Common use of REMIC I Distributions Clause in Contracts

REMIC I Distributions. In accordance with Section 3.01(b)(iii) of the Standard Terms and subject to the exceptions set forth below, on each Distribution Date, the Trustee shall withdraw the aggregate Available Distribution Amount (less any amounts withdrawn pursuant to Section 3.01(b)(i) and (ii) of the Standard Terms) for the Pool 1 Mortgage Loans and the Pool 2 Mortgage Loans from the REMIC I Distribution Account, and shall distribute it in the following manner and order of priority to the REMIC II Distribution Account (except that payments on the Class R1 Interest will be made to the Holder of the Residual Certificates (and allocated to the Class R1 Interest) or to the Holders of the Class R1 Certificate, as applicable): (i) The Available Distribution Amount for the Pool 1 Mortgage Loans will be distributed in the following order: (1) to the Class AI-1, Class MA-1, Class R1 and Class MB-1 Interests, pro rata, Accrued Certificate Interest; (2) to the Class R1 Interest, until the Certificate Balances of the Class R1 Interest has been reduced to zero; (3) to the Class MA-1 and Class MB-1 Interests, pro rata, so as to keep the Certificate Balance of the Class MA-1 equal to 0.1% of the aggregate Scheduled Principal Balance of the Pool 1 Mortgage Loans and to keep the Certificate Balance of the Class MB-1 Interests equal to 0.1% of the excess of (x) the aggregate Scheduled Principal Balance of the Pool 1 Mortgage Loans over (y) the Certificate Balance of the Class A1 Certificates in REMIC III (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC I Regular Interests such that the Subordinate Balance Ratio is maintained); (4) to the Class AI-1 Interest, the remaining Senior Principal Distribution Amount, minus the principal amount distributed in paragraph (2), until its Certificate Balance has been reduced to zero; (5) to the Class BI-1 Interest, Accrued Certificate Interest; (6) to the Class BI-1 Interest, as principal, the Subordinate Principal Distribution Amount until its Certificate Balance has been reduced to zero; (7) to each Class of REMIC I Interests, in order of seniority (with the Class MA-1 and MB-1 being treated as if pari passu with the Class AI-1 Interests) up to the amount of Realized Losses allocated to each such Class; and (8) at such time as all other Classes have been paid in full and all losses previously allocated have been paid in full, pro rata to the holders of the Class R Certificate (and allocated to the Class R1 Interest) or to the Class R1 Certificate, as applicable). (ii) The Available Distribution Amount for the Pool 2 Mortgage Loans will be distributed as follows: (1) to the Class XX-0, XX-0, and MB-2 Interests, pro rata, Accrued Certificate Interest; (2) to the Class MA-1 and Class MB-1 Interests, pro rata, so as to cause the Certificate Balance of the Class MA-2 Interest to equal to 0.1% of the aggregate Scheduled Principal Balance of the Pool 2 Mortgage Loans and to keep the Certificate Balance of the Class MB-2 Interest to equal 0.1% of the excess of (x) the aggregate Scheduled Principal Balance of the Pool 2 Mortgage Loans over (y) the aggregate Certificate Balance of the Class A2 Certificates in REMIC III (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC I Regular Interests that will maintain the Subordinate Balance Ratio); (3) to the Class AI-2 Interest, the Senior Principal Distribution Amount minus the amount distributed pursuant to paragraph (2), until its Certificate Balance has been reduced to zero; (4) to the Class BI-2 Interest, Accrued Certificate Interest; (5) to the Class BI-2 Interest, as principal, the Subordinate Principal Distribution Amount for the Pool 2 Mortgage Loans, until its Certificate Balance is reduced to zero; (6) to each Class of REMIC I Interests in order of seniority (with the Class MA-2 and Class MB-2 being treated as if pari passu with the Class AI-2) up to the amount of Realized Losses allocated to each such Class; and (7) after all Classes of Certificates are paid in full and all losses previously allocated have been paid in full, pro rata to the holders of the Class R Certificate (and allocated to the Class R1 Interest) or to the Class R1 Certificate, as applicable). If the Certificate Balance of either the Class BI-1 or Class BI-2 Interest should be reduced to zero before the Class AI and Class M Certificates related to that Pool (the "Affected Pool") have been paid in full, then upon the occurrence of any further losses in the Affected Pool, principal distributions otherwise payable to the remaining Class BI Interest shall be "crossed over" to the Class AI and Class M Certificates of the Affected Pool in an amount equal to the lesser of (i) such Realized Losses and (ii) the remaining Certificate Principal Amount of the remaining Class B1 Interest.

REMIC I Distributions. In accordance with Section 3.01(b)(iii) of the Standard Terms and subject to the exceptions set forth below, on On each Distribution Date, the Trustee shall withdraw the aggregate Available Distribution Amount (less any amounts withdrawn pursuant be deemed to Section 3.01(b)(i) and (ii) distribute to itself, as holder of the Standard Terms) for the Pool 1 Mortgage Loans and the Pool 2 Mortgage Loans from the REMIC I Distribution AccountRegular Interests, and shall distribute it the following amounts in the following manner and order of priority to the REMIC II Distribution Account (except that payments on the Class R1 Interest will be made to the Holder of the Residual Certificates (and allocated to the Class R1 Interest) or to the Holders of the Class R1 Certificate, as applicable): (i) The Available Distribution Amount for the Pool 1 Mortgage Loans will be distributed in the following orderset forth below: (1a) to the extent of the Available Distribution Amount, for each REMIC I Regular Interest, in the same priority as the Corresponding Class AI-1or Classes of Certificates relating thereto as provided in Section 4.02(a), Class MA-1, Class R1 and Class MB-1 Interests, pro rata, Accrued Certificate Interest; (2) an amount equal to the Class R1 interest accrued on the aggregate principal balance of such REMIC I Regular Interest at the applicable interest rate for such REMIC I Regular Interest (as set forth in the definition for such REMIC I Regular Interest) during the Prior Period (except for REMIC I Regular Interest U, REMIC I Regular Interest Y and REMIC I Regular Interest Z, which will accrue interest during the period from the Distribution Date in the month prior to each Distribution Date to the day prior to such Distribution Date), plus any unpaid portion of accrued interest for any prior period with interest thereon at the applicable interest rate for such REMIC I Regular Interest, until reduced by the Certificate Balances amount of the Class R1 any interest shortfalls (including Prepayment Interest has been reduced to zero; (3) Shortfalls, to the Class MA-1 and Class MB-1 Interests, pro rata, so as to keep the Certificate Balance of the Class MA-1 equal to 0.1% of the aggregate Scheduled Principal Balance of the Pool 1 Mortgage Loans and to keep the Certificate Balance of the Class MB-1 Interests equal to 0.1% of the excess of (xextent not covered by Compensating Interest) the aggregate Scheduled Principal Balance of the Pool 1 Mortgage Loans over (y) the Certificate Balance of the Class A1 Certificates in REMIC III (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed allocable to such REMIC I Regular Interests such that Interest (in the Subordinate Balance Ratio is maintainedsame proportion as the Corresponding Class or Classes of Certificates as provided in Section 4.02(a)); (4b) to the extent of the Available Distribution Amount remaining after the distributions deemed made under clause (a), an amount of principal equal to the Principal Payment Amount on such Distribution Date in the same priority as the Corresponding Class AI-1 Interest, the remaining Senior Principal Distribution Amount, minus or Classes of Certificates as provided in Section 4.02(a); (c) after the principal amount distributed in paragraph (2), until its Certificate Balance has been balance of each REMIC I Regular Interest is reduced to zero; (5) , to the Class BI-1 InterestR-I Certificate, Accrued Certificate Interest; (6) to the Class BI-1 Interest, as principal, the Subordinate Principal Distribution Amount until its Certificate Balance has been reduced to zero; (7) to each Class of REMIC I Interests, in order of seniority (with the Class MA-1 and MB-1 being treated as if pari passu with the Class AI-1 Interests) up to the amount of Realized Losses allocated to each such Class; and (8) at such time as all other Classes have been paid amounts remaining in full REMIC I; provided, however, that notwithstanding the deemed distributions set forth in clauses (a), (b) and all losses previously allocated have been paid in full(c) above, pro rata distributions from the Certificate Account shall only be made to the holders of the Class R Certificate Certificates; and provided, further, that each Realized Loss and interest shortfall (and allocated including Prepayment Interest Shortfalls, to the Class R1 extent not covered by Compensating Interest) ), shall be deemed allocated, and adjustments or distributions as a consequence thereof shall be deemed made to the Class R1 Certificate, as applicable). (ii) The Available Distribution Amount for the Pool 2 Mortgage Loans will be distributed as follows: (1) to the Class XX-0, XX-0, and MB-2 Interests, pro rata, Accrued Certificate Interest; (2) to the Class MA-1 and Class MB-1 Interests, pro rata, so as to cause the Certificate Balance of the Class MA-2 Interest to equal to 0.1% of the aggregate Scheduled Principal Balance of the Pool 2 Mortgage Loans and to keep the Certificate Balance of the Class MB-2 Interest to equal 0.1% of the excess of (x) the aggregate Scheduled Principal Balance of the Pool 2 Mortgage Loans over (y) the aggregate Certificate Balance of the Class A2 Certificates in REMIC III (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC I Regular Interests that will maintain the Subordinate Balance Ratio); (3) corresponding to the Class AI-2 Interest, the Senior Principal Distribution Amount minus the amount distributed pursuant to paragraph (2), until its Certificate Balance has been reduced to zero; (4) to the Class BI-2 Interest, Accrued Certificate Interest; (5) to the Class BI-2 Interest, as principal, the Subordinate Principal Distribution Amount for the Pool 2 Mortgage Loans, until its Certificate Balance is reduced to zero; (6) to each Class of REMIC I Interests in order of seniority (with the Class MA-2 and Class MB-2 being treated as if pari passu with the Class AI-2) up to the amount of Realized Losses allocated to each such Class; and (7) after all or Classes of Certificates are paid to which such interest shortfall or Realized Loss is allocated in full and all losses previously allocated have been paid in full, pro rata to the holders of the Class R Certificate (and allocated to the Class R1 Interest) or to the Class R1 Certificate, as applicable). If the Certificate Balance of either the Class BI-1 or Class BI-2 Interest should be reduced to zero before the Class AI and Class M Certificates related to a manner that Pool (the "Affected Pool") have been paid in full, then upon the occurrence of any further losses in the Affected Pool, principal distributions otherwise payable to the remaining Class BI Interest shall be "crossed over" to the Class AI and Class M Certificates of the Affected Pool in an amount equal to the lesser of (i) accords with such Realized Losses and (ii) the remaining Certificate Principal Amount of the remaining Class B1 Interestcorrespondence.

REMIC I Distributions. In accordance with Section 3.01(b)(iii) of the Standard Terms and subject to the exceptions set forth below, on each Distribution Date, the Trustee shall withdraw the aggregate Available Distribution Amount (less any amounts withdrawn pursuant to Section 3.01(b)(i) and (ii) of the Standard Terms) for the Pool 1 Mortgage Loans and the Pool 2 Mortgage Loans all Groups from the REMIC I Distribution Account, and shall distribute it in the following manner and order of priority to the REMIC II Distribution Account (except that payments on the Class R1 Interest Certificate will be made to the Holder of the Residual Certificates (and allocated to the Class R1 Interest) or to the Holders of the Class R1 Certificate, as applicableholder thereof): (i) The Available Distribution Amount for the Pool 1 Mortgage Loans will be distributed in the following order: (1) to To the Class AI-1, Class MA-1, Class R1 and Class MB-1 Interests, pro rata, Accrued Certificate Interest; (2) to the Class R1 Interest, until the Certificate Balances of the Class R1 Interest has been reduced to zero; (3) to To the Class MA-1 and Class MB-1 Interests, pro rata, so as to keep the Certificate Balance of the Class MA-1 equal to 0.1% of the aggregate Scheduled Principal Balance of the Pool 1 Mortgage Loans and to keep the Certificate Balance of the Class MB-1 Interests equal to 0.1% of the excess of (x) the aggregate Scheduled Principal Balance of the Pool 1 Mortgage Loans over (y) the Certificate Balance of the Class A1 Certificates in REMIC III (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC I Regular Interests such that the Subordinate Balance Ratio is maintained); (43) to To the Class AI-1 Interest, Interest the remaining Senior Principal Distribution Amount, minus the principal amount distributed in paragraph (2), until its Certificate Balance has been reduced to zero; (54) to To the Class BI-1 Interest, Accrued Certificate Interest; (65) As principal to the Class BI-1 Interest, as principal, Interest the Subordinate Principal Distribution Amount until its Certificate Balance has been reduced to zero; (76) to To each Class of or REMIC I Interests, in order of seniority (with the Class AI-1, MA-1 and MB-1 being treated as if pari passu with the Class AI-1 Interests) up to the amount of Realized Losses allocated to each such Class; and (8) at 7) At such time as all other Classes classes have been paid in full and all losses previously allocated have been paid in full, pro rata to the holders of the Class R Certificate (and allocated to the Class R1 Interest) or to the Class R1 Certificate, as applicable)Certificates. (ii) The Available Distribution Amount for the Pool 2 Mortgage Loans will be distributed as follows: (1) to To the Class XX-0AI-2, XX-0MA-2, and MB-2 Interests, pro rataMB-2, Accrued Certificate Interest; (2) to the Class MA-1 and Class MB-1 Interests, pro Pro rata, so as to cause the Certificate Balance of the Class MA-2 Interest to equal to 0.1% of the aggregate Scheduled Principal Balance of the Pool 2 Mortgage Loans and to keep the Certificate Balance of the Class MB-2 Interest to equal 0.1% of the excess of (x) the aggregate Scheduled Principal Balance of the Pool 2 Mortgage Loans over (y) the aggregate Certificate Balance of the Class A2 Certificates in REMIC III (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC I Regular Interests that will maintain the Subordinate Balance Ratio); (3) to To the Class AI-2 Interest, the Senior Principal Distribution Amount minus the amount distributed pursuant to paragraph (2), until its Certificate Balance has been reduced to zero; (4) to To the Class BI-2 Interest, Accrued Certificate Interest; (5) to To the Class BI-2 Interest, as principal, the Subordinate Principal Distribution Amount for the Pool 2 Mortgage Loans, until its Certificate Balance is reduced to zero; (6) to To each Class of REMIC I Interests in order of seniority (with the Class MA-2 and Class MB-2 being treated as if pari passu with the Class AI-2) up to the amount of Realized Losses allocated to each such Class; and (7) after After all Classes of Certificates are paid in full and all losses previously allocated have been paid in full, pro rata to the holders of the Class R Certificate (and allocated to the Class R1 Interest) or to the Class R1 Certificate, as applicable)R-1 Certificates. If the Certificate Balance of either the Class BI-1 or Class BI-2 Interest (in either case, the "Retired Class BI Certificate") should be reduced to zero before the Class AI and Class M Certificates related to that Pool (the "Affected Pool") have been paid in full, then upon the occurrence of any further future losses in the Affected Pool, principal distributions otherwise payable to the remaining Class BI Interest shall be "crossed over" to the Class AI and Class M Certificates of the Affected Pool in an amount equal to the lesser of (i) such Realized Losses and (ii) the remaining Certificate Principal Amount of the remaining Class B1 Interest.

REMIC I Distributions. In accordance with Section 3.01(b)(iii) of the Standard Terms and subject to the exceptions set forth below, on each Distribution Date, the Trustee shall withdraw the aggregate Available Distribution Amount (less any amounts withdrawn pursuant to Section 3.01(b)(i) and (ii) of the Standard Terms) for the Pool 1 Mortgage Loans and the Pool 2 Mortgage Loans from the REMIC I Distribution Account, and shall distribute it in the following manner and order of priority to the REMIC II Distribution Account (except that payments on the Class R1 Interest Certificate will be made to the Holder of the Residual Certificates (and allocated to the Class R1 Interest) or to the Holders of the Class R1 Certificate, as applicablethereof): (i) The Available Distribution Amount for the Pool 1 Mortgage Loans will be distributed in the following order: (1) to the Class AI-1, Class MA-1, Class R1 and Class MB-1 Interests, pro rata, Accrued Certificate Interest; (2) to the Class R1 Interest, until the Certificate Balances of the Class R1 Interest has been reduced to zero; (3) to the Class MA-1 and Class MB-1 Interests, pro rata, so as to keep the Certificate Balance of the Class MA-1 equal to 0.1% of the aggregate Scheduled Principal Balance of the Pool 1 Mortgage Loans and to keep the Certificate Balance of the Class MB-1 Interests equal to 0.1% of the excess of (x) the aggregate Scheduled Principal Balance of the Pool 1 Mortgage Loans over (y) the Certificate Balance of the Class A1 Certificates in REMIC III (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC I Regular Interests such that the Subordinate Balance Ratio is maintained); (43) to the Class AI-1 Interest, the remaining Senior Principal Distribution Amount, minus the principal amount distributed in paragraph (2), until its Certificate Balance has been reduced to zero; (54) to the Class BI-1 Interest, Accrued Certificate Interest; (65) to the Class BI-1 Interest, as principal, the Subordinate Principal Distribution Amount until its Certificate Balance has been reduced to zero; (76) to each Class of REMIC I Interests, in order of seniority (with the Class MA-1 and MB-1 being treated as if pari passu with the Class AI-1 Interests) up to the amount of Realized Losses allocated to each such Class; and (8) 7) at such time as all other Classes have been paid in full and all losses previously allocated have been paid in full, pro rata to the holders of the Class R Certificate (and allocated to the Class R1 Interest) or to the Class R1 Certificate, as applicable)Certificates. (ii) The Available Distribution Amount for the Pool 2 Mortgage Loans will be distributed as follows: (1) to the Class XX-0AI-2, XX-0MA-2, and MB-2 Interests, pro rataxxxx, Accrued Xxxrued Certificate Interest; (2) to the Class MA-1 and Class MB-1 Interests, pro rata, so as to cause the Certificate Balance of the Class MA-2 Interest to equal to 0.1% of the aggregate Scheduled Principal Balance of the Pool 2 Mortgage Loans and to keep the Certificate Balance of the Class MB-2 Interest to equal 0.1% of the excess of (x) the aggregate Scheduled Principal Balance of the Pool 2 Mortgage Loans over (y) the aggregate Certificate Balance of the Class A2 Certificates in REMIC III (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC I Regular Interests that will maintain the Subordinate Balance Ratio); (3) to the Class AI-2 Interest, the Senior Principal Distribution Amount minus the amount distributed pursuant to paragraph (2), until its Certificate Balance has been reduced to zero; (4) to the Class BI-2 Interest, Accrued Certificate Interest; (5) to the Class BI-2 Interest, as principal, the Subordinate Principal Distribution Amount for the Pool 2 Mortgage Loans, until its Certificate Balance is reduced to zero; (6) to each Class of REMIC I Interests in order of seniority (with the Class MA-2 and Class MB-2 being treated as if pari passu with the Class AI-2) up to the amount of Realized Losses allocated to each such Class; and (7) after all Classes of Certificates are paid in full and all losses previously allocated have been paid in full, pro rata to the holders of the Class R Certificate (and allocated to the Class R1 Interest) or R-1 Certificates until the Certificate Balance thereof is reduced to zero (but pro rata with respect to the principal to be paid on the Class R1 Certificate, as applicableR-2 and Class R-3 Certificates). If the Certificate Balance of either the Class BI-1 or Class BI-2 Interest (in either case, the "Retired Class BI Certificate") should be reduced to zero before the Class AI and Class M Certificates related to that Pool (the "Affected Pool") have been paid in full, then upon the occurrence of any further future losses in the Affected Pool, principal distributions otherwise payable to the remaining Class BI Interest shall be "crossed over" to the Class AI and Class M Certificates of the Affected Pool in an amount equal to the lesser of (i) such Realized Losses and (ii) the remaining Certificate Principal Amount of the remaining Class B1 Interest.

REMIC I Distributions. In accordance with Section 3.01(b)(iii) of the Standard Terms and subject to the exceptions set forth below, on On each Distribution Date, the Trustee shall withdraw the aggregate Available Distribution Amount (less any amounts withdrawn pursuant be deemed to Section 3.01(b)(i) and (ii) distribute to itself, as holder of the Standard Terms) for the Pool 1 Mortgage Loans and the Pool 2 Mortgage Loans from the REMIC I Distribution AccountRegular Interests, and shall distribute it the following amounts in the following manner and order of priority to the REMIC II Distribution Account (except that payments on the Class R1 Interest will be made to the Holder of the Residual Certificates (and allocated to the Class R1 Interest) or to the Holders of the Class R1 Certificate, as applicable): (i) The Available Distribution Amount for the Pool 1 Mortgage Loans will be distributed in the following orderset forth below: (1a) to the Class AI-1extent of the Available Distribution Amount, Class MA-1for each REMIC I Regular Interest, Class R1 and Class MB-1 Interests, pro rata, Accrued Certificate Interest; (2) an amount equal to the Class R1 interest accrued on the aggregate principal balance or notional amount of such REMIC I Regular Interest at the applicable interest rate for such REMIC I Regular Interest (as set forth in the definition for such REMIC I Regular Interest) during the Prior Period, plus any unpaid portion of accrued interest for any prior period with interest thereon at the applicable interest rate for such REMIC I Regular Interest, until reduced by the Certificate Balances amount of the Class R1 any interest shortfalls (including Prepayment Interest has been reduced to zero; (3) Shortfalls, to the Class MA-1 and Class MB-1 Interests, pro rata, so as to keep the Certificate Balance of the Class MA-1 equal to 0.1% of the aggregate Scheduled Principal Balance of the Pool 1 Mortgage Loans and to keep the Certificate Balance of the Class MB-1 Interests equal to 0.1% of the excess of (xextent not covered by Compensating Interest) the aggregate Scheduled Principal Balance of the Pool 1 Mortgage Loans over (y) the Certificate Balance of the Class A1 Certificates in REMIC III (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed allocable to such REMIC I Regular Interests such that the Subordinate Balance Ratio is maintainedInterest); (4b) to the extent of the Available Distribution Amount remaining after the distributions deemed made under clause (a), to the following Classes in respect of principal: (i) to the Class AI-1 P1-M Interest, an amount equal to the remaining Senior Class I-PO Principal Distribution Amount, minus the principal amount distributed in paragraph (2), until its Certificate Balance has been reduced to zero; (5ii) to the Class BI-1 P2-M Interest, Accrued Certificate Interestan amount equal to the Class II-PO Principal Distribution Amount; (6iii) to the Class BI-1 Y1 Interest, as principal, the Subordinate Class Y1 Principal Distribution Amount until its Certificate Balance has been reduced to zeroAmount; (7iv) to each Class of REMIC I Interests, in order of seniority (with the Class MA-1 and MB-1 being treated as if pari passu with Y2 Interest, the Class AI-1 InterestsY2 Principal Distribution Amount; (v) up to the amount of Realized Losses allocated to each such ClassClass Z1 Interest, the Class Z1 Principal Distribution Amount; and (8) at such time as vi) to the Class Z2 Interest, the Class Z2 Principal Distribution Amount. (c) after the principal balance of each REMIC I Regular Interest is reduced to zero, to the Class R-I Certificate, all other Classes have been paid amounts remaining in full REMIC I; provided, however, that notwithstanding the deemed distributions set forth in clauses (a), (b) and all losses previously allocated have been paid in full(c) above, pro rata distributions from the Certificate Account shall only be made to the holders of the Class R Certificate (and allocated to the Class R1 Interest) or to the Class R1 Certificate, as applicable)Certificates. (ii) The Available Distribution Amount for the Pool 2 Mortgage Loans will be distributed as follows: (1) to the Class XX-0, XX-0, and MB-2 Interests, pro rata, Accrued Certificate Interest; (2) to the Class MA-1 and Class MB-1 Interests, pro rata, so as to cause the Certificate Balance of the Class MA-2 Interest to equal to 0.1% of the aggregate Scheduled Principal Balance of the Pool 2 Mortgage Loans and to keep the Certificate Balance of the Class MB-2 Interest to equal 0.1% of the excess of (x) the aggregate Scheduled Principal Balance of the Pool 2 Mortgage Loans over (y) the aggregate Certificate Balance of the Class A2 Certificates in REMIC III (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC I Regular Interests that will maintain the Subordinate Balance Ratio); (3) to the Class AI-2 Interest, the Senior Principal Distribution Amount minus the amount distributed pursuant to paragraph (2), until its Certificate Balance has been reduced to zero; (4) to the Class BI-2 Interest, Accrued Certificate Interest; (5) to the Class BI-2 Interest, as principal, the Subordinate Principal Distribution Amount for the Pool 2 Mortgage Loans, until its Certificate Balance is reduced to zero; (6) to each Class of REMIC I Interests in order of seniority (with the Class MA-2 and Class MB-2 being treated as if pari passu with the Class AI-2) up to the amount of Realized Losses allocated to each such Class; and (7) after all Classes of Certificates are paid in full and all losses previously allocated have been paid in full, pro rata to the holders of the Class R Certificate (and allocated to the Class R1 Interest) or to the Class R1 Certificate, as applicable). If the Certificate Balance of either the Class BI-1 or Class BI-2 Interest should be reduced to zero before the Class AI and Class M Certificates related to that Pool (the "Affected Pool") have been paid in full, then upon the occurrence of any further losses in the Affected Pool, principal distributions otherwise payable to the remaining Class BI Interest shall be "crossed over" to the Class AI and Class M Certificates of the Affected Pool in an amount equal to the lesser of (i) such Realized Losses and (ii) the remaining Certificate Principal Amount of the remaining Class B1 Interest.

REMIC I Distributions. In accordance with Section 3.01(b)(iii) of the Standard Terms and subject to the exceptions set forth below, on On each Distribution Date, the Trustee shall withdraw be deemed to distribute to itself, as holder of the aggregate Tier I Regular Interests, the following amounts in the order set forth below: (a) to the extent of the Available Distribution Amount (less excluding amounts included therein attributable to withdrawals from any amounts withdrawn pursuant to Section 3.01(b)(i) and (ii) of the Standard Terms) for the Pool 1 Mortgage Loans and the Pool 2 Mortgage Loans from the REMIC I Distribution Account, and shall distribute it in the following manner and order of priority to the REMIC II Distribution Account (except that payments on the Class R1 Interest will be made to the Holder of the Residual Certificates (and allocated to the Class R1 Interest) or to the Holders of the Class R1 CertificateA-5 Rounding Account, the LIBOR Certificate Reserve Fund or the Reserve Fund or collections from the Policy), for each Tier I Regular Interest, in the same priority as applicable): the Corresponding Class or Classes of Certificates relating thereto as provided in Section 4.02(a), an amount equal to the interest accrued on the aggregate principal balance of such Tier I Regular Interest at the applicable interest rate for such Tier I Regular Interest (ias set forth in the definition for such Tier I Regular Interest) The Available Distribution Amount during the Prior Period (except for the Pool 1 Mortgage Loans Tier I Regular Interest P, which will be distributed accrue interest during the period from the Distribution Date in the following order: (1) month prior to each Distribution Date to the Class AI-1day prior to such Distribution Date), Class MA-1plus any unpaid portion of accrued interest for any prior period with interest thereon at the applicable interest for such Tier I Regular Interest, Class R1 and Class MB-1 Interestsreduced by the amount of any interest shortfalls (including Prepayment Interest Shortfalls, pro rata, Accrued Certificate Interest; (2) to the Class R1 extent not covered by Compensating Interest, until the Certificate Balances of the Class R1 ) allocable to such Tier I Regular Interest has been reduced to zero; (3) to the Class MA-1 and Class MB-1 Interests, pro rata, so as to keep the Certificate Balance of the Class MA-1 equal to 0.1% of the aggregate Scheduled Principal Balance of the Pool 1 Mortgage Loans and to keep the Certificate Balance of the Class MB-1 Interests equal to 0.1% of the excess of (x) the aggregate Scheduled Principal Balance of the Pool 1 Mortgage Loans over (y) the Certificate Balance of the Class A1 Certificates in REMIC III (except that if any such excess is a larger number than in the preceding distribution period, same proportion as the least amount Corresponding Class or Class of principal shall be distributed to such REMIC I Regular Interests such that the Subordinate Balance Ratio is maintainedCertificates as provided in Section 4.02(a)); (4b) to the extent of the Available Distribution Amount (excluding amounts included therein attributable to withdrawals from any of the Class AI-1 InterestA-5 Rounding Account, the remaining Senior LIBOR Certificate Reserve Fund or the Reserve Fund or collections from the Policy), an amount of principal equal to the Principal Payment Amount on such Distribution Amount, minus Date in the same priority as the Corresponding Class or Classes of Certificates as provided in Section 4.02(a); (c) after the principal amount distributed in paragraph (2), until its Certificate Balance has been balance of each Tier I Regular Interest is reduced to zero; (5) , to the Class BI-1 InterestR-I Certificate, Accrued Certificate Interest; (6) to the Class BI-1 Interest, as principal, the Subordinate Principal Distribution Amount until its Certificate Balance has been reduced to zero; (7) to each Class of REMIC I Interests, in order of seniority (with the Class MA-1 and MB-1 being treated as if pari passu with the Class AI-1 Interests) up to the amount of Realized Losses allocated to each such Class; and (8) at such time as all other Classes have been paid amounts remaining in full REMIC I; provided, however, that notwithstanding the deemed distributions set forth in clauses (a), (b) and all losses previously allocated have been paid in full(c) above, pro rata distributions from the Certificate Account shall only be made to the holders of the Class R Certificate Certificates; and provided, further, that each Realized Loss and interest shortfall (and allocated including Prepayment Interest Shortfalls, to the Class R1 extent not covered by Compensating Interest) or to the Class R1 Certificate), as applicable). (ii) The Available Distribution Amount for the Pool 2 Mortgage Loans will shall be distributed as follows: (1) to the Class XX-0, XX-0deemed allocated, and MB-2 Interests, pro rata, Accrued Certificate Interest; (2) to the Class MA-1 and Class MB-1 Interests, pro rata, so adjustments or distributions as to cause the Certificate Balance of the Class MA-2 Interest to equal to 0.1% of the aggregate Scheduled Principal Balance of the Pool 2 Mortgage Loans and to keep the Certificate Balance of the Class MB-2 Interest to equal 0.1% of the excess of (x) the aggregate Scheduled Principal Balance of the Pool 2 Mortgage Loans over (y) the aggregate Certificate Balance of the Class A2 Certificates in REMIC III (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal consequence thereof shall be distributed to such REMIC I Regular Interests that will maintain the Subordinate Balance Ratio); (3) to the Class AI-2 Interest, the Senior Principal Distribution Amount minus the amount distributed pursuant to paragraph (2), until its Certificate Balance has been reduced to zero; (4) to the Class BI-2 Interest, Accrued Certificate Interest; (5) to the Class BI-2 Interest, as principal, the Subordinate Principal Distribution Amount for the Pool 2 Mortgage Loans, until its Certificate Balance is reduced to zero; (6) to each Class of REMIC I Interests in order of seniority (with the Class MA-2 and Class MB-2 being treated as if pari passu with the Class AI-2) up to the amount of Realized Losses allocated to each such Class; and (7) after all Classes of Certificates are paid in full and all losses previously allocated have been paid in full, pro rata to the holders of the Class R Certificate (and allocated to the Class R1 Interest) or to the Class R1 Certificate, as applicable). If the Certificate Balance of either the Class BI-1 or Class BI-2 Interest should be reduced to zero before the Class AI and Class M Certificates related to that Pool (the "Affected Pool") have been paid in full, then upon the occurrence of any further losses in the Affected Pool, principal distributions otherwise payable to the remaining Class BI Interest shall be "crossed over" to the Class AI and Class M Certificates of the Affected Pool in an amount equal to the lesser of (i) such Realized Losses and (ii) the remaining Certificate Principal Amount of the remaining Class B1 Interestdeemed made.

REMIC I Distributions. In accordance with Section 3.01(b)(iii(1) of the Standard Terms and subject to the exceptions set forth below, on On each Distribution Date, the Trustee following amounts, in the following order of priority, shall withdraw the aggregate Available Distribution Amount (less any amounts withdrawn pursuant be distributed by REMIC I to Section 3.01(b)(i) and (ii) REMIC II on account of the Standard Terms) for the Pool 1 Mortgage Loans and the Pool 2 Mortgage Loans from the REMIC I Distribution Account, and shall distribute it in the following manner and order of priority to the REMIC II Distribution Account (except that payments on the Class R1 Interest will be made to the Holder of the Residual Certificates (and allocated to the Class R1 Interest) or to the Holders of the Class R1 Certificate, as applicable): (i) The Available Distribution Amount for the Pool 1 Mortgage Loans will be distributed in the following order: (1) to the Class AI-1, Class MA-1, Class R1 and Class MB-1 Interests, pro rata, Accrued Certificate Interest; (2) to the Class R1 Interest, until the Certificate Balances of the Class R1 Interest has been reduced to zero; (3) to the Class MA-1 and Class MB-1 Interests, pro rata, so as to keep the Certificate Balance of the Class MA-1 equal to 0.1% of the aggregate Scheduled Principal Balance of the Pool 1 Mortgage Loans and to keep the Certificate Balance of the Class MB-1 Interests equal to 0.1% of the excess of (x) the aggregate Scheduled Principal Balance of the Pool 1 Mortgage Loans over (y) the Certificate Balance of the Class A1 Certificates in REMIC III (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC Group I Regular Interests such that the Subordinate Balance Ratio is maintained); (4) to the Class AI-1 Interest, the remaining Senior Principal Distribution Amount, minus the principal amount and distributed in paragraph (2), until its Certificate Balance has been reduced to zero; (5) to the Class BI-1 Interest, Accrued Certificate Interest; (6) to the Class BI-1 Interest, as principal, the Subordinate Principal Distribution Amount until its Certificate Balance has been reduced to zero; (7) to each Class of REMIC I Interests, in order of seniority (with the Class MA-1 and MB-1 being treated as if pari passu with the Class AI-1 Interests) up to the amount of Realized Losses allocated to each such Class; and (8) at such time as all other Classes have been paid in full and all losses previously allocated have been paid in full, pro rata to the holders of the Class R Certificate Certificates (and allocated to in respect of the Class R1 R-I Interest) or to the Class R1 Certificate), as applicable). (ii) The Available Distribution Amount for the Pool 2 Mortgage Loans will be distributed as followscase may be: (i) from REMIC Available Funds (exclusive of any Prepayment Charges) relating to Loan Group 1) , to the Class XX-0, XX-0, holders of each of the REMIC I Group I Regular Interests and MB-2 InterestsREMIC I Regular Interest P, pro rata, Accrued Certificate Interest; (2) to the Class MA-1 and Class MB-1 Interests, pro rata, so as to cause the Certificate Balance of the Class MA-2 Interest to in an amount equal to 0.1% of the aggregate Scheduled Principal Balance of the Pool 2 Mortgage Loans and to keep the Certificate Balance of the Class MB-2 Interest to equal 0.1% of the excess of (xA) the aggregate Scheduled Principal Balance of the Pool 2 Mortgage Loans over (y) the aggregate Certificate Balance of the Class A2 Certificates in REMIC III (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to Uncertificated Interest for such REMIC I Regular Interests that will maintain the Subordinate Balance Ratio)for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates; (3ii) from REMIC Available Funds (exclusive of any Prepayment Charges) relating to Loan Group 1 remaining after the Class AI-2 Interest, the Senior Principal Distribution Amount minus the amount distributed distribution made pursuant to paragraph clause (2)i) above, first, to REMIC I Regular Interest I- Non-Swap, and second, to REMIC I Regular Interests I-1-A through I-53-B, starting with the lowest numerical denomination, until its Certificate the Uncertificated Balance has been of each such REMIC I Group I Regular Interest is reduced to zero; (4) to , provided that, for REMIC I Group I Regular Interests with the Class BI-2 Interestsame numerical denomination, Accrued Certificate Interest; (5) to the Class BI-2 Interest, as principal, the Subordinate Principal Distribution Amount for the Pool 2 Mortgage Loanssuch payments of principal shall be allocated pro rata between such REMIC I Group I Regular Interests, until its Certificate the Uncertificated Balance of each such REMIC I Group I Regular Interest is reduced to zero; (6iii) from REMIC Available Funds relating to each Class Loan Group I remaining after the distributions made pursuant to clauses (i) and (ii) above, to the holders of REMIC I Interests Regular Interest P, (A) all amounts representing Prepayment Charges in order respect of seniority the Group I Mortgage Loans received during the related Prepayment Period, and (with B) on the Class MA-2 and Class MB-2 being treated Distribution Date immediately following the expiration of the latest Prepayment Charge as if pari passu with identified on the Class AI-2) up Prepayment Charge Schedule or any Distribution Date thereafter, any such remaining funds, until an amount equal to the amount initial Uncertificated Balance of Realized Losses allocated such REMIC I Regular Interest has been distributed pursuant to each such Classthis clause; and (7iv) after all Classes any remaining REMIC Available Funds to the Holders of the Class R Certificates are paid (in full respect of the Class R-I Interest). (2) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Group II Regular Interests and all losses previously allocated have been paid in full, pro rata distributed to the holders of the Class R Certificate Certificates (and allocated in respect of the Class R-I Interest), as the case may be: (i) from REMIC Available Funds (exclusive of any Prepayment Charges) relating to Loan Group 2, to the Class R1 Interest) or to the Class R1 Certificate, as applicable). If the Certificate Balance holders of either the Class BI-1 or Class BI-2 Interest should be reduced to zero before the Class AI and Class M Certificates related to that Pool (the "Affected Pool") have been paid in full, then upon the occurrence of any further losses in the Affected Pool, principal distributions otherwise payable to the remaining Class BI Interest shall be "crossed over" to the Class AI and Class M Certificates each of the Affected Pool REMIC I Group II Regular Interests and REMIC I Regular Interest P, pro rata, in an amount equal to (A) the lesser Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates; (ii) from REMIC Available Funds (exclusive of any Prepayment Charges) relating to Loan Group II remaining after the distribution made pursuant to clause (i), first, to REMIC I Regular Interest II-Non- Swap, and second, to REMIC I Regular Interests II-1-A through II-53-B, starting with the lowest numerical denomination, until the Uncertificated Balance of each such REMIC I Group II Regular Interest is reduced to zero, provided that, for REMIC I Group II Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Group II Regular Interests, until the Uncertificated Balance of such REMIC I Group II Regular Interest is reduced to zero; (iii) from REMIC Available Funds relating to Loan Group II remaining after the distributions made pursuant to clauses (i) such Realized Losses and (ii) above, to the remaining Certificate Principal Amount holders of REMIC I Regular Interest P, (A) all amounts representing Prepayment Charges in respect of the Group II Mortgage Loans received during the related Prepayment Period, and (B) on the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter, any such remaining funds, until an amount equal to the initial Uncertificated Balance of such REMIC I Regular Interest has been distributed pursuant to this clause; and (iv) any remaining REMIC Available Funds to the Holders of the Class B1 R Certificates (in respect of the Class R-I Interest).

REMIC I Distributions. In accordance with Section 3.01(b)(iii) of the Standard Terms and subject to the exceptions set forth below, on On each Distribution Date, the Trustee following amounts, in the following order of priority, shall withdraw the aggregate Available Distribution Amount (less any amounts withdrawn pursuant be distributed by REMIC I to Section 3.01(b)(i) and (ii) REMIC II on account of the Standard Terms) for the Pool 1 Mortgage Loans and the Pool 2 Mortgage Loans from the REMIC I Distribution Account, and shall distribute it in the following manner and order of priority to the REMIC II Distribution Account (except that payments on the Class R1 Interest will be made to the Holder of the Residual Certificates (and allocated to the Class R1 Interest) or to the Holders of the Class R1 Certificate, as applicable): (i) The Available Distribution Amount for the Pool 1 Mortgage Loans will be distributed in the following order: (1) to the Class AI-1, Class MA-1, Class R1 and Class MB-1 Interests, pro rata, Accrued Certificate Interest; (2) to the Class R1 Interest, until the Certificate Balances of the Class R1 Interest has been reduced to zero; (3) to the Class MA-1 and Class MB-1 Interests, pro rata, so as to keep the Certificate Balance of the Class MA-1 equal to 0.1% of the aggregate Scheduled Principal Balance of the Pool 1 Mortgage Loans and to keep the Certificate Balance of the Class MB-1 Interests equal to 0.1% of the excess of (x) the aggregate Scheduled Principal Balance of the Pool 1 Mortgage Loans over (y) the Certificate Balance of the Class A1 Certificates in REMIC III (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC Group I Regular Interests such that the Subordinate Balance Ratio is maintained); (4) to the Class AI-1 Interest, the remaining Senior Principal Distribution Amount, minus the principal amount and distributed in paragraph (2), until its Certificate Balance has been reduced to zero; (5) to the Class BI-1 Interest, Accrued Certificate Interest; (6) to the Class BI-1 Interest, as principal, the Subordinate Principal Distribution Amount until its Certificate Balance has been reduced to zero; (7) to each Class of REMIC I Interests, in order of seniority (with the Class MA-1 and MB-1 being treated as if pari passu with the Class AI-1 Interests) up to the amount of Realized Losses allocated to each such Class; and (8) at such time as all other Classes have been paid in full and all losses previously allocated have been paid in full, pro rata to the holders of the Class R Certificate Certificates (and allocated to in respect of the Class R1 R-I Interest) or to the Class R1 Certificate), as applicable). (ii) The Available Distribution Amount for the Pool 2 Mortgage Loans will be distributed as followscase may be: (1i) to the Class XX-0extent of REMIC Available Funds relating to Loan Group 1, XX-0, and MB-2 to the holders of each of the REMIC I Group I Regular Interests, pro rata, Accrued Certificate Interest; (2) to the Class MA-1 and Class MB-1 Interests, pro rata, so as to cause the Certificate Balance of the Class MA-2 Interest to equal to 0.1% of the aggregate Scheduled Principal Balance of the Pool 2 Mortgage Loans and to keep the Certificate Balance of the Class MB-2 Interest to equal 0.1% of the excess of (x) the aggregate Scheduled Principal Balance of the Pool 2 Mortgage Loans over (y) the aggregate Certificate Balance of the Class A2 Certificates in REMIC III (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC I Regular Interests that will maintain the Subordinate Balance Ratio); (3) to the Class AI-2 Interest, the Senior Principal Distribution Amount minus the amount distributed pursuant to paragraph (2), until its Certificate Balance has been reduced to zero; (4) to the Class BI-2 Interest, Accrued Certificate Interest; (5) to the Class BI-2 Interest, as principal, the Subordinate Principal Distribution Amount for the Pool 2 Mortgage Loans, until its Certificate Balance is reduced to zero; (6) to each Class of REMIC I Interests in order of seniority (with the Class MA-2 and Class MB-2 being treated as if pari passu with the Class AI-2) up to the amount of Realized Losses allocated to each such Class; and (7) after all Classes of Certificates are paid in full and all losses previously allocated have been paid in full, pro rata to the holders of the Class R Certificate (and allocated to the Class R1 Interest) or to the Class R1 Certificate, as applicable). If the Certificate Balance of either the Class BI-1 or Class BI-2 Interest should be reduced to zero before the Class AI and Class M Certificates related to that Pool (the "Affected Pool") have been paid in full, then upon the occurrence of any further losses in the Affected Pool, principal distributions otherwise payable to the remaining Class BI Interest shall be "crossed over" to the Class AI and Class M Certificates of the Affected Pool in an amount equal to (A) the lesser of Uncertificated Interest for such REMIC I Group I Regular Interests for such Distribution Date, plus (iB) such Realized Losses and any amounts payable in respect thereof remaining unpaid from previous Distribution Dates; (ii) to the extent of REMIC Available Funds relating to Loan Group 1 remaining Certificate Principal Amount after the distributions made pursuant to clause (i), payments of principal shall be allocated as follows: (A) any such amounts not constituting an Overcollateralization Reduction Amount, if any, to REMIC I Regular interests I-1-A through I-52-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Group I Regular Interest is reduced to zero, provided that, for REMIC I Group I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interests, and (B) any such amounts constituting an Overcollateralization Reduction Amount, to REMIC I Regular Interest I-OC Cash, until the Uncertificated Balance thereof is reduced to zero, and thereafter to REMIC I Regular Interest I-OC, until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; and (iii) to the holders of REMIC I Regular Interest I-P, (A) all amounts representing Prepayment Charges in respect of the remaining Class B1 InterestGroup I Mortgage Loans received during the related Prepayment Period and (B) on the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter, until an amount equal to the initial Uncertificated Balance of such REMIC I Regular Interest has been distributed pursuant to this clause.

REMIC I Distributions. In accordance with Section 3.01(b)(iii(1) of the Standard Terms and subject to the exceptions set forth below, on On each Distribution Date, the Trustee following amounts, in the following order of priority, shall withdraw the aggregate Available Distribution Amount (less any amounts withdrawn pursuant be distributed by REMIC I to Section 3.01(b)(i) and (ii) REMIC II on account of the Standard Terms) for the Pool 1 Mortgage Loans and the Pool 2 Mortgage Loans from the REMIC I Distribution Account, and shall distribute it in the following manner and order of priority to the REMIC II Distribution Account (except that payments on the Class R1 Interest will be made to the Holder of the Residual Certificates (and allocated to the Class R1 Interest) or to the Holders of the Class R1 Certificate, as applicable): (i) The Available Distribution Amount for the Pool 1 Mortgage Loans will be distributed in the following order: (1) to the Class AI-1, Class MA-1, Class R1 and Class MB-1 Interests, pro rata, Accrued Certificate Interest; (2) to the Class R1 Interest, until the Certificate Balances of the Class R1 Interest has been reduced to zero; (3) to the Class MA-1 and Class MB-1 Interests, pro rata, so as to keep the Certificate Balance of the Class MA-1 equal to 0.1% of the aggregate Scheduled Principal Balance of the Pool 1 Mortgage Loans and to keep the Certificate Balance of the Class MB-1 Interests equal to 0.1% of the excess of (x) the aggregate Scheduled Principal Balance of the Pool 1 Mortgage Loans over (y) the Certificate Balance of the Class A1 Certificates in REMIC III (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC Group I Regular Interests such that the Subordinate Balance Ratio is maintained); (4) to the Class AI-1 Interest, the remaining Senior Principal Distribution Amount, minus the principal amount and distributed in paragraph (2), until its Certificate Balance has been reduced to zero; (5) to the Class BI-1 Interest, Accrued Certificate Interest; (6) to the Class BI-1 Interest, as principal, the Subordinate Principal Distribution Amount until its Certificate Balance has been reduced to zero; (7) to each Class of REMIC I Interests, in order of seniority (with the Class MA-1 and MB-1 being treated as if pari passu with the Class AI-1 Interests) up to the amount of Realized Losses allocated to each such Class; and (8) at such time as all other Classes have been paid in full and all losses previously allocated have been paid in full, pro rata to the holders of the Class R Certificate Certificates (and allocated to in respect of the Class R1 R-I Interest) or to the Class R1 Certificate), as applicable). (ii) The Available Distribution Amount for the Pool 2 Mortgage Loans will be distributed as followscase may be: (i) from REMIC Available Funds (exclusive of any Prepayment Charges) relating to Loan Group 1) , to the Class XX-0, XX-0, holders of each of the REMIC I Group I Regular Interests and MB-2 InterestsREMIC I Regular Interest P, pro rata, Accrued Certificate Interest; (2) to the Class MA-1 and Class MB-1 Interests, pro rata, so as to cause the Certificate Balance of the Class MA-2 Interest to in an amount equal to 0.1% of the aggregate Scheduled Principal Balance of the Pool 2 Mortgage Loans and to keep the Certificate Balance of the Class MB-2 Interest to equal 0.1% of the excess of (xA) the aggregate Scheduled Principal Balance of the Pool 2 Mortgage Loans over (y) the aggregate Certificate Balance of the Class A2 Certificates in REMIC III (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to Uncertificated Interest for such REMIC I Regular Interests that will maintain the Subordinate Balance Ratio)for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates; (3ii) from REMIC Available Funds (exclusive of any Prepayment Charges) relating to Loan Group 1 remaining after the Class AI-2 Interest, the Senior Principal Distribution Amount minus the amount distributed distribution made pursuant to paragraph clause (2)i) above, first, to REMIC I Regular Interest I-Non-Swap, and second, to REMIC I Regular Interests I-1-A through I-53-B, starting with the lowest numerical denomination, until its Certificate the Uncertificated Balance has been of each such REMIC I Group I Regular Interest is reduced to zero; (4) to , provided that, for REMIC I Group I Regular Interests with the Class BI-2 Interestsame numerical denomination, Accrued Certificate Interest; (5) to the Class BI-2 Interest, as principal, the Subordinate Principal Distribution Amount for the Pool 2 Mortgage Loanssuch payments of principal shall be allocated pro rata between such REMIC I Group I Regular Interests, until its Certificate the Uncertificated Balance of each such REMIC I Group I Regular Interest is reduced to zero; (6iii) from REMIC Available Funds relating to each Class Loan Group I remaining after the distributions made pursuant to clauses (i) and (ii) above, to the holders of REMIC I Interests Regular Interest P, (A) all amounts representing Prepayment Charges in order respect of seniority the Group I Mortgage Loans received during the related Prepayment Period, and (with B) on the Class MA-2 and Class MB-2 being treated Distribution Date immediately following the expiration of the latest Prepayment Charge as if pari passu with identified on the Class AI-2) up Prepayment Charge Schedule or any Distribution Date thereafter, any such remaining funds, until an amount equal to the amount initial Uncertificated Balance of Realized Losses allocated such REMIC I Regular Interest has been distributed pursuant to each such Classthis clause; and (7iv) after all Classes any remaining REMIC Available Funds to the Holders of the Class R Certificates are paid (in full respect of the Class R-I Interest). (2) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Group II Regular Interests and all losses previously allocated have been paid in full, pro rata distributed to the holders of the Class R Certificate Certificates (and allocated in respect of the Class R-I Interest), as the case may be: (i) from REMIC Available Funds (exclusive of any Prepayment Charges) relating to Loan Group 2, to the Class R1 Interest) or to the Class R1 Certificate, as applicable). If the Certificate Balance holders of either the Class BI-1 or Class BI-2 Interest should be reduced to zero before the Class AI and Class M Certificates related to that Pool (the "Affected Pool") have been paid in full, then upon the occurrence of any further losses in the Affected Pool, principal distributions otherwise payable to the remaining Class BI Interest shall be "crossed over" to the Class AI and Class M Certificates each of the Affected Pool REMIC I Group II Regular Interests and REMIC I Regular Interest P, pro rata, in an amount equal to (A) the lesser Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates; (ii) from REMIC Available Funds (exclusive of any Prepayment Charges) relating to Loan Group II remaining after the distribution made pursuant to clause (i), first, to REMIC I Regular Interest II-Non-Swap, and second, to REMIC I Regular Interests II-1-A through II-53-B, starting with the lowest numerical denomination, until the Uncertificated Balance of each such REMIC I Group II Regular Interest is reduced to zero, provided that, for REMIC I Group II Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Group II Regular Interests, until the Uncertificated Balance of such REMIC I Group II Regular Interest is reduced to zero; (iii) from REMIC Available Funds relating to Loan Group II remaining after the distributions made pursuant to clauses (i) such Realized Losses and (ii) above, to the remaining Certificate Principal Amount holders of REMIC I Regular Interest P, (A) all amounts representing Prepayment Charges in respect of the Group II Mortgage Loans received during the related Prepayment Period, and (B) on the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter, any such remaining funds, until an amount equal to the initial Uncertificated Balance of such REMIC I Regular Interest has been distributed pursuant to this clause; and (iv) any remaining REMIC Available Funds to the Holders of the Class B1 R Certificates (in respect of the Class R-I Interest).

REMIC I Distributions. In accordance with Section 3.01(b)(iii3.01(d) of the Standard Terms and subject to the exceptions set forth below, on each Distribution Date, the Trustee Securities Administrator shall withdraw the aggregate Available Distribution Amount (less any amounts withdrawn pursuant to Section 3.01(b)(i) and (ii) of the Standard Terms) for the Pool Group 1 Mortgage Loans, the Group 2 Mortgage Loans and the Pool 2 Group 3 Mortgage Loans from the Distribution Account for REMIC I Distribution AccountI, and shall distribute it in the following manner and order of priority to the REMIC II Distribution Certificate Account (except that payments on the Class R1 Interest will be made to the Holder of the Residual Certificates (and allocated amounts payable to the Class R1 Interest) or Interests shall be distributed to the Holders of the Class R1 Certificate, as applicableInterests): (i) The Available Distribution Amount for the Pool Group 1 Mortgage Loans will shall be distributed in the following order: (1) first, to the Class AI-1AI-1 Interests, Accrued Certificate Interest thereon; and (2) second, to pay principal of the Class MA-1AI-1 Interests, Class R1 and Class MB-1 Intereststo the extent of the Senior Principal Distribution Amount for the Group 1 Mortgage Loans, until the Certificate Balance thereof has been reduced to zero. (ii) The Available Distribution Amount for the Group 2 Mortgage Loans shall be distributed as follows: (1) first, pro rata, to the Class AI-2 Interests and the Class R1 Interests, Accrued Certificate InterestInterest thereon; (2) second, to pay principal to the Class R1 InterestInterests to the extent of the Senior Principal Distribution Amount for the Group 2 Mortgage Loans, until the Certificate Balances Balance thereof has been reduced to zero; and (3) third, to pay principal to the Class AI-2 Interests to the extent of the remaining Senior Principal Distribution Amount for the Group 2 Mortgage Loans, until the Certificate Balance thereof is reduced to zero. (iii) The Available Distribution Amount for the Group 3 Mortgage Loans shall be distributed as follows: (1) first, to the Class R1 AI-3 Interests, Accrued Certificate Interest has been thereon; and (2) second, to pay principal to the Class AI-3 Interests to the extent of the Senior Principal Distribution Amount for the Group 3 Mortgage Loans, until the Certificate Balance thereof is reduced to zero. (iv) Subject to the exceptions described below, the portion of the Available Distribution Amount remaining for each Group shall be distributed as follows: (1) first, to the Class BI Interests, Accrued Certificate Interest thereon; (2) second, to pay principal to the Class BI Interests to the extent of the aggregate Subordinate Principal Distribution Amount for all Groups, until the Certificate Balance thereof is reduced to zero; (3) to the Class MA-1 and Class MB-1 Intereststhird, pro rata, so as to keep the Certificate Balance of the Class MA-1 equal to 0.1% of the aggregate Scheduled Principal Balance of the Pool 1 Mortgage Loans and to keep the Certificate Balance of the Class MB-1 Interests equal to 0.1% of the excess of (x) the aggregate Scheduled Principal Balance of the Pool 1 Mortgage Loans over (y) the Certificate Balance of the Class A1 Certificates in REMIC III (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC I Regular Interests such that the Subordinate Balance Ratio is maintained); (4) to the Class AI-1 Interest, the remaining Senior Principal Distribution Amount, minus the principal amount distributed in paragraph (2), until its Certificate Balance has been reduced to zero; (5) to the Class BI-1 Interest, Accrued Certificate Interest; (6) to the Class BI-1 Interest, as principal, the Subordinate Principal Distribution Amount until its Certificate Balance has been reduced to zero; (7) to each Class of REMIC I Interests, Interests in sequential order of seniority (with the Class MA-1 and MB-1 being treated as if pari passu with the Class AI-1 Interests) seniority, up to the amount of Realized Losses allocated to each such Class; and (8) at such time as 4) fourth, after all other Classes have been of REMIC I Interests are paid in full and all losses previously allocated to any outstanding Class of Interests have been paid in full, pro rata to the holders of the Class R Certificate (and allocated to the Class R1 Interest) or to the Class R1 CertificateInterests). If, as applicable). (ii) The Available on any Distribution Amount for the Pool 2 Mortgage Loans will be distributed as follows: (1) to the Class XX-0, XX-0, and MB-2 Interests, pro rata, Accrued Certificate Interest; (2) to the Class MA-1 and Class MB-1 Interests, pro rata, so as to cause the Certificate Balance of the Class MA-2 Interest to equal to 0.1% of the aggregate Scheduled Principal Balance of the Pool 2 Mortgage Loans and to keep the Certificate Balance of the Class MB-2 Interest to equal 0.1% of the excess of (x) the aggregate Scheduled Principal Balance of the Pool 2 Mortgage Loans over (y) the aggregate Certificate Balance of the Class A2 Certificates in REMIC III (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC I Regular Interests that will maintain the Subordinate Balance Ratio); (3) to the Class AI-2 Interest, the Senior Principal Distribution Amount minus the amount distributed pursuant to paragraph (2), until its Certificate Balance has been reduced to zero; (4) to the Class BI-2 Interest, Accrued Certificate Interest; (5) to the Class BI-2 Interest, as principalDate, the Subordinate Principal Distribution Amount for the Pool 2 Mortgage Loans, until its Certificate Component Balance with respect to any Group is reduced to zero; less than zero (6) to each Class of REMIC I Interests in order of seniority (with the Class MA-2 and Class MB-2 being treated as if pari passu with the Class AI-2) up to the amount of Realized Losses allocated to each such Class; and (7) after all Classes of Certificates are paid in full and all losses previously allocated have been paid in fullGroup, pro rata to the holders of the Class R Certificate (and allocated to the Class R1 Interest) or to the Class R1 Certificate, as applicable). If the Certificate Balance of either the Class BI-1 or Class BI-2 Interest should be reduced to zero before the Class AI and Class M Certificates related to that Pool (the an "Affected PoolGroup") have been paid in full), then upon the occurrence of any further losses in the Affected Pool, principal distributions otherwise payable to the remaining Class BI Interest shall be "crossed over" to the Class AI and Class M Certificates of the Affected Pool in an amount equal to the lesser of (i) the amount necessary to make the Subordinate Component Balance equal to zero on such Realized Losses Distribution Date, and (ii) the remaining Certificate Principal Amount of aggregate amount otherwise allocable to the remaining Subordinate Interests on such Distribution Date shall be used to make payments to the Class B1 InterestAI Interests related to the Affected Group (such amount, a "Crossover Amount"). In the event there is more than one Affected Group on any Distribution date, payments to the Class AI Interests related to the Affected Groups pursuant to this paragraph shall be made to such Class AI Interests pro rata based on the respective Crossover Amounts.