Common use of REMIC AND GRANTOR TRUST ADMINISTRATION Clause in Contracts

REMIC AND GRANTOR TRUST ADMINISTRATION. (a) As set forth in the Preliminary Statement hereto, the Trustee shall elect REMIC status in accordance with the REMIC Provisions with respect to each of REMIC 1, REMIC 2, REMIC 3, REMIC 4 and the Upper Tier REMIC. The Trustee shall make such elections on Forms 1066 or other appropriate federal tax or information return for the taxable year ending on the last day of the calendar year in which the Certificates are issued. For the purposes of such elections, each of the REMIC 1 Regular Interests is hereby designated as a regular interest in REMIC 1. Each of the REMIC 2 Regular Interests is hereby designated as a regular interest in REMIC 2. Each of the REMIC 3 Regular Interests is hereby designated as a regular interest in REMIC 3. Each REMIC 4 Regular Interest is hereby designated as a regular interest in REMIC 4. Each REMIC 5 Regular Interest is hereby designated as a regular interest in the Upper Tier REMIC. The Class LT1-R Interest is hereby designated as the sole residual interest in REMIC 1. The Class LT2-R Interest is hereby designated as the sole residual interest in REMIC 2. The Class LT3-R Interest is hereby designated as the sole residual interest in REMIC 3. The Class LT4-R Interest is hereby designated as the sole residual interest in REMIC 4. The REMIC 5 Residual Interest is hereby designated as the sole residual interest in the Upper Tier REMIC. The Class R Certificate evidences ownership of the Class LT1-R Interest , the Class LT2-R Interest, the Class LT3-R Interest, the Class LT4-R Interest and the REMIC 5 Residual Interest. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 1, Pool 2, Pool 4 and Pool 5 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust I Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-I Certificates. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 3 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust II Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-II Certificates. The rights of Holders of the Class P-I and Class P-II Certificates to receive distributions from the proceeds of the Grantor Trust I Assets and Grantor Trust II Assets, respectively, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement.

REMIC AND GRANTOR TRUST ADMINISTRATION. (a) As set forth in the Preliminary Statement hereto, the Trustee shall elect REMIC status in accordance with the REMIC Provisions with respect to each of the Lower Tier REMIC, the Middle Tier REMIC 1, REMIC 2, REMIC 3, REMIC 4 and the Upper Tier REMIC. The Trustee shall make such elections on Forms 1066 or other appropriate federal tax or information return for the taxable year ending on the last day of the calendar year in which the Certificates are issued. For the purposes of such elections, each of the Lower Tier REMIC 1 Regular Interests is hereby designated as a regular interest in the Lower Tier REMIC 1. Each of the Middle Tier REMIC 2 Regular Interests is hereby designated as a regular interest in REMIC 2the Middle Tier REMIC. Each of Certificate, other than the REMIC 3 Regular Interests is hereby designated as a regular interest in REMIC 3. Each REMIC 4 Regular Interest is hereby designated as a regular interest in REMIC 4. Each REMIC 5 Regular Interest Class R Certificate and the Class P Certificates, is hereby designated as a regular interest in the Upper Tier REMIC. The Class LT1LT-R Interest is hereby designated as the sole residual interest in REMIC 1the Lower Tier REMIC. The Class LT2MT-R Interest is hereby designated as the sole residual interest in REMIC 2the Middle Tier REMIC. The Class LT3R Certificate evidences ownership of the Class LT-R Interest, the Class MT-R Interest and is hereby designated as the sole residual interest in REMIC 3. The Class LT4-R Interest is hereby designated as the sole residual interest in REMIC 4. The REMIC 5 Residual Interest is also hereby designated as the sole residual interest in the Upper Tier REMIC. The Class R Certificate evidences ownership of the Class LT1-R Interest , the Class LT2-R Interest, the Class LT3-R Interest, the Class LT4-R Interest and the P Certificates shall be neither regular interests nor residual interests in any REMIC 5 Residual Interestcreated hereunder. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 1, Pool 2, Pool 4 and Pool 5 1 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust I Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-I Certificates. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 2, Pool 3 or Pool 4 (other than any Prepayment Penalty Amounts received with respect to the Participations) constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust II Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-II Certificates. The rights of Holders of the Class P-I and Class P-II Certificates to receive distributions from the proceeds of the Grantor Trust I Assets and Grantor Trust II Assets, respectively, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement.. 120

REMIC AND GRANTOR TRUST ADMINISTRATION. (a) As set forth in the Preliminary Statement hereto, the Trustee shall elect REMIC status in accordance with the REMIC Provisions with respect to each of the Pool 7 REMIC, the Lower Tier REMIC, the Middle Tier REMIC 1, REMIC 2, REMIC 3, REMIC 4 and the Upper Tier REMIC. The Trustee shall make such elections on Forms 1066 or other appropriate federal tax or information return for the taxable year ending on the last day of the calendar year in which the Certificates are issued. For the purposes of such elections, each of the REMIC 1 Regular Interests Pool 7 Interests, other than the Class P7-R Interest, is hereby designated as a regular interest in the Pool 7 REMIC 1to which such Pool 7 Interest relates. Each of the REMIC 2 Regular Interests Lower Tier Interests, other than the Class LT-R Interest, is hereby designated as a regular interest in the Lower Tier REMIC 2to which such Lower Tier Interest relates. Each of the REMIC 3 Regular Interests Middle Tier Interests, other than the Class MT-R Interest, is hereby designated as a regular interest in the Middle Tier REMIC 3to which such Middle Tier Interest relates. Each REMIC 4 Regular Interest is hereby designated as a regular interest in REMIC 4. Each REMIC 5 Regular Interest Class of Certificates (other than the Class R Certificate, Class P Certificates and the Class B3 Certificate), and each Component is hereby designated as a regular interest in the Upper Tier REMIC. The Class LT1P7-R Interest is hereby designated as the sole residual interest in REMIC 1the Pool 7 REMIC. The Class LT2LT-R Interest is hereby designated as the sole residual interest in REMIC 2the Lower Tier REMIC. The Class LT3MT-R Interest is hereby designated as the sole residual interest in REMIC 3the Middle Tier REMIC. The Class LT4R Certificate evidences ownership of the Class LT-R Interest and Class MT-R Interest and is hereby designated as the sole residual interest in REMIC 4. The REMIC 5 Residual Interest is also hereby designated as the sole residual interest in the Upper Tier REMIC. The Class R Certificate evidences ownership of the Class LT1-R Interest , the Class LT2-R Interest, the Class LT3-R Interest, the Class LT4-R Interest and the P Certificates shall be neither a regular interest nor a residual interest in any REMIC 5 Residual Interestcreated hereunder. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 1, Pool 2, Pool 4 and Pool 5 7 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust I Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-I Certificates. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 3 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust II Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-II P Certificates. The rights of Holders of the Class P-I and Class P-II P Certificates to receive distributions from the proceeds of the Grantor Trust I Assets and Grantor Trust II Assets, respectively, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement.

REMIC AND GRANTOR TRUST ADMINISTRATION. (a) As set forth in the Preliminary Statement hereto, the Trustee shall elect REMIC status shall be elected in accordance with the REMIC Provisions with respect to each of REMIC 1, REMIC 2, REMIC 3, REMIC 4 and the Upper Tier REMIC. The Trustee shall make such elections on Forms 1066 or other appropriate federal tax or information return for the taxable year ending on the last day of the calendar year in which the Certificates are issued. For the purposes of such elections, each of the REMIC 1 Regular Interests is hereby designated as a regular interest in REMIC 1. Each of the REMIC 2 Regular Interests is hereby designated as a regular interest in REMIC 2. Each of the REMIC 3 Regular Interests is hereby designated as a regular interest in REMIC 3. Each REMIC 4 Regular Interest is hereby designated as a regular interest in REMIC 4. Each REMIC 5 Regular Interest is hereby designated as a regular interest in the Upper Tier REMIC. The Class LT1-R Interest is hereby designated as the sole residual interest in REMIC 1. The Class LT2-R Interest is hereby designated as the sole residual interest in REMIC 2. The Class LT3-R Interest is hereby designated as the sole residual interest in REMIC 3. The Class LT4-R Interest is hereby designated as the sole residual interest in REMIC 4. The REMIC 5 Residual Interest is hereby designated as the sole residual interest in the Upper Tier REMIC. The Class R Certificate evidences ownership of the Class LT1-R Interest Interest, the Class LT2-R Interest, the Class LT3-R Interest, the Class LT4-R Interest and the REMIC 5 Residual Interest. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 1, Pool 2, Pool 4 and Pool 5 1 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust I Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-I Certificates. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 2, Pool 3 and Pool 5 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust II Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-II Certificates. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 4 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust III Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-III Certificates. The rights of Holders of the Class P-I I, Class P-II and Class P-II III Certificates to receive distributions from the proceeds of the Grantor Trust I Assets, Grantor Trust II Assets and Grantor Trust II III Assets, respectively, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement.

REMIC AND GRANTOR TRUST ADMINISTRATION. (a) As set forth in the Preliminary Statement hereto, the Trustee shall elect REMIC status in accordance with the REMIC Provisions with respect to each of REMIC 1, REMIC 2, REMIC 3, REMIC 4 1 and the Upper Tier REMIC. The Trustee shall make such elections on Forms 1066 or other appropriate federal 116 tax or information return for the taxable year ending on the last day of the calendar year in which the Certificates are issued. For the purposes of such elections, each of the REMIC 1 Regular Interests is hereby designated as a regular interest in REMIC 1. Each of the REMIC 2 Regular Interests is hereby designated as a regular interest in REMIC 2. Each of the REMIC 3 Regular Interests is hereby designated as a regular interest in REMIC 3. Each REMIC 4 Regular Interest is hereby designated as a regular interest in REMIC 4. Each REMIC 5 Regular Interest is hereby designated as a regular interest in the Upper Tier REMIC. The Class LT1-R Interest is hereby designated as the sole residual interest in REMIC 1. The Class LT2-R Interest is hereby designated as the sole residual interest in Upper Tier REMIC 2. The Class LT3-R Interest is hereby designated as the sole residual interest in REMIC 3. The Class LT4-R Interest is hereby designated as the sole residual interest in REMIC 4. The REMIC 5 Residual Interest is hereby designated as the sole residual interest in the Upper Tier REMIC. The Class R Certificate evidences ownership of the Class LT1-R Interest , the Class LT2-R Interest, the Class LT3-R Interest, the Class LT4-R Interest and the Upper Tier REMIC 5 Residual Interest. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 1, Pool 2, Pool 4 and Pool 5 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust I Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-I Certificates. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 3 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust II Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-II P Certificates. The rights of Holders of the Class P-I and Class P-II P Certificates to receive distributions from the proceeds of the Grantor Trust I Assets and Grantor Trust II Assets, respectively, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement.

REMIC AND GRANTOR TRUST ADMINISTRATION. (a) As set forth in the Preliminary Statement hereto, the Trustee shall elect REMIC status in accordance with the REMIC Provisions with respect to each of the Lower Tier REMIC, the Middle Tier REMIC 1, REMIC 2, REMIC 3, REMIC 4 and the Upper Tier REMIC. The Trustee shall make such elections on Forms 1066 or other appropriate federal tax or information return for the taxable year ending on the last day of the calendar year in which the Certificates are issued. For the purposes of such elections, each of the REMIC 1 Lower Tier Regular Interests is hereby designated as a regular interest in REMIC 1. Each the Lower Tier REMIC, each of the REMIC 2 Middle Tier Regular Interests is hereby designated as a regular interest in the Middle Tier REMIC 2. Each and each of the Upper Tier REMIC 3 Regular Interests is hereby designated as a regular interest in REMIC 3. Each REMIC 4 Regular Interest is hereby designated as a regular interest in REMIC 4. Each REMIC 5 Regular Interest is hereby designated as a regular interest in the Upper Tier REMIC. The Class LT1LT-R Interest is hereby designated as the sole residual interest in REMIC 1the Lower Tier REMIC. The Class LT2MT-R Interest is hereby designated as the sole residual interest in REMIC 2the Middle Tier REMIC. The Class LT3-R Interest is hereby designated as the sole residual interest in Upper Tier REMIC 3. The Class LT4-R Interest is hereby designated as the sole residual interest in REMIC 4. The REMIC 5 Residual Interest is hereby designated as the sole residual interest in the Upper Tier REMIC. The Class R Certificate evidences ownership of the Class LT1-R Interest , the Class LT2LT-R Interest, the Class LT3-R Interest, the Class LT4MT-R Interest and the Upper Tier REMIC 5 Residual Interest. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 1, Pool 2, Pool 4 and Pool 5 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust I Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-I Certificates. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 3 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust II Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-II P Certificates. The rights of Holders of the Class P-I and Class P-II P Certificates to receive distributions from the proceeds of the Grantor Trust I Assets and Grantor Trust II Assets, respectively, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement.

REMIC AND GRANTOR TRUST ADMINISTRATION. (a) As set forth in the Preliminary Statement hereto, the Trustee shall elect REMIC status shall be elected in accordance with the REMIC Provisions with respect to each of REMIC 1, REMIC 2, REMIC 3, REMIC 4 2 and the Upper Tier REMIC. The Trustee shall make such elections on Forms 1066 or other appropriate federal tax or information return for the taxable year ending on the last day of the calendar year in which the Certificates are issued. For the purposes of such elections, each of the REMIC 1 Regular Interests is hereby designated as a regular interest in REMIC 1. Each of the REMIC 2 Regular Interests is hereby designated as a regular interest in REMIC 2. Each of the REMIC 3 Regular Interests is hereby designated as a regular interest in REMIC 3. Each REMIC 4 Regular Interest is hereby designated as a regular interest in REMIC 4. Each REMIC 5 Regular Interest is hereby designated as a regular interest in the Upper Tier REMIC. The Class LT1-R Interest is hereby designated as the sole residual interest in REMIC 1. The Class LT2-R Interest is hereby designated as the sole residual interest in REMIC 2. The Class LT3-R Interest is hereby designated as the sole residual interest in REMIC 3. The Class LT4-R Interest is hereby designated as the sole residual interest in REMIC 4. The REMIC 5 3 Residual Interest is hereby designated as the sole residual interest in the Upper Tier REMIC. The Class R Certificate evidences ownership of the Class LT1-R Interest Interest, the Class LT2-R Interest, the Class LT3-R Interest, the Class LT4-R Interest and the REMIC 5 3 Residual Interest. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 1, Pool 2, Pool 4 3, Pool 4, Pool 5 and Pool 5 6 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust I Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-I Certificates. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 3 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust II Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-II P Certificates. The rights of Holders of the Class P-I and Class P-II P Certificates to receive distributions from the proceeds of the Grantor Trust I Assets and Grantor Trust II Assets, respectively, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement.

REMIC AND GRANTOR TRUST ADMINISTRATION. (a) As set forth in the Preliminary Statement hereto, the Trustee shall elect REMIC status in accordance with the REMIC Provisions with respect to each of the Lower Tier REMIC, the Middle Tier REMIC 1, REMIC 2, REMIC 3, REMIC 4 and the Upper Tier REMIC. The Trustee shall make such elections on Forms 1066 or other appropriate federal tax or information return for the taxable year ending on the last day of the calendar year in which the Certificates are issued. For the purposes of such elections, each of the Lower Tier REMIC 1 Regular Interests is hereby designated as a regular interest in the Lower Tier REMIC 1. Each of the Middle Tier REMIC 2 Regular Interests is hereby designated as a regular interest in REMIC 2the Middle Tier REMIC. Each of Certificate, other than the REMIC 3 Regular Interests is hereby designated as a regular interest in REMIC 3. Each REMIC 4 Regular Interest is hereby designated as a regular interest in REMIC 4. Each REMIC 5 Regular Interest Class R Certificate and the Class P Certificates, is hereby designated as a regular interest in the Upper Tier REMIC. The Class LT1LT-R Interest is hereby designated as the sole residual interest in REMIC 1the Lower Tier REMIC. The Class LT2MT-R Interest is hereby designated as the sole residual interest in REMIC 2the Middle Tier REMIC. The Class LT3R Certificate evidences ownership of the Class LT-R Interest, the Class MT-R Interest and is hereby designated as the sole residual interest in REMIC 3. The Class LT4-R Interest is hereby designated as the sole residual interest in REMIC 4. The REMIC 5 Residual Interest is also hereby designated as the sole residual interest in the Upper Tier REMIC. The Class R Certificate evidences ownership of the Class LT1-R Interest , the Class LT2-R Interest, the Class LT3-R Interest, the Class LT4-R Interest and the P Certificates shall be neither regular interests nor residual interests in any REMIC 5 Residual Interestcreated hereunder. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 1, Pool 2, Pool 4 and Pool 5 1 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust I Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-I Certificates. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 3 2, Pool 3, Pool 4 or Pool 5 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust II Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-II Certificates. The rights of Holders of the Class P-I and Class P-II Certificates to receive distributions from the proceeds of the Grantor Trust I Assets and Grantor Trust II Assets, respectively, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement.

REMIC AND GRANTOR TRUST ADMINISTRATION. (a) As set forth in the Preliminary Statement hereto, the Trustee shall elect REMIC status in accordance with the REMIC Provisions with respect to each of Lower Tier REMIC 1I, Lower Tier REMIC 2II, the Middle Tier REMIC 3, REMIC 4 and the Upper Tier REMIC. The Trustee shall make such elections on Forms 1066 or other appropriate federal tax or information return for the taxable year ending on the last day of the calendar year in which the Certificates are issued. For the purposes of such elections, each of the Lower Tier REMIC 1 Regular Interests I Interests, other than the Class LTI-R Interest, is hereby designated as a regular interest in Lower Tier REMIC 1. I. Each of the Lower Tier REMIC 2 Regular Interests II Interests, other than the Class LTII-R Interest, is hereby designated as a regular interest in Lower Tier REMIC 2II. Each of the Middle Tier REMIC 3 Regular Interests Interests, other than the Class MT-R Interest, is hereby designated as a regular interest in REMIC 3the Middle Tier REMIC. Each REMIC 4 Regular Interest is hereby designated as a regular interest in REMIC 4. Each REMIC 5 Regular Interest Component B3-I, Component B3-II and each Certificate, other than the Class R Certificate and the Class B3 Certificate, is hereby designated as a regular interest in the Upper Tier REMIC. The Class LT1LTI-R Interest is hereby designated as the sole residual interest in Lower Tier REMIC 1. I. The Class LT2LTI-R Interest is hereby designated as the sole residual interest in Lower Tier REMIC 2II. The Class LT3MT-R Interest is hereby designated as the sole residual interest in REMIC 3the Middle Tier REMIC. The Class LT4R Certificate evidences ownership of the Class LTI-R Interest, the LTII-R Interest, the MT-R Interest and is hereby designated as the sole residual interest in REMIC 4. The REMIC 5 Residual Interest is also hereby designated as the sole residual interest in the Upper Tier REMIC. The Class R Certificate evidences ownership of the Class LT1-R Interest , the Class LT2-R Interest, the Class LT3-R Interest, the Class LT4-R Interest and the P Certificates shall be neither a regular interest nor a residual interest in any REMIC 5 Residual Interestcreated hereunder. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 1, Pool 2, Pool 4 and Pool 5 1 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust I Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-I Certificates. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 3 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust II Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-II P Certificates. The rights of Holders of the Class P-I and Class P-II P Certificates to receive distributions from the proceeds of the Grantor Trust I Assets and Grantor Trust II Assets, respectively, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement.

REMIC AND GRANTOR TRUST ADMINISTRATION. (a) As set forth in the Preliminary Statement hereto, the Trustee shall elect REMIC status shall be elected in accordance with the REMIC Provisions with respect to each of REMIC 1, REMIC 2, REMIC 3, REMIC 4 and the Upper Tier REMIC. The Trustee shall make such elections on Forms 1066 or other appropriate federal tax or information return for the taxable year ending on the last day of the calendar year in which the Certificates are issued. For the purposes of such elections, each of the REMIC 1 Regular Interests is hereby designated as a regular interest in REMIC 1. Each of the REMIC 2 Regular Interests is hereby designated as a regular interest in REMIC 2. Each of the REMIC 3 Regular Interests is hereby designated as a regular interest in REMIC 3. Each REMIC 4 Regular Interest is hereby designated as a regular interest in REMIC 4. Each REMIC 5 Regular Interest is hereby designated as a regular interest in the Upper Tier REMIC. The Class LT1-R Interest is hereby designated as the sole residual interest in REMIC 1. The Class LT2-R Interest is hereby designated as the sole residual interest in REMIC 2. The Class LT3-R Interest is hereby designated as the sole residual interest in REMIC 3. The Class LT4-R Interest is hereby designated as the sole residual interest in REMIC 4. The REMIC 5 Residual Interest is hereby designated as the sole residual interest in the Upper Tier REMIC. The Class R Certificate evidences ownership of the Class LT1-R Interest , the Class LT2-R Interest, the Class LT3-R Interest, the Class LT4-R Interest and the REMIC 5 Residual Interest. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 1, Pool 2, Pool 4 and Pool 5 1 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust I Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-I Certificates. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 3 2, Pool 4, Pool 6, Pool 7 and Pool 8 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust II Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-II Certificates. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 3 constitute a grantor trust for federal income tax purposes. 150 The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust III Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-III Certificates. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 5 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust IV Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-IV Certificates. The rights of Holders of the Class P-I I, Class P-II, Class P-III and Class P-II IV Certificates to receive distributions from the proceeds of the Grantor Trust I Assets, Grantor Trust II Assets, Grantor Trust III Assets and Grantor Trust II IV Assets, respectively, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement.

REMIC AND GRANTOR TRUST ADMINISTRATION. (a) As set forth in the Preliminary Statement hereto, the Trustee shall elect REMIC status in accordance with the REMIC Provisions with respect to each of the Lower Tier REMIC, the Middle Tier REMIC 1, REMIC 2, REMIC 3, REMIC 4 and the Upper Tier REMIC. The Trustee shall make such elections on Forms 1066 or other appropriate federal tax or information return for the taxable year ending on the last day of the calendar year in which the Certificates are issued. For the purposes of such elections, each of the Lower Tier REMIC 1 Regular Interests is hereby designated as a regular interest in the Lower Tier REMIC 1. Each of the Middle Tier REMIC 2 Regular Interests is hereby designated as a regular interest in REMIC 2the Middle Tier REMIC. Each of Certificate, other than the REMIC 3 Regular Interests is hereby designated as a regular interest in REMIC 3. Each REMIC 4 Regular Interest is hereby designated as a regular interest in REMIC 4. Each REMIC 5 Regular Interest Class R Certificate and the Class P Certificates, is hereby designated as a regular interest in the Upper Tier REMIC. The Class LT1LT-R Interest is hereby designated as the sole residual interest in REMIC 1the Lower Tier REMIC. The Class LT2MT-R Interest is hereby designated as the sole residual interest in REMIC 2the Middle Tier REMIC. The Class LT3R Certificate evidences ownership of the Class LT-R Interest, the Class MT-R Interest and is hereby designated as the sole residual interest in REMIC 3. The Class LT4-R Interest is hereby designated as the sole residual interest in REMIC 4. The REMIC 5 Residual Interest is also hereby designated as the sole residual interest in the Upper Tier REMIC. The Class R Certificate evidences ownership of the Class LT1-R Interest , the Class LT2-R Interest, the Class LT3-R Interest, the Class LT4-R Interest and the P Certificates shall be neither regular interests nor residual interests in any REMIC 5 Residual Interestcreated hereunder. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 1, Pool 2, Pool 4 and Pool 5 1 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust I Assets and declares that it holds and will hold such assets in trust for the exclusive use and 123 benefit of all present and future Holders of the Class P-I Certificates. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 2, Pool 3 or Pool 4 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust II Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-II Certificates. The rights of Holders of the Class P-I and Class P-II Certificates to receive distributions from the proceeds of the Grantor Trust I Assets and Grantor Trust II Assets, respectively, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement.

REMIC AND GRANTOR TRUST ADMINISTRATION. (a) As REMIC elections for each REMIC created hereunder as set forth in the Preliminary Statement hereto, the Trustee and this Section 10.01 shall elect REMIC status in accordance with the REMIC Provisions with respect to each of REMIC 1, REMIC 2, REMIC 3, REMIC 4 and the Upper Tier REMIC. The Trustee shall make such elections be made on Forms 1066 or other appropriate federal tax or information return for the taxable year ending on the last day of the calendar year in which the Certificates are issued. For the purposes of such elections, (i) each of the REMIC 1 Regular Interests is hereby designated as a regular interest in REMIC 1. Each ; and (ii) each of the REMIC 2 Regular Interests is hereby designated as a regular interest in REMIC 2. Each of the REMIC 3 Regular Interests is hereby designated as a regular interest in REMIC 3. Each REMIC 4 Regular Interest is hereby designated as a regular interest in REMIC 4. Each REMIC 5 Regular Interest is hereby designated as a regular interest in the Upper Tier REMIC. The Class LT1-R Interest is hereby designated as the sole residual interest in REMIC 1. The Class LT2-R Interest is hereby designated as the sole residual interest in REMIC 2. The Class LT3-R Interest is hereby designated as the sole residual interest in REMIC 3. The Class LT4-R Interest is hereby designated as the sole residual interest in REMIC 4. The REMIC 5 Residual Interest is hereby designated as the sole residual interest in the Upper Tier REMIC. The Class R Certificate evidences ownership of the Class LT1-R Interest , and the Class LT2-R Interest, the . The Class LT3-R Interest, the Class LT4-R Interest and the AP Certificates shall be neither regular interests nor residual interests in any REMIC 5 Residual Interestcreated hereunder. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect related to Pool 1, Pool 2, Pool 4 and Pool 5 the Mortgage Loans constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust I Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-I AP Certificates. The rights of Holders of the Class AP Certificates to receive distributions from the proceeds of the Grantor Trust Assets, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement. The Class AP Certificates shall be neither regular interests nor residual interests in any REMIC created hereunder. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect related to Pool 3 the Mortgage Loans distributable to the Class AP Certificates and the related Class AP Reserve Fund shall constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust II Assets rights to receive such Prepayment Penalty Amounts and Class AP Reserve Fund and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-II AP Certificates. The rights of Holders of the Class P-I and Class P-II AP Certificates to receive distributions from the proceeds of the Grantor Trust I Assets such Prepayment Penalty Amounts and Grantor Trust II Assets, respectivelyClass AP Reserve Fund, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement.

REMIC AND GRANTOR TRUST ADMINISTRATION. (a) As set forth in the Preliminary Statement hereto, the Trustee shall elect REMIC status in accordance with the REMIC Provisions with respect to each of REMIC 1, REMIC 2, REMIC 3, REMIC 4 3 and the Upper Tier REMIC. The Trustee shall make such elections on Forms 1066 or other appropriate federal tax or information return for the taxable year ending on the last day of the calendar year in which the Certificates are issued. For the purposes of such elections, each of the REMIC 1 Regular Interests is hereby designated as a regular interest in REMIC 1. Each of the REMIC 2 Regular Interests is hereby designated as a regular interest in REMIC 2. Each of the REMIC 3 Regular Interests Interest is hereby designated as a regular interest in REMIC 3. Each of the REMIC 4 Regular Interest is hereby designated as a regular interest in REMIC 4. Each REMIC 5 Regular Interest Interests is hereby designated as a regular interest in the Upper Tier REMIC. The Class LT1-R Interest is hereby designated as the sole residual interest in REMIC 1. The Class LT2-R Interest is hereby designated as the sole residual interest in REMIC 2. The Class LT3-R Interest is hereby designated as the sole residual interest in REMIC 3. The Class LT4-R Interest is hereby designated as the sole residual interest in Upper Tier REMIC 4. The REMIC 5 Residual Interest is hereby designated as the sole residual interest in the Upper Tier REMIC. The Class R Certificate evidences ownership of the Class LT1-R Interest Interest, the Class LT2-R Interest, the Class LT3-R Interest, the Class LT4-R Interest and the Upper Tier REMIC 5 Residual Interest. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 1, Pool 2, Pool 4 and Pool 5 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust I Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-I Certificates. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 3 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust II Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-II P Certificates. The rights of Holders of the Class P-I and Class P-II P Certificates to receive distributions from the proceeds of the Grantor Trust I Assets and Grantor Trust II Assets, respectively, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement.

REMIC AND GRANTOR TRUST ADMINISTRATION. (a) As set forth in the Preliminary Statement hereto, the Trustee shall elect REMIC status shall be elected in accordance with the REMIC Provisions with respect to each of REMIC 1, REMIC 2, REMIC 3, REMIC 4 and the Upper Tier REMIC. The Trustee shall make such elections on Forms 1066 or other appropriate federal tax or information return for the taxable year ending on the last day of the calendar year in which the Certificates are issued. For the purposes of such elections, each of the REMIC 1 Regular Interests is hereby designated as a regular interest in REMIC 1. Each of the REMIC 2 Regular Interests is hereby designated as a regular interest in REMIC 2. Each of the REMIC 3 Regular Interests is hereby designated as a regular interest in REMIC 3. Each REMIC 4 Regular Interest is hereby designated as a regular interest in REMIC 4. Each REMIC 5 Regular Interest is hereby designated as a regular interest in the Upper Tier REMIC. The Class LT1-R Interest is hereby designated as the sole residual interest in REMIC 1. The Class LT2-R Interest is hereby designated as the sole residual interest in REMIC 2. The Class LT3-R Interest is hereby designated as the sole residual interest in REMIC 3. The Class LT4-R Interest is hereby designated as the sole residual interest in REMIC 4. The REMIC 5 Residual Interest is hereby designated as the sole residual interest in the Upper Tier REMIC. The Class R Certificate evidences ownership of the Class LT1-R Interest Interest, the Class LT2-R Interest, the Class LT3-R Interest, the Class LT4-R Interest and the REMIC 5 Residual Interest. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 1, Pool 2, Pool 4 and Pool 5 1 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust I Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-I Certificates. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 3 2 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust II Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-II Certificates. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 4 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust III Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-III Certificates. The rights of Holders of the Class P-I I, Class P-II and Class P-II III Certificates to receive distributions from the proceeds of the Grantor Trust I Assets and Grantor Trust II Assets, respectively, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement.. 133

REMIC AND GRANTOR TRUST ADMINISTRATION. (a) As set forth in the Preliminary Statement hereto, the Trustee shall elect REMIC status in accordance with the REMIC Provisions with respect to each of the Lower Tier REMIC, the Middle Tier REMIC 1, REMIC 2, REMIC 3, REMIC 4 and the Upper Tier REMIC. The Trustee shall make such elections on Forms 1066 or other appropriate federal tax or information return for the taxable year ending on the last day of the calendar year in which the Certificates are issued. For the purposes of such elections, each of the Lower Tier REMIC 1 Regular Interests is hereby designated as a regular interest in the Lower Tier REMIC 1. Each of the Middle Tier REMIC 2 Regular Interests is hereby designated as a regular interest in REMIC 2the Middle Tier REMIC. Each of Certificate, other than the REMIC 3 Regular Interests is hereby designated as a regular interest in REMIC 3. Each REMIC 4 Regular Interest is hereby designated as a regular interest in REMIC 4. Each REMIC 5 Regular Interest Class R Certificate, the Class 2-AX Certificates and the Class P Certificates, and each Class 2-AX Component is hereby designated as a regular interest in the Upper Tier REMIC. For federal income tax purposes, the Class 2-AX Certificates shall represent each of the Class 2-AX Components. The Class LT1LT-R Interest is hereby designated as the sole residual interest in REMIC 1the Lower Tier REMIC. The Class LT2MT-R Interest is hereby designated as the sole residual interest in REMIC 2the Middle Tier REMIC. The Class LT3-R Interest is hereby designated as the sole residual interest in REMIC 3. The Class LT4-R Interest is hereby designated as the sole residual interest in REMIC 4. The REMIC 5 Residual Interest is hereby designated as the sole residual interest in the Upper Tier REMIC. The Class R Certificate evidences ownership of the Class LT1-R Interest , the Class LT2LT-R Interest, the Class LT3-R Interest, the Class LT4MT-R Interest and the REMIC 5 Residual Interest. The Class P Certificates shall be neither regular interests nor residual interests in any REMIC created hereunder. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 1, Pool 2, Pool 4 and Pool 5 1 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust I Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-I Certificates. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 3 2 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust II Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-II Certificates. The rights of Holders of the Class P-I and Class P-II Certificates to receive distributions from the proceeds of the Grantor Trust I Assets and Grantor Trust II Assets, respectively, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement.

REMIC AND GRANTOR TRUST ADMINISTRATION. (a) As set forth in the Preliminary Statement hereto, the Trustee shall elect REMIC status shall be elected in accordance with the REMIC Provisions with respect to each of REMIC 1, REMIC 2, REMIC 3, REMIC 4 and the Upper Tier REMIC. The Trustee shall make such elections on Forms 1066 or other appropriate federal tax or information return for the taxable year ending on the last day of the calendar year in which the Certificates are issued. For the purposes of such elections, each of the REMIC 1 Regular Interests is hereby designated as a regular interest in REMIC 1. Each of the REMIC 2 Regular Interests is hereby designated as a regular interest in REMIC 2. Each of the REMIC 3 Regular Interests is hereby designated as a regular interest in REMIC 3. Each REMIC 4 Regular Interest is hereby designated as a regular interest in REMIC 4. Each REMIC 5 Regular Interest is hereby designated as a regular interest in the Upper Tier REMIC. The Class LT1-R Interest is hereby designated as the sole residual interest in REMIC 1. The Class LT2-R Interest is hereby designated as the sole residual interest in REMIC 2. The Class LT3-R Interest is hereby designated as the sole residual interest in REMIC 3. The Class LT4-R Interest is hereby designated as the sole residual interest in REMIC 4. The REMIC 5 Residual Interest is hereby designated as the sole residual interest in the Upper Tier REMIC. The Class R Certificate evidences ownership of the Class LT1-R Interest Interest, the Class LT2-R Interest, the Class LT3-R Interest, the Class LT4-R Interest and the REMIC 5 Residual Interest. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 1, Pool 2, Pool 4 1 and Pool 5 3 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust I Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-I Certificates. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 3 2 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust II Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-II Certificates. The rights of Holders of the Class P-I and Class P-II Certificates to receive distributions from the proceeds of the Grantor Trust I Assets and Grantor Trust II Assets, respectively, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement.

REMIC AND GRANTOR TRUST ADMINISTRATION. (a) As set forth in the Preliminary Statement hereto, the Trustee shall elect REMIC status in accordance with the REMIC Provisions with respect to each of REMIC 1, REMIC 2, REMIC 3, REMIC 4 and the Upper Tier REMIC. The Trustee shall make such elections on Forms 1066 or other appropriate federal tax or information return for the taxable year ending on the last day of the calendar year in which the Certificates are issued. For the purposes of such elections, each of the REMIC 1 Regular Interests is hereby designated as a regular interest in REMIC 1. Each of the REMIC 2 Regular Interests is hereby designated as a regular interest in REMIC 2. Each of the REMIC 3 Regular Interests is hereby designated as a regular interest in REMIC 3. Each REMIC 4 Regular Interest is hereby designated as a regular interest in REMIC 4. Each REMIC 5 Regular Interest is hereby designated as a regular interest in the Upper Tier REMIC. The Class LT1-R Interest is hereby designated as the sole residual interest in REMIC 1. The Class LT2-R Interest is hereby designated as the sole residual interest in REMIC 2. The Class LT3-R Interest is hereby designated as the sole residual interest in REMIC 3. The Class 121 LT4-R Interest is hereby designated as the sole residual interest in REMIC 4. The REMIC 5 Residual Interest is hereby designated as the sole residual interest in the Upper Tier REMIC. The Class R Certificate evidences ownership of the Class LT1-R Interest , the Class LT2-R Interest, the Class LT3-R Interest, the Class LT4-R Interest and the REMIC 5 Residual Interest. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 1, Pool 2, Pool 4 and Pool 5 1 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust I Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-I Certificates. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 3 2 and Pool 5 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust II Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-II Certificates. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 4 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust III Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-III Certificates. The rights of Holders of the Class P-I I, Class P-II and Class P-II III Certificates to receive distributions from the proceeds of the Grantor Trust I Assets, Grantor Trust II Assets and Grantor Trust II III Assets, respectively, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement.

REMIC AND GRANTOR TRUST ADMINISTRATION. (a) As set forth in the Preliminary Statement hereto, the Trustee shall elect REMIC status in accordance with the REMIC Provisions with respect to each of the Lower Tier REMIC 1, REMIC 2, REMIC 3, REMIC 4 and the Upper Tier REMIC. The Trustee shall make such elections on Forms 1066 or other appropriate federal tax or information return for the taxable year ending on the last day of the calendar year in which the Certificates are issued. For the purposes of such elections, each of the REMIC 1 Lower Tier Regular Interests is hereby designated as a regular interest in REMIC 1the Lower Tier REMIC. Each Class of Certificates (other than the REMIC 2 Regular Interests is hereby designated as a regular interest in REMIC 2. Each of the REMIC 3 Regular Interests is hereby designated as a regular interest in REMIC 3. Each REMIC 4 Regular Interest is hereby designated as a regular interest in REMIC 4. Each REMIC 5 Regular Interest Class R and Class P Certificates) is hereby designated as a regular interest in the Upper Tier REMIC. The Class LT1LT-R Interest is hereby designated as the sole residual interest in REMIC 1the Lower Tier REMIC. The Class LT2-R Interest is hereby designated as the sole residual interest in Upper Tier REMIC 2. The Class LT3-R Interest is hereby designated as the sole residual interest in REMIC 3. The Class LT4-R Interest is hereby designated as the sole residual interest in REMIC 4. The REMIC 5 Residual Interest is hereby designated as the sole residual interest in the Upper Tier REMIC. The Class R Certificate evidences ownership of the Class LT1-R Interest , the Class LT2-R Interest, the Class LT3-R Interest, the Class LT4LT-R Interest and the Upper Tier REMIC 5 Residual Interest. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 1, Pool 2, Pool 4 and Pool 5 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust I Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-I Certificates. It is the intention of the parties hereto that the segregated pool of assets consisting of any collections of Prepayment Penalty Amounts with respect to Pool 3 constitute a grantor trust for federal income tax purposes. The Trustee, by its execution and delivery hereof, acknowledges the assignment to it of the Grantor Trust II Assets and declares that it holds and will hold such assets in trust for the exclusive use and benefit of all present and future Holders of the Class P-II P Certificates. The rights of Holders of the Class P-I and Class P-II P Certificates to receive distributions from the proceeds of the Grantor Trust I Assets and Grantor Trust II Assets, respectively, and all ownership interests of such Holders in and to such distributions, shall be as set forth in this Agreement.