loan and such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspectionfailure continues beyond any applicable grace period, the Servicer shall promptly provide take such action as it shall reasonably deem to be in the Depositor and the Trustee with a written report best interest of the environmental inspectionOwner. In the event that any payment due under any Mortgage Loan remains delinquent for a period of 90 days or more, the Servicer shall, within a reasonable amount of time thereafter, commence foreclosure proceedings. In such connection, the Servicer shall from its own funds make all necessary and proper Servicing Advances to the extent the Servicer, in its good faith judgment, deems such Servicing Advances to be recoverable. The determination by the Servicer that a Servicing Advance, if made, would be nonrecoverable shall be evidenced by an Officer’s Certificate of the Servicer, delivered to the Owner which details the reasons for such determination.

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable best efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx GuideAccepted Servicing Practices, to foreclose upon or otherwise comparably convert (which may include an acquisition of REO Property) the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor3.07, and shall revise these policies as requested by the Depositor which are not released from time this Agreement pursuant to timeany other provision hereof. The Servicer shall use its reasonable efforts to realize upon such defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorSecurities Administrator, taking into account, among other things, the timing of foreclosure proceedings; provided, however, with respect to any second-lien Mortgage Loan, if, after such Mortgage Loan becomes 180 days or more delinquent, the applicable Servicer determines that a significant net recovery is not possible through foreclosure, such Mortgage Loan may be charged-off and the Mortgage Loan will be treated as a Liquidated Mortgage Loan giving rise to a Realized Loss. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, that the Servicer shall not be required to expend its own funds toward the in connection with foreclosure or other conversion, correction of a default on a senior mortgage or restoration of such any property unless it shall determine in its sole discretion (i) that such foreclosure, correction or restoration will increase the proceeds of liquidation net Liquidation Proceeds of the related Mortgage Loan to the Depositor Securities Administrator, after reimbursement to itself for such expenses, expenses and (ii) that such expenses will be recoverable by the Servicer through Insurance Proceeds, Condemnation Proceeds, Liquidation Proceeds or Liquidation Proceeds Subsequent Recoveries from the related Mortgaged Property, as contemplated in Section 4.023.11. The Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 3.11. The proceeds of any liquidation or REO Disposition, as well as any recovery resulting from a partial collection of Insurance Proceeds, Condemnation Proceeds, Liquidation Proceeds or Subsequent Recoveries or any income from an REO Property, will be applied in the following order of priority: first, to reimburse the Servicer or any Subservicer for any related unreimbursed Servicing Advances, pursuant to Section 3.11 or 3.17; second, to reimburse the Servicer for any related uxxxxxxxxxxx X&X Advances, pursuant to Section 3.11; third, to accrued and unpaid interest on the Mortgage Loan or REO Imputed Interest, at the Mortgage Rate, to the date of the liquidation or REO Disposition, or to the Due Date prior to the Remittance Date on which such amounts are to be distributed if not in connection with a liquidation or REO Disposition; and fourth, as a recovery of principal of the Mortgage Loan. If the amount of the recovery so allocated to interest is less than a full recovery thereof, that amount will be allocated as follows: first, to unpaid Servicing Fees; and second, as interest at the Mortgage Rate (net of the Servicing Fee Rate). The portion of the recovery so allocated to unpaid Servicing Fees shall be reimbursed to the Servicer or any Subservicer pursuant to Section 3.11 or 3.17. The portions of the recovery so allocated to interest at the Mortgage Rate (net of the Servicing Fee Rate) and to principal of the Mortgage Loan shall be applied as follows: first, to reimburse the Servicer or any Subservicer for any related unreimbursed Servicing Advances in accordance with Section 3.11 or 3.17, and second, to the Securities Administrator in accordance with the provisions of Section 4.02, subject to paragraph (e) of Section 3.17 with respect to certain excess recoveries from an REO Disposition. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by received actual notice of, or has actual knowledge of the presence of, hazardous or toxic substances or wasteswastes on the related Mortgaged Property, or if the Trustee or the Master Servicer otherwise requests requests, the Servicer shall cause an environmental inspection or review of such Mortgaged Property, such an inspection or review is Property to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor Trustee, the Master Servicer and the Trustee Depositor with a written report of the environmental inspection. After reviewing the environmental inspection report, the Servicer shall determine consistent with Accepted Servicing Practices how to proceed with respect to the Mortgaged Property. In the event (a) the environmental inspection report indicates that the Mortgaged Property is contaminated by hazardous or toxic substances or wastes and (b) the Servicer proceeds with foreclosure or acceptance of a deed in lieu of foreclosure, the Servicer shall be reimbursed for all reasonable costs associated with such foreclosure or acceptance of a deed in lieu of foreclosure and any related environmental clean-up costs, as applicable, from the related Liquidation Proceeds, or if the Liquidation Proceeds are insufficient to fully reimburse the Servicer, the Servicer shall be entitled to be reimbursed from amounts in the Collection Account pursuant to Section 3.11. In the event the Servicer does not proceed with foreclosure or acceptance of a deed in lieu of foreclosure, the Servicer shall be reimbursed from general collections for all Servicing Advances made with respect to the related Mortgaged Property from the Collection Account pursuant to Section 3.11. The Trustee shall not be responsible for any determination made by the Servicer pursuant to this paragraph or otherwise.

Realization Upon Defaulted Mortgage Loans. (a) The Servicer shall, or shall use its reasonable effortsdirect the related Subservicer to, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the any Mortgage Loans as that come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.013.06, except that the Servicer shall not, and shall not direct the related Subservicer to, foreclose upon or otherwise comparably convert a Mortgaged Property if there is evidence of toxic waste or other environmental hazards thereon unless the Servicer follows the procedures in Subsection (e) below. In determining The Servicer, on behalf of the delinquency status of any Trust, may also, in its discretion, as an alternative to foreclosure, sell defaulted Mortgage Loans at fair market value to third-parties, if the Servicer reasonably believes that such sale would maximize proceeds to the Trust (on a present value basis) with respect to each such Mortgage Loan. (b) The Servicer shall foreclose or shall direct the related Subservicer to foreclose on any Mortgaged Property in the name of the Indenture Trustee for the benefit of the Noteholders. (c) In connection with such foreclosure or other conversion, the Servicer will use Delinquency Recognition Policies as described to and approved by in conjunction with the Depositorrelated Subservicer, and shall revise these policies as requested by the Depositor from time to time. The Servicer if any, shall use its best reasonable efforts to preserve REO Property and to realize upon defaulted Mortgage Loans in such manner (including short sales) as will to maximize the receipt of principal and interest by the DepositorNoteholders, taking into account, among other things, the timing of foreclosure proceedingsand the considerations set forth in Subsection 3.13(d). The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, proviso that the Servicer shall not be required to expend its own funds toward in connection with any foreclosure or towards the restoration of such any property unless it shall determine determines in its discretion good faith (i) that such restoration or foreclosure will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Noteholders after reimbursement to itself for such expenses, expenses and (ii) that such expenses will be recoverable by to it either through Liquidation Proceeds (respecting which it shall have priority for purposes of reimbursements from the Servicer Protected Account pursuant to Section 3.07) or through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02(respecting which it shall have similar priority). The Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof (as provided in Section 4.02well as its normal servicing compensation). Notwithstanding anything Any income from or other funds (net of any income taxes) generated by REO Property shall be deemed for purposes of this Servicing Agreement to the contrary contained herein, be Insurance Proceeds. (d) The Trust Estate shall not acquire any real property (or any personal property incident to such real property) except in connection with a foreclosure default or acceptance reasonably foreseeable default of a Mortgage Loan. In the event that the Trust Estate acquires any real property (or personal property incident to such real property) in connection with a default or imminent default of a Mortgage Loan, such property shall be disposed of by the Servicer (or its agent) on behalf of the Trust Estate within two years after its acquisition by the Trust Estate. (e) With respect to any Mortgage Loan as to which the Servicer or a Subservicer has received notice of, or has actual knowledge of, the presence of any toxic or hazardous substance on the Mortgaged Property, the Servicer shall promptly notify the Master Servicer and shall act in accordance with any directions and instructions provided by the Master Servicer. If the Master Servicer has not provided directions and instructions to the Servicer in connection with any such Mortgage Loan within 30 days of a request by the Servicer for such directions and instructions, then the Servicer shall take such action as it deems to be in the best economic interest of the Trust Estate (other than proceeding against the Mortgaged Property) and is hereby authorized at such time as it deems appropriate to release such Mortgaged Property from the lien of the related Mortgage. The parties hereto acknowledge that the Servicer shall not obtain on behalf of the Issuing Entity a deed as a result or in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous and shall not otherwise acquire possession of or toxic substances or wastestitle to, or if the Trustee otherwise requests an environmental inspection commence any proceedings to acquire possession of or review of such title to, or take any other action with respect to, any Mortgaged Property, such an inspection if the Master Servicer, the Owner Trustee or review is the Indenture Trustee could reasonably be considered to be conducted by a qualified inspector. Upon completion responsible party for any liability arising from the presence of any toxic or hazardous substance on the inspection, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspectionMortgaged Property.

Realization Upon Defaulted Mortgage Loans. (a) The Servicer Seller shall use its reasonable best efforts, consistent with the procedures that the Servicer Seller would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guideaccount, to foreclose upon or otherwise comparably convert the ownership of such Mortgaged Properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to timeSubsection 11.01. The Servicer Seller shall use its reasonable best efforts to realize upon defaulted Mortgage Loans in such a manner as will maximize the receipt of principal and interest by the DepositorPurchaser, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer Seller shall not be required to expend its own funds toward the restoration of such property in excess of $2,000 unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Purchaser after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer Seller through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02Subsection 11.05. The Servicer In the event that any payment due under any Mortgage Loan is not paid when the same becomes due and payable, or in the event the Mortgagor fails to perform any other covenant or obligation under the Mortgage Loan and such failure continues beyond any applicable grace period, the Seller shall take such action as it shall deem to be in the best interest of the Purchaser. In the event that any payment due under any Mortgage Loan remains delinquent for a period of 90 days or more, the Seller shall commence foreclosure proceedings, provided that prior to commencing foreclosure proceedings, the Seller shall notify the Purchaser in writing of the Seller’s intention to do so, and the Seller shall not commence foreclosure proceedings if the Purchaser objects to such action within ten (10) Business Days of receiving such notice. In such connection, the Seller shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement thereof from the related Mortgaged Property, as contemplated in Subsection 11.05. (b) Notwithstanding the foregoing provisions of this Subsection 11.03, with respect to any Mortgage Loan as to which the Seller has received actual notice of, or has actual knowledge of, the presence of any toxic or hazardous substance on the related Mortgaged Property the Seller shall not either (i) obtain title to such Mortgaged Property as a result of or in lieu of foreclosure or otherwise, or (ii) otherwise acquire possession of, or take any other action, with respect to, such Mortgaged Property if, as a result of any such action, the Purchaser would be considered to hold title to, to be a mortgagee-in-possession of, or to be an owner or operator of such Mortgaged Property within the meaning of the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended from time to time, or any comparable law, unless the Seller has also previously determined, based on its reasonable judgment and a prudent report prepared by a Person who regularly conducts environmental audits using customary industry standards, that: (1) such Mortgaged Property is in compliance with applicable environmental laws or, if not, that it would be in the best economic interest of the Purchaser to take such actions as are necessary to bring the Mortgaged Property into compliance therewith; and (2) there are no circumstances present at such Mortgaged Property relating to the use, management or disposal of any hazardous substances, hazardous materials, hazardous wastes, or petroleum-based materials for which investigation, testing, monitoring, containment, clean-up or remediation could be required under any federal, state or local law or regulation, or that if any such materials are present for which such action could be required, that it would be in the best economic interest of the Purchaser to take such actions with respect to the affected Mortgaged Property. The cost of the environmental audit report contemplated by this Subsection 11.03 shall be advanced by the Seller, subject to the Seller’s right to be reimbursed therefor from the Custodial Account as provided in Section 4.02Subsection 11.05(v). Notwithstanding anything If the Seller determines, as described above, that it is in the best economic interest of the Purchaser to take such actions as are necessary to bring any such Mortgaged Property into compliance with applicable environmental laws, or to take such action with respect to the contrary contained hereincontainment, clean-up or remediation of hazardous substances, hazardous materials, hazardous wastes, or petroleum-based materials affecting any such Mortgaged Property, then the Seller shall take such action as it deems to be in the best economic interest of the Purchaser. The cost of any such compliance, containment, cleanup or remediation shall be advanced by the Seller, subject to the Seller’s right to be reimbursed therefor from the Custodial Account as provided in Subsection 11.05(v). (c) Proceeds received in connection with any Final Recovery Determination, as well as any recovery resulting from a partial collection of Insurance Proceeds or Liquidation Proceeds in respect of any Mortgage Loan, will be applied in the following order of priority: first, to reimburse the Seller for any related unreimbursed Servicing Advances, pursuant to Subsection 11.05(iii); second, to accrued and unpaid interest on the Mortgage Loan, to the date of the Final Recovery Determination, or to the Due Date prior to the Distribution Date on which such amounts are to be distributed if not in connection with a foreclosure or acceptance Final Recovery Determination; and third, as a recovery of a deed in lieu principal of foreclosurethe Mortgage Loan. If the amount of the recovery so allocated to interest is less than the full amount of accrued and unpaid interest due on such Mortgage Loan, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review amount of such Mortgaged Propertyrecovery will be allocated by the Seller as follows: first, such an inspection or review is to be conducted by a qualified inspector. Upon completion unpaid Servicing Fees; and second, to the balance of the inspection, the Servicer shall promptly provide the Depositor interest then due and the Trustee with a written report owing. The portion of the environmental inspectionrecovery so allocated to unpaid Servicing Fees shall be reimbursed to the Seller pursuant to Subsection 11.05(iii).

Realization Upon Defaulted Mortgage Loans. The Master Servicer shall use its exercise reasonable efforts, consistent with the procedures that the Master Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guideaccount, to foreclose upon or otherwise comparably convert (which may include an REO Acquisition) the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor3.07, and shall revise these policies as requested by which are not released from the Depositor from time Trust Fund pursuant to timeany other provision hereof. The Master Servicer shall use its reasonable efforts to realize upon proceeds from such defaulted Mortgage Loans in such manner (including short sales and passing through to the Trust Fund less than the full amount it expects to receive from the related Mortgage Loan) as will maximize the receipt of principal and interest by the DepositorCertificateholders, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damagedamage from an Uninsured Cause, the Master Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its sole discretion (i) that such restoration will increase the net proceeds of liquidation of the related Mortgage Loan to Certificateholders and the Depositor Certificate Insurer after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Master Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.023.11. The Master Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 4.023.11. Notwithstanding anything The proceeds of any Cash Liquidation or REO Disposition, as well as any recovery resulting from a partial collection of Insurance Proceeds or Liquidation Proceeds or any income from an REO Property, will be deposited into the Custodial Account and applied in the following order of priority: first, to reimburse the Master Servicer or any Sub-Servicer for any related unreimbursed Servicing Advances, pursuant to Section 3.11(vi) or 3.22; second, to accrued and unpaid interest on the Mortgage Loan or REO Imputed Interest, at the Mortgage Rate, to the contrary contained hereindate of the Cash Liquidation or REO Disposition, or to the Due Date prior to the Distribution Date on which such amounts are to be distributed if not in connection with a foreclosure Cash Liquidation or acceptance REO Disposition; and third, as a recovery of principal of the Mortgage Loan. If the amount of the recovery so allocated to interest is less than a deed full recovery thereof, that amount will be allocated as follows: first, to unpaid Master Servicing Fees or Sub-Servicing Fees; and second, to interest at the Net Mortgage Rate. The portion of the recovery so allocated to unpaid Master Servicing Fees or Sub-Servicing Fees shall be reimbursed to the Master Servicer or any Sub-Servicer pursuant to Section 3.11(vi). The portions of the recovery so allocated to interest at the Net Mortgage Rate and to principal of the Mortgage Loan shall be applied as follows: first, to reimburse the Master Servicer or any Sub-Servicer for any related unreimbursed Advances in lieu of foreclosureaccordance with Section 3.11(iii) or 3.22, second, payment to PMI Insurer in the event the Servicer has reasonable cause accordance with Sections 3.11(ix) and third, for payment to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests and distribution to the Certificateholders in accordance with the provisions of Section 4.01, subject to Section 3.22 with respect to certain recoveries from an environmental inspection or review of such Mortgaged PropertyREO Disposition constituting Excess Proceeds. To the extent the Master Servicer receives additional recoveries following a Cash Liquidation, such an inspection or review is to be conducted by a qualified inspector. Upon completion the amount of the inspectionRealized Loss will be restated, the Servicer shall promptly provide the Depositor and the Trustee with a written report of additional recoveries will be passed through the environmental inspectionTrust Fund as Liquidation Proceeds.

Realization Upon Defaulted Mortgage Loans. (a) The Servicer shall use its reasonable best efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guideaccount, to foreclose upon or otherwise comparably convert the ownership of such Mortgaged Properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to timeSubsection 11.01. The Servicer shall use its reasonable best efforts to realize upon defaulted Mortgage Loans in such a manner as will maximize the receipt of principal and interest by the DepositorPurchaser, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer shall not be required to expend its own funds toward the restoration of such property in excess of $2,000 unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Purchaser after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02Subsection 11.05. In the event that any payment due under any Mortgage Loan is not paid when the same becomes due and payable, or in the event the Mortgagor fails to perform any other covenant or obligation under the Mortgage Loan and such failure continues beyond any applicable grace period, the Servicer shall take such action as it shall deem to be in the best interest of the Purchaser. In the event that any payment due under any Mortgage Loan remains delinquent for a period of ninety (90) days or more, the Servicer shall commence foreclosure proceedings. The Servicer shall notify the Purchaser in writing of the commencement of foreclosure proceedings. In such connection, the Servicer shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement thereof from the related Mortgaged Property, as contemplated in Subsection 11.05. (b) Notwithstanding the foregoing provisions of this Subsection 11.03, with respect to any Mortgage Loan as to which the Servicer has received actual notice of, or has actual knowledge of, the presence of any toxic or hazardous substance on the related Mortgaged Property the Servicer shall not either (i) obtain title to such Mortgaged Property as a result of or in lieu of foreclosure or otherwise, or (ii) otherwise acquire possession of, or take any other action, with respect to, such Mortgaged Property if, as a result of any such action, the Purchaser would be considered to hold title to, to be a mortgagee-in-possession of, or to be an owner or operator of such Mortgaged Property within the meaning of the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended from time to time, or any comparable law, unless the Servicer has also previously determined, based on its reasonable judgment and a prudent report prepared by a Person who regularly conducts environmental audits using customary industry standards, that: (1) such Mortgaged Property is in compliance with applicable environmental laws or, if not, that it would be in the best economic interest of the Purchaser to take such actions as are necessary to bring the Mortgaged Property into compliance therewith; and (2) there are no circumstances present at such Mortgaged Property relating to the use, management or disposal of any hazardous substances, hazardous materials, hazardous wastes, or petroleum-based materials for which investigation, testing, monitoring, containment, clean-up or remediation could be required under any federal, state or local law or regulation, or that if any such materials are present for which such action could be required, that it would be in the best economic interest of the Purchaser to take such actions with respect to the affected Mortgaged Property. The cost of the environmental audit report contemplated by this Subsection 11.03 shall be advanced by the Servicer, subject to the Servicer's right to be reimbursed therefor from the Custodial Account as provided in Section 4.02Subsection 11.05(vi). If the Servicer determines, as described above, that it is in the best economic interest of the Purchaser to take such actions as are necessary to bring any such Mortgaged Property into compliance with applicable environmental laws, or to take such action with respect to the containment, clean-up or remediation of hazardous substances, hazardous materials, hazardous wastes, or petroleum-based materials affecting any such Mortgaged Property, then the Servicer shall take such action as it deems to be in the best economic interest of the Purchaser. The cost of any such compliance, containment, cleanup or remediation shall be advanced by the Servicer, subject to the Servicer's right to be reimbursed therefor from the Custodial Account as provided in Subsection 11.05(vi). (c) Proceeds received in connection with any Final Recovery Determination, as well as any recovery resulting from a partial collection of Insurance Proceeds or Liquidation Proceeds in respect of any Mortgage Loan, will be applied in the following order of priority: first, to reimburse the Servicer for any related unreimbursed Servicing Advances, pursuant to Subsection 11.05(iii); second, to accrued and unpaid interest on the Mortgage Loan, to the date of the Final Recovery Determination, or to the Due Date prior to the Distribution Date on which such amounts are to be distributed if not in connection with a Final Recovery Determination; and third, as a recovery of principal of the Mortgage Loan. If the amount of the recovery so allocated to interest is less than the full amount of accrued and unpaid interest due on such Mortgage Loan, the amount of such recovery will be allocated by the Servicer as follows: first, to unpaid Servicing Fees; and second, to the balance of the interest then due and owing. The portion of the recovery so allocated to unpaid Servicing Fees shall be reimbursed to the Servicer pursuant to Subsection 11.05(iv). (d) Notwithstanding anything to the contrary contained herein, the Purchaser may, at the Purchaser's sole option, terminate the Servicer as servicer of any Mortgage Loan which becomes ninety (90) days or greater delinquent in connection with a foreclosure or acceptance payment of a deed in lieu scheduled Monthly Payment, without payment of foreclosureany termination fee with respect thereto, in the event the Servicer has reasonable cause to believe provided that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide on the Depositor date said termination takes effect be reimbursed for any unreimbursed Monthly Advances of the Servicer's funds made pursuant to Subsection 11.21 and any unreimbursed Servicing Advances and Servicing Fees relating to such delinquent Mortgage Loan notwithstanding anything to the contrary set forth in Subsection 11.05. In the event of any such termination, the provisions of Section 17 hereof shall apply to said termination and the Trustee transfer of servicing responsibilities with a written report of respect to such delinquent Mortgage Loan to the environmental inspectionPurchaser or its designee.

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable best efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx GuideAccepted Servicing Practices, to foreclose upon or otherwise comparably convert (which may include an acquisition of REO Property) the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor3.07, and shall revise these policies as requested by the Depositor which are not released from time this Agreement pursuant to timeany other provision hereof. The Servicer shall use its reasonable efforts to realize upon such defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorTrustee, taking into account, among other things, the timing of foreclosure proceedings; provided, however with respect to any Second Lien Mortgage Loan, if, after such Mortgage Loan becomes 180 days or more delinquent, the Servicer determines that a significant net recovery is not possible through foreclosure, such Mortgage Loan may be charged off and the Mortgage Loan will be treated as a Liquidated Mortgage Loan giving rise to a Realized Loss. The foregoing is subject to the provisions that, in any case in which a Mortgaged Property shall have suffered damagedamage from an uninsured cause, the Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its sole discretion (i) that such restoration will increase the net proceeds of liquidation of the related Mortgage Loan to the Depositor Trustee, after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer through Insurance Proceeds, Condemnation Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.023.11. The Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 4.023.11. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event In circumstances where the Servicer has reasonable cause determines that it would be uneconomical to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if foreclose on the Trustee otherwise requests an environmental inspection or review of such related Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion the Servicer may write off the entire outstanding principal balance of the inspection, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspectionrelated Second Lien Mortgage Loan as bad debt.

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx GuideAccepted Servicing Practices, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorOwner, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which any Mortgaged Property shall have suffered damage, the Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Owner after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.024.05. The Servicer shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesServicing Advances; provided, however, that it shall be entitled to reimbursement therefor as provided in Section 4.024.05. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee Owner otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee Owner with a written report of the environmental inspection. After reviewing the environmental inspection report, the Owner shall direct the Servicer as to how the Servicer shall proceed with respect to the Mortgaged Property, and the Servicer shall follow the Owner’s directions with respect thereto.

Realization Upon Defaulted Mortgage Loans. The Master Servicer shall use its exercise reasonable efforts, consistent with the procedures that the Master Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guideaccount, to foreclose upon or otherwise comparably convert (which may include an REO Acquisition) the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor3.07, and shall revise these policies as requested by which are not released from the Depositor from time Trust Fund pursuant to timeany other provision hereof. The Master Servicer shall use its reasonable efforts to realize upon such defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorCertificateholders, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damagedamage from an Uninsured Cause, the Master Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the net proceeds of liquidation of the related Mortgage Loan to the Depositor Certificateholders after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Master Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.023.11. The Master Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof from the related Mortgaged Property, as provided contemplated in Section 4.023.11. Notwithstanding anything The proceeds of any Cash Liquidation or REO Disposition, as well as any recovery resulting from a partial collection of Insurance Proceeds or Liquidation Proceeds or any income from an REO Property, will be applied in the following order of priority: first, to reimburse the Master Servicer or any Sub- Servicer for any related unreimbursed Servicing Advances, pursuant to Section 3.11 (vi) or 3.22; second, to accrued and unpaid interest on the Mortgage Loan or REO Imputed Interest, at the Mortgage Rate, to the contrary contained hereindate of the Cash Liquidation or REO Disposition, or to the Due Date prior to the Distribution Date on which such amounts are to be distributed if not in connection with a foreclosure Cash Liquidation or acceptance REO Disposition; and third, as a recovery of principal of the Mortgage Loan. If the amount of the recovery so allocated to interest is less than a deed in lieu full recovery thereof, that amount will be allocated as follows: first, on a pro rata basis, to unpaid Servicing Fees; and second, to interest at the related Net Mortgage Rate. The portion of foreclosurethe recovery so allocated to unpaid Servicing Fees shall be reimbursed to the Master Servicer or any Sub-Servicer pursuant to Section 3.11(vi). The portions of the recovery so allocated to interest at the related Net Mortgage Rate and to principal of the Mortgage Loan shall be applied as follows: first, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if reimburse the Trustee otherwise requests an environmental inspection for any unpaid Trustee’s Fees, second, to reimburse the Master Servicer or review any Sub-Servicer for any related unreimbursed Advances in accordance with Section 3. 1 31 (iii) or 3.22, and third, for distribution in accordance with the provisions of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor Section 4.01(b) and the Trustee with a written report of the environmental inspection4.01(c).

Realization Upon Defaulted Mortgage Loans. The Master Servicer shall use its exercise reasonable efforts, consistent with the procedures that the Master Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guideaccount, to foreclose upon or otherwise comparably convert (which may include an REO Acquisition) the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor3.07, and shall revise these policies as requested by which are not released from the Depositor from time Trust Fund pursuant to timeany other provision hereof. The Master Servicer shall use its reasonable efforts to realize upon such defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorCertificateholders, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damagedamage from an Uninsured Cause, the Master Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the net proceeds of liquidation of the related Mortgage Loan to the Depositor Certificateholders after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Master Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.023.11. The Master Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof from the related Mortgaged Property, as provided contemplated in Section 4.023.11. Notwithstanding anything The proceeds of any Cash Liquidation or REO Disposition, as well as any recovery resulting from a partial collection of Insurance Proceeds or Liquidation Proceeds or any income from an REO Property, will be applied in the following order of priority: first, to reimburse the Master Servicer or any Sub-Servicer for any related unreimbursed Servicing Advances, pursuant to Section 3.11(vi) or 3.22; second, to accrued and unpaid interest on the Mortgage Loan or REO Imputed Interest, at the Mortgage Rate, to the contrary contained hereindate of the Cash Liquidation or REO Disposition, or to the Due Date prior to the Distribution Date on which such amounts are to be distributed if not in connection with a foreclosure Cash Liquidation or acceptance REO Disposition; and third, as a recovery of principal of the Mortgage Loan. If the amount of the recovery so allocated to interest is less than a deed in lieu full recovery thereof, that amount will be allocated as follows: first, on a pro rata basis, to unpaid Servicing Fees; and second, to interest at the related Net Mortgage Rate. The portion of foreclosurethe recovery so allocated to unpaid Servicing Fees shall be reimbursed to the Master Servicer or any Sub-Servicer pursuant to Section 3.11(vi). The portions of the recovery so allocated to interest at the related Net Mortgage Rate and to principal of the Mortgage Loan shall be applied as follows: first, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if reimburse the Trustee otherwise requests an environmental inspection for any unpaid Trustee's Fees, second, to reimburse the Master Servicer or review any Sub-Servicer for any related unreimbursed Advances in accordance with Section 3.11(iii) or 3.22, and third, for distribution in accordance with the provisions of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspectionSection 4.01(b).

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Fxxxxx Mae Guide, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorOwner, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Owner after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.024.05. The Servicer shall notify the Owner in writing of the commencement of foreclosure proceedings. The Servicer shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesServicing Advances; provided, however, that it shall be entitled to reimbursement therefor from the related Mortgaged Property, as provided contemplated in Section 4.024.05. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee Owner otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee Owner with a written report of the environmental inspection. After reviewing the environmental inspection report, the Owner shall determine how the Servicer shall proceed with respect to the Mortgaged Property.

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, With respect to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loandefault, the Servicer will use Delinquency Recognition Policies decide whether to foreclose upon the Mortgaged Properties securing such Mortgage Loans or write off the unpaid principal balance of the Mortgage Loans as described bad debt; PROVIDED that if the Servicer has actual knowledge that any Mortgaged Property is affected by hazardous or toxic wastes or substances and that the acquisition of such Mortgaged Property would not be commercially reasonable, then the Servicer will not cause the Company to and approved by acquire title to such Mortgaged Property in a foreclosure or similar proceeding. In connection with such foreclosure or other conversion, the Depositor, and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans follow such practices (including, in such manner as will maximize the receipt case of principal and interest by the Depositor, taking into account, among other thingsany default on a related senior mortgage loan, the timing advancing of funds to correct such default) and procedures as it shall deem necessary or advisable and as shall be normal and usual in its general mortgage servicing activities; PROVIDED that the Servicer shall not be liable in any respect hereunder if the Servicer is acting in connection with any such foreclosure proceedingsor attempted foreclosure which is not completed or other conversion in a manner that is consistent with the provisions of this Servicing Agreement. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, proviso that the Servicer shall not be required to expend its own funds toward in connection with any foreclosure or attempted foreclosure which is not completed or towards the correction of any default on a related senior xxxx xxxx loan or restoration of such any property unless it shall determine in its discretion (i) that such restoration expenditure will increase Net Liquidation Proceeds. In the proceeds event of liquidation of the related Mortgage Loan to the Depositor after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable a determination by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02. The Servicer shall be responsible for all costs and expenses incurred by it in that any such proceedings or functions as advances; provided, however, that it shall expenditure previously made pursuant to this Section 3.07 will not be entitled to reimbursement therefor as provided in Section 4.02. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspection.reimbursable from Net

Realization Upon Defaulted Mortgage Loans. The Master Servicer shall use its exercise reasonable efforts, consistent with the procedures that the Master Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guideaccount, to foreclose upon or otherwise comparably convert (which may include an REO Acquisition) the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor3.07, and shall revise these policies as requested by which are not released from the Depositor from time Trust Fund pursuant to timeany other provision hereof. The Master Servicer shall use its reasonable efforts to realize upon proceeds from such defaulted Mortgage Loans in such manner (including short sales and passing through to the Trust Fund less than the full amount it expects to receive from the related Mortgage Loan) as will maximize the receipt of principal and interest by the DepositorCertificateholders, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damagedamage from an Uninsured Cause, the Master Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its sole discretion (i) that such restoration will increase the net proceeds of liquidation of the related Mortgage Loan to the Depositor Certificateholders after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Master Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.023.11. The Master Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 4.023.11. Notwithstanding anything The proceeds of any Cash Liquidation or REO Disposition, as well as any recovery resulting from a partial collection of Insurance Proceeds or Liquidation Proceeds or any income from an REO Property, will be deposited into the Custodial Account and applied in the following order of priority: first, to reimburse the Master Servicer or any Sub-Servicer for any related unreimbursed Servicing Advances, pursuant to Section 3.11(vi) or 3.22; second, to accrued and unpaid interest on the Mortgage Loan or REO Imputed Interest, at the Mortgage Rate, to the contrary contained hereindate of the Cash Liquidation or REO Disposition, or to the Due Date prior to the Distribution Date on which such amounts are to be distributed if not in connection with a foreclosure Cash Liquidation or acceptance REO Disposition; and third, as a recovery of principal of the Mortgage Loan. If the amount of the recovery so allocated to interest is less than a deed full recovery thereof, that amount will be allocated as follows: first, to unpaid Master Servicing Fees or Sub-Servicing Fees; and second, to interest at the Net Mortgage Rate. The portion of the recovery so allocated to unpaid Master Servicing Fees or Sub-Servicing Fees shall be reimbursed to the Master Servicer or any Sub-Servicer pursuant to Section 3.11(vi). The portions of the recovery so allocated to interest at the Net Mortgage Rate and to principal of the Mortgage Loan shall be applied as follows: first, to reimburse the Master Servicer or any Sub-Servicer for any related unreimbursed Advances in lieu of foreclosureaccordance with Section 3.11(iii) or 3.22, second, payment to the PMI Insurer in the event the Servicer has reasonable cause accordance with Sections 3.11(ix) and third, for payment to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests and distribution to the Certificateholders in accordance with the provisions of Section 4.01, subject to Section 3.22 with respect to certain recoveries from an environmental inspection or review of such Mortgaged PropertyREO Disposition constituting Excess Proceeds. To the extent the Master Servicer receives additional recoveries following a Cash Liquidation, such an inspection or review is to be conducted by a qualified inspector. Upon completion the amount of the inspectionRealized Loss will be restated, the Servicer shall promptly provide the Depositor and the Trustee with a written report of additional recoveries will be passed through the environmental inspectionTrust Fund as Liquidation Proceeds.

Realization Upon Defaulted Mortgage Loans. The Master Servicer shall use its exercise reasonable efforts, consistent with the procedures that the Master Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guideaccount, to foreclose upon or otherwise comparably convert (which may include an REO Acquisition) the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor3.07, and shall revise these policies as requested by which are not released from the Depositor from time Trust Fund pursuant to timeany other provision hereof. The Master Servicer shall use its reasonable efforts to realize upon such defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorCertificateholders, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damagedamage from an Uninsured Cause, the Master Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the net proceeds of liquidation of the related Mortgage Loan to the Depositor Certificateholders after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Master Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.023.11. The Master Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof from the related Mortgaged Property, as provided contemplated in Section 4.023.11. Notwithstanding anything The proceeds of any Cash Liquidation or REO Disposition, as well as any recovery resulting from a partial collection of Insurance Proceeds or Liquidation Proceeds or any income from an REO Property, will be applied in the following order of priority: first, to reimburse the Master Servicer or any Sub-Servicer for any related unreimbursed Servicing Advances, pursuant to Section 3.11(vi) or 3.22; second, to accrued and unpaid interest on the Mortgage Loan or REO Imputed Interest, at the Mortgage Rate, to the contrary contained hereindate of the Cash Liquidation or REO Disposition, or to the Due Date prior to the Distribution Date on which such amounts are to be distributed if not in connection with a foreclosure Cash Liquidation or acceptance REO Disposition; and third, as a recovery of principal of the Mortgage Loan. If the amount of the recovery so allocated to interest is less than a deed in lieu full recovery thereof, that amount will be allocated as follows: first, on a pro rata basis, to unpaid Servicing Fees; and second, to interest at the related Net Mortgage Rate. The portion of foreclosurethe recovery so allocated to unpaid Servicing Fees shall be reimbursed to the Master Servicer or any Sub-Servicer pursuant to Section 3.11(vi). The portions of the recovery so allocated to interest at the related Net Mortgage Rate and to principal of the Mortgage Loan shall be applied as follows: first, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if reimburse the Trustee otherwise requests an environmental inspection for any unpaid Trustee's Fees, second, to reimburse the Master Servicer or review any Sub- Servicer for any related unreimbursed Advances in accordance with Section 3.11 (iii) or 3.22, and third, for distribution in accordance with the provisions of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspectionSection 4.01(b).

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Mae Guide, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorOwner, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Owner after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.024.05. The Servicer shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesServicing Advances; provided, however, that it shall be entitled to reimbursement therefor as provided in Section 4.024.05. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee Owner otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee Owner with a written report of the environmental inspection. After reviewing the environmental inspection report, the Owner shall determine how the Servicer shall proceed with respect to the Mortgaged Property.

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable best efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx GuideAccepted Servicing Practices, to foreclose upon or otherwise comparably convert (which may include an acquisition of REO Property) the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor3.07, and shall revise these policies as requested by the Depositor which are not released from time this Agreement pursuant to timeany other provision hereof. The Servicer shall use its reasonable efforts to realize upon such defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorTrustee, taking into account, among other things, the timing of foreclosure proceedings; provided, however, with respect to any Second-Lien Mortgage Loan for which the related First-Lien Mortgage Loan is not included in the Trust Fund, if, after such Mortgage Loan becomes 120 days or more delinquent, the Servicer determines that a significant net recovery is not possible through foreclosure, such Mortgage Loan may be charged off and the Mortgage Loan will be treated as a Liquidated Mortgage Loan giving rise to a Realized Loss. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damagedamage from an uninsured cause, the Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its sole discretion (i) that such restoration will increase the net proceeds of liquidation of the related Mortgage Loan to the Depositor Trustee, after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer through Insurance Proceeds, Condemnation Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.023.11. The Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 4.02. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspection3.11.

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide or the Xxxxxxx Mac Guide, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorOwner, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Owner after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.024.05. The Servicer shall notify the Owner in writing of the commencement of foreclosure proceedings. The Servicer shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesServicing Advances; provided, however, that it shall be entitled to reimbursement therefor from the related Mortgaged Property or otherwise, as provided contemplated in Section 4.024.05. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee Owner otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. The cost for such inspection or review shall be borne by the Owner. Upon completion of the inspectioninspection or review, the Servicer shall promptly provide the Depositor and the Trustee Owner with a written report of the environmental inspection.

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable best efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx GuideAccepted Servicing Practices, to foreclose upon or otherwise comparably convert (which may include an acquisition of REO Property) the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor3.07, and shall revise these policies as requested by the Depositor which are not released from time this Agreement pursuant to timeany other provision hereof. The Servicer shall use its reasonable efforts to realize upon such defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorSecurities Administrator, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which a Mortgaged Property shall have suffered damagedamage from an uninsured cause, the Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its sole discretion (i) that such restoration will increase the net proceeds of liquidation of the related Mortgage Loan to the Depositor Securities Administrator, after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer through Insurance Proceeds, Condemnation Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.023.11. The Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 4.023.11. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event In circumstances where the Servicer has reasonable cause determines that it would be uneconomical to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if foreclose on the Trustee otherwise requests an environmental inspection or review of such related Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion the Servicer may write off the entire outstanding principal balance of the inspectionrelated Second Lien Mortgage Loan as bad debt. In the event that the related first lien mortgage loan is not being serviced by the Servicer, the Servicer shall promptly provide have no liability for any losses resulting from a foreclosure on a Second Lien Mortgage Loan in connection with the Depositor foreclosure on the related first lien mortgage loan for which the related first lien mortgage loan is not included in the Trust Fund where the Servicer did not receive notice or otherwise had no actual knowledge regarding such foreclosure on the related first lien mortgage loan; provided, however, if the Servicer is either notified or has actual knowledge that any holder of a first lien mortgage loan intends to accelerate the obligations secured by the first lien mortgage loan, or that any such holder intends to declare a default under the mortgage or promissory note secured thereby, or has filed or intends to file an election to have the related Mortgaged Property sold or foreclosed, the Servicer shall take, on behalf of the Trust, whatever actions are necessary to protect the interests of the Trust in accordance with Accepted Servicing Practices and the Trustee REMIC Provisions. The Servicer shall not be required to make a Servicing Advance pursuant to Section 4.01 with respect thereto except to the extent that it determines in its reasonable good faith judgment that such advance would be recoverable from Liquidation Proceeds on the related Second Lien Mortgage Loan, that a written report significant net recovery is possible through foreclosure, and in no event in an amount that is greater than the then outstanding principal balance of the environmental inspectionrelated Second Lien Mortgage Loan. The Servicer shall thereafter take such action as is reasonably necessary to recover any amount so advanced and to otherwise reimburse itself as a Servicing Advance from the Collection Account pursuant to Section 3.11.

Realization Upon Defaulted Mortgage Loans. The Each Servicer shall use its reasonable best efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx GuideAccepted Servicing Practices, to foreclose upon or otherwise comparably convert (which may include an acquisition of REO Property) the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor3.07, and shall revise these policies as requested by the Depositor which are not released from time this Agreement pursuant to timeany other provision hereof. The Each Servicer shall use its reasonable efforts to realize upon such defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorSecurities Administrator, taking into account, among other things, the timing of foreclosure proceedings; provided, however with respect to any Second Lien Mortgage Loan, if, after such Mortgage Loan becomes 180 days or more delinquent, the Servicer determines that a significant net recovery is not possible through foreclosure, such Mortgage Loan may be charged off and the Mortgage Loan will be treated as a Liquidated Mortgage Loan giving rise to a Realized Loss. The foregoing is subject to the provisions that, in any case in which a Mortgaged Property shall have suffered damagedamage from an uninsured cause, the a Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its sole discretion (i) that such restoration will increase the net proceeds of liquidation of the related Mortgage Loan to the Depositor Securities Administrator, after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the such Servicer through Insurance Proceeds, Condemnation Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.023.11. The Each Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 3.11. In the event that the related First Lien Mortgage Loan is not being serviced by such Servicer, such Servicer shall have no liability for any losses resulting from a foreclosure on a Second Lien Mortgage Loan in connection with the foreclosure on the related First Lien Mortgage Loan for which the related First Lien Mortgage Loan is not included in the Trust Fund where such Servicer did not receive notice or otherwise had no actual knowledge regarding such foreclosure on the related First Lien Mortgage Loan; provided, however, if such Servicer is either notified or has actual knowledge that any holder of a First Lien Mortgage Loan intends to accelerate the obligations secured by the First Lien Mortgage Loan, or that any such holder intends to declare a default under the mortgage or promissory note secured thereby, or has filed or intends to file an election to have the related Mortgaged Property sold or foreclosed, such Servicer shall take, on behalf of the Trust, whatever actions are necessary to protect the interests of the Trust in accordance with Accepted Servicing Practices and the REMIC Provisions. No Servicer shall be required to make a Servicing Advance pursuant to Section 4.01 with respect thereto except to the extent that it determines in its reasonable good faith judgment that such advance would be recoverable from Liquidation Proceeds on the related Second Lien Mortgage Loan, that a significant net recovery is possible through foreclosure, and in no event in an amount that is greater than the then outstanding principal balance of the related Second Lien Mortgage Loan. The applicable Servicer shall thereafter take such action as is reasonably necessary to recover any amount so advanced and to otherwise reimburse itself as a Servicing Advance from the Collection Account pursuant to Section 3.11. The proceeds of any Liquidation Event or REO Disposition, as well as any recovery resulting from a partial collection of Insurance Proceeds, Condemnation Proceeds or Liquidation Proceeds or any income from an REO Property, will be applied in the following order of priority: first, to reimburse such Servicer or any Subservicer for any related unreimbursed Servicing Advances, pursuant to Section 3.11 or 3.17; second, to accrued and unpaid interest on the Mortgage Loan or REO Imputed Interest, at the Mortgage Interest Rate, to the date of the liquidation or REO Disposition, or to the Due Date prior to the Remittance Date on which such amounts are to be distributed if not in connection with a Liquidation Event or REO Disposition; third, to reimburse such Servicer for any related unreimbursed P&I Advances, pursuant to Section 3.11; and fourth, as a rxxxxxxx xx xxxxxipal of the Mortgage Loan. If the amount of the recovery so allocated to interest is less than a full recovery thereof, that amount will be allocated as follows: first, to unpaid Servicing Fees; and second, as interest at the Mortgage Interest Rate (net of the Servicing Fee Rate). The portion of the recovery so allocated to unpaid Servicing Fees shall be reimbursed to such Servicer or any Subservicer pursuant to Section 3.11 or 3.17. The portions of the recovery so allocated to interest at the Mortgage Interest Rate (net of the Servicing Fee Rate) and to principal of the Mortgage Loan shall be applied as follows: first, to reimburse such Servicer or any Subservicer for any related unreimbursed Servicing Advances in accordance with Section 3.11 or 3.17, and second, to the Securities Administrator in accordance with the provisions of Section 4.02, subject to the last paragraph of Section 3.17 with respect to certain excess recoveries from an REO Disposition. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the a Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by received actual notice of, or has actual knowledge of the presence of, hazardous or toxic substances or wasteswastes on the related Mortgaged Property, or if the Trustee or the Master Servicer otherwise requests requests, such Servicer shall cause an environmental inspection or review of such Mortgaged Property, such an inspection or review is Property to be conducted by a qualified inspector. Upon completion of the inspection, the such Servicer shall promptly provide the Depositor Trustee, the Master Servicer and the Trustee Depositor, with a written report of the environmental inspection.

Realization Upon Defaulted Mortgage Loans. The Master Servicer shall use its exercise reasonable efforts, consistent with the procedures that the Master Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guideaccount, to foreclose upon or otherwise comparably convert (which may include an REO Acquisition) the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor3.07, and shall revise these policies as requested by which are not released from the Depositor from time Trust Fund pursuant to timeany other provision hereof. The Master Servicer shall use its reasonable efforts to realize upon proceeds from such defaulted Mortgage Loans in such manner (including short sales and passing through to the Trust Fund less than the full amount it expects to receive from the related Mortgage Loan) as will maximize the receipt of principal and interest by the DepositorCertificateholders, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damagedamage from an Uninsured Cause, the Master Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its sole discretion (i) that such restoration will increase the net proceeds of liquidation of the related Mortgage Loan to the Depositor Certificateholders after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Master Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.023.11. The Master Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 4.023.11. Notwithstanding anything The proceeds of any Cash Liquidation or REO Disposition, as well as any recovery resulting from a partial collection of Insurance Proceeds or Liquidation Proceeds or any income from an REO Property, will be deposited into the Custodial Account and applied in the following order of priority: first, to reimburse the Master Servicer or any Sub-Servicer for any related unreimbursed Servicing Advances, pursuant to Section 3.11(vi) or 3.22; second, to accrued and unpaid interest on the Mortgage Loan or REO Imputed Interest, at the Mortgage Rate, to the contrary contained hereindate of the Cash Liquidation or REO Disposition, or to the Due Date prior to the Distribution Date on which such amounts are to be distributed if not in connection with a foreclosure Cash Liquidation or acceptance REO Disposition; and third, as a recovery of principal of the Mortgage Loan. If the amount of the recovery so allocated to interest is less than a deed full recovery thereof, that amount will be allocated as follows: first, to unpaid Servicing Fees; and second, to interest at the Net Mortgage Rate. The portion of the recovery so allocated to unpaid Servicing Fees shall be reimbursed to the Master Servicer or any Sub-Servicer pursuant to Section 3.11(vi). The portions of the recovery so allocated to interest at the Net Mortgage Rate and to principal of the Mortgage Loan shall be applied as follows: first, to reimburse the Master Servicer or any Sub-Servicer for any related unreimbursed Advances in lieu of foreclosureaccordance with Section 3.11(iii) or 3.22, second, payment to Radian in the event the Servicer has reasonable cause accordance with Sections 3.11(ix) and third, for payment to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests and distribution to the Certificateholders in accordance with the provisions of Section 4.01, subject to Section 3.22 with respect to certain recoveries from an environmental inspection or review of such Mortgaged PropertyREO Disposition constituting Excess Proceeds. To the extent the Master Servicer receives additional recoveries following a Cash Liquidation, such an inspection or review is to be conducted by a qualified inspector. Upon completion the amount of the inspectionRealized Loss will be restated, the Servicer shall promptly provide the Depositor and the Trustee with a written report of additional recoveries will be passed through the environmental inspectionTrust Fund as Liquidation Proceeds.

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies apply the definition of Delinquent as described to such term is defined under the related pooling and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to timeservicing agreement. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorOwner, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Owner after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.024.05. The Servicer shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesServicing Advances; provided, however, that it shall be entitled to reimbursement therefor as provided in Section 4.024.05. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee Owner otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee Owner with a written report of the environmental inspection. After reviewing the environmental inspection report, the Owner shall determine how the Servicer shall proceed with respect to the Mortgaged Property.

Realization Upon Defaulted Mortgage Loans. The Master Servicer shall use its exercise reasonable efforts, consistent with the procedures that the Master Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guideaccount, to foreclose upon or otherwise comparably convert (which may include an REO Acquisition) the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor3.07, and shall revise these policies as requested by which are not released from the Depositor from time Trust Fund pursuant to timeany other provision hereof. The Master Servicer shall use its reasonable efforts to realize upon such defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorCertificateholders, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damagedamage from an Uninsured Cause, the Master Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the net proceeds of liquidation of the related Mortgage Loan to the Depositor Certificateholders after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Master Servicer through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.023.11. The Master Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof from the related Mortgaged Property, as provided contemplated in Section 4.023.11. Notwithstanding anything The proceeds of any Cash Liquidation or REO Disposition, as well as any recovery resulting from a partial collection of Insurance Proceeds or Liquidation Proceeds or any income from an REO Property, will be applied in the following order of priority: first, to reimburse the Master Servicer or any Sub-Servicer for any related unreimbursed Servicing Advances, pursuant to Section 3.11(vi) or 3.22; second, to accrued and unpaid interest on the Mortgage Loan or REO Imputed Interest, at the Mortgage Rate, to the contrary contained hereindate of the Cash Liquidation or REO Disposition, or to the Due Date prior to the Distribution Date on which such amounts are to be distributed if not in connection with a foreclosure Cash Liquidation or acceptance REO Disposition; and third, as a recovery of principal of the Mortgage Loan. If the amount of the recovery so allocated to interest is less than a deed in lieu full recovery thereof, that amount will be allocated as follows: first, on a pro rata basis, to unpaid Servicing Fees; and second, to interest at the related Net Mortgage Rate. The portion of foreclosurethe recovery so allocated to unpaid Servicing Fees shall be reimbursed to the Master Servicer or any Sub-Servicer pursuant to Section 3.11(vi). The portions of the recovery so allocated to interest at the related Net Mortgage Rate and to principal of the Mortgage Loan shall be applied as follows: first, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if reimburse the Trustee otherwise requests an environmental inspection for any unpaid Trustee's Fees, second, to reimburse the Master Servicer or review any Sub-Servicer for any related unreimbursed Advances in accordance with Section 3.11(iii) or 3.22, and third, for distribution in accordance with the provisions of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor Section 4.01(b) and the Trustee with a written report of the environmental inspection4.01(c).

Realization Upon Defaulted Mortgage Loans. (a) The Special Servicer shall use its shall, subject to subsections (b) through (d) of this Section 3.09, Section 3.29, subject to the Directing Certificateholders’ rights pursuant to Section 6.07, exercise reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx GuideServicing Standard, to foreclose upon or otherwise comparably convert (which may include an REO Acquisition) the ownership of Mortgaged Properties property securing such of the Mortgage Loans Loan as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments payments, and which are not released from the Trust Fund pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the Depositor, taking into account, among other things, the timing of foreclosure proceedingsprovision hereof. The foregoing is subject to the provisions provision that, in any case in which a Mortgaged Property shall have suffered damagedamage from an Uninsured Cause, the Master Servicer or Special Servicer shall not be required to make a Servicing Advance and expend its own funds toward the restoration of such property unless it shall determine the Special Servicer has determined in its reasonable discretion (i) that such restoration will increase the net proceeds of liquidation of such Mortgaged Property to Certificateholders after reimbursement to the Master Servicer for such Servicing Advance, and the Master Servicer or Special Servicer has not determined that such Servicing Advance together with accrued and unpaid interest thereon would constitute a Nonrecoverable Advance. The costs and expenses incurred by the Special Servicer in any such proceedings shall be advanced by the Master Servicer; provided that, in each case, such cost or expense would not, if incurred, constitute a Nonrecoverable Servicing Advance. Nothing contained in this Section 3.09 shall be construed so as to require the Master Servicer or the Special Servicer, on behalf of the Trust, to make a bid on any Mortgaged Property at a foreclosure sale or similar proceeding that is in excess of the fair market value of such property, as determined by the Master Servicer or the Special Servicer in its reasonable judgment taking into account the factors described in Section 3.18(b) and the results of any Appraisal obtained pursuant to the following sentence, all such bids to be made in a manner consistent with the Servicing Standard. If and when the Special Servicer or the Master Servicer deems it necessary and prudent for purposes of establishing the fair market value of any Mortgaged Property securing a Defaulted Mortgage Loan, whether for purposes of bidding at foreclosure or otherwise, the Special Servicer or the Master Servicer, as the case may be, is authorized to have an Appraisal performed with respect to such property by an Independent MAI-designated appraiser the cost of which shall be paid by the Master Servicer as a Servicing Advance. (b) The Special Servicer shall not acquire any personal property pursuant to this Section 3.09 unless either: (i) such personal property is incidental to real property (within the meaning of Section 856(e)(1) of the Code) so acquired by the Special Servicer; or (ii) the Special Servicer shall have obtained an Opinion of Counsel (the cost of which shall be paid by the Master Servicer as a Servicing Advance) to the effect that the holding of such personal property by the Trust Fund will not cause the imposition of a tax on the Upper-Tier REMIC or the Lower-Tier REMIC under the REMIC Provisions or cause the Upper-Tier REMIC or the Lower-Tier REMIC to fail to qualify as a REMIC at any time that any Uncertificated Lower-Tier Interest or Certificate is outstanding. (c) Notwithstanding the foregoing provisions of this Section 3.09 and Section 3.29, neither the Master Servicer nor the Special Servicer shall, on behalf of the Trustee, obtain title to a Mortgaged Property in lieu of foreclosure or otherwise, or take any other action with respect to any Mortgaged Property, if, as a result of any such action, the Trustee, on behalf of the Certificateholders, would be considered to hold title to, to be a “mortgagee-in-possession” of, or to be an “owner” or “operator” of such Mortgaged Property within the meaning of CERCLA or any comparable law, unless (as evidenced by an Officer’s Certificate to such effect delivered to the Trustee) the Special Servicer has previously determined in accordance with the Servicing Standard, based on an Environmental Assessment of such Mortgaged Property performed by an Independent Person who regularly conducts Environmental Assessments and performed within six (6) months prior to any such acquisition of title or other action, that: (i) the Mortgaged Property is in compliance with applicable environmental laws and regulations or, if not, that taking such actions as are necessary to bring the Mortgaged Property in compliance therewith is reasonably likely to produce a greater recovery on a net present value basis than not taking such actions, for such purposes taking into account any insurance coverage provided pursuant to any environmental insurance policies in effect and obtained on behalf of the mortgagee with respect to the related Mortgaged Property; and (ii) there are no circumstances or conditions present at the Mortgaged Property relating to the use, management or disposal of Hazardous Materials for which investigation, testing, monitoring, containment, clean-up or remediation could be required under any applicable environmental laws and regulations or, if such circumstances or conditions are present for which any such action could be required, that taking such actions with respect to such Mortgaged Property is reasonably likely to produce a greater recovery on a net present value basis than not taking such actions. The cost of any such Environmental Assessment shall be paid by the Master Servicer as a Servicing Advance and the cost of any remedial, corrective or other further action contemplated by clause (i) and/or clause (ii) of the preceding sentence shall be paid by the Master Servicer as a Servicing Advance, unless it is a Nonrecoverable Servicing Advance (in which case it shall be an expense of the Trust Fund; and, if any such Environmental Assessment so warrants, the Special Servicer shall, at the expense of the Trust Fund (except with respect to any Environmental Assessment ordered after such Mortgage Loan has been paid in full), perform such additional environmental testing as it deems necessary and prudent to determine whether the conditions described in clauses (i) and (ii) of the preceding sentence have been satisfied. With respect to Non-Specially Serviced Mortgage Loans, the Master Servicer and, with respect to Specially Serviced Mortgage Loans, the Special Servicer shall review and be familiar with the terms and conditions relating to enforcing claims and shall monitor the dates by which any claim or action must be taken (including delivering any notices to the insurer and using reasonable efforts to perform any actions required under such policy) under each environmental insurance policy in effect and obtained on behalf of the mortgagee to receive the maximum proceeds available under such policy for the benefit of the Certificateholders and the Trustee (as holder of the Uncertificated Lower-Tier Interests). (d) If (i) the environmental testing contemplated by subsection (c) above establishes that either of the conditions set forth in clauses (i) and (ii) of subsection (c) above of the first sentence thereof has not been satisfied with respect to any Mortgaged Property securing a Defaulted Mortgage Loan and (ii) there has been no breach of any of the representations and warranties set forth in or required to be made pursuant to Section 6 of each of the Mortgage Loan Purchase Agreements for which the applicable Mortgage Loan Seller could be required to repurchase such Defaulted Mortgage Loan pursuant to Section 6 of the applicable Mortgage Loan Purchase Agreement, then the Special Servicer shall take such action as it deems to be in the best economic interest of the Trust Fund (other than proceeding to acquire title to the Mortgaged Property) and is hereby authorized (prior to the occurrence and continuance of a Control Event, with the consent of the Directing Certificateholder) at such time as it deems appropriate to release such Mortgaged Property from the lien of the related Mortgage, provided that, if such Mortgage Loan has a then outstanding principal balance of greater than $1,000,000, then prior to the release of the related Mortgaged Property from the lien of the related Mortgage, (i) the Special Servicer shall have notified the Rating Agencies, the Trustee, the Certificate Administrator, the Master Servicer and, prior to the occurrence of a Consultation Termination Event, the Directing Certificateholder in writing of its intention to so release such Mortgaged Property and the bases for such intention, (ii) the Certificate Administrator shall have posted such notice of the Special Servicer’s intention to so release such Mortgaged Property to the Certificate Administrator’s Website pursuant to Section 3.15(b) and (iii) in addition to the prior written consent of the Directing Certificateholder as required above, the Holders of Certificates entitled to a majority of the Voting Rights shall have consented or have been deemed to have consented to such release within thirty (30) days of the Certificate Administrator’s posting such notice to the Certificate Administrator’s Website (failure to respond by the end of such 30-day period being deemed consent of the Holders of the Certificates). To the extent any fee charged by any Rating Agency in connection with rendering such written confirmation is not paid by the related Mortgagor, such fee is to be an expense of the Trust; provided that the Master Servicer or Special Servicer, as applicable, shall use commercially reasonable efforts to collect such fee from the Mortgagor to the extent permitted under the related Mortgage Loan documents. (e) The Special Servicer shall provide written reports and a copy of any Environmental Assessments in electronic format to the Directing Certificateholder, the Master Servicer and the 17g-5 Information Provider, and on the second Business Day after the Special Servicer provides the 17g-5 Information Provider such materials, each Rating Agency, monthly regarding any actions taken by the Special Servicer with respect to any Mortgaged Property securing a Defaulted Mortgage Loan as to which the environmental testing contemplated in subsection (c) above has revealed that either of the conditions set forth in clauses (i) and (ii) of the first sentence thereof has not been satisfied, in each case until the earlier to occur of satisfaction of both such conditions, repurchase of the related Mortgage Loan by the applicable Mortgage Loan Seller or release of the lien of the related Mortgage on such Mortgaged Property. (f) The Special Servicer shall notify the Master Servicer of any abandoned and/or foreclosed properties which require reporting to the Depositor after reimbursement Internal Revenue Service and shall provide the Master Servicer with all information regarding forgiveness of indebtedness and required to itself for such expenses, be reported with respect to any Mortgage Loan that is abandoned or foreclosed and (ii) that such expenses will be recoverable by the Master Servicer through Insurance Proceeds or Liquidation Proceeds from shall report to the Internal Revenue Service and the related Mortgaged Property, as contemplated in Section 4.02. The Servicer shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advances; provided, however, that it shall be entitled to reimbursement therefor as provided in Section 4.02. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosureMortgagor, in the event manner required by applicable law, such information and the Master Servicer shall report, via Form 1099C (or any successor form), all forgiveness of indebtedness to the extent such information has reasonable cause been provided to believe that the Master Servicer by the Special Servicer. Upon request, the Master Servicer shall deliver a copy of any such report to the Trustee and the Certificate Administrator. (g) The Special Servicer shall have the right to determine, in accordance with the Servicing Standard, the advisability of the maintenance of an action to obtain a deficiency judgment if the state in which the Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if located and the Trustee otherwise requests an environmental inspection or review terms of such Mortgaged Property, the Mortgage Loan permit such an inspection action. (h) The Special Servicer shall maintain accurate records, prepared by one of its Servicing Officers, of each Final Recovery Determination in respect of a Defaulted Mortgage Loan or review is REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer’s Certificate promptly delivered to be conducted by a qualified inspector. Upon completion of the inspectionTrustee, the Servicer shall promptly provide Certificate Administrator, the Depositor Directing Certificateholder and the Trustee with a written report of Master Servicer and in no event later than the environmental inspectionnext succeeding P&I Advance Determination Date.

Realization Upon Defaulted Mortgage Loans. The Each Servicer shall use its reasonable best efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx GuideAccepted Servicing Practices, to foreclose upon or otherwise comparably convert (which may include an acquisition of REO Property) the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor3.07, and shall revise these policies as requested by the Depositor which are not released from time this Agreement pursuant to timeany other provision hereof. The Each Servicer shall use its reasonable efforts to realize upon such defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorTrustee, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which a Mortgaged Property shall have suffered damagedamage from an uninsured cause, the related Servicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its sole discretion (i) that such restoration will increase the net proceeds of liquidation of the related Mortgage Loan to the Depositor Trustee, after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the such Servicer through Insurance Proceeds, Condemnation Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.023.11. The Each Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 3.11. The proceeds of any Liquidation Event or REO Disposition, as well as any recovery resulting from a partial collection of Insurance Proceeds, Condemnation Proceeds or Liquidation Proceeds or any income from an REO Property, will be applied in the following order of priority: first, to reimburse the applicable Servicer or any Subservicer for any related unreimbursed Servicing Advances, pursuant to Section 3.11 or 3.17; second, to reimburse any Servicer for any related unreimbursed P&I Advances, pursuant to Section 3.11; third, to accrued xxx xxxxxx xxxxxest on the Mortgage Loan or REO Imputed Interest, at the Mortgage Interest Rate, to the date of the liquidation or REO Disposition, or to the Due Date prior to the Remittance Date on which such amounts are to be distributed if not in connection with a Liquidation Event or REO Disposition; and fourth, as a recovery of principal of the Mortgage Loan. If the amount of the recovery so allocated to interest is less than a full recovery thereof, that amount will be allocated as follows: first, to unpaid Servicing Fees; and second, as interest at the Mortgage Interest Rate (net of the Servicing Fee Rate). The portion of the recovery so allocated to unpaid Servicing Fees shall be reimbursed to the applicable Servicer or any Subservicer pursuant to Section 3.11 or 3.17. The portions of the recovery so allocated to interest at the Mortgage Interest Rate (net of the Servicing Fee Rate) and to principal of the Mortgage Loan shall be applied as follows: first, to reimburse the applicable Servicer or any Subservicer for any related unreimbursed Servicing Advances in accordance with Section 3.11 or 3.17, and second, to the Trustee in accordance with the provisions of Section 4.02, subject to the last paragraph of Section 3.17 with respect to certain excess recoveries from an REO Disposition. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the a Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by received actual notice of, or has actual knowledge of the presence of, hazardous or toxic substances or wasteswastes on the related Mortgaged Property, or if the Trustee otherwise requests requests, such Servicer shall cause an environmental inspection or review of such Mortgaged Property, such an inspection or review is Property to be conducted by a qualified inspector. Upon completion of the inspection, the such Servicer shall promptly provide the Depositor Trustee and the Trustee Depositor, with a written report of the environmental inspection.

Realization Upon Defaulted Mortgage Loans. The Servicer shall, and shall cause the Subservicer to, use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx GuideServicing Standard, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining The Servicer or the delinquency status of any Subservicer may also, in its discretion, as an alternative to foreclosure, sell defaulted Mortgage Loans at fair market value to third-parties, if the Servicer or the Subservicer reasonably believes that such sale would maximize proceeds to the Issuer and the Indenture Trustee in the aggregate (on a present value basis) with respect to that Mortgage Loan, the . The Servicer will use Delinquency Recognition Policies as described to and approved by the Depositorshall, and shall revise these policies as requested by cause the Depositor from time to time. The Servicer shall Subservicer to, use its reasonable efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorIssuer and the Indenture Trustee, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which any Mortgaged Property shall have suffered damage, neither the Servicer nor the Subservicer shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Issuer and the Indenture Trustee after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer or the Subservicer, as the case may be, through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.024.05. The Each of the Servicer and the Subservicer shall be responsible for all costs and expenses incurred by it in any such proceedings proceedings, sales or functions as advancesServicing Advances; provided, however, that it each shall be entitled to reimbursement therefor as provided in Section 4.024.05. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer or the Subservicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee Master Servicer otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer or the Subservicer shall promptly provide the Depositor and the Trustee Master Servicer with a written report of the environmental inspection. After reviewing the environmental inspection report, the Master Servicer shall direct the Servicer or the Subservicer as to how the Servicer or the Subservicer shall proceed with respect to the Mortgaged Property, and the Servicer or the Subservicer shall follow the Master Servicer’s directions with respect thereto. The Servicer or the Subservicer, in its sole discretion, may, with respect to any second lien Mortgage Loan which is greater than 180 days delinquent and for which the related superior lien is not a Mortgage Loan, charge off such second lien Mortgage Loan if it has made a Final Recovery Determination with respect thereto (each such Mortgage Loan, a “Charged-off Mortgage Loan”). Neither the Servicer nor the Subservicer shall have any obligation to make any Monthly Advances or Servicing Advances with respect to such Charged-off Mortgage Loan for the period following the date on which such second lien Mortgage Loan was charged off. Any net Liquidation Proceeds received in connection with any recoveries received with respect to such Charged-off Mortgage Loan shall be deposited in the Custodial Account pursuant to Section 4.04.

Realization Upon Defaulted Mortgage Loans. (a) The Special Servicer shall use its shall, subject to subsections (b) through (d) of this Section 3.09 and Section 3.28, exercise reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx GuideServicing Standards, to foreclose upon or otherwise comparably convert (which may include an REO Acquisition) the ownership of Mortgaged Properties property securing such of the Mortgage Loans (other than the JQH Hotel Portfolio Mortgage Loan after the JQH Hotel Portfolio Servicing Transfer Event) or Companion Loans, as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments payments, and which are not released from the Trust Fund pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the Depositor, taking into account, among other things, the timing of foreclosure proceedingsprovision hereof. The foregoing is subject to the provisions provision that, in any case in which a Mortgaged Property shall have suffered damagedamage from an Uninsured Cause, the Master Servicer or Special Servicer shall not be required to make a Servicing Advance and expend its own funds toward the restoration of such property unless it shall determine the Special Servicer has determined in its reasonable discretion (i) that such restoration will increase the net proceeds of liquidation of such Mortgaged Property to Certificateholders after reimbursement to the Master Servicer for such Servicing Advance, and the Master Servicer or Special Servicer has not determined that such Servicing Advance together with accrued and unpaid interest thereon would constitute a Nonrecoverable Advance. The costs and expenses incurred by the Special Servicer in any such proceedings shall be advanced by the Master Servicer; provided that, in each case, such cost or expense would not, if incurred, constitute a Nonrecoverable Servicing Advance. Nothing contained in this Section 3.09 shall be construed so as to require the Master Servicer or the Special Servicer, on behalf of the Trust, to make a bid on any Mortgaged Property at a foreclosure sale or similar proceeding that is in excess of the fair market value of such property, as determined by the Master Servicer or the Special Servicer in its reasonable judgment taking into account the factors described in Section 3.18(b) and the results of any Appraisal obtained pursuant to the following sentence, all such bids to be made in a manner consistent with the Servicing Standards. If and when the Special Servicer or the Master Servicer deems it necessary and prudent for purposes of establishing the fair market value of any Mortgaged Property securing a Defaulted Mortgage Loan or defaulted Companion Loan, whether for purposes of bidding at foreclosure or otherwise, the Special Servicer or the Master Servicer, as the case may be, is authorized to have an Appraisal performed with respect to such property by an Independent MAI-designated appraiser the cost of which shall be paid by the Master Servicer as a Servicing Advance. (b) The Special Servicer shall not acquire any personal property pursuant to this Section 3.09 unless either: (i) such personal property is incidental to real property (within the meaning of Section 856(e)(1) of the Code) so acquired by the Special Servicer; or (ii) the Special Servicer shall have obtained an Opinion of Counsel (the cost of which shall be paid by the Master Servicer as a Servicing Advance) to the effect that the holding of such personal property by the Trust Fund (to the extent not allocable to a Companion Loan) will not cause the imposition of a tax on the Upper-Tier REMIC or the Lower-Tier REMIC under the REMIC Provisions or cause the Upper-Tier REMIC or the Lower-Tier REMIC to fail to qualify as a REMIC at any time that any Uncertificated Lower-Tier Interest, the Class A-2FL Regular Interest or any Regular Certificate is outstanding. (c) Notwithstanding the foregoing provisions of this Section 3.09 and Section 3.28, neither the Special Servicer nor the Master Servicer shall, on behalf of the Trustee, obtain title to a Mortgaged Property in lieu of foreclosure or otherwise, or take any other action with respect to any Mortgaged Property, if, as a result of any such action, the Trustee, on behalf of the Certificateholders and/or any related Companion Holder(s), would be considered to hold title to, to be a "mortgagee-in-possession" of, or to be an "owner" or "operator" of such Mortgaged Property within the meaning of CERCLA or any comparable law, unless (as evidenced by an Officer's Certificate to such effect delivered to the Trustee) the Special Servicer has previously determined in accordance with the Servicing Standards, based on an Environmental Assessment of such Mortgaged Property performed by an Independent Person who regularly conducts Environmental Assessments and performed within six months prior to any such acquisition of title or other action, that: (i) the Mortgaged Property is in compliance with applicable Environmental Laws and regulations or, if not, that taking such actions as are necessary to bring the Mortgaged Property in compliance therewith is reasonably likely to produce a greater recovery on a net present value basis than not taking such actions, for such purposes taking into account any insurance coverage provided pursuant to any environmental insurance polices in effect and obtained on behalf of the Mortgagee with respect to the related Mortgaged Property; and (ii) there are no circumstances or conditions present at the Mortgaged Property relating to the use, management or disposal of Hazardous Materials for which investigation, testing, monitoring, containment, clean-up or remediation could be required under any applicable Environmental Laws and regulations or, if such circumstances or conditions are present for which any such action could be required, that taking such actions with respect to such Mortgaged Property is reasonably likely to produce a greater recovery on a net present value basis than not taking such actions. The cost of any such Environmental Assessment shall be paid by the Master Servicer as a Servicing Advance and the cost of any remedial, corrective or other further action contemplated by clause (i) and/or clause (ii) of the preceding sentence shall be paid by the Master Servicer at the direction of the Special Servicer as a Servicing Advance, unless it is a Nonrecoverable Servicing Advance (in which case it shall be an expense of the Trust Fund, in the case of any Serviced Whole Loan, may be withdrawn in accordance with the related Intercreditor Agreement by the Master Servicer from the Certificate Account, including from the sub-account relating to the related Companion Loans (such withdrawal to be made from amounts on deposit therein that are otherwise payable on or allocable to the related Companion Loans)); and if any such Environmental Assessment so warrants, the Special Servicer shall (except with respect to any Companion Loan and any Environmental Assessment ordered after the related Serviced Mortgage Loan has been paid in full), at the expense of the Trust Fund, perform such additional environmental testing as it deems necessary and prudent to determine whether the conditions described in clauses (i) and (ii) of the preceding sentence have been satisfied. With respect to Non-Specially Serviced Mortgage Loans, the Master Servicer and, with respect to Specially Serviced Mortgage Loans, the Special Servicer shall review and be familiar with the terms and conditions relating to making claims and shall monitor the dates by which any claim or action must be taken (including delivering any notices to the insurer and using reasonable efforts to perform any actions required under such policy) under each environmental insurance policy in effect and obtained on behalf of the mortgagee to receive the maximum proceeds available under such policy for the benefit of the Certificateholders and the Trustee (as holder of the Class A-2FL Regular Interest and the Uncertificated Lower-Tier Interests). (d) If (i) the environmental testing contemplated by subsection (c) above establishes that either of the conditions set forth in clauses (i) and (ii) of the first sentence thereof has not been satisfied with respect to any Mortgaged Property securing a Defaulted Mortgage Loan and any related Companion Loan(s) and (ii) there has been no breach of any of the representations and warranties set forth in or required to be made pursuant to Section 6 of the applicable Mortgage Loan Purchase Agreement for which the applicable Mortgage Loan Seller could be required to repurchase such Defaulted Mortgage Loan pursuant to Section 6 of the applicable Mortgage Loan Purchase Agreement, then the Special Servicer shall take such action as it deems to be in the best economic interest of the Trust Fund (other than proceeding to acquire title to the Mortgaged Property) and is hereby authorized at such time as it deems appropriate to release such Mortgaged Property from the lien of the related Mortgage; provided that, if such Mortgage Loan has a then outstanding principal balance of greater than $1,000,000, then prior to the release of the related Mortgaged Property from the lien of the related Mortgage, (i) the Special Servicer shall have notified the Rating Agencies, the Trustee, the Master Servicer and the Directing Certificateholder in writing of its intention to so release such Mortgaged Property and the bases for such intention, (ii) the Trustee shall have notified the Certificateholders in writing of the Special Servicer's intention to so release such Mortgaged Property, (iii) the Holders of Certificates entitled to a majority of the Voting Rights shall have consented to such release within 30 days of the Trustee's distributing such notice (failure to respond by the end of such 30-day period being deemed consent), (iv) the Special Servicer shall have received written confirmation from each Rating Agency that such release will not cause the downgrade, withdrawal or qualification of any of the then-current ratings of any Class of Certificates or class of Companion Loan Securities and (v) if required under the related Intercreditor Agreement, the Special Servicer shall have received the consent of any related Companion Holder or any applicable mezzanine loan holder. To the extent any fee charged by each Rating Agency in connection with rendering such written confirmation is not paid by the related Mortgagor, such fee is to be an expense of the Trust; provided that the Master Servicer and the Special Servicer, as the case may be, shall use its reasonable efforts to collect such fee from the Mortgagor to the extent permitted under the related Mortgage Loan documents. (e) The Special Servicer shall provide written reports and a copy of any Environmental Assessments to the Trustee, the Directing Certificateholder, each Rating Agency and the Master Servicer (and, if required under the related Intercreditor Agreement, to any related Companion Holder) monthly regarding any actions taken by the Special Servicer with respect to any Mortgaged Property securing a Defaulted Mortgage Loan or defaulted Companion Loan as to which the environmental testing contemplated in subsection (c) above has revealed that either of the conditions set forth in clauses (i) and (ii) of the first sentence thereof has not been satisfied, in each case until the earlier to occur of satisfaction of both such conditions, repurchase of the related Mortgage Loan by the applicable Mortgage Loan Seller or release of the lien of the related Mortgage on such Mortgaged Property. The Trustee shall forward, or cause to be forwarded all such reports to each Rating Agency and the Certificateholders upon request. (f) The Special Servicer shall notify the Master Servicer of any abandoned and/or foreclosed properties which require reporting to the Depositor after reimbursement Internal Revenue Service and shall provide the Master Servicer with all information regarding forgiveness of indebtedness and required to itself for such expenses, be reported with respect to any Mortgage Loan or Companion Loan which is abandoned or foreclosed and (ii) that such expenses will be recoverable by the Master Servicer through Insurance Proceeds or Liquidation Proceeds from shall report to the Internal Revenue Service and the related Mortgaged Property, as contemplated in Section 4.02. The Servicer shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advances; provided, however, that it shall be entitled to reimbursement therefor as provided in Section 4.02. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosureMortgagor, in the event manner required by applicable law, such information and the Master Servicer shall report, via Form 1099C or any successor form, all forgiveness of indebtedness to the extent such information has reasonable cause been provided to believe that the Master Servicer by the Special Servicer. Upon request, the Master Servicer shall deliver a copy of any such report to the Trustee. (g) The Special Servicer shall have the right to determine, in accordance with the Servicing Standards, the advisability of the maintenance of an action to obtain a deficiency judgment if the state in which the Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if located and the Trustee otherwise requests an environmental inspection or review terms of such Mortgaged Property, the Mortgage Loan and applicable Companion Loan permit such an inspection action. (h) The Special Servicer shall maintain accurate records, prepared by one of its Servicing Officers, of each Final Recovery Determination in respect of a Defaulted Mortgage Loan (other than with respect to the JQH Hotel Portfolio Mortgage Loan after the JQH Hotel Portfolio Servicing Transfer Event), defaulted Companion Loan or review is REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer's Certificate promptly delivered to be conducted by a qualified inspector. Upon completion of the inspectionTrustee, the Servicer shall promptly provide the Depositor Directing Certificateholder and the Trustee with a written report of Master Servicer and in no event later than the environmental inspectionnext succeeding P&I Advance Determination Date.

Realization Upon Defaulted Mortgage Loans. The Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, With respect to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loandefault, the Servicer will use Delinquency Recognition Policies decide whether to foreclose upon the Mortgaged Properties securing such Mortgage Loans or write off the unpaid principal balance of the Mortgage Loans as described bad debt; provided that if the Servicer has actual knowledge that any Mortgaged Property is affected by hazardous or toxic wastes or substances and that the acquisition of such Mortgaged Property would not be commercially reasonable, then the Servicer will not cause the Company to and approved by acquire title to such Mortgaged Property in a foreclosure or similar proceeding. In connection with such foreclosure or other conversion, the Depositor, and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans follow such practices (including, in such manner as will maximize the receipt case of principal and interest by the Depositor, taking into account, among other thingsany default on a related senior mortgage loan, the timing advancing of funds to correct such default) and procedures as it shall deem necessary or advisable and as shall be normal and usual in its general mortgage servicing activities; provided that the Servicer shall not be liable in any respect hereunder if the Servicer is acting in connection with any such foreclosure proceedings. or attempted foreclosure which is not completed or other conversion in a manner that is consistent with the provisions of this Servicing Agreement The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, proviso that the Servicer shall not be required to expend its own funds toward in connection with any foreclosure or attempted foreclosure which is not completed or towards the correction of any default on a related senior mortgage loan or restoration of such any property unless it shall determine in its discretion (i) that such restoration expenditure will increase Net Liquidation Proceeds. In the proceeds event of liquidation of the related Mortgage Loan to the Depositor after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable a determination by the Servicer through Insurance Proceeds or that any such expenditure previously made pursuant to this Section 3.07 will not be reimbursable from Net Liquidation Proceeds from Proceeds, the related Mortgaged Property, as contemplated in Section 4.02. The Servicer shall be responsible for entitled to reimbursement of its funds so expended pursuant to Section 3.03. Notwithstanding any provision of this Servicing Agreement, a Mortgage Loan may be deemed to be finally liquidated if substantially all costs and expenses incurred amounts expected by it the Servicer to be received in any such proceedings or functions as advancesconnection with the related defaulted Mortgage Loan have been received; provided, however, that it any subsequent collections with respect to any such Mortgage Loan shall be entitled to reimbursement therefor as provided in Section 4.02. Notwithstanding anything deposited to the contrary contained hereinCollection Account. For purposes of determining the amount of any Liquidation Proceeds or Insurance Proceeds, or other unscheduled collections, the Servicer may take into account minimal amounts of additional receipts expected to be received or any estimated additional liquidation expenses expected to be incurred in connection with a the related defaulted Mortgage Loan. In the event that title to any Mortgaged Property is acquired in foreclosure or acceptance of a by deed in lieu of foreclosure, the deed or certificate of sale shall be issued to the Company and the Indenture Trustee as their interests may appear, or to their respective nominee on behalf of Securityholders. Notwithstanding any such acquisition of title and cancellation of the related Mortgage Loan, such Mortgaged Property shall (except as otherwise expressly provided herein) be considered to be an outstanding Mortgage Loan held as an asset of the Company until such time as such property shall be sold. Consistent with the foregoing for purposes of all calculations hereunder, so long as such Mortgaged Property shall be considered to be an outstanding Mortgage Loan it shall be assumed that, notwithstanding that the indebtedness evidenced by the related Mortgage Note shall have been discharged, such Mortgage Note in effect at the time of any such acquisition of title before any adjustment thereto by reason of any bankruptcy or similar proceeding or any moratorium or similar waiver or grace period will remain in effect. Any proceeds from foreclosure proceedings or the purchase or repurchase of any Mortgage Loan pursuant to the terms of this Servicing Agreement, as well as any recovery resulting from a collection of Liquidation Proceeds or Insurance Proceeds, will be applied in the event following order of priority: first, to reimburse the Servicer has reasonable cause or the related Subservicer in accordance with Section 3.07; second, to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastesall Servicing Fees payable therefrom; third, or if to the Trustee otherwise requests an environmental inspection or review extent of accrued and unpaid interest on the related Mortgage Loan, at the Net Mortgage Rate to the Due Date prior to the Payment Date on which such Mortgaged Property, such an inspection or review is amounts are to be conducted by deposited in the Payment Account; fourth, as a qualified inspector. Upon completion recovery of principal on the inspectionMortgage Loan; and fifth, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspectionto Foreclosure Profits.

Realization Upon Defaulted Mortgage Loans. (a) The Servicer shall, or shall use its reasonable effortsdirect the related Subservicer to, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the any Mortgage Loans as that come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.013.06, except that the Servicer shall not, and shall not direct the related Subservicer to, foreclose upon or otherwise comparably convert a Mortgaged Property if there is evidence of toxic waste or other environmental hazards thereon unless the Servicer follows the procedures in Subsection (c) below. In determining the delinquency status of any Mortgage Loanconnection with such foreclosure or other conversion, the Servicer will use Delinquency Recognition Policies as described to and approved by in conjunction with the Depositorrelated Subservicer, and shall revise these policies as requested by the Depositor from time to time. The Servicer if any, shall use its best reasonable efforts to preserve REO Property and to realize upon defaulted Mortgage Loans in such manner as will to maximize the receipt of principal and interest by the DepositorCertificateholders, taking into account, among other things, the timing of foreclosure proceedingsand the considerations set forth in Subsection 3.13(b). The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, proviso that the Servicer shall not be required to expend its own funds toward in connection with any foreclosure or towards the restoration of such any property unless it shall determine determines in its discretion good faith (i) that such restoration or foreclosure will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Certificateholders after reimbursement to itself for such expenses, expenses and (ii) that such expenses will be recoverable by to it either through Liquidation Proceeds (respecting which it shall have priority for purposes of reimbursements from the Servicer Collection Account pursuant to Section 3.07) or through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02(respecting which it shall have similar priority). The Servicer shall be responsible for all costs and expenses constituting Liquidation Expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof (as provided well as its normal servicing compensation) as set forth in Section 4.023.07. Notwithstanding anything Any income from or other funds (net of any income taxes) generated by REO Property shall be deemed for purposes of this Agreement to be Liquidation Proceeds. Any subsequent collections with respect to any Liquidated Mortgage Loan shall be deposited to the contrary contained hereinCollection Account. For purposes of determining the amount of any Liquidation Proceeds or Insurance Proceeds, or other unscheduled collections, the Servicer may take into account any estimated additional Liquidation Expenses expected to be incurred in connection with a the related defaulted Mortgage Loan. In the event that title to any Mortgaged Property is acquired in foreclosure or acceptance of a by deed in lieu of foreclosure, the deed or certificate of sale shall be issued to the Trustee and held by the Certificate Administrator, who shall hold the same on behalf of Trustee and the Trust in accordance with the Agreement. Notwithstanding any such acquisition of title and cancellation of the related Mortgage Loan, such Mortgaged Property shall (except as otherwise expressly provided herein) be considered to be an outstanding Mortgage Loan held as an asset of the Trust until such time as such property shall be sold. (b) The Servicer shall not acquire any real property (or any personal property incident to such real property) on behalf of the Trust Fund except in connection with a default or reasonably foreseeable default of a Mortgage Loan. In the event that the Servicer acquires any real property (or personal property incident to such real property) on behalf of the Trust Fund in connection with a default or imminent default of a Mortgage Loan, such property shall be disposed of by the Servicer on behalf of the Trust Fund within three years after its acquisition on behalf of the Trust Fund. (c) With respect to any Mortgage Loan as to which the Servicer or a Subservicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastesreceived notice of, or if has actual knowledge of, the Trustee otherwise requests an environmental inspection presence of any toxic or review of such hazardous substance on the Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide notify the Depositor Certificate Administrator and the Trustee Trustee, and shall act in accordance with a written report any such directions and instructions provided by the Certificate Administrator on behalf of, and after consulting with the Trustee. If the Certificate Administrator, on behalf of the environmental inspectionTrustee has not provided directions and instructions to the Servicer in connection with any such Mortgage Loan within 5 days of a request by the Servicer for such directions and instructions, then the Servicer shall take such action as it deems to be in the best economic interest of the Trust Fund (other than proceeding against the Mortgaged Property) and is hereby authorized at such time as it deems appropriate to release such Mortgaged Property from the lien of the related Mortgage. The parties hereto acknowledge that the Servicer shall not obtain on behalf of the Trust a deed as a result or in lieu of foreclosure, and shall not otherwise acquire possession of or title to, or commence any proceedings to acquire possession of or title to, or take any other action with respect to, any Mortgaged Property, if the Trust could reasonably be considered to be a responsible party for any liability arising from the presence of any toxic or hazardous substance on the Mortgaged Property.

Realization Upon Defaulted Mortgage Loans. The (a) Each Sub-Servicer shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the any related Mortgage Loans as that come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.013.06 except that a Sub-Servicer shall not foreclose upon or otherwise comparably convert a Mortgaged Property if there is evidence of environmental hazards or toxic waste thereon and such Sub-Servicer determines it would be imprudent to do so or not in accordance with appropriate servicing standards. A Sub-Servicer can conclusively rely on results of third party inspections from parties it reasonably believes are qualified to conduct such inspections. In determining the delinquency status of any Mortgage Loanconnection with such foreclosure or other conversion, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to time. The related Sub-Servicer shall use its best reasonable efforts to preserve REO Property and to realize upon related defaulted Mortgage Loans in such manner as will to maximize the receipt of principal and interest by the DepositorCertificateholders, taking into account, among other things, the timing of foreclosure proceedingsand the considerations set forth in Subsection 3.12(b). The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the proviso that a Sub-Servicer shall not be required to expend its own funds toward in connection with any foreclosure or towards the restoration of such any property unless it shall determine determines in its discretion good faith (i) that such restoration or foreclosure will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Certificateholders after reimbursement to itself for such expenses, expenses and (ii) that such expenses will be recoverable by to it either through Liquidation Proceeds (respecting which it shall have priority for purposes of reimbursements from the Servicer Certificate Account pursuant to Section 4.03) or through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02(respecting which it shall have similar priority). The A Sub-Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; providedPROVIDED, howeverHOWEVER, that it shall be entitled to reimbursement therefor thereof (as provided in Section 4.02. Notwithstanding anything well as its normal servicing compensation), and to receive Excess Liquidation Proceeds as additional servicing compensation to the contrary contained herein, extent that transfers or withdrawals from the Certificate Account with respect thereto are permitted under Section 4.03. Any income from or other funds (net of any income taxes) generated by REO Property shall be deemed for purposes of this Agreement to be Insurance Proceeds. (b) The Trust Fund shall not acquire any real property (or any personal property incident to such real property) except in connection with a foreclosure default or acceptance imminent default of a deed Mortgage Loan. In the event that the Trust Fund acquires any real property (or personal property incident to such real property) in lieu connection with a default or imminent default of foreclosurea Mortgage Loan, such property shall be disposed of by the Trust Fund before the close of the third taxable year following the taxable year in which the Trust Fund acquired such property (the "grace period") unless the Trustee shall have received a REMIC Opinion with respect to such longer retention or the Master Servicer applies for and receives an extension of the grace period under Section 856(e)(3) of the Code, in which case such grace period described above will be extended by the event period set forth in such REMIC Opinion or approved application, as the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if case may be. The Trustee and the Trustee otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Master Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspectionhave no obligation to pay for such REMIC Opinion.

Realization Upon Defaulted Mortgage Loans. (a) The Special Servicer shall use its shall, subject to subsections (b) through (d) of this Section 3.09, exercise reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx GuideServicing Standards, to foreclose upon or otherwise comparably convert (which may include an REO Acquisition) the ownership of Mortgaged Properties property securing such of the Mortgage Loans Loans, as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments payments, and which are not released from the Trust Fund pursuant to Section 4.01. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use its reasonable efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the Depositor, taking into account, among other things, the timing of foreclosure proceedingsprovision hereof. The foregoing is subject to the provisions provision that, in any case in which a Mortgaged Property shall have suffered damagedamage from an Uninsured Cause, the Servicer shall not be required to make a Servicing Advance and expend its own funds toward the restoration of such property unless it shall determine the Special Servicer has determined in its reasonable discretion (i) that such restoration will increase the net proceeds of liquidation of the related Mortgage Loan such Mortgaged Property to the Depositor Certificateholders after reimbursement to itself the Servicer for such expensesServicing Advance, and (ii) the Servicer has determined that such expenses Servicing Advance together with accrued and unpaid interest thereon will be recoverable by the Servicer through Insurance Proceeds or Liquidation Proceeds from out of the related proceeds of liquidation of such Mortgaged Property, as contemplated in Section 4.023.05(a)(iv). The Special Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings (such costs and expenses to be advanced by the Servicer to the Special Servicer), provided that, in each case, such cost or functions as advances; providedexpense would not, howeverif incurred, that it constitute a Nonrecoverable Servicing Advance. Nothing contained in this Section 3.09 shall be entitled construed so as to reimbursement therefor require the Servicer or the Special Servicer, on behalf of the Trust, to make a bid on any Mortgaged Property at a foreclosure sale or similar proceeding that is in excess of the fair market value of such property, as provided determined by the Servicer or the Special Servicer in its reasonable and good faith judgment taking into account the factors described in Section 4.02. Notwithstanding anything 3.18(d) and the results of any Appraisal obtained pursuant to the contrary contained hereinfollowing sentence, all such bids to be made in connection a manner consistent with the Servicing Standards. If and when the Special Servicer or the Servicer deems it necessary and prudent for purposes of establishing the fair market value of any Mortgaged Property securing a Defaulted Mortgage Loan, whether for purposes of bidding at foreclosure or acceptance otherwise, the Special Servicer or the Servicer, as the case may be, is authorized to have an Appraisal performed with respect to such property by an Independent MAI-designated appraiser the cost of which shall be paid by the Servicer as a Servicing Advance. (b) The Special Servicer shall not acquire any personal property pursuant to this Section 3.09 unless either: (i) such personal property is incident to real property (within the meaning of Section 856(e)(1) of the Code) so acquired by the Special Servicer; or (ii) the Special Servicer shall have obtained an Opinion of Counsel (the cost of which shall be a Servicing Advance) to the effect that the holding of such personal property by the Trust Fund will not cause the imposition of a deed tax on the Lower-Tier REMIC or the Upper-Tier REMIC under the REMIC Provisions or cause the Lower-Tier REMIC or the Upper-Tier REMIC to fail to qualify as a REMIC at any time that any Uncertificated Lower-Tier Interest or Certificate is outstanding. (c) Notwithstanding the foregoing provisions of this Section 3.09, neither the Special Servicer nor the Servicer shall, on behalf of the Trustee, obtain title to a Mortgaged Property in lieu of foreclosureforeclosure or otherwise, or take any other action with respect to any Mortgaged Property, if, as a result of any such action, the Trustee, on behalf of the Certificateholders, would be considered to hold title to, to be a "mortgagee-in-possession" of, or to be an "owner" or "operator" of such Mortgaged Property within the meaning of CERCLA or any comparable law, unless (as evidenced by an Officer's Certificate to such effect delivered to the Trustee) the Special Servicer has previously determined in accordance with the Servicing Standards, based on an Environmental Assessment of such Mortgaged Property performed by an Independent Person who regularly conducts Environmental Assessments, that: (i) the Mortgaged Property is in compliance with applicable environmental laws and regulations or, if not, that taking such actions as are necessary to bring the Mortgaged Property in compliance therewith is reasonably likely to produce a greater recovery on a present value basis than not taking such actions; and (ii) there are no circumstances or conditions present at the Mortgaged Property relating to the use, management or disposal of Hazardous Materials for which investigation, testing, monitoring, containment, clean-up or remediation could be required under any applicable environmental laws and regulations or, if such circumstances or conditions are present for which any such action could be required, that taking such actions with respect to such Mortgaged Property is reasonably likely to produce a greater recovery on a present value basis than not taking such actions. The cost of any such Environmental Assessment shall be paid by the Servicer as a Servicing Advance, and the cost of any remedial, corrective or other further action contemplated by clause (i) and/or clause (ii) of the preceding sentence may be withdrawn from the Certificate Account at the direction of the Special Servicer as an expense of the Trust Fund pursuant to Section 3.05(a)(ix); and if any such Environmental Assessment so warrants, the Special Servicer shall, at the expense of the Trust Fund, perform such additional environmental testing as it deems necessary and prudent to determine whether the conditions described in clauses (i) and (ii) of the preceding sentence have been satisfied. (d) If (i) the environmental testing contemplated by subsection (c) above establishes that either of the conditions set forth in clauses (i) and (ii) of the first sentence thereof has not been satisfied with respect to any Mortgaged Property securing a Defaulted Mortgage Loan and (ii) there has been no breach of any of the representations and warranties set forth in or required to be made pursuant to Section 2 of the Mortgage Loan Purchase Agreements for which either Mortgage Loan Seller could be required to repurchase such Defaulted Mortgage Loan pursuant to Section 3 of the Mortgage Loan Purchase Agreements, then the Special Servicer shall take such action as it deems to be in the best economic interest of the Trust Fund (other than proceeding to acquire title to the Mortgaged Property) and is hereby authorized at such time as it deems appropriate to release such Mortgaged Property from the lien of the related Mortgage. (e) The Special Servicer shall provide written reports and a copy of any Environmental Assessments to the Trustee, the Paying Agent and the Servicer monthly regarding any actions taken by the Special Servicer with respect to any Mortgaged Property securing a defaulted Mortgage Loan as to which the environmental testing contemplated in subsection (c) above has revealed that either of the conditions set forth in clauses (i) and (ii) of the first sentence thereof has not been satisfied, in each case until the earlier to occur of satisfaction of both such conditions, repurchase of the related Mortgage Loan by the Mortgage Loan Seller or release of the lien of the related Mortgage on such Mortgaged Property. The Trustee shall forward all such reports to the Certificateholders and each Rating Agency promptly following the receipt thereof. In addition, the Servicer will deliver to the Class [F], Class [G] and Class [H] Certificateholders a copy of any such written reports and any Environmental Assessments within 15 days after receipt of such written reports and Environmental Assessments from the Special Servicer. (f) The Servicer shall report to the Internal Revenue Service and the related Mortgagor, in the event manner required by applicable law, the information required to be reported regarding any Mortgaged Property which is abandoned or foreclosed and the Servicer has reasonable cause shall report, via Form 1099C, all forgiveness of indebtedness. The Special Servicer shall provide the Servicer with such information or reports that the Servicer deems necessary to believe that fulfill its obligations under this paragraph (f) promptly upon the Servicer's request therefor. The Servicer shall deliver a copy of any such report to the Trustee and the Special Servicer. (g) The Special Servicer shall have the right to determine, in accordance with the Servicing Standards, the advisability of the maintenance of an action to obtain a deficiency judgment if the state in which the Mortgaged Property is contaminated located and the terms of the Mortgage Loan permit such an action. (h) The Special Servicer shall maintain accurate records, prepared by hazardous one of its Servicing Officers, of each Final Recovery Determination in respect of a Defaulted Mortgage Loan or toxic substances or wastes, or if REO Property and the basis thereof. Each Final Recovery Determination shall be evidenced by an Officer's Certificate delivered to the Trustee otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, and the Servicer shall promptly provide no later than the Depositor and the Trustee with a written report of the environmental inspectionnext succeeding P&I Advance Determination Date.

Realization Upon Defaulted Mortgage Loans. The Servicer Foreclosure. Countrywide shall use its reasonable efforts, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, efforts to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01payments. In determining the delinquency status of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to time. The Servicer Countrywide shall use its reasonable efforts to realize upon defaulted Mortgage Loans Loans, in such manner as will maximize the receipt of principal and interest by the DepositorPurchaser, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, the Servicer Countrywide shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Purchaser after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer Countrywide through Other Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property. In the event that any payment due under any Mortgage Loan remains delinquent for a period of ninety (90) days or more, as contemplated Countrywide shall commence foreclosure proceedings if it is in Section 4.02the best interest of the Purchaser. The Servicer Countrywide shall notify the Purchaser in writing of the commencement of foreclosure proceedings. Such notice may be contained in the reports prepared by Countrywide and delivered to the Purchaser pursuant to the terms and conditions of this Agreement. Countrywide shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesforeclosure proceedings; provided, however, that it shall be entitled to reimbursement therefor as provided in Section 4.02. Notwithstanding anything to thereof from proceeds from the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review of such related Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspection.

Realization Upon Defaulted Mortgage Loans. (a) The Master Servicer shall, or shall use its reasonable effortsdirect the related Sub-Servicer to, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the any Mortgage Loans as that come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining 3.06 except that the delinquency status of any Mortgage Loan, the Master Servicer will use Delinquency Recognition Policies as described to and approved by the Depositorshall not, and shall revise these policies as requested by not direct the Depositor from time related Sub-Servicer to, foreclose upon or otherwise comparably convert a Mortgaged Property if there is evidence of toxic waste thereon and the Master Servicer determines it would be imprudent to timedo so or not in accordance with appropriate servicing standards. The Master Servicer can conclusively rely on results of third party inspections from parties it reasonably believes are qualified to conduct such inspections. In connection with such foreclosure or other conversion, the Master Servicer in conjunction with the related Sub-Servicer, if any, shall use its best reasonable efforts to preserve REO Property and to realize upon defaulted Mortgage Loans in such manner as will to maximize the receipt of principal and interest by the DepositorCertificateholders, taking into account, among other things, the timing of foreclosure proceedingsand the considerations set forth in Section 3.12(b). The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, proviso that the Master Servicer shall not be required to expend its own funds toward in connection with any foreclosure or towards the restoration of such any property unless it shall determine determines in its discretion good faith (i) that such restoration or foreclosure will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Certificateholders after reimbursement to itself for such expenses, expenses and (ii) that such expenses will be recoverable by to it either through Liquidation Proceeds (respecting which it shall have priority for purposes of reimbursements from the Servicer Certificate Account pursuant to Section 4.03) or through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02(respecting which it shall have similar priority). The Master Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof (as provided well as its normal servicing compensation), and in Section 4.02. Notwithstanding anything respect of the Master Servicer only, to receive Excess Liquidation Proceeds as additional servicing compensation to the contrary contained herein, in connection extent that transfers or withdrawals from the Certificate Account with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspection.respect thereto are permitted under Section

Realization Upon Defaulted Mortgage Loans. The Servicer Seller shall use its commercially reasonable efforts, consistent with the procedures that the Servicer Seller would use in servicing loans for its own account account, Accepted Servicing Practices, any Primary Mortgage Insurance and the requirements best interest of the Xxxxxx Xxx GuidePurchaser, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. In determining the delinquency status Foreclosure or comparable proceedings shall be initiated pursuant to Fannie Mae guidelines and applicable state law with respect to Mortxxxxx Pxxxerties for which no satisfactory arrangements can be made for collection of any Mortgage Loan, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to timedelinquent payments. The Servicer Seller shall use its reasonable best efforts to realize upon defaulted Mortgage Loans in such manner as will maximize the receipt of principal and interest by the DepositorPurchaser, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject to the provisions that, in any case in which the Mortgaged Property shall have suffered damage, the Servicer Seller shall not be required to expend its own funds toward the restoration of such property unless it shall determine in its discretion (i) that such restoration will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Purchaser after reimbursement to itself for such expenses, and (ii) that such expenses will be recoverable by the Servicer Seller through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.024.05. The Servicer Seller shall notify the Purchaser in writing (which may be by electronic mail) of the commencement of foreclosure proceedings. The Seller shall be responsible for all costs and expenses incurred by it in any such proceedings or functions as advancesfunctions; provided, however, that it shall be entitled to reimbursement therefor thereof from the related property, as provided contemplated in Section 4.024.05. Notwithstanding anything to the contrary contained herein, in connection with a foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer Seller has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee Purchaser otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspectorinspector at the Purchaser's expense. Upon completion of the inspection, the Servicer Seller shall promptly provide the Depositor and the Trustee Purchaser with a written report of the environmental inspection. After reviewing the environmental inspection report, the Purchaser shall determine how the Seller shall proceed with respect to the Mortgaged Property. In the event that a Mortgage Loan becomes part of a REMIC, and becomes REO Property, such property shall be disposed of by the Seller, with the consent of the Purchaser as required pursuant to this Agreement, within three (3) years after becoming an REO Property, unless the Seller provides to the trustee under such REMIC an opinion of counsel to the effect that the holding of such REO Property subsequent to three years after its becoming REO Property, will not result in the imposition of taxes on "prohibited transactions" as defined in Section 860F of the Code, or cause the transaction to fail to qualify as a REMIC at any time that certificates are outstanding. The Seller shall manage, conserve, protect and operate each such REO Property for the certificateholders solely for the purpose of its prompt disposition and sale in a manner which does not cause such property to fail to qualify as "foreclosure property" within the meaning of Section 860G(a)(8) of the Code, or any "net income from foreclosure property" which is subject to taxation under the REMIC provisions of the Code. Pursuant to its efforts to sell such property, the Seller shall either itself or through an agent selected by the Seller, protect and conserve such property in the same manner and to such an extent as is customary in the locality where such property is located. Additionally, the Seller shall provide the Purchaser or any master servicer with information sufficient to perform the tax withholding and reporting related to Sections 1445 and 6050J of the Code.

Realization Upon Defaulted Mortgage Loans. (a) The Servicer shall use its reasonable effortsshall, consistent with the procedures that provisions of the Servicer would use in servicing loans for its own account Mortgage and the requirements of the Xxxxxx Xxx GuideCollection Policy, to foreclose upon or otherwise comparably convert (which may include acquisition of an REO Property) the ownership of any Mortgaged Properties Property securing a Mortgage Loan (but shall not sell or convey such Mortgage Loan) in the event of a default under the Mortgage Loans as come into and continue in default and as to which when no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.013.02, subject to the provisions contained in this Section 3.08(a) and only if the Servicer determines that there is sufficient equity in the related Mortgaged Property to justify such foreclosure. In determining the delinquency status of any Mortgage Loanconnection with such foreclosure or other conversion, the Servicer will use Delinquency Recognition Policies as described to and approved by the Depositor, and shall revise these policies as requested by the Depositor from time to time. The Servicer shall use its reasonable efforts to realize upon such defaulted Mortgage Loans Loan in such manner as will maximize the receipt of principal and interest by the Depositorthereon, taking into account, among other things, the timing of foreclosure proceedings. The foregoing is subject Servicer shall pay all costs and expenses incurred by it in any such proceedings; provided, however, that such costs and expenses shall be deemed to be a “Servicing Advance” and the provisions Servicer shall be reimbursed therefor as provided in Section 3.04 hereof; provided, further, that, in any case in which the Mortgaged Property shall have suffered damagedamage such that the complete restoration thereof is not fully reimbursable by insurance policies required to be maintained with respect thereto, the Servicer shall not be required to expend its own funds toward the restoration of to restore such property Mortgaged Property unless it shall determine determine, in its discretion (i) good faith, that such restoration will increase the proceeds of liquidation of the related Mortgage Loan Liquidation Proceeds to the Depositor Trust after reimbursement to itself for such expenses. In addition to the reimbursement of its costs and expenses, the Servicer shall be entitled to a reasonable and (ii) that such expenses will be recoverable customary fee as agreed to by the Servicer through and the Issuer for performing any foreclosure activities pursuant to this Section 3.08(a), which fee shall be payable pursuant to Section 3.04. (b) Any Liquidation Proceeds, Insurance Proceeds, REO Proceeds or Liquidation Condemnation Proceeds from received in respect of a Mortgaged Property shall be deposited in the related Mortgaged PropertyCustodial Account pursuant to Section 3.03 and applied pursuant to Section 3.04. (c) In connection with such foreclosure or other conversion, the Servicer shall exercise collection and foreclosure procedures in accordance with the Collection Policy and with the same degree of care and skill in its exercise or use as contemplated it would exercise or use under the circumstances in Section 4.02the conduct of its own affairs. The Servicer shall be responsible for all costs take into account the existence of any hazardous substances, hazardous wastes or solid wastes, as such terms are defined in the Comprehensive Environmental Response Compensation and expenses incurred by it Liability Act, the Resource Conservation and Recovery Act of 1976, or other federal, state or local environmental legislation, on a Mortgaged Property in any such proceedings determining whether to foreclose upon or functions as advances; provided, however, that it shall be entitled to reimbursement therefor as provided in Section 4.02otherwise comparably convert the ownership of a Mortgaged Property. Notwithstanding anything to the contrary contained herein, Any amounts advanced in connection with a such foreclosure or acceptance of a deed in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous or toxic substances or wastes, or if the Trustee otherwise requests an environmental inspection or review of such Mortgaged Property, such an inspection or review is to be conducted by a qualified inspector. Upon completion of the inspection, the Servicer other action shall promptly provide the Depositor and the Trustee with a written report of the environmental inspectionconstitute “Servicing Advances.”

Realization Upon Defaulted Mortgage Loans. (a) The Servicer shall, or shall use its reasonable effortsdirect the related Subservicer to, consistent with the procedures that the Servicer would use in servicing loans for its own account and the requirements of the Xxxxxx Xxx Guide, to foreclose upon or otherwise comparably convert the ownership of Mortgaged Properties properties securing such of the any Mortgage Loans as that come into and continue in default and as to which no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 4.01. 3.06, except that the Servicer shall not, and shall not direct the related Subservicer to, foreclose upon or otherwise comparably convert a Mortgaged Property if there is evidence of toxic waste or other environmental hazards thereon unless the Servicer follows the procedures in Subsection (e) below. (b) The Servicer shall foreclose or shall direct the related Subservicer to foreclose on any Mortgaged Property in the name of the Indenture Trustee for the benefit of the Securityholders. (c) In determining the delinquency status of any Mortgage Loanconnection with such foreclosure or other conversion, the Servicer will use Delinquency Recognition Policies as described to and approved by in conjunction with the Depositorrelated Subservicer, and shall revise these policies as requested by the Depositor from time to time. The Servicer if any, shall use its best reasonable efforts to preserve REO Property and to realize upon defaulted Mortgage Loans in such manner (including short sales) as will to maximize the receipt of principal and interest by the DepositorSecurityholders, taking into account, among other things, the timing of foreclosure proceedingsand the considerations set forth in Subsection 3.13(d). The foregoing is subject to the provisions that, in any case in which Mortgaged Property shall have suffered damage, proviso that the Servicer shall not be required to expend its own funds toward in connection with any foreclosure or towards the restoration of such any property unless it shall determine determines in its discretion good faith (i) that such restoration or foreclosure will increase the proceeds of liquidation of the related Mortgage Loan to the Depositor Securityholders after reimbursement to itself for such expenses, expenses and (ii) that such expenses will be recoverable by to it either through Liquidation Proceeds (respecting which it shall have priority for purposes of reimbursements from the Servicer Protected Account pursuant to Section 3.07) or through Insurance Proceeds or Liquidation Proceeds from the related Mortgaged Property, as contemplated in Section 4.02(respecting which it shall have similar priority). The Servicer shall be responsible for all other costs and expenses incurred by it in any such proceedings or functions as advancesproceedings; provided, however, that it shall be entitled to reimbursement therefor thereof (as provided in Section 4.02well as its normal servicing compensation). Notwithstanding anything Any income from or other funds (net of any income taxes) generated by REO Property shall be deemed for purposes of this Servicing Agreement to the contrary contained herein, be Insurance Proceeds. (d) The Trust Estate shall not acquire any real property (or any personal property incident to such real property) except in connection with a foreclosure default or acceptance reasonably foreseeable default of a Mortgage Loan. In the event that the Trust Estate acquires any real property (or personal property incident to such real property) in connection with a default or imminent default of a Mortgage Loan, such property shall be disposed of by the Servicer (or its agent) on behalf of the Trust Estate within two years after its acquisition by the Trust Estate. (e) With respect to any Mortgage Loan as to which the Servicer or a Subservicer has received notice of, or has actual knowledge of, the presence of any toxic or hazardous substance on the Mortgaged Property, the Servicer shall promptly notify the Master Servicer and shall act in accordance with any directions and instructions provided by the Master Servicer. If the Master Servicer has not provided directions and instructions to the Servicer in connection with any such Mortgage Loan within 30 days of a request by the Servicer for such directions and instructions, then the Servicer shall take such action as it deems to be in the best economic interest of the Trust Estate (other than proceeding against the Mortgaged Property) and is hereby authorized at such time as it deems appropriate to release such Mortgaged Property from the lien of the related Mortgage. The parties hereto acknowledge that the Servicer shall not obtain on behalf of the Issuing Entity a deed as a result or in lieu of foreclosure, in the event the Servicer has reasonable cause to believe that a Mortgaged Property is contaminated by hazardous and shall not otherwise acquire possession of or toxic substances or wastestitle to, or if the Trustee otherwise requests an environmental inspection commence any proceedings to acquire possession of or review of such title to, or take any other action with respect to, any Mortgaged Property, such an inspection if the Master Servicer, the Owner Trustee or review is the Indenture Trustee could reasonably be considered to be conducted by a qualified inspector. Upon completion responsible party for any liability arising from the presence of any toxic or hazardous substance on the inspection, the Servicer shall promptly provide the Depositor and the Trustee with a written report of the environmental inspectionMortgaged Property.