Common use of REPRESENTATIONS AND WARRANTIES OF FUNDING 2 AND THE MORTGAGES TRUSTEE Clause in Contracts

REPRESENTATIONS AND WARRANTIES OF FUNDING 2 AND THE MORTGAGES TRUSTEE. Each of Funding 2 and the Mortgages Trustee (except where otherwise provided below) severally represents and warrants (in respect of itself only) to, and agrees with, the Underwriters and each of them that: (a) The Registration Statement The Registration Statement has been filed by Funding 2 and the Mortgages Trustee (together with the Master Issuer) with the Commission and has become effective and is still effective as of the date hereof under the Securities Act. No stop order suspending the effectiveness of the Registration Statement has been issued under the Securities Act and no proceedings for that purpose have been instituted or are pending or, to the knowledge of Funding 2 and the Mortgages Trustee, are threatened by the Commission. Funding 2 and the Mortgages Trustee (together with the Master Issuer) have filed with the Commission the Initial Preliminary Prospectus and the Revised Preliminary Prospectus and, in each case, they have done so within the applicable period of time required under the Securities Act and the Rules and Regulations. Funding 2 and the Mortgages Trustee (together with the Master Issuer) will file with the Commission the Prospectus pursuant to Rule 424(b) of the Rules and Regulations, promptly upon or after the execution and delivery of this Agreement. The conditions to the use of a registration statement on Form S-3 under the Securities Act have been satisfied. The Registration Statement, at the time it became effective, any post-effective amendment thereto, at the time it became effective, the Initial Preliminary Prospectus, as of its date, and the Revised Preliminary Prospectus, as of its date, and the Prospectus, as of the date of the Prospectus Supplement, complied and on the Closing Date will comply in all material respects with the applicable requirements of the Act and the Rules and Regulations and the Trust Indenture Act and the rules and regulations of the Commission thereunder.

REPRESENTATIONS AND WARRANTIES OF FUNDING 2 AND THE MORTGAGES TRUSTEE. Each of Funding 2 and the Mortgages Trustee (except where otherwise provided below) severally represents and warrants (in respect of itself only) to, and agrees with, the Underwriters and each of them that: (a) The Registration Statement The Registration Statement has been filed by Funding 2 and the Mortgages Trustee (together with the Master Issuer) with the Commission and has become effective and is still effective as of the date hereof under the Securities Act. No stop order suspending the effectiveness of the Registration Statement has been issued under the Securities Act and no proceedings for that purpose have been instituted or are pending or, to the knowledge of Funding 2 and the Mortgages Trustee, are threatened by the Commission. Funding 2 and the Mortgages Trustee (together with the Master Issuer) have filed with the Commission the Initial Preliminary Prospectus and the Revised Preliminary Prospectus and, in each case, they have done so within the applicable period of time required under the Securities Act and the Rules and Regulations. Funding 2 and the Mortgages Trustee (together with the Master Issuer) will file with the Commission the Prospectus pursuant to Rule 424(b) of the Rules and Regulations, promptly upon or after the execution and delivery of this Agreement. The conditions to the use of a registration statement on Form S-3 under the Securities Act have been satisfied. The Registration Statement, at the time it became effective, any post-effective amendment thereto, at the time it became effective, the Initial Preliminary Prospectus, as of its date, and the Revised Preliminary Prospectus, as of its date, and the Prospectus, as of the date of the Prospectus Supplement, complied and on the Closing Date will comply in all material respects with the applicable requirements of the Act and the Rules and Regulations and the Trust Indenture Act and the rules and regulations of the Commission thereunder.

REPRESENTATIONS AND WARRANTIES OF FUNDING 2 AND THE MORTGAGES TRUSTEE. Each of Funding 2 and the Mortgages Trustee (except where otherwise provided below) severally represents and warrants (in respect of itself only) to, and agrees with, the Underwriters and each of them that: (a) The Registration Statement The Registration Statement has been filed by Funding 2 and the Mortgages Trustee (together with the Master Issuer) with the Commission and has become effective and is still effective as of the date hereof under the Securities Act. No stop order suspending the effectiveness of the Registration Statement has been issued under the Securities Act and no proceedings for that purpose have been instituted or are pending or, to the knowledge of Funding 2 and the Mortgages Trustee, are threatened by the Commission. Funding 2 and the Mortgages Trustee (together with the Master Issuer) have filed with the Commission the Initial Preliminary Prospectus and the Revised Preliminary Prospectus and, in each case, they have done so within the applicable period of time required under the Securities Act and the Rules and Regulations. Funding 2 and the Mortgages Trustee (together with the Master Issuer) will file with the Commission the Prospectus pursuant to Rule 424(b) of the Rules and Regulations, promptly upon or after the execution and delivery of this Agreement. The conditions to the use of a registration statement on Form S-3 under the Securities Act have been satisfied. The Registration Statement, at the time it became effective, any post-effective amendment thereto, at the time it became effective, the Initial Preliminary Prospectus, as of its date, and the Revised Preliminary Prospectus, as of its date, and the Prospectus, as of the date of the Prospectus Supplement, complied and on the Closing Date will comply in all material respects with the applicable requirements of the Act and the Rules and Regulations and the Trust Indenture Act and the rules and regulations of the Commission thereunder.