Common use of Removal of Mortgage Loans at Election of Issuer Clause in Contracts

Removal of Mortgage Loans at Election of Issuer. Subject to the conditions set forth below and Section 8.2 of the Indenture, the Issuer may, but shall not be obligated to, require the removal of Mortgage Loans, from time to time, as of the close of business on a Payment Date (each, a "REMOVAL DATE"). On the tenth Business Day (the "REMOVAL NOTICE DATE") prior to the Removal Date designated in such notice, the Issuer shall give the Indenture Trustee, the Insurer and the Servicer a notice of the proposed removal that contains a list of the Mortgage Loans in the Pool to be removed. Such removal of Mortgage Loans shall be permitted upon satisfaction of the following conditions: (i) A Rapid Amortization Event shall not have occurred; (ii) On the Removal Date, the Overcollateralization Amount (after giving effect to the removal of the Mortgage Loans proposed to be removed) equals or exceeds the Specified Overcollateralization Amount; (iii) The transfer of such Mortgage Loans on any Removal Date during the Managed Amortization Period shall not, in the reasonable belief of the Sponsor, cause a Rapid Amortization Event to occur or an event which with notice or lapse of time or both would constitute such a Rapid Amortization Event and a Rapid Amortization Event has not occurred; (iv) On or before the Removal Date, the Issuer shall have delivered to the Indenture Trustee a revised Mortgage Loan Schedule, reflecting the proposed transfer and the Removal Date, and the Servicer shall have marked the Electronic Ledger to show that the Mortgage Loans removed are no longer included in the Pool; (v) The Seller shall represent and warrant that its selection procedures are random and no selection procedures reasonably believed by the Seller to be adverse to the interests of the Noteholders or the Insurer were utilized in selecting the Mortgage Loans to be removed from the Pool; (vi) In connection with each such removal of Mortgage Loans pursuant to this Section, each Rating Agency shall have received on or prior to the related Removal Notice Date notice of such proposed removal of Mortgage Loans and, prior to the Removal Date, shall have notified the Indenture Trustee and the Insurer in writing that such removal of Mortgage Loans would not result in a reduction or withdrawal of its then current ratings of the Notes, without regard to the Policy; and (vii) The Issuer shall have delivered to the Indenture Trustee and the Insurer an Officer's Certificate certifying that the items set forth in subparagraphs (i) through (vi), inclusive, have been performed or are true and correct, as the case may be. The Indenture Trustee and the Insurer may conclusively rely on such Officer's Certificate, shall have no duty to make inquiries with regard to the matters set forth therein and shall incur no liability in so relying. (viii) The Insurer shall have been given an opportunity to review any Mortgage Loans proposed to be removed by the Trust. (ix) The Issuer shall have delivered a certificate in the form of Exhibit C-1 hereto to the Indenture Trustee. Upon receiving the requisite information from the Issuer, the Servicer shall perform in a timely manner those acts required of it, as specified above. Upon satisfaction of the above conditions, on the Removal Date the Indenture Trustee shall deliver, or cause to be delivered, to the Issuer the Mortgage File for each Mortgage Loan being so transferred, and the Indenture Trustee shall execute and deliver to the Issuer such other documents prepared by the Issuer as shall be reasonably necessary to remove such Mortgage Loans from the Pool. Any such removal of Mortgage Loans shall be without recourse, representation or warranty by or of the Indenture Trustee or the Trust to the Issuer. The review right given to the Insurer in clause (viii), above, must be completed prior to the Removal Date.

Removal of Mortgage Loans at Election of Issuer. Subject to the conditions set forth below and Section 8.2 of the Indenture, the Issuer may, but shall not be obligated to, require the removal of Mortgage LoansLoans from Pool I and/or Pool II, from time to time, as of the close of business on a Payment Date (each, a "REMOVAL DATERemoval Date"). On the tenth Business Day (the "REMOVAL NOTICE DATERemoval Notice Date") prior to the Removal Date designated in such notice, the Issuer shall give the Indenture Trustee, the Insurer and the Servicer a notice of the proposed removal that contains a list of the Mortgage Loans in the Pool to be removed. Such removal of Mortgage Loans in Pool I and/or Pool II shall be permitted upon satisfaction of the following conditions: (i) A Rapid Amortization Event shall not have occurred; (ii) On the Removal Date, the related Overcollateralization Amount (after giving effect to the removal from the applicable Pool of the Mortgage Loans proposed to be removed) equals or exceeds the related Specified Overcollateralization Amount; (iii) The transfer of such Mortgage Loans on any Removal Date during the related Managed Amortization Period shall not, in the reasonable belief of the Sponsor, cause a Rapid Amortization Event with respect to the related Class of Notes to occur or an event which with notice or lapse of time or both would constitute such a Rapid Amortization Event and a Rapid Amortization Event has not occurred; (iv) On or before the Removal Date, the Issuer shall have delivered to the Indenture Trustee a revised Mortgage Loan Schedule, reflecting the proposed transfer and the Removal Date, and the Servicer shall have marked the Electronic Ledger to show that the Mortgage Loans removed are no longer included in the applicable Pool; (v) The Seller Issuer shall represent and warrant that its selection procedures are random and no selection procedures reasonably believed by the Seller Issuer to be adverse to the interests of the Noteholders or the Insurer were utilized in selecting the Mortgage Loans to be removed from the applicable Pool; (vi) In connection with each such removal of Mortgage Loans pursuant to this Section, each Rating Agency shall have received on or prior to the related Removal Notice Date notice of such proposed removal of Mortgage Loans and, prior to the Removal Date, shall have notified the Indenture Trustee and the Insurer in writing that such removal of Mortgage Loans would not result in a reduction or withdrawal of its then current ratings of the Notes, without regard to the Policy; and (vii) The Issuer shall have delivered to the Indenture Trustee and the Insurer an Officer's Certificate certifying that the items set forth in subparagraphs (i) through (vi), inclusive, have been performed or are true and correct, as the case may be. The Indenture Trustee and the Insurer may conclusively rely on such Officer's Certificate, shall have no duty to make inquiries with regard to the matters set forth therein and shall incur no liability in so relying. (viii) The Insurer shall have been given an opportunity to review any Mortgage Loans proposed to be removed by the Trust. (ix) The Issuer shall have delivered a certificate in the form of Exhibit C-1 hereto to the Indenture Trustee. Upon receiving the requisite information from the Issuer, the Servicer shall perform in a timely manner those acts required of it, as specified above. Upon satisfaction of the above conditions, on the Removal Date the Indenture Trustee shall deliver, or cause to be delivered, to the Issuer the Mortgage File for each Mortgage Loan being so transferred, and the Indenture Trustee shall execute and deliver to the Issuer such other documents prepared by the Issuer as shall be reasonably necessary to remove such Mortgage Loans from the applicable Pool. Any such removal of Mortgage Loans shall be without recourse, representation or warranty by or of the Indenture Trustee or the Trust to the Issuer. The review right given to the Insurer in clause (viii), above, must be completed prior to the Removal Date.

Removal of Mortgage Loans at Election of Issuer. Subject to the conditions set forth below and Section 8.2 of the Indenture, the Issuer may, but shall not be obligated to, require the removal of Mortgage LoansLoans from Pool I, Pool II and/or Pool III, from time to time, as of the close of business on a Payment Date (each, a "REMOVAL DATERemoval Date"). On the tenth Business Day (the "REMOVAL NOTICE DATERemoval Notice Date") prior to the Removal Date designated in such notice, the Issuer shall give the Indenture Trustee, the Insurer and the Servicer a notice of the proposed removal that contains a list of the Mortgage Loans in the Pool to be removed. Such removal of Mortgage Loans in Pool I and/or Pool II and/or Pool III shall be permitted upon satisfaction of the following conditions: (i) A Rapid Amortization Event shall not have occurred; (ii) On the Removal Date, the related Overcollateralization Amount (after giving effect to the removal from the applicable Pool of the Mortgage Loans proposed to be removed) equals or exceeds the related Specified Overcollateralization Amount; (iii) The transfer of such Mortgage Loans on any Removal Date during the related Managed Amortization Period shall not, in the reasonable belief of the Sponsor, cause a Rapid Amortization Event with respect to the related Class of Notes to occur or an event which with notice or lapse of time or both would constitute such a Rapid Amortization Event and a Rapid Amortization Event has not occurred; (iv) On or before the Removal Date, the Issuer shall have delivered to the Indenture Trustee a revised Mortgage Loan Schedule, reflecting the proposed transfer and the Removal Date, and the Servicer shall have marked the Electronic Ledger to show that the Mortgage Loans removed are no longer included in the applicable Pool; (v) The Seller shall represent and warrant that its selection procedures are random and no selection procedures reasonably believed by the Seller to be adverse to the interests of the Noteholders Noteholders, the Class S Certificateholders or the Insurer were utilized in selecting the Mortgage Loans to be removed from the applicable Pool; (vi) In connection with each such removal of Mortgage Loans pursuant to this Section, each Rating Agency shall have received on or prior to the related Removal Notice Date notice of such proposed removal of Mortgage Loans and, prior to the Removal Date, shall have notified the Indenture Trustee and the Insurer in writing that such removal of Mortgage Loans would not result in a reduction or withdrawal of its then current ratings of the Notes, without regard to the Policy; and (vii) The Issuer shall have delivered to the Indenture Trustee and the Insurer an Officer's Certificate certifying that the items set forth in subparagraphs (i) through (vi), inclusive, have been performed or are true and correct, as the case may be. The Indenture Trustee and the Insurer may conclusively rely on such Officer's Certificate, shall have no duty to make inquiries with regard to the matters set forth therein and shall incur no liability in so relying. (viii) The Insurer shall have been given an opportunity to review any Mortgage Loans proposed to be removed by the Trust. (ix) The Issuer shall have delivered a certificate in the form of Exhibit C-1 hereto to the Indenture Trustee. Upon receiving the requisite information from the Issuer, the Servicer shall perform in a timely manner those acts required of it, as specified above. Upon satisfaction of the above conditions, on the Removal Date the Indenture Trustee shall deliver, or cause to be delivered, to the Issuer the Mortgage File for each Mortgage Loan being so transferred, and the Indenture Trustee shall execute and deliver to the Issuer such other documents prepared by the Issuer as shall be reasonably necessary to remove such Mortgage Loans from the applicable Pool. Any such removal of Mortgage Loans shall be without recourse, representation or warranty by or of the Indenture Trustee or the Trust to the Issuer. The review right given to the Insurer in clause (viii), above, must be completed prior to the Removal Date.

Removal of Mortgage Loans at Election of Issuer. Subject to the conditions set forth below and Section 8.2 of the Indenture, the Issuer may, but shall not be obligated to, require the removal of Mortgage Loans, from time to time, as of the close of business on a Payment Date (each, a "REMOVAL DATERemoval Date"). On the tenth Business Day (the "REMOVAL NOTICE DATERemoval Notice Date") prior to the Removal Date designated in such notice, the Issuer shall give the Indenture Trustee, the Insurer and the Servicer a notice of the proposed removal that contains a list of the Mortgage Loans in the Pool to be removed. Such removal of Mortgage Loans shall be permitted upon satisfaction of the following conditions: (i) A Rapid Amortization Event shall not have occurred; (ii) On the Removal Date, the Overcollateralization Amount (after giving effect to the removal of the Mortgage Loans proposed to be removed) equals or exceeds the Specified Overcollateralization Amount; (iii) The transfer of such Mortgage Loans on any Removal Date during the Managed Amortization Period shall not, in the reasonable belief of the SponsorDepositor, cause a Rapid Amortization Event to occur or an event which with notice or lapse of time or both would constitute such a Rapid Amortization Event and a Rapid Amortization Event has not occurred; (iv) On or before the Removal Date, the Issuer shall have delivered to the Indenture Trustee a revised Mortgage Loan Schedule, reflecting the proposed transfer and the Removal Date, and the Servicer shall have marked the Electronic Ledger to show that the Mortgage Loans removed are no longer included in the Pool; (v) The Seller shall represent and warrant that its selection procedures are random and no selection procedures reasonably believed by the Seller to be adverse to the interests of the Noteholders Bondholders or the Insurer were utilized in selecting the Mortgage Loans to be removed from the Pool; (vi) In connection with each such removal of Mortgage Loans pursuant to this Section, each Rating Agency shall have received on or prior to the related Removal Notice Date notice of such proposed removal of Mortgage Loans and, prior to the Removal Date, shall have notified the Indenture Trustee and the Insurer in writing that such removal of Mortgage Loans would not result in a reduction or withdrawal of its then current ratings of the NotesBonds, without regard to the Policy; and (vii) The Issuer shall have delivered to the Indenture Trustee and the Insurer an Officer's Certificate certifying that the items set forth in subparagraphs (i) through (vi), inclusive, have been performed or are true and correct, as the case may be. The Indenture Trustee and the Insurer may conclusively rely on such Officer's Certificate, shall have no duty to make inquiries with regard to the matters set forth therein and shall incur no liability in so relying. (viii) The Insurer shall have been given an opportunity to review any Mortgage Loans proposed to be removed by the Trust. (ix) The Issuer shall have delivered a certificate in the form of Exhibit C-1 hereto to the Indenture Trustee. Upon receiving the requisite information from the Issuer, the Servicer shall perform in a timely manner those acts required of it, as specified above. Upon satisfaction of the above conditions, on the Removal Date the Indenture Trustee shall deliver, or cause to be delivered, to the Issuer the Mortgage File for each Mortgage Loan being so transferred, and the Indenture Trustee shall execute and deliver to the Issuer such other documents prepared by the Issuer as shall be reasonably necessary to remove such Mortgage Loans from the Pool. Any such removal of Mortgage Loans shall be without recourse, representation or warranty by or of the Indenture Trustee or the Trust to the Issuer. The review right given to the Insurer in clause (viii), above, must be completed prior to the Removal Date.

Removal of Mortgage Loans at Election of Issuer. Subject to the conditions set forth below and Section 8.2 of the Indenture, the Issuer may, but shall not be obligated to, require the removal of Mortgage Loans, from time to time, as of the close of business on a Payment Date (each, a "REMOVAL DATE"“Removal Date”). On the tenth Business Day (the "REMOVAL NOTICE DATE"“Removal Notice Date”) prior to the Removal Date designated in such notice, the Issuer shall give the Indenture Trustee, the Insurer and the Servicer a notice of the proposed removal that contains a list of the Mortgage Loans in the Pool to be removed. Such removal of Mortgage Loans shall be permitted upon satisfaction of the following conditions: (i) A Rapid Amortization Event shall not have occurred; (ii) On the Removal Date, the Overcollateralization Amount (after giving effect to the removal of the Mortgage Loans proposed to be removed) equals or exceeds the Specified Overcollateralization Amount; (iii) The transfer of such Mortgage Loans on any Removal Date during the Managed Amortization Period shall not, in the reasonable belief of the SponsorDepositor, cause a Rapid Amortization Event to occur or an event which with notice or lapse of time or both would constitute such a Rapid Amortization Event and a Rapid Amortization Event has not occurred; (iv) On or before the Removal Date, the Issuer shall have delivered to the Indenture Trustee a revised Mortgage Loan Schedule, reflecting the proposed transfer and the Removal Date, and the Servicer shall have marked the Electronic Ledger to show that the Mortgage Loans removed are no longer included in the Pool; (v) The Seller shall represent and warrant that its selection procedures are random and no selection procedures reasonably believed by the Seller to be adverse to the interests of the Noteholders Bondholders or the Insurer were utilized in selecting the Mortgage Loans to be removed from the Pool; (vi) In connection with each such removal of Mortgage Loans pursuant to this Section, each Rating Agency shall have received on or prior to the related Removal Notice Date notice of such proposed removal of Mortgage Loans and, prior to the Removal Date, shall have notified the Indenture Trustee and the Insurer in writing that such removal of Mortgage Loans would not result in a reduction or withdrawal of its then current ratings of the NotesBonds, without regard to the Policy; and (vii) The Issuer shall have delivered to the Indenture Trustee and the Insurer an Officer's ’s Certificate certifying that the items set forth in subparagraphs (i) through (vi), inclusive, have been performed or are true and correct, as the case may be. The Indenture Trustee and the Insurer may conclusively rely on such Officer's ’s Certificate, shall have no duty to make inquiries with regard to the matters set forth therein and shall incur no liability in so relying. (viii) The Insurer shall have been given an opportunity to review any Mortgage Loans proposed to be removed by the Trust. (ix) The Issuer shall have delivered a certificate in the form of Exhibit C-1 hereto to the Indenture Trustee. Upon receiving the requisite information from the Issuer, the Servicer shall perform in a timely manner those acts required of it, as specified above. Upon satisfaction of the above conditions, on the Removal Date the Indenture Trustee shall deliver, or cause to be delivered, to the Issuer the Mortgage File for each Mortgage Loan being so transferred, and the Indenture Trustee shall execute and deliver to the Issuer such other documents prepared by the Issuer as shall be reasonably necessary to remove such Mortgage Loans from the Pool. Any such removal of Mortgage Loans shall be without recourse, representation or warranty by or of the Indenture Trustee or the Trust to the Issuer. The review right given to the Insurer in clause (viii), above, must be completed prior to the Removal Date.

Removal of Mortgage Loans at Election of Issuer. Subject to the conditions set forth below and Section 8.2 of the IndenturePooling Agreement, the Issuer may, but shall not be obligated to, require the removal of Mortgage LoansLoans from Pool I and/or Pool II, from time to time, as of the close of business on a Payment Date (each, a "REMOVAL DATERemoval Date"). On the tenth Business Day (the "REMOVAL NOTICE DATERemoval Notice Date") prior to the Removal Date designated in such notice, the Issuer shall give the Indenture Trustee, the Insurer Insurer, Xxxxxxx Mac (with respect to Pool I only) and the Servicer a notice of the proposed removal that contains a list of the Mortgage Loans in the Pool to be removed. Such removal of Mortgage Loans in Pool I or Pool II shall be permitted upon satisfaction of the following conditions: (i) A The applicable Rapid Amortization Event Period shall not have occurredcommenced; (ii) On the Removal Date, the related Overcollateralization Amount (after giving effect to the removal from the applicable Pool of the Mortgage Loans proposed to be removed) equals or exceeds the related Specified Overcollateralization Amount; (iii) The transfer of such Mortgage Loans on any Removal Date during the related Managed Amortization Period shall not, in the reasonable belief of the Sponsor, cause a Rapid Amortization Event with respect to the related Class of Securities to occur or an event which with notice or lapse of time or both would constitute such a Rapid Amortization Event and a Rapid Amortization Event has not occurred; (iv) On or before the Removal Date, the Issuer shall have delivered to the Indenture Trustee a revised Mortgage Loan Schedule, reflecting the proposed transfer and the Removal Date, and the Servicer shall have marked the Electronic Ledger to show that the Mortgage Loans removed are no longer included in the applicable Pool; (v) The Seller Issuer shall represent and warrant that its selection procedures are random and no selection procedures reasonably believed by the Seller Issuer to be adverse to the interests of the Noteholders Securityholders or the Insurer or Xxxxxxx Mac (with respect to Pool I only) were utilized in selecting the Mortgage Loans to be removed from the applicable Pool; (vi) In connection with each such removal of Mortgage Loans pursuant to this Section, each Rating Agency shall have received on or prior to the related Removal Notice Date notice of such proposed removal of Mortgage Loans and, prior to the Removal Date, shall have notified the Indenture Trustee and Trustee, the Insurer and Xxxxxxx Mac (with respect to Pool I only) in writing that such removal of Mortgage Loans would not result in a reduction or withdrawal of its then current ratings of the Class A-1 Certificates or of the Class A-2 Notes, in either case without regard to the PolicyPolicy or Guarantee, as applicable; and (vii) The Issuer shall have delivered to the Indenture Trustee and Trustee, the Insurer and Xxxxxxx Mac an Officer's Certificate certifying that the items set forth in subparagraphs (i) through (vi), inclusive, have been performed or are true and correct, as the case may be. The Indenture Trustee and Trustee, the Insurer and Xxxxxxx Mac may conclusively rely on such Officer's Certificate, shall have no duty to make inquiries with regard to the matters set forth therein and shall incur no liability in so relying. (viii) The Insurer and Xxxxxxx Mac shall have been given an opportunity to review any Mortgage Loans proposed to be removed by the Trust. (ix) The Issuer shall have delivered a certificate in the form of Exhibit C-1 hereto to the Indenture Trustee. Upon receiving the requisite information from the Issuer, the Servicer shall perform in a timely manner those acts required of it, as specified above. Upon satisfaction of the above conditions, on the Removal Date the Indenture Trustee shall deliver, or cause to be delivered, to the Issuer the Mortgage File for each Mortgage Loan being so transferred, and the Indenture Trustee shall execute and deliver to the Issuer such other documents prepared by the Issuer as shall be reasonably necessary to remove such Mortgage Loans from the applicable Pool. Any such removal of Mortgage Loans shall be without recourse, representation or warranty by or of the Indenture Trustee or the Trust to the Issuer. The review right given to the Insurer and Xxxxxxx Mac in clause (viii), above, must be completed prior to the Removal Date.

Removal of Mortgage Loans at Election of Issuer. Subject to the conditions set forth below and Section 8.2 of the IndenturePooling Agreement, the Issuer may, but shall not be obligated to, require the removal of Mortgage LoansLoans from Pool I and/or Pool II, from time to time, as of the close of business on a Payment Date (each, a "REMOVAL DATERemoval Date"). On the tenth Business Day (the "REMOVAL NOTICE DATERemoval Notice Date") prior to the Removal Date designated in such notice, the Issuer shall give the Indenture Trustee, the Insurer Insurer, Xxxxxxx Mac (with respect to Pool I only) and the Servicer a notice of the proposed removal that contains a list of the Mortgage Loans in the Pool to be removed. Such removal of Mortgage Loans in Pool I or Pool II shall be permitted upon satisfaction of the following conditions: (i) A The applicable Rapid Amortization Event Period shall not have occurredcommenced; (ii) On the Removal Date, the related Overcollateralization Amount (after giving effect to the removal from the applicable Pool of the Mortgage Loans proposed to be removed) equals or exceeds the related Specified Overcollateralization Amount; (iii) The transfer of such Mortgage Loans on any Removal Date during the related Managed Amortization Period shall not, in the reasonable belief of the Sponsor, cause a Rapid Amortization Event with respect to the related Class of Securities to occur or an event which with notice or lapse of time or both would constitute such a Rapid Amortization Event and a Rapid Amortization Event has not occurred; (iv) On or before the Removal Date, the Issuer shall have delivered to the Indenture Trustee a revised Mortgage Loan Schedule, reflecting the proposed transfer and the Removal Date, and the Servicer shall have marked the Electronic Ledger to show that the Mortgage Loans removed to the Issuer are no longer included in the applicable Pool; (v) The Seller Issuer shall represent and warrant that its selection procedures are random and no selection procedures reasonably believed by the Seller Issuer to be adverse to the interests of the Noteholders Securityholders or the Insurer or Xxxxxxx Mac (with respect to Pool I only) were utilized in selecting the Mortgage Loans to be removed from the Applicable Pool; (vi) In connection with each such removal of Mortgage Loans pursuant to this Section, each Rating Agency shall have received on or prior to the related Removal Notice Date notice of such proposed removal of Mortgage Loans and, prior to the Removal Date, shall have notified the Indenture Trustee and Trustee, the Insurer and Xxxxxxx Mac (with respect to Pool I only) in writing that such removal of Mortgage Loans would not result in a reduction or withdrawal of its then current ratings of the Class A-1 Certificates or of the Class A-2 Notes, in either case without regard to the PolicyPolicy or Guarantee, as applicable; and (vii) The Issuer shall have delivered to the Indenture Trustee and Trustee, the Insurer and Xxxxxxx Mac an Officer's Certificate certifying that the items set forth in subparagraphs (i) through (vi), inclusive, have been performed or are true and correct, as the case may be. The Indenture Trustee and the Insurer may conclusively rely on such Officer's Certificate, shall have no duty to make inquiries with regard to the matters set forth therein and shall incur no liability in so relying. (viii) The Insurer shall have been given an opportunity to review any Mortgage Loans proposed to be removed by the Trust. (ix) The Issuer shall have delivered a certificate in the form of Exhibit C-1 hereto to the Indenture Trustee. Upon receiving the requisite information from the Issuer, the Servicer shall perform in a timely manner those acts required of it, as specified above. Upon satisfaction of the above conditions, on the Removal Date the Indenture Trustee shall deliver, or cause to be delivered, to the Issuer the Mortgage File for each Mortgage Loan being so transferred, and the Indenture Trustee shall execute and deliver to the Issuer such other documents prepared by the Issuer as shall be reasonably necessary to remove such Mortgage Loans from the applicable Pool. Any such removal of Mortgage Loans shall be without recourse, representation or warranty by or of the Indenture Trustee or the Trust to the Issuer. The review right given to Xxxxxxx Mac and the Insurer in clause (viii), above, shall have the right to review any Mortgage Loans proposed to be removed pursuant to this Section 2.07. Such review must be completed prior to the Removal Date.

Removal of Mortgage Loans at Election of Issuer. Subject to the conditions set forth below and Section 8.2 of the Indenture, the Issuer may, but shall not be obligated to, require the removal of Mortgage LoansLoans from Pool I and/or Pool II and/or Pool III, from time to time, as of the close of business on a Payment Date (each, a "REMOVAL DATERemoval Date"). On the tenth Business Day (the "REMOVAL NOTICE DATERemoval Notice Date") prior to the Removal Date designated in such notice, the Issuer shall give the Indenture Trustee, the Insurer and the Servicer a notice of the proposed removal that contains a list of the Mortgage Loans in the Pool to be removed. Such removal of Mortgage Loans in Pool I, Pool II or Pool III shall be permitted upon satisfaction of the following conditions: (i) A The applicable Rapid Amortization Event Period shall not have occurredcommenced; (ii) On the Removal Date, the related Overcollateralization Amount (after giving effect to the removal from the applicable Pool of the Mortgage Loans proposed to be removed) equals or exceeds the related Specified Overcollateralization Amount; (iii) The transfer of such Mortgage Loans on any Removal Date during the related Managed Amortization Period shall not, in the reasonable belief of the Sponsor, cause a Rapid Amortization Event with respect to the related Class of Notes to occur or an event which with notice or lapse of time or both would constitute such a Rapid Amortization Event and a Rapid Amortization Event has not occurred; (iv) On or before the Removal Date, the Issuer shall have delivered to the Indenture Trustee a revised Mortgage Loan Schedule, reflecting the proposed transfer and the Removal Date, and the Servicer shall have marked the Electronic Ledger to show that the Mortgage Loans removed are no longer included in the applicable Pool; (v) The Seller Issuer shall represent and warrant that its selection procedures are random and no selection procedures reasonably believed by the Seller Issuer to be adverse to the interests of the Noteholders or the Insurer were utilized in selecting the Mortgage Loans to be removed from the applicable Pool; (vi) In connection with each such removal of Mortgage Loans pursuant to this Section, each Rating Agency shall have received on or prior to the related Removal Notice Date notice of such proposed removal of Mortgage Loans and, prior to the Removal Date, shall have notified the Indenture Trustee and the Insurer in writing that such removal of Mortgage Loans would not result in a reduction or withdrawal of its then current ratings of the Notes, without regard to the Policy; and (vii) The Issuer shall have delivered to the Indenture Trustee and the Insurer an Officer's Certificate certifying that the items set forth in subparagraphs (i) through (vi), inclusive, have been performed or are true and correct, as the case may be. The Indenture Trustee and the Insurer may conclusively rely on such Officer's Certificate, shall have no duty to make inquiries with regard to the matters set forth therein and shall incur no liability in so relying. (viii) The Insurer shall have been given an opportunity to review any Mortgage Loans proposed to be removed by the Trust. (ix) The Issuer shall have delivered a certificate in the form of Exhibit C-1 hereto to the Indenture Trustee. Upon receiving the requisite information from the Issuer, the Servicer shall perform in a timely manner those acts required of it, as specified above. Upon satisfaction of the above conditions, on the Removal Date the Indenture Trustee shall deliver, or cause to be delivered, to the Issuer the Mortgage File for each Mortgage Loan being so transferred, and the Indenture Trustee shall execute and deliver to the Issuer such other documents prepared by the Issuer as shall be reasonably necessary to remove such Mortgage Loans from the applicable Pool. Any such removal of Mortgage Loans shall be without recourse, representation or warranty by or of the Indenture Trustee or the Trust to the Issuer. The review right given to the Insurer in clause (viii), above, must be completed prior to the Removal Date.