Common use of Remedies for Breach of Representations and Warranties Clause in Contracts

Remedies for Breach of Representations and Warranties. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 (ee), (iii), (nnn), (ww), (ddd) and (rrr) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections Section 3 and 4 hereof shall be as set forth in Subsection 3.01 Section 4(b) of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In additionaddition to the foregoing, in the event that a breach of any representation of the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 (ee), (iii), (nnn), (ww), (ddd) and (rrr) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or affects the interests of the Trust Assignor in any prepayment penalty or the collectability of such prepayment penalty, the Company shall pay the amount of the scheduled prepayment penalty to the Assignor upon the payoff of any related mortgage loansAssigned Loan. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer Servicers acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 4 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Notwithstanding the foregoing, the Assignor hereby acknowledges and agrees that a may, at its option, satisfy any obligation of the Company with respect to any breach of any one of representation and warranty made by the representations set forth in Section 3 above will be deemed to materially adversely affect Company regarding the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s)Loans.

Remedies for Breach of Representations and Warranties. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections Section 3 and 4 hereof shall be as set forth in Subsection 3.01 3.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, It is understood by the Company hereby acknowledges and agrees parties hereto that any a breach of the representations set forth and warranties made in Section Subsections 3.02 (ee), (iiiuu), (nnnvv), (ww), (dddccc) and (rrrggg) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans loan or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 hereof shall be as set forth in Section 2.03 of the Pooling and Servicing Agreement as if they were set forth hereinherein (including without limitation the repurchase obligations set forth therein). The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 5 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s). Notwithstanding the foregoing, the Assignor may, at its option, satisfy any obligation of the Company with respect to any breach of representation and warranty made by the Company regarding the Mortgage Loans.

Remedies for Breach of Representations and Warranties. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 (ee), (iiiuu), (nnnvv), (ww), (dddccc) and (rrrggg) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the a Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 3(g) hereof and Section 7.02 (eexliv)(a), (iiixliv)(b), (nnnxliv)(c), (wwlxiii), (dddlxix), (xlvii), the first three sentences of (lv), (lix) and (rrrlx) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Master a Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The In addition, the Assignor hereby acknowledges and agrees that a any breach of any one of the representations set forth in Section 3 above will 5 (d) and (e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the certificateholders and shall require a repurchase of Trust in the affected Mortgage Loan(s)related mortgage loans.

Remedies for Breach of Representations and Warranties. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator, the Servicer and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 Section III(1) and 4 hereof III(2) above shall be as set forth in Subsection 3.01 Section 3.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 (ee), (iii), (nnn), (ww), (ddd) and (rrr) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator, the Servicer and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 hereof III(4) above shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth hereinherein (including without limitation the repurchase obligations set forth therein). The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 III(4) above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Servicer Servicers acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition; provided, however, with respect to any breach of any representation of the Company which materially and adversely affects the interests of any Prepayment Charge, the Company hereby acknowledges and agrees that any breach shall pay the amount of the representations set forth scheduled Prepayment Charge by remitting such amount to the Servicers for deposit into the Collection Account in Section 3.02 (ee), (iii), (nnn), (ww), (ddd) and (rrr) respect of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loanssuch Prepayment Charge. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Master Servicer Servicers acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections Section 3 and 4 hereof shall be as set forth in Subsection 3.01 Section 4(b) of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In additionaddition to the foregoing, in the event that a breach of any representation of the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 (ee), (iii), (nnn), (ww), (ddd) and (rrr) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or affects the interests of the Trust Assignor in any prepayment penalty or the collectability of such prepayment penalty, the Company shall pay the amount of the scheduled prepayment penalty to the Assignor upon the payoff of any related mortgage loansAssigned Loan. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer Servicers acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 4 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator, the Master Servicer and the Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.04 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition; provided, however, with respect to any representation of the Company which materially and adversely affects the interests of any Prepayment Charge, the Company hereby acknowledges and agrees that any breach shall pay the amount of the representations set forth scheduled Prepayment Charge by remitting such amount to the Servicer for deposit into the Collection Account in Section 3.02 (ee), (iii), (nnn), (ww), (ddd) and (rrr) respect of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loanssuch Prepayment Charge. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator, the Master Servicer and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 Section 2 hereof shall be as set forth in Subsection 3.01 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 Xxxxxxx 0.00 (eex), (iiix), (nnnxx), (wwxx), (dddxx), (xx), (xxx), (xxx), (xxx), (xxx) and or (rrrooo) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections Section 3 and 4 hereof shall be as set forth in Subsection 3.01 3.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, It is understood by the Company hereby acknowledges and agrees parties hereto that any a breach of the representations set forth and warranties made in Section Sections 3.02 (h), (n), (ee), (pp), (uu), (vv), (ccc), (ggg), (hhh), (iii), (nnnjjj), (wwooo), (dddrrr) and or (rrrsss) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans loan or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 hereof shall be as set forth in Section 2.03 of the Pooling and Servicing Agreement as if they were set forth hereinherein (including without limitation the repurchase obligations set forth therein). The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 5 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s). Notwithstanding the foregoing, the Assignor may, at its option, satisfy any obligation of the Company with respect to any breach of representation and warranty made by the Company regarding the Mortgage Loans.

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement Agreements as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition; provided, however, with respect to any representation of the Company which materially and adversely affects the interests of any Prepayment Charge, the Company hereby acknowledges and agrees that any breach shall pay the amount of the representations set forth scheduled Prepayment Charge by remitting such amount to the Servicer for deposit into the Collection Account in Section 3.02 (ee), (iii), (nnn), (ww), (ddd) and (rrr) respect of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loanssuch Prepayment Charge. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer Servicers acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and each of the Servicer Servicers acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein); provided, however, that the purchase price payable to the Trust in respect of a breach of a representation and warranty shall in no event be greater than the unpaid Principal Balance of the related Mortgage Loan plus unpaid accrued interest and any amount owed by the Company in excess of such amount shall be payable to the Assignor. In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 7.02 (eerr), (iiiuu), (nnnbbb), (wwggg), (dddjjj) and (rrrqqq) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and each of the Master Servicer Servicers acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth hereinherein (including without limitation the repurchase and indemnity obligations set forth therein). The In addition, the Assignor hereby acknowledges and agrees that a any breach of any one of the representations set forth in Section 3 above will 5 (e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the certificateholders and shall require a repurchase of Trust in the affected Mortgage Loan(s)related mortgage loans.

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition; provided, however, with respect to any representation of the Company which materially and adversely affects the interests of any Prepayment Charge, the Company hereby acknowledges and agrees that any breach shall pay the amount of the representations set forth scheduled Prepayment Charge by remitting such amount to the Servicer for deposit into the Collection Account in Section 3.02 (ee), (iii), (nnn), (ww), (ddd) and (rrr) respect of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loanssuch Prepayment Charge. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The In addition to the foregoing, within 120 days of the earlier of discovery by the Assignor hereby acknowledges and agrees that a or receipt of notice by the Assignor of (i) the breach of any one representation or warranty of the representations Company set forth in Section 3 above will be deemed to 7.02 of the Purchase Agreement which materially and adversely affect affects the interests of the certificateholders and shall require a repurchase Certificateholders in any of the affected Mortgage Loan(s).Loan and for which the Company has failed to cure such breach in accordance with the terms of the Purchase Agreement and (ii)(a) the fact that the Company is no longer an operating company or (b) an Officers' Certificate certifying to the fact that the Company is financially unable to cure such breach pursuant to the terms of the Purchase Agreement, the Assignor shall take such action described in Section 2.03 of the Pooling Agreement in respect of such Mortgage Loan. Such obligation of the Assignor shall continue until such time that the Rating Agencies inform the Assignee and the Assignor in writing that such obligation is no longer required in order for the Rating Agencies to maintain their then-current ratings on the Certificates. MISCELLANEOUS

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 3.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, It is understood by the Company hereby acknowledges and agrees parties hereto that any a breach of the representations set forth and warranties made in Section Subsections 3.02 (h), (n), (ee), (iiipp), (nnnuu), (wwvv), (dddbbb), (ccc), (ggg), (jjj), (kkk), (yyy), (dddd) and (rrreeee) of the Purchase Agreement and Section 1(e) hereof shall will be deemed to materially and adversely affect the value of the related mortgage loans Mortgage Loan or the interests interest of the Trust in the related mortgage loansPurchaser therein. The Assignor hereby acknowledges and agrees that the remedies available to the the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling and Servicing Agreement as if they were set forth hereinherein (including without limitation the repurchase obligations set forth therein). The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 5 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition; provided, however, with respect to any representation of the Company which materially and adversely affects the interests of any Prepayment Charge, the Company hereby acknowledges and agrees that any breach shall pay the amount of the representations set forth scheduled Prepayment Charge by remitting such amount to the Servicer for deposit into the Collection Account in Section 3.02 (ee), (iii), (nnn), (ww), (ddd) and (rrr) respect of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loanssuch Prepayment Charge. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer Servicers acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.04 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition; provided, however, with respect to any representation of the Company which materially and adversely affects the interests of any Prepayment Charge, the Company hereby acknowledges and agrees that any breach shall pay the amount of the representations set forth scheduled Prepayment Charge by remitting such amount to the Servicer for deposit into the Collection Account in Section 3.02 (ee), (iii), (nnn), (ww), (ddd) and (rrr) respect of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loanssuch Prepayment Charge. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.02 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 7.02 (eexlvi), (iiixlix), (nnnlvi), (wwlviii), (dddlxi), (lxviii), (lxvi) and (rrrlxix) of the Purchase Agreement and Section 1(e3(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The In addition, the Assignor hereby acknowledges and agrees that a any breach of any one of the representations set forth in Section 3 above will 5(d) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the certificateholders and shall require a repurchase of Trust in the affected Mortgage Loan(s)related mortgage loans.

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Servicer Servicers acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein); provided, however, with respect to any representation of the Company which materially and adversely affects the interests of any Prepayment Charge, the Company shall pay the amount of the scheduled Prepayment Charge by remitting such amount to the Servicers for deposit into the Collection Account in respect of such Prepayment Charge. In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 (ee)7.03(a) 46, (iii)54, (nnn)57, (ww)65, (ddd) 66, 67, 68, 70, 71, 72 and (rrr) 74 of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Master Servicer Servicers acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The In addition, the Assignor hereby acknowledges and agrees that a any breach of any one of the representations set forth in Section 3 above will Xxxxxxx 0 (x), (x), (x), (x) and (g) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the certificateholders and shall require a repurchase Trust in the related mortgage loans. Notwithstanding the foregoing, the Assignor may, at its option, satisfy any obligation of the affected Company with respect to any breach of representation and warranty made by the Company regarding the Mortgage Loan(s)Loans.

Remedies for Breach of Representations and Warranties. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 3.1 (eek), (iiio), (nnnii), (wwss), (dddtt), (vv), (yy), (aaa), (bbb), (jjj), (ooo) and (rrrppp) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s). Notwithstanding the foregoing, the Assignor may, at its option, satisfy any obligation of the Company with respect to any breach of representation and warranty made by the Company regarding the Mortgage Loans.

Remedies for Breach of Representations and Warranties. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections Section 3 and 4 hereof shall be as set forth in Subsection 3.01 3.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, It is understood by the Company hereby acknowledges and agrees parties hereto that any a breach of the representations set forth and warranties made in Section Sections Sections 3.02 (h), (n), (ee), (pp), (uu), (vv), (ccc), (ggg), (hhh), (iii), (nnnjjj), (wwooo), (dddrrr) and or (rrrsss) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans loan or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 hereof shall be as set forth in Section 2.03 of the Pooling and Servicing Agreement as if they were set forth hereinherein (including without limitation the repurchase obligations set forth therein). The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 5 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s). Notwithstanding the foregoing, the Assignor may, at its option, satisfy any obligation of the Company with respect to any breach of representation and warranty made by the Company regarding the Mortgage Loans.

Remedies for Breach of Representations and Warranties. 7. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition; provided, however, with respect to any representation of the Company which materially and adversely affects the interests of any Prepayment Charge, the Company hereby acknowledges and agrees that any breach shall pay the amount of the representations set forth scheduled Prepayment Charge by remitting such amount to the Servicer for deposit into the Collection Account in Section 3.02 (ee), (iii), (nnn), (ww), (ddd) and (rrr) respect of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loanssuch Prepayment Charge. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).forth

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.04 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition; provided, however, with respect to any representation of the Company which materially and adversely affects the interests of any Prepayment Charge, the Company hereby acknowledges and agrees that any breach shall pay the amount of the representations set forth scheduled Prepayment Charge by remitting such amount to the Servicer for deposit into the Collection Account in Section 3.02 (ee), (iii), (nnn), (ww), (ddd) and (rrr) respect of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loanssuch Prepayment Charge. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein); provided, however, with respect to any representation of the Company which materially and adversely affects the interests of any Prepayment Charge, the Company shall pay the amount of the scheduled Prepayment Charge by remitting such amount to the Servicer for deposit into the Collection Account in respect of such Prepayment Charge. In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 (ee)7.03(a) 46, (iii)54, (nnn)57, (ww)65, (ddd) 66, 67, 68, 70, 71, 72 and (rrr) 74 of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The In addition, the Assignor hereby acknowledges and agrees that a any breach of any one of the representations set forth in Section 3 above will Xxxxxxx 0 (x), (x), (x), (x), (x) and (h) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the certificateholders and shall require a repurchase Trust in the related mortgage loans. Notwithstanding the foregoing, the Assignor may, at its option, satisfy any obligation of the affected Company with respect to any breach of representation and warranty made by the Company regarding the Mortgage Loan(s)Loans.

Remedies for Breach of Representations and Warranties. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections Section 3 and 4 hereof shall be as set forth in Subsection 3.01 3.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, It is understood by the Company hereby acknowledges and agrees parties hereto that any a breach of the representations set forth and warranties made in Section Sections 3.02 (h), (n), (ee), (pp), (uu), (vv), (ccc), (ggg), (hhh), (iii), (nnnjjj), (wwooo), (dddrrr) and or (rrrsss) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans loan or the interests of the Trust in the related mortgage loans. The Company shall repurchase any Mortgage Loan sold to the Assignor for which (a) the first monthly payment due to the Assignor following the related Closing Date or (b) the first scheduled monthly payment due following the related Closing Date, in either case, becomes 30 days past due (each, a “Delinquent Loan”). Such repurchase will be made at the Repurchase Price (as defined in the Purchase Agreement). The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 hereof shall be as set forth in Section 2.03 of the Pooling and Servicing Agreement as if they were set forth hereinherein (including without limitation the repurchase obligations set forth therein). The Notwithstanding the foregoing, the Assignor hereby acknowledges and agrees that a may, at its option, satisfy any obligation of the Company with respect to any breach of any one of representation and warranty made by the representations set forth in Section 3 above will be deemed to materially adversely affect Company regarding the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s)Loans.

Remedies for Breach of Representations and Warranties. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 (ee), (iiiuu), (nnnvv), (ww), (dddccc) and (rrrggg) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition; provided, the Company hereby acknowledges and agrees that any however, with respect to a breach of the representations representation set forth in Section 3.02 (ee), (iii), (nnn), (ww), (ddd7.02(lv) and (rrr) of the Purchase Agreement and Section 1(e) hereof shall be deemed to which materially and adversely affect the value of the related mortgage loans or affects the interests of any Prepayment Charge, the Trust Company shall pay the amount of the scheduled Prepayment Charge by remitting such amount to the Servicer for deposit into the Collection Account in the related mortgage loansrespect of such Prepayment Charge. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer Servicers acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Servicer Servicers acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 Section 2 hereof shall be as set forth in Subsection 3.01 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 (h), (n), (ee), (pp), (uu), (vv), (ggg), (hhh), (iii), (nnn), jjj) or (ww), (ddd) and (rrrooo) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the a Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 (ee3(g), (iiih), (nnni), (wwj), (dddk) and (rrrl) hereof and Section 7.02 (xliv)(a), (xliv)(b), (xliv)(c), (xlvii), (lxiii), (lxix), the first three sentences of (lv), (lix) and (lx) of the Purchase Agreement shall be deemed to materially and adversely affect the value of the related Mortgage Loans or the interests of the Trust in the related Mortgage Loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee, the Trust Administrator and a Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 1(e5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. In addition, the Assignor hereby acknowledges and agrees that any breach of the representations set forth in Section 5 (d) and (e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the a Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 3(g) hereof and Section 7.02 (eexliv)(a), (iiixliv)(b), (nnnxliv)(c), (wwlxiii), (dddlxix), (xlvii), the first three sentences of (lv), (lix) and (rrrlx) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Master a Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The In addition, the Assignor hereby acknowledges and agrees that a any breach of any one of the representations set forth in Section 3 above will 5 (d) and (e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the certificateholders Trust in the related mortgage loans. In addition, in the event that (i) the first Due Date for a Mortgage Loan is prior to the Cut-off Date (as defined in the Purchase Agreement) and the initial Monthly Payment is not made by the related Mortgagor within thirty (30) days of such Due Date or (ii) the first Monthly Payment on any Mortgage Loan due following the Cut-off Date is not made by the related Mortgagor within thirty (30) days of the related Due Date, then, in each such case, the Company shall require a repurchase of the affected Mortgage Loan(sLoans at the Repurchase Price (as defined in the Purchase Agreement), which shall be paid as provided for in Subsection 7.03 of the Purchase Agreement. The Assignor agrees to notify the Company within ninety (90) days following the date on which any Mortgage Loan to be repurchased hereunder becomes thirty (30) days delinquent of the occurrence of such default under this Section 6.

Remedies for Breach of Representations and Warranties. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections Section 3 and 4 hereof shall be as set forth in Subsection 3.01 3.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, It is understood by the Company hereby acknowledges and agrees parties hereto that any a breach of the representations set forth and warranties made in Section Sections 3.02 (h), (n), (ee), (pp), (uu), (vv), (ccc), (ggg), (hhh), (iii), (nnnjjj), (wwooo), (dddrrr) and or (rrrsss) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans loan or the interests of the Trust in the related mortgage loans. The Company shall repurchase any Mortgage Loan sold to the Assignor for which the first monthly payment due in September 2006 or October 2006 becomes 30 days past due (each, a “Delinquent Loan”) or, in lieu of repurchase of a Delinquent Loan by the Company, the Assignor and the Company may agree to a substitution of another Mortgage Loan for any Delinquent Loan. Any such substituted Mortgage Loan will be subject to the Assignor’s acceptability. Such repurchase will be made at the Repurchase Price (as defined in the Purchase Agreement). The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 hereof shall be as set forth in Section 2.03 of the Pooling and Servicing Agreement as if they were set forth hereinherein (including without limitation the repurchase obligations set forth therein). The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 5 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s). Notwithstanding the foregoing, the Assignor may, at its option, satisfy any obligation of the Company with respect to any breach of representation and warranty made by the Company regarding the Mortgage Loans.

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the a Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 7.02 (eeliv), (iiilvii), (nnnlxiii), (wwlxiv), (dddlxv), (lxvi), (lxviii), (lxix) and (rrrlxx) of the Purchase Agreement and in Section 1(e3 (g) hereof herein shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Master a Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The In addition, the Assignor hereby acknowledges and agrees that a any breach of any one of the representations set forth in Section 3 above will 5 (a) and (d) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the certificateholders Trust in the related mortgage loans. In the event that the first or second monthly payment of principal and interest to be made by the mortgagor after the Settlement Date (as defined in the Commitment Letter) with respect to any Mortgage Loan is not paid by the due date, the Company shall require a repurchase such Mortgage Loan. Notwithstanding the foregoing, the Assignor may, at its option, satisfy any obligation of the affected Company with respect to any breach of representation and warranty made by the Company regarding the Mortgage Loan(s)Loans.

Remedies for Breach of Representations and Warranties. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 2, 3 and 4 hereof shall be as set forth in Subsection 3.01 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 (ee), (iiiuu), (nnnvv), (ww), (dddccc) and (rrrggg) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s). Notwithstanding the foregoing, the Assignor may, at its option, satisfy any obligation of the Company with respect to any breach of representation and warranty made by the Company regarding the Mortgage Loans.

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 (ee), (iii), (nnn), (ww), (ddd) and (rrr) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The With respect to the representations and warranties contained herein that are made to the knowledge or the best knowledge of the Assignor hereby acknowledges or as to which the Assignor has no knowledge, if it is discovered that the substance of any such representation and agrees that warranty is inaccurate and the inaccuracy materially and adversely affects the value of the related Mortgage Loan, or the interest therein of the Assignee or the Assignee's, designee or transferee, then notwithstanding the Assignor's lack of knowledge with respect to the substance of such representation and warranty being inaccurate at the time the representation and warranty was made, such inaccuracy shall be deemed a breach of any one of the representations set forth applicable representation and warranty and the Assignor shall take such action described above in Section 3 above will be deemed to materially adversely affect the interests 5 of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s)this Agreement.

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Servicer Servicers acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein); provided, however, with respect to any representation of the Company which materially and adversely affects the interests of any Prepayment Charge, the Company shall pay the amount of the scheduled Prepayment Charge by remitting such amount to the Servicers for deposit into the Collection Account in respect of such Prepayment Charge. In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 (ee)7.03(a) 46, (iii)54, (nnn)57, (ww)65, (ddd) 66, 67, 68, 70, 71, 72 and (rrr) 74 of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Master Servicer Servicers acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The In addition, the Assignor hereby acknowledges and agrees that a any breach of any one of the representations set forth in Section 3 above will 5 (b), (e), (f), (g) and (h) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the certificateholders and shall require a repurchase Trust in the related mortgage loans. Notwithstanding the foregoing, the Assignor may, at its option, satisfy any obligation of the affected Company with respect to any breach of representation and warranty made by the Company regarding the Mortgage Loan(s)Loans.

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 5 hereof shall be as set forth in Section 2.03 of the Pooling and Servicing Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company Assignor hereby acknowledges and agrees that a breach of any breach of the representations and warranties set forth in Section 3.02 (ee5(e), (iiif), (nnn), (ww), (dddg) and (rrrh) of the Purchase Agreement and Section 1(e) hereof shall will be deemed to materially and adversely affect the value of the related mortgage loans Mortgage Loan or the interests interest of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s)therein.

Remedies for Breach of Representations and Warranties. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 3.02(e), (h) (first sentence), (n) (clause (v)), (ee) (third and fifth sentences), (pp), (uu), (vv) (second sentence), (bbb), (ccc), (ggg) (with respect to Georgia), (hhh) (first two sentences), (iii), (nnnkkk) (second sentence), (ww), nnn) or (ddd) and (rrrooo) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the a Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 7.02 (eeliv), (iiilvii), (nnnlxiii), (wwlxiv), (dddlxv), (lxvi), (lxviii), (lxix) and (rrrlxx) of the Purchase Agreement and in Section 1(e3 (g) hereof herein shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Master a Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The In addition, the Assignor hereby acknowledges and agrees that a any breach of any one of the representations set forth in Section 3 above will 5 (a) and (d) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the certificateholders and shall require a repurchase Trust in the related mortgage loans. Notwithstanding the foregoing, the Assignor may, at its option, satisfy any obligation of the affected Company with respect to any breach of representation and warranty made by the Company regarding the Mortgage Loan(s)Loans.

Remedies for Breach of Representations and Warranties. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 3.02(h), Section 3.02(n)(iv), the second sentence of Section 3.02(ee), Section 3.02(bbb)(iv), Sections 3.02(ccc) and (eeeee), Section 3.02(hhh)(a) and(b), or Sections 3.02(kkk), (iiilll), (nnn), (wwooo), (dddppp) and or (rrrdddd) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 (ee), (iii), (nnn), (ww), (ddd) and (rrr) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer Servicers acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The With respect to the representations and warranties contained herein that are made to the knowledge or the best knowledge of the Assignor hereby acknowledges or as to which the Assignor has no knowledge, if it is discovered that the substance of any such representation and agrees that warranty is inaccurate and the inaccuracy materially and adversely affects the value of the related Mortgage Loan, or the interest therein of the Assignee or the Assignee’s, designee or transferee, then notwithstanding the Assignor’s lack of knowledge with respect to the substance of such representation and warranty being inaccurate at the time the representation and warranty was made, such inaccuracy shall be deemed a breach of any one of the representations set forth applicable representation and warranty and the Assignor shall take such action described above in Section 3 above will be deemed to materially adversely affect the interests 5 of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s)this Agreement.

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and each of the Servicer Servicers acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition; provided, however, with respect to any representation of the Company which materially and adversely affects the interests of any Prepayment Charge, the Company hereby acknowledges and agrees that any breach shall pay the amount of the representations set forth scheduled Prepayment Charge by remitting such amount to the Servicers for deposit into the Collection Account in Section 3.02 (ee), (iii), (nnn), (ww), (ddd) and (rrr) respect of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loanssuch Prepayment Charge. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and each of the Master Servicer Servicers acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The In addition to the foregoing, within 120 days of the earlier of discovery by the Assignor hereby acknowledges and agrees that a or receipt of notice by the Assignor of (i) the breach of any one representation or warranty of the representations Company set forth in Section 3 above will be deemed to 7.02 of the Purchase Agreement which materially and adversely affect affects the interests of the certificateholders and shall require a repurchase Certificateholders in any of the affected Mortgage Loan(s)Loan and for which the Company has failed to cure such breach in accordance with the terms of the Purchase Agreement and (ii)(a) the fact that the Company is no longer an operating company or (b) an Officers’ Certificate certifying to the fact that the Company is financially unable to cure such breach pursuant to the terms of the Purchase Agreement, the Assignor shall take such action described in Section 2.03 of the Pooling Agreement in respect of such Mortgage Loan. Such obligation of the Assignor shall continue until such time that the Rating Agencies inform the Assignee and the Assignor in writing that such obligation is no longer required in order for the Rating Agencies to maintain their then-current ratings on the Certificates.

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 3.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the The Company hereby further acknowledges and agrees that a breach of any breach one of the representations set forth in Section Sections 3.02 (ee), (iiipp), (nnnuu), (wwvv), (dddccc), (ggg) and (rrryyy) of the Purchase Agreement and Section 1(e) hereof shall will be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in certificateholders and shall require a repurchase of the related mortgage loansaffected Mortgage Loan(s). The Assignor hereby acknowledges and agrees that the remedies available to the the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling and Servicing Agreement as if they were set forth hereinherein (including without limitation the repurchase obligations set forth therein). The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 5 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 3.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the The Company hereby further acknowledges and agrees that a breach of any breach one of the representations set forth in Section Sections 3.02 (ee), (iiipp), (nnnuu), (wwvv), (dddccc), (ggg) and (rrryyy) of the Purchase Agreement and Section 1(e) hereof shall will be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in certificateholders and shall require a repurchase of the related mortgage loansaffected Mortgage Loan(s). The Assignor hereby acknowledges and agrees that the remedies available to the the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling and Servicing Agreement as if they were set forth hereinherein (including without limitation the repurchase obligations set forth therein). The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 5 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).. MISCELLANEOUS

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Servicer Servicers acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition; provided, however, with respect to any breach of any representation of the Company which materially and adversely affects the interests of any Prepayment Charge, the Company hereby acknowledges and agrees that any breach shall pay the amount of the representations set forth scheduled Prepayment Charge by remitting such amount to the Servicers for deposit into the Collection Account in Section 3.02 (ee), (iii), (nnn), (ww), (ddd) and (rrr) respect of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loanssuch Prepayment Charge. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Master Servicer Servicers acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).MISCELLANEOUS -------------

Remedies for Breach of Representations and Warranties. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and Section 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 (ee), (iii), (nnn), (ww), (ddd) and (rrr) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 hereof shall be as set forth in Section 2.03 of the Pooling and Servicing Agreement as if they were set forth hereinherein (including without limitation the repurchase obligations set forth therein). The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section Sections 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 3.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the The Company hereby further acknowledges and agrees that a breach of any breach one of the representations set forth in Section 3.02 (eeSections 3.02(ee), (iiipp), (nnnuu), (wwvv), (dddccc), (ggg), (vvv) and (rrryyy) of the Purchase Agreement and Section 1(e) hereof shall will be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in certificateholders and shall require a repurchase of the related mortgage loansaffected Mortgage Loan(s). The Assignor hereby acknowledges and agrees that the remedies available to the the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling and Servicing Agreement as if they were set forth hereinherein (including without limitation the repurchase obligations set forth therein). The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 Sections 5(b), (c) or (d) above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 3.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, It is understood by the Company hereby acknowledges and agrees parties hereto that any a breach of the representations set forth and warranties made in Section Subsections 3.02 (h), (n), (ee), (iiipp), (nnnuu), (wwvv), (dddbbb), (ccc), (ggg), (jjj), (kkk), (yyy), (dddd) and (rrreeee) of the Purchase Agreement and Section 1(e) hereof shall will be deemed to materially and adversely affect the value of the related mortgage loans Mortgage Loan or the interests interest of the Trust in the related mortgage loansPurchaser therein. The Assignor hereby acknowledges and agrees that the remedies available to the the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling and Servicing Agreement as if they were set forth hereinherein (including without limitation the repurchase obligations set forth therein). The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 5 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).. MISCELLANEOUS

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 3.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the The Company hereby further acknowledges and agrees that a breach of any breach one of the representations set forth in Section 3.02 (eeSections 3.02(ee), (iiipp), (nnnuu), (wwvv), (dddccc), (ggg), (vvv) and (rrryyy) of the Purchase Agreement and Section 1(e) hereof shall will be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in certificateholders and shall require a repurchase of the related mortgage loansaffected Mortgage Loan(s). The Assignor hereby acknowledges and agrees that the remedies available to the the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling and Servicing Agreement as if they were set forth hereinherein (including without limitation the repurchase obligations set forth therein). The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 Sections 5(b), (c), (d) or (e) above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 3.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the The Company hereby further acknowledges and agrees that a breach of any breach one of the representations set forth in Section Sections 3.02 (ee), (iiipp), (nnnvv), (wwccc), (dddggg) and (rrrooo) of the Purchase Agreement and Section 1(e) hereof shall will be deemed to materially and adversely affect the value interest of the related mortgage loans or the interests certificateholders and shall require a repurchase of the Trust in the related mortgage loansaffected Mortgage Loans(s). The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 5 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).. MISCELLANEOUS

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Servicer Servicers acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition; provided, however, with respect to any representation of the Company which materially and adversely affects the interests of any Prepayment Charge, the Company hereby acknowledges and agrees that any breach shall pay the amount of the representations set forth scheduled Prepayment Charge by remitting such amount to the Servicer for deposit into the Collection Account in Section 3.02 (ee), (iii), (nnn), (ww), (ddd) and (rrr) respect of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loanssuch Prepayment Charge. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer Servicers acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 (ee), (iii), (nnn), (ww), (ddd) and (rrr) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 hereof shall be as set forth in Section 2.03 of the Pooling and Servicing Agreement as if they were set forth hereinherein (including without limitation the repurchase obligations set forth therein). The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section Sections 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Servicer Servicers acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition; provided, however, with respect to any representation of the Company which materially and adversely affects the interests of any Prepayment Charge, the Company hereby acknowledges and agrees that any breach shall pay the amount of the representations set forth scheduled Prepayment Charge by remitting such amount to the Servicers for deposit into the Collection Account in Section 3.02 (ee), (iii), (nnn), (ww), (ddd) and (rrr) respect of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loanssuch Prepayment Charge. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Master Servicer Servicers acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Servicer Servicers acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 (ee), (iii), (nnn), (ww), (ddd) and (rrr) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer Servicers acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The With respect to the representations and warranties contained herein that are made to the knowledge or the best knowledge of the Assignor hereby acknowledges or as to which the Assignor has no knowledge, if it is discovered that the substance of any such representation and agrees that warranty is inaccurate and the inaccuracy materially and adversely affects the value of the related Mortgage Loan, or the interest therein of the Assignee or the Assignee’s, designee or transferee, then notwithstanding the Assignor’s lack of knowledge with respect to the substance of such representation and warranty being inaccurate at the time the representation and warranty was made, such inaccuracy shall be deemed a breach of any one of the representations set forth applicable representation and warranty and the Assignor shall take such action described above in Section 3 above will be deemed to materially adversely affect the interests 5 of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s)this Agreement.

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.05 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). Notwithstanding anything to the contrary contained herein, it is understood by the parties hereto that a breach of the representations and warranties made in Subsections 7.04 (viii), (xl), (xlvi), (xlix), (lvi), (lviii), (lxii), (lxi), (lxiii), (lxiv), (lix), (lxxi), (lxxvii), (lxxxii) and (lxxxvi) of the Purchase Agreement will be deemed to materially and adversely affect the value of the related Mortgage Loan or the interest of the Assignor therein. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 5 hereof shall be as set forth in Section 2.03 of the Pooling and Servicing Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company Assignor hereby acknowledges and agrees that a breach of any breach of the representations and warranties set forth in Section 3.02 (ee5(d), (iiie), (nnnf), (ww), (dddg) and (rrrh) of the Purchase Agreement and Section 1(e) hereof shall will be deemed to materially and adversely affect the value of the related mortgage loans Mortgage Loan or the interests interest of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s)therein.

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 3.3 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the The Company hereby further acknowledges and agrees that a breach of any breach one of the representations set forth in Section 3.02 (eeSections 3.1(k), (iiiii), (nnnss), (wwtt), (dddyy) and (rrrzz) of the Purchase Agreement and Section 1(e) hereof shall will be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in certificateholders and shall require a repurchase of the related mortgage loansaffected Mortgage Loan(s). The Assignor hereby acknowledges and agrees that the remedies available to the the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling and Servicing Agreement as if they were set forth hereinherein (including without limitation the repurchase obligations set forth therein). The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 5 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).. MISCELLANEOUS

Remedies for Breach of Representations and Warranties. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator, the Master Servcer and the Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 2, 3 and 4 hereof shall be as set forth in Subsection 3.01 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 Secxxxx 0.00 (eex), (iiix), (nnnxx), (wwxx), (dddxx), (xxx), (xxx), (xxx), (xxx), (xxx), (ooo), (rrr) and (rrrsss) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s). Notwithstanding the foregoing, the Assignor may, at its option, satisfy any obligation of the Company with respect to any breach of representation and warranty made by the Company regarding the Mortgage Loans.

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition; provided, however, with respect to any representation of the Company which materially and adversely affects the interests of any Prepayment Charge, the Company hereby acknowledges and agrees that any breach shall pay the amount of the representations set forth scheduled Prepayment Charge by remitting such amount to the Servicer for deposit into the Collection Account in Section 3.02 (ee), (iii), (nnn), (ww), (ddd) and (rrr) respect of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loanssuch Prepayment Charge. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 3.3 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the The Company hereby further acknowledges and agrees that a breach of any breach one of the representations set forth in Section 3.02 Sections 3.1 (eek), (iiiii), (nnnss), (wwtt), (dddyy) and (rrrjjj) of the Purchase Agreement and Section 1(e) hereof shall will be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in certificateholders and shall require a repurchase of the related mortgage loansaffected Mortgage Loan(s). The Assignor hereby acknowledges and agrees that the remedies available to the the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling and Servicing Agreement as if they were set forth hereinherein (including without limitation the repurchase obligations set forth therein). The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 5 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator, the Master Servicer and the Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 3.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 (ee), (iiipp), (nnnuu), (wwvv), (dddccc), (fff) and (rrrmmm) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator, the Servicer and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s). Notwithstanding the foregoing, the Assignor may, at its option, satisfy any obligation of the Company with respect to any breach of representation and warranty made by the Company regarding the Mortgage Loans.

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 3.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the The Company hereby further acknowledges and agrees that a breach of any breach one of the representations set forth in Section Sections 3.02 (ee), (iiipp), (nnnvv), (wwccc), (dddggg) and (rrrooo) of the Purchase Agreement and Section 1(e) hereof shall will be deemed to materially and adversely affect the value interest of the related mortgage loans or the interests certificateholders and shall require a repurchase of the Trust in the related mortgage loansaffected Mortgage Loans(s). The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 5 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 3.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the The Company hereby further acknowledges and agrees that a breach of any breach one of the representations set forth in Section 3.02 (eeXxxxxxxx 0.00(xx), (iiixx), (nnnxx), (wwxx), (dddxxx), (xxx), (xxx) and (rrrooo) of the Purchase Agreement and Section 1(e) hereof shall will be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in certifiateholders and shall require a repurchase of the related mortgage loansaffected Mortgage Loan(s). The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The Assignor hereby further acknowledges and agrees that a breach of any one of the representations set forth in Section 3 Sections 5(b), (c) or (d) above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the The Company hereby further acknowledges and agrees that a breach of any breach one of the representations set forth in Section 3.02 (eeSections 7.02(tt), (iiiuu), (nnnvv), (wwxx), (dddeee), (fff) and (rrrwww) of the Purchase Agreement and Section 1(e) hereof shall will be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in certificateholders and shall require a repurchase of the related mortgage loansaffected Mortgage Loan(s). The Assignor hereby acknowledges and agrees that the remedies available to the the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling and Servicing Agreement as if they were set forth hereinherein (including without limitation the repurchase obligations set forth therein). The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 Sections 5(b), (c), (d) or (e) above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.02 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 7.02 (eexlvi), (iiilviii), (nnnlxviii), (wwxlix), (dddlvi), (lxi), (lxix) and (rrrlxvi) of the Purchase Agreement and Section 1(e3(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The In addition, the Assignor hereby acknowledges and agrees that a any breach of any one of the representations set forth in Section 3 above will 5(d) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the certificateholders and shall require a repurchase of Trust in the affected Mortgage Loan(s)related mortgage loans.

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 3.3 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the The Company hereby further acknowledges and agrees that a breach of any breach one of the representations set forth in Section 3.02 Sections 3.1 (eek), (iiiii), (nnnss), (wwtt), (dddyy) and (rrrjjj) of the Purchase Agreement and Section 1(e) hereof shall will be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in certificateholders and shall require a repurchase of the related mortgage loansaffected Mortgage Loan(s). The Assignor hereby acknowledges and agrees that the remedies available to the the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling and Servicing Agreement as if they were set forth hereinherein (including without limitation the repurchase obligations set forth therein). The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 5 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).. MISCELLANEOUS

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 3.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the The Company hereby further acknowledges and agrees that a breach of any breach one of the representations set forth in Section 3.02 (eeXxxxxxxx 0.00(xx), (iiixx), (nnnxx), (wwxx), (dddxxx), (xxx), (xxx) and (rrrooo) of the Purchase Agreement and Section 1(e) hereof shall will be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in certificateholders and shall require a repurchase of the related mortgage loansaffected Mortgage Loan(s). The Assignor hereby acknowledges and agrees that the remedies available to the the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling and Servicing Agreement as if they were set forth hereinherein (including without limitation the repurchase obligations set forth therein). The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 Sections 5(b), (c), or (d) above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections Section 3 and 4 hereof shall be as set forth in Subsection 3.01 3.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, It is understood by the Company hereby acknowledges and agrees parties hereto that any a breach of the representations set forth and warranties made in Section Sections 3.02 (h), (n), (ee), (pp), (uu), (vv), (ccc), (ggg), (hhh), (iii), (nnnjjj), (wwooo), (dddrrr) and or (rrrsss) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans loan or the interests of the Trust in the related mortgage loans. The Company shall repurchase any Mortgage Loan sold to the Assignor for which the first monthly payment due in October 2006 or November 2006 becomes 30 days past due (each, a “Delinquent Loan”) or, in lieu of repurchase of a Delinquent Loan by the Company, the Assignor and the Company may agree to a substitution of another Mortgage Loan for any Delinquent Loan. Any such substituted Mortgage Loan will be subject to the Assignor’s acceptability. Such repurchase will be made at the Repurchase Price (as defined in the Purchase Agreement). The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 hereof shall be as set forth in Section 2.03 of the Pooling and Servicing Agreement as if they were set forth hereinherein (including without limitation the repurchase obligations set forth therein). The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 5 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s). Notwithstanding the foregoing, the Assignor may, at its option, satisfy any obligation of the Company with respect to any breach of representation and warranty made by the Company regarding the Mortgage Loans.

Remedies for Breach of Representations and Warranties. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections Section 3 and 4 hereof shall be as set forth in Subsection 3.01 3.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, It is understood by the Company hereby acknowledges and agrees parties hereto that any a breach of the representations set forth and warranties made in Section Sections 3.02 (h), (n), (ee), (pp), (uu), (vv), (ccc), (ggg), (hhh), (iii), (nnnooo), (ww), kkk) or (ddd) and (rrrsss) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans loan or the interests of the Trust in the related mortgage loans. The Company shall repurchase any Mortgage Loan sold to the Assignor for which the first monthly payment due in October 2006 or November 2006 becomes 30 days past due (each, a “Delinquent Loan”) or, in lieu of repurchase of a Delinquent Loan by the Company, the Assignor and the Company may agree to a substitution of another Mortgage Loan for any Delinquent Loan. Any such substituted Mortgage Loan will be subject to the Assignor’s acceptability. Such repurchase will be made at the Repurchase Price (as defined in the Purchase Agreement). The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 hereof shall be as set forth in Section 2.03 of the Pooling and Servicing Agreement as if they were set forth hereinherein (including without limitation the repurchase obligations set forth therein). The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 5 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s). Notwithstanding the foregoing, the Assignor may, at its option, satisfy any obligation of the Company with respect to any breach of representation and warranty made by the Company regarding the Mortgage Loans.

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 3.3 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein). In addition, the The Company hereby further acknowledges and agrees that a breach of any breach one of the representations set forth in Section 3.02 (eeSections 3.1(k), (iiiii), (nnnss), (wwtt), (dddyy) and (rrrzz) of the Purchase Agreement and Section 1(e) hereof shall will be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in certificateholders and shall require a repurchase of the related mortgage loansaffected Mortgage Loan(s). The Assignor hereby acknowledges and agrees that the remedies available to the the Assignee and the Trust (including the Trustee and the Master Servicer acting on the Trust’s 's behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling and Servicing Agreement as if they were set forth hereinherein (including without limitation the repurchase obligations set forth therein). The Assignor hereby acknowledges and agrees that a breach of any one of the representations set forth in Section 3 5 above will be deemed to materially adversely affect the interests of the certificateholders and shall require a repurchase of the affected Mortgage Loan(s).

Remedies for Breach of Representations and Warranties. 6. The Company hereby acknowledges and agrees that the remedies available to the Assignor, the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Company set forth in Sections 3 and 4 hereof shall be as set forth in Subsection 3.01 7.03 of the Purchase Agreement as if they were set forth herein (including without limitation the repurchase and indemnity obligations set forth therein); provided, however, with respect to any representation of the Company which materially and adversely affects the interests of any Prepayment Charge, the Company shall pay the amount of the scheduled Prepayment Charge by remitting such amount to the Servicer for deposit into the Collection Account in respect of such Prepayment Charge. In addition, the Company hereby acknowledges and agrees that any breach of the representations set forth in Section 3.02 7.03a (ee40), (iii46), (nnn54), (ww56), (ddd57) and (rrr63) of the Purchase Agreement and Section 1(e) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the Trust in the related mortgage loans. The Assignor hereby acknowledges and agrees that the remedies available to the Assignee and the Trust (including the Trustee Trustee, the Trust Administrator and the Master Servicer acting on the Trust’s behalf) in connection with any breach of the representations and warranties made by the Assignor set forth in Section 3 5 hereof shall be as set forth in Section 2.03 of the Pooling Agreement as if they were set forth herein. The In addition, the Assignor hereby acknowledges and agrees that a any breach of any one of the representations set forth in Section 3 above will 5 (e) and (f) hereof shall be deemed to materially and adversely affect the value of the related mortgage loans or the interests of the certificateholders and shall require a repurchase of Trust in the affected Mortgage Loan(s)related mortgage loans.