Common use of Repurchase or Substitution of Mortgage Loans by the Originator or the Seller Clause in Contracts

Repurchase or Substitution of Mortgage Loans by the Originator or the Seller. (a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator or the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement in respect of any Mortgage Loan which materially adversely affects the value of such Mortgage Loan or the interest therein of the Certificateholders, the Trustee shall request that the Originator or the Seller, as applicable, deliver such missing document or that the Originator or the Seller, as applicable, cure such defect or breach within 90 days from the date the Originator or the Seller, as applicable, was notified of such missing document, defect or breach, and if the Originator or the Seller, as applicable, does not deliver such missing document or if the Originator or the Seller, as applicable, does not cure such defect or breach in all material respects during such period, the Trustee shall enforce the Originator's obligation under the Mortgage Loan Purchase Agreement and cause the Originator to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 day period (subject to Section 2.03(e)). If the Originator or the Seller, as applicable fails to repurchase or substitute for such Mortgage Loan in accordance with its obligations under the Mortgage Loan Purchase Agreement, the Trustee and the Depositor shall consult on further actions to be taken against the Originator or the Seller, as applicable. The Purchase Price for the repurchased Mortgage Loan shall be remitted to the Servicer for deposit in the Collection Account, and the Trustee, upon receipt of written certification from the Servicer of such deposit, shall release to the Originator or the Seller, as applicable, the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Originator or the Seller, as applicable, any Mortgage Loan released pursuant hereto and the Trustee shall have no further responsibility with regard to such Mortgage File (it being understood that the Trustee shall have no responsibility for determining the sufficiency of such assignment for its intended purpose). In lieu of repurchasing any such Mortgage Loan as provided above, the Originator or the Seller, as applicable, may cause such Mortgage Loan to be removed from the Trust Fund (in which case it shall become a Deleted Mortgage Loan) and substitute one or more Qualified Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d); provided, however, neither the Originator nor the Seller, as applicable, may substitute a Qualified Substitute Mortgage Loan for any Deleted Mortgage Loan that violates any predatory or abusive lending law. It is understood and agreed that the obligation of the Originator or the Seller, as applicable, to cure or to repurchase (or to substitute for) any Mortgage Loan as to which a document is missing, a material defect in a constituent document exists or as to which such a breach has occurred and is continuing shall constitute the sole remedy against the Originator or the Seller, as applicable, respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders.

Repurchase or Substitution of Mortgage Loans by the Originator or the Seller. (a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator or the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement (including any representation, warranty or covenant regarding the Prepayment Charge Schedule) in respect of any Mortgage Loan which that materially adversely affects the value of such Mortgage Loan or the interest therein of the Certificateholders, the Trustee shall promptly notify the Originator, the NIMS Insurer, the Seller and the Servicer of such defect, missing document or breach and request that the Originator or the Seller, as applicable, deliver such missing document or that the Originator or the Seller, as applicable, cure such defect or breach within 90 days from the date the Originator or the Seller, as applicable, was notified of such missing document, defect or breach, and if the Originator or the Seller, as applicable, does not deliver such missing document or if the Originator or the Seller, as applicable, does not cure such defect or breach in all material respects during such period, the Trustee shall enforce the Originator's obligation under the Mortgage Loan Purchase Agreement and cause the Originator to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration obligations of such 90 day period (subject to Section 2.03(e)). If the Originator or the Seller, as applicable fails to repurchase or substitute for such Mortgage Loan in accordance with its obligations under the Mortgage Loan Purchase Agreement, the Trustee and the Depositor shall consult on further actions to be taken against the Originator or the Seller, as applicable, under the Mortgage Loan Purchase Agreement to repurchase such Mortgage Loan from REMIC I at the Purchase Price within 90 days after the date on which the Originator or the Seller, as applicable, was notified (subject to Section 2.03(c)) of such missing document, defect or breach, if and to the extent that the Originator or the Seller, as applicable, is obligated to do so under the Mortgage Loan Purchase Agreement. The Purchase Price for the repurchased Mortgage Loan shall be remitted to the Servicer for deposit in the Collection Account, Account and the Trustee (or the Custodian on behalf of the Trustee), upon receipt of written certification from the Servicer of such deposit, shall release to the Originator or the Seller, as applicable, the related Mortgage File and the Trustee (or the Custodian on behalf of the Trustee) shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Originator or the Seller, as applicable, any Mortgage Loan released pursuant hereto hereto. In furtherance of the foregoing, if the Originator or the Seller, as applicable, is not a member of MERS and repurchases a Mortgage Loan which is registered on the MERS(R) System, the Originator or the Seller, as applicable, at its own expense and without any right of reimbursement, shall cause MERS to execute and deliver an assignment of the Mortgage in recordable form to transfer the Mortgage from MERS to the Originator or the Seller, as applicable, and shall cause such Mortgage to be removed from registration on the MERS(R) System in accordance with MERS' rules and regulations. Neither the Trustee nor the Custodian shall have no any further responsibility with regard to such Mortgage File (it being understood that the Trustee shall have no responsibility for determining the sufficiency of such assignment for its intended purpose)File. In lieu of repurchasing any such Mortgage Loan as provided above, if so provided in the Mortgage Loan Purchase Agreement, the Originator or the Seller, as applicable, may cause such Mortgage Loan to be removed from the Trust Fund REMIC I (in which case it shall become a Deleted Mortgage Loan) and substitute one or more Qualified Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d2.03(b); provided, however, neither the Originator nor or the Seller, as applicable, may not substitute a Qualified Substitute Mortgage Loan for any Deleted Mortgage Loan that violates any predatory or abusive lending law. It is understood and agreed that the obligation of the Originator or the Seller, as applicable, to cure or to repurchase (or to substitute for) any Mortgage Loan as to which a document is missing, a material defect in a constituent document exists or as to which such a breach has occurred and is continuing shall constitute the sole remedy against the Originator or the Seller, as applicable, respecting such omission, defect or breach available to the Trustee on behalf of and the Certificateholders.

Repurchase or Substitution of Mortgage Loans by the Originator or the Seller. (a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator or the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement (including any representation, warranty or covenant regarding the Prepayment Charge Schedule) in respect of any Mortgage Loan which that materially adversely affects the value of such Mortgage Loan or the interest therein of the Certificateholders, the Trustee shall promptly notify the Originator, the NIMS Insurer, the Seller and the Master Servicer of such defect, missing document or breach and request that the Originator or the Seller, as applicable, deliver such missing document or that the Originator or the Seller, as applicable, cure such defect or breach within 90 days from the date the Originator or the Seller, as applicable, was notified of such missing document, defect or breach, and if the Originator or the Seller, as applicable, does not deliver such missing document or if the Originator or the Seller, as applicable, does not cure such defect or breach in all material respects during such period, the Trustee Master Servicer, to the extent it is not the Originator, the Seller or an Affiliate of the Seller, and otherwise the Trustee, in accordance with Section 3.02(b), shall enforce the Originator's obligation under the Mortgage Loan Purchase Agreement and cause the Originator to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration obligations of such 90 day period (subject to Section 2.03(e)). If the Originator or the Seller, as applicable fails to repurchase or substitute for such Mortgage Loan in accordance with its obligations under the Mortgage Loan Purchase Agreement, the Trustee and the Depositor shall consult on further actions to be taken against the Originator or the Seller, as applicable, under the Mortgage Loan Purchase Agreement to repurchase such Mortgage Loan from REMIC I at the Purchase Price within 90 days after the date on which the Originator or the Seller, as applicable, was notified (subject to Section 2.03(c)) of such missing document, defect or breach, if and to the extent that the Originator or the Seller, as applicable, is obligated to do so under the Mortgage Loan Purchase Agreement. The Purchase Price for the repurchased Mortgage Loan shall be remitted to the Master Servicer for deposit in the Collection Account, Account and the Trustee, upon receipt of written certification from the Master Servicer of such deposit, shall release to the Originator or the Seller, as applicable, the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Originator or the Seller, as applicable, any Mortgage Loan released pursuant hereto and the hereto. The Trustee shall not have no any further responsibility with regard to such Mortgage File (it being understood that the Trustee shall have no responsibility for determining the sufficiency of such assignment for its intended purpose)File. In lieu of repurchasing any such Mortgage Loan as provided above, if so provided in the Mortgage Loan Purchase Agreement, the Originator or the Seller, as applicable, may cause such Mortgage Loan to be removed from the Trust Fund REMIC I (in which case it shall become a Deleted Mortgage Loan) and substitute one or more Qualified Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d2.03(b); provided, however, neither the Originator nor the Seller, as applicable, may not substitute a Qualified Substitute Mortgage Loan for any Deleted Mortgage Loan that violates any predatory or abusive lending law. It is understood and agreed that the obligation of the Originator or the Seller, as applicable, to cure or to repurchase (or to substitute for) any Mortgage Loan as to which a document is missing, a material defect in a constituent document exists or as to which such a breach has occurred and is continuing shall constitute the sole remedy against the Originator or the Seller, as applicable, respecting such omission, defect or breach available to the Trustee on behalf of and the Certificateholders.

Repurchase or Substitution of Mortgage Loans by the Originator or the Seller. (a) Upon discovery or receipt of written notice from the Trustee of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator or the Seller Seller, as applicable, of any representation, warranty or covenant under the Mortgage Loan Purchase Master Agreement or the Assignment Agreement, as applicable, in respect of any Mortgage Loan which materially adversely affects the value of such Mortgage Loan or the interest therein of the Certificateholders, the Trustee shall request that the Originator or the Seller, as applicable, deliver such missing document or that the Originator or the Seller, as applicable, Seller cure such defect or breach within 90 days from the date the Originator or the Seller, as applicable, Seller was notified of such missing document, defect or breach, and if the Originator or the Seller, as applicable, Seller does not deliver such missing document or if the Originator or the Seller, as applicable, does not cure such defect or breach in all material respects during such period, the Trustee shall enforce (in the manner set forth in Section 2.01) the Originator's ’s obligation under the Mortgage Loan Purchase Master Agreement or the Assignment Agreement or the Seller’s obligation under the Assignment Agreement and cause notify the Originator or the Seller, as applicable, of its obligation to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 day period (subject to Section 2.03(e)). If the Originator or the Seller, as applicable fails to repurchase or substitute for such Mortgage Loan in accordance with its obligations under the Mortgage Loan Purchase Agreement, the Trustee and the Depositor shall consult on further actions to be taken against the Originator or the Seller, as applicable. The Purchase Price for the repurchased Mortgage Loan shall be remitted to the Servicer for deposit in the Collection Account, and the Trustee, upon receipt of written certification from the Servicer of such deposit, shall release (or cause the Custodian to release) to the Originator or the Seller, as applicable, the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Originator or the Seller, as applicable, any Mortgage Loan released pursuant hereto and the Trustee shall have no further responsibility with regard to such Mortgage File (it being understood that the Trustee shall have no responsibility for determining the sufficiency of such assignment for its intended purpose). In lieu of repurchasing any such Mortgage Loan as provided above, the Originator or the Seller, as applicable, may cause such Mortgage Loan to be removed from the Trust Fund (in which case it shall become a Deleted Mortgage Loan) and substitute one or more Qualified Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d); provided, however, neither the Originator nor the Seller, as applicable, Seller may not substitute a Qualified Substitute for any Mortgage Loan for any Deleted Mortgage Loan that violates any which breaches a representation or warranty regarding abusive or predatory or abusive lending lawlaws. It is understood and agreed that the obligation of the Originator or the Seller, as applicable, to cure or to repurchase (or to substitute for) any Mortgage Loan as to which a document is missing, a material defect in a constituent document exists or as to which such a breach has occurred and is continuing shall constitute the sole remedy against the Originator or the Seller, as applicable, respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. In order to facilitate the discovery of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator of any representation, warranty or covenant under the Master Agreement in respect of any Mortgage Loan which materially adversely affects the value of that Mortgage Loan or the interest therein of the Certificateholders, the Depositor shall have the right to request from the Originator, on behalf of the Trust Fund, a copy of the Mortgage File (including any documents related thereto, such as payment histories, collection screens and payoff amounts) from the Originator, or if any portion or copy of such Mortgage File is being held by the Servicer or the Custodian, from the Servicer or the Custodian, as applicable and the Originator, the Servicer or the Custodian, as applicable, are hereby authorized to deliver such file to the Depositor. In addition, within 5 Business Days after request by the Depositor therefor, the Trustee, in its capacity as Custodian, shall provide a copy of any Mortgage File in its possession to the Depositor. The Depositor shall pay any costs and expenses of the Custodian incurred in connection with the provision or examination of any such Mortgage File requested pursuant to the preceding sentence. Notwithstanding the foregoing, the Depositor shall not have any obligation to investigate whether the Originator has complied with its obligations under the Master Agreement or the Assignment Agreement or to enforce any of such obligations.

Repurchase or Substitution of Mortgage Loans by the Originator or the Seller. (a) Upon discovery or receipt of written notice from the Custodian of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator or the Seller Seller, as applicable, of any representation, warranty or covenant under the Mortgage Loan Purchase Master Agreement or the Assignment Agreement, as applicable, in respect of any Mortgage Loan which materially adversely affects the value of such Mortgage Loan or the interest therein of the Certificateholders, the Trustee shall request that the Originator or the Seller, as applicable, deliver such missing document or that the Originator or the Seller, as applicable, Seller cure such defect or breach within 90 days from the date the Originator or the Seller, as applicable, Seller was notified of such missing document, defect or breach, and if the Originator or the Seller, as applicable, Seller does not deliver such missing document or if the Originator or the Seller, as applicable, does not cure such defect or breach in all material respects during such period, the Trustee shall enforce (in the manner set forth in Section 2.01) the Originator's ’s obligation under the Mortgage Loan Purchase Master Agreement or the Assignment Agreement or the Seller’s obligation under the Assignment Agreement and cause notify the Originator or the Seller, as applicable, of its obligation to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 day period (subject to Section 2.03(e)). If the Originator or the Seller, as applicable fails to repurchase or substitute for such Mortgage Loan in accordance with its obligations under the Mortgage Loan Purchase Agreement, the Trustee and the Depositor shall consult on further actions to be taken against the Originator or the Seller, as applicable. The Purchase Price for the repurchased Mortgage Loan shall be remitted to the Servicer for deposit in the Collection Account, and the Trustee, (or the Custodian on behalf of the Trustee), upon receipt of written certification from the Servicer of such deposit, shall release to the Originator or the Seller, as applicable, the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Originator or the Seller, as applicable, any Mortgage Loan released pursuant hereto and the Trustee and the Custodian shall have no further responsibility with regard to such Mortgage File (it being understood that the Trustee shall have no responsibility for determining the sufficiency of such assignment for its intended purpose). In lieu of repurchasing any such Mortgage Loan as provided above, the Originator or the Seller, as applicable, may cause such Mortgage Loan to be removed from the Trust Fund (in which case it shall become a Deleted Mortgage Loan) and substitute one or more Qualified Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d); provided, however, neither the Seller may not substitute for any Mortgage Loan which breaches a representation or warranty regarding abusive or predatory lending laws. In furtherance of the foregoing, if the Originator nor or the Seller, as applicable, may substitute is not a Qualified Substitute member of MERS and repurchases a Mortgage Loan for which is registered on the MERS® System, the Originator or the Seller, as applicable, at its own expense and without any Deleted right of reimbursement, shall cause MERS to execute and deliver an assignment of the Mortgage Loan that violates any predatory in recordable form to transfer the Mortgage from MERS to the Originator or abusive lending lawthe Seller, as applicable, and shall cause such Mortgage to be removed from registration on the MERS® System in accordance with MERS’ rules and regulations. It is understood and agreed that the obligation of the Originator or the Seller, as applicable, to cure or to repurchase (or to substitute for) any Mortgage Loan as to which a document is missing, a material defect in a constituent document exists or as to which such a breach has occurred and is continuing shall constitute the sole remedy against the Originator or the Seller, as applicable, respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. Within 90 days of the earlier of discovery by the Depositor or receipt of notice by the Depositor of the breach of any representation, warranty or covenant of the Depositor set forth in Section 2.06, which materially and adversely affects the interests of the Certificateholders in any Mortgage Loan, the Depositor shall cure such breach in all material respects.

Repurchase or Substitution of Mortgage Loans by the Originator or the Seller. (a) Upon discovery or receipt of written notice from the Trustee of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator or the Seller Seller, as applicable, of any representation, warranty or covenant under the Mortgage Loan Purchase Master Agreement or the Assignment Agreement, as applicable, in respect of any Mortgage Loan which materially adversely affects the value of such Mortgage Loan or the interest therein of the Certificateholders, the Trustee shall request that the Originator or the Seller, as applicable, deliver such missing document or that the Originator or the Seller, as applicable, Seller cure such defect or breach within 90 days from the date the Originator or the Seller, as applicable, Seller was notified of such missing document, defect or breach, and if the Originator or the Seller, as applicable, Seller does not deliver such missing document or if the Originator or the Seller, as applicable, does not cure such defect or breach in all material respects during such period, the Trustee shall enforce (in the manner set forth in Section 2.01) the Originator's ’s obligation under the Mortgage Loan Purchase Master Agreement or the Assignment Agreement or the Seller’s obligation under the Assignment Agreement and cause notify the Originator or the Seller, as applicable, of its obligation to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 day period (subject to Section 2.03(e)). If the Originator or the Seller, as applicable fails to repurchase or substitute for such Mortgage Loan in accordance with its obligations under the Mortgage Loan Purchase Agreement, the Trustee and the Depositor shall consult on further actions to be taken against the Originator or the Seller, as applicable. The Purchase Price for the repurchased Mortgage Loan shall be remitted to the Servicer for deposit in the Collection Account, and the Trustee, upon receipt of written certification from the Servicer of such deposit, shall release (or cause the Custodian to release) to the Originator or the Seller, as applicable, the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Originator or the Seller, as applicable, any Mortgage Loan released pursuant hereto and the Trustee shall have no further responsibility with regard to such Mortgage File (it being understood that the Trustee shall have no responsibility for determining the sufficiency of such assignment for its intended purpose). In lieu of repurchasing any such Mortgage Loan as provided above, the Originator or the Seller, as applicable, may cause such Mortgage Loan to be removed from the Trust Fund (in which case it shall become a Deleted Mortgage Loan) and substitute one or more Qualified Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d); provided, however, neither the Originator nor the Seller, as applicable, Seller may not substitute a Qualified Substitute for any Mortgage Loan for any Deleted Mortgage Loan that violates any which breaches a representation or warranty regarding abusive or predatory or abusive lending lawlaws. It is understood and agreed that the obligation of the Originator or the Seller, as applicable, to cure or to repurchase (or to substitute for) any Mortgage Loan as to which a document is missing, a material defect in a constituent document exists or as to which such a breach has occurred and is continuing shall constitute the sole remedy against the Originator or the Seller, as applicable, respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. In order to facilitate the discovery of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator of any representation, warranty or covenant under the Master Agreement in respect of any Mortgage Loan which materially adversely affects the value of that Mortgage Loan or the interest therein of the Certificateholders, the Depositor shall have the right to request from the Originator, on behalf of the Trust Fund, a copy of the Mortgage File (including any documents related thereto, such as payment histories, collection screens and payoff amounts) from the Originator, or if any portion or copy of such Mortgage File is being held by the Servicer or the Custodian, from the Servicer or the Custodian, as applicable and the Originator, the Servicer or the Custodian, as applicable, are hereby authorized to deliver such file to the Depositor. In addition, within 5 Business Days after request by the Depositor therefor, the Trustee, in its capacity as Custodian, shall provide a copy of any Mortgage File in its possession to the Depositor. The Depositor shall pay any costs and expenses of the Custodian incurred in connection with the provision or examination of any such Mortgage File requested pursuant to the preceding sentence.

Repurchase or Substitution of Mortgage Loans by the Originator or the Seller. (a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator or the Seller of any representation, representation or warranty under the Originator Mortgage Loan Purchase Agreement or covenant under the Mortgage Loan Purchase Agreement Agreement, as applicable, in respect of any Mortgage Loan which materially adversely affects the value of such Mortgage Loan Loan, Prepayment Charge or the interest therein of the Certificateholders, the Trustee shall request that promptly notify the Originator or the Seller, as applicablethe case may be, and the Master Servicer of such defect, missing document or breach and request that, in the case of a defective or missing document, the Seller cure such defect or deliver such missing document within 120 days from the date the Seller was notified of such missing document or that defect or, in the case of a beach of a representation or warranty, request the Originator or the Seller, as applicable, cure such defect or breach within 90 days from the date the Originator or the Seller, as applicablethe case may be, was notified of such missing document, defect or breach, and if . If the Originator or the Seller, as applicable, Seller does not deliver such missing document or cure such defect or if the Originator or the Seller, as applicable, does not cure such defect or breach in all material respects during such period, the Trustee shall enforce the Originator's obligation or the Seller's obligation, as the case may be, under the Originator Mortgage Loan Purchase Agreement or the Mortgage Loan Purchase Agreement Agreement, as applicable, and cause the Originator or the Seller, as applicable, to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 day period (subject to Section 2.03(e2.03(d)). If the Originator or the Seller, as applicable fails to repurchase or substitute for such Mortgage Loan in accordance with its obligations under the Mortgage Loan Purchase Agreement, the Trustee and the Depositor shall consult on further actions to be taken against the Originator or the Seller, as applicable. The Purchase Price for the repurchased Mortgage Loan shall be remitted to the Servicer for deposit deposited in the Collection Account, and the Trustee, upon receipt of written certification notice from the Master Servicer of such deposit, shall release to the Originator or the Seller, as applicable, the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Originator or the Seller, as applicablethe case may be, any Mortgage Loan released pursuant hereto and the Trustee shall have no further responsibility with regard to such Mortgage File (it being understood that the Trustee shall have no responsibility for determining the sufficiency of such assignment for its intended purpose)File. In lieu of repurchasing any such Mortgage Loan as provided above, the Originator or the Seller, as applicablethe case may be, may cause such Mortgage Loan to be removed from the Trust Fund (in which case it shall become a Deleted Defective Mortgage Loan) and substitute one or more Qualified Eligible Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d2.03(c); provided, however, neither . With respect to the representations and warranties set forth in the Originator nor Mortgage Loan Purchase Agreement and the Mortgage Loan Purchase Agreement that are made to the best of the Originator's or the Seller's knowledge, as applicable, or as to which the Originator or the Seller, as applicablethe case may be, may substitute has no knowledge, if it is discovered by the Depositor, the Master Servicer or the Trustee that the substance of such representation and warranty is inaccurate and such inaccuracy materially and adversely affects the value of the related Mortgage Loan, Prepayment Charge or the interest therein of the Certificateholders then, notwithstanding the Originator's or the Seller's lack of knowledge with respect to the substance of such representation and warranty being inaccurate at the time the representation or warranty was made, such inaccuracy shall be deemed a Qualified Substitute Mortgage Loan for any Deleted Mortgage Loan that violates any predatory breach of the applicable representation or abusive lending lawwarranty. It is understood and agreed that the obligation representations and warranties set forth in the Originator Mortgage Loan Purchase Agreement and the Mortgage Loan Purchase Agreement shall survive delivery of the Mortgage Files to the Trustee and the Closing Date and shall inure to the benefit of the Certificateholders notwithstanding any restrictive or qualified endorsement or assignment. It is understood and agreed that the obligations of the Originator and the Seller set forth in this Section 2.03(a) to cure, substitute for or repurchase a Mortgage Loan pursuant to the Originator Mortgage Loan Purchase Agreement or the SellerMortgage Loan Purchase Agreement, as applicable, and to cure or to repurchase (or to substitute for) any Mortgage Loan as to which a document is missing, a material defect in a constituent document exists or as to which such a breach has occurred and is continuing shall pay the Reimbursement Amount constitute the sole remedy against remedies available to the Originator or the Seller, as applicable, respecting such omission, defect or breach available Certificateholders and to the Trustee on their behalf respecting a breach of the Certificateholdersrepresentations and warranties contained in the Mortgage Loan Purchase Agreement. The representations and warranties of the Originator with respect to the Mortgage Loans in the Originator Mortgage Loan Purchase Agreement, which have been assigned to the Trustee hereunder, were made as of the dates specified in the Originator Mortgage Loan Purchase Agreement. To the extent that any fact, condition or event with respect to a Mortgage Loan constitutes a breach of both (i) a representation or warranty of the Originator under the Originator Mortgage Loan Purchase Agreement and (ii) a representation or warranty of the Seller under the Mortgage Loan Purchase Agreement (other than Seller's representations with respect to predatory and abusive lending laws in Section 3.01(k) of the Mortgage Loan Purchase Agreement), the only right or remedy of the Trustee or of any Certificateholder shall be the Trustee's right to enforce the obligations of the Originator under any applicable representation or warranty made by it. The Trustee acknowledges that the Seller shall have no obligation or liability with respect to any breach of a representation or warranty made by it with respect to the Mortgage Loans (except as otherwise set forth in this paragraph) if the fact, condition or event constituting such breach also constitutes a breach of a representation or warranty made by the Originator in the Originator Mortgage Loan Purchase Agreement, without regard to whether the Originator fulfills its contractual obligations in respect of such representation or warranty. In addition, to the extent that any fact, condition or event with respect to a Mortgage Loan constitutes a breach of both (x) the Originator's representation with respect to predatory and abusive lending laws in Section 3.03(i) of the Originator Mortgage Loan Purchase Agreement and (y) the Seller's representation with respect to predatory and abusive lending laws in Section 3.01(k) of the Mortgage Loan Purchase Agreement, the Originator shall be obligated to pay the Reimbursement Amount relating to such Mortgage Loan, and, to the extent the Originator fails to do so, the Trustee shall be entitled to enforce the Seller's obligation to pay such Reimbursement Amount. In any event, the Reimbursement Amount shall be delivered to the Master Servicer for deposit into the Collection Account within 10 days from the date the Seller was notified by the Trustee of the Reimbursement Amount.

Repurchase or Substitution of Mortgage Loans by the Originator or the Seller. (a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator or the Seller of any representation, representation or warranty under the Originator Mortgage Loan Purchase Agreement or covenant under the Mortgage Loan Purchase Agreement Agreement, as applicable, in respect of any Mortgage Loan which materially adversely affects the value of such Mortgage Loan Loan, Prepayment Charge or the interest therein of the Certificateholders, the Trustee shall request that promptly notify the Originator or the Seller, as applicablethe case may be, the Master Servicer and the NIMS Insurer of such defect, missing document or breach and request that, in the case of a defective or missing document, the Seller cure such defect or deliver such missing document within 120 days from the date the Seller was notified of such missing document or that defect or, in the case of a beach of a representation or warranty, request the Originator or the Seller, as applicable, cure such defect or breach within 90 days from the date the Originator or the Seller, as applicablethe case may be, was notified of such missing document, defect or breach, and if . If the Originator or the Seller, as applicable, Seller does not deliver such missing document or cure such defect or if the Originator or the Seller, as applicable, does not cure such defect or breach in all material respects during such period, the Trustee shall enforce the Originator's obligation or the Seller's obligation, as the case may be, under the Originator Mortgage Loan Purchase Agreement or the Mortgage Loan Purchase Agreement Agreement, as applicable, and cause the Originator or the Seller, as applicable, to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 day period (subject to Section 2.03(e2.03(d)). If the Originator or the Seller, as applicable fails to repurchase or substitute for such Mortgage Loan in accordance with its obligations under the Mortgage Loan Purchase Agreement, the Trustee and the Depositor shall consult on further actions to be taken against the Originator or the Seller, as applicable. The Purchase Price for the repurchased Mortgage Loan shall be remitted to the Servicer for deposit deposited in the Collection Account, and the Trustee, upon receipt of written certification notice from the Master Servicer of such deposit, shall release to the Originator or the Seller, as applicable, the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Originator or the Seller, as applicablethe case may be, any Mortgage Loan released pursuant hereto and the Trustee shall have no further responsibility with regard to such Mortgage File (it being understood that the Trustee shall have no responsibility for determining the sufficiency of such assignment for its intended purpose)File. In lieu of repurchasing any such Mortgage Loan as provided above, the Originator or the Seller, as applicablethe case may be, may cause such Mortgage Loan to be removed from the Trust Fund (in which case it shall become a Deleted Defective Mortgage Loan) and substitute one or more Qualified Eligible Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d2.03(c); provided, however, neither . With respect to the representations and warranties set forth in the Originator nor Mortgage Loan Purchase Agreement and the Mortgage Loan Purchase Agreement that are made to the best of the Originator's or the Seller's knowledge, as applicable, or as to which the Originator or the Seller, as applicablethe case may be, may substitute has no knowledge, if it is discovered by the Depositor, the Master Servicer, the NIMS Insurer or the Trustee that the substance of such representation and warranty is inaccurate and such inaccuracy materially and adversely affects the value of the related Mortgage Loan, Prepayment Charge or the interest therein of the Certificateholders then, notwithstanding the Originator's or the Seller's lack of knowledge with respect to the substance of such representation and warranty being inaccurate at the time the representation or warranty was made, such inaccuracy shall be deemed a Qualified Substitute Mortgage Loan for any Deleted Mortgage Loan that violates any predatory breach of the applicable representation or abusive lending lawwarranty. It is understood and agreed that the obligation representations and warranties set forth in the Originator Mortgage Loan Purchase Agreement and the Mortgage Loan Purchase Agreement shall survive delivery of the Mortgage Files to the Trustee and the Closing Date and shall inure to the benefit of the Certificateholders notwithstanding any restrictive or qualified endorsement or assignment. It is understood and agreed that the obligations of the Originator and the Seller set forth in this Section 2.03(a) to cure, substitute for or repurchase a Mortgage Loan pursuant to the Originator Mortgage Loan Purchase Agreement or the SellerMortgage Loan Purchase Agreement, as applicable, and to cure or to repurchase (or to substitute for) any Mortgage Loan as to which a document is missing, a material defect in a constituent document exists or as to which such a breach has occurred and is continuing shall pay the Reimbursement Amount constitute the sole remedy against remedies available to the Originator or the Seller, as applicable, respecting such omission, defect or breach available Certificateholders and to the Trustee on their behalf respecting a breach of the Certificateholdersrepresentations and warranties contained in the Mortgage Loan Purchase Agreement. The representations and warranties of the Originator with respect to the Mortgage Loans in the Originator Mortgage Loan Purchase Agreement, which have been assigned to the Trustee hereunder, were made as of the dates specified in the Originator Mortgage Loan Purchase Agreement. To the extent that any fact, condition or event with respect to a Mortgage Loan constitutes a breach of both (i) a representation or warranty of the Originator under the Originator Mortgage Loan Purchase Agreement and (ii) a representation or warranty of the Seller under the Mortgage Loan Purchase Agreement (other than Seller's representations with respect to predatory and abusive lending laws in Section 3.01(k) and 3.01(t) of the Mortgage Loan Purchase Agreement), the only right or remedy of the Trustee or of any Certificateholder shall be the Trustee's right to enforce the obligations of the Originator under any applicable representation or warranty made by it. The Trustee acknowledges that the Seller shall have no obligation or liability with respect to any breach of a representation or warranty made by it with respect to the Mortgage Loans (except as otherwise set forth in this paragraph) if the fact, condition or event constituting such breach also constitutes a breach of a representation or warranty made by the Originator in the Originator Mortgage Loan Purchase Agreement, without regard to whether the Originator fulfills its contractual obligations in respect of such representation or warranty. In addition, to the extent that any fact, condition or event with respect to a Mortgage Loan constitutes a breach of both (x) the Originator's representation with respect to predatory and abusive lending laws in Section 3.03(i) or 3.03(ddd) of the Originator Mortgage Loan Purchase Agreement and (y) the Seller's representation with respect to predatory and abusive lending laws in Section 3.01(k) or 3.01(t) of the Mortgage Loan Purchase Agreement, the Originator shall be obligated to pay the Reimbursement Amount relating to such Mortgage Loan, and, to the extent the Originator fails to do so, the Trustee shall be entitled to enforce the Seller's obligation to pay such Reimbursement Amount. In any event, the Reimbursement Amount shall be delivered to the Master Servicer for deposit into the Collection Account within 10 days from the date the Seller was notified by the Trustee of the Reimbursement Amount.

Repurchase or Substitution of Mortgage Loans by the Originator or the Seller. (a) Upon discovery or receipt of written notice from the Trustee of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator or the Seller Seller, as applicable, of any representation, warranty or covenant under the Mortgage Loan Purchase Master Agreement or the Assignment Agreement, as applicable, in respect of any Mortgage Loan which materially adversely affects the value of such Mortgage Loan or the interest therein of the Certificateholders, the Trustee shall request that the Originator or the Seller, as applicable, deliver such missing document or that the Originator or the Seller, as applicable, Seller cure such defect or breach within 90 days from the date the Originator or the Seller, as applicable, Seller was notified of such missing document, defect or breach, and if the Originator or the Seller, as applicable, Seller does not deliver such missing document or if the Originator or the Seller, as applicable, does not cure such defect or breach in all material respects during such period, the Trustee shall enforce (in the manner set forth in Section 2.01) the Originator's ’s obligation under the Mortgage Loan Purchase Master Agreement or the Assignment Agreement or the Seller’s obligation under the Assignment Agreement and cause notify the Originator or the Seller, as applicable, of its obligation to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 day period (subject to Section 2.03(e)). If the Originator or the Seller, as applicable fails to repurchase or substitute for such Mortgage Loan in accordance with its obligations under the Mortgage Loan Purchase Agreement, the Trustee and the Depositor shall consult on further actions to be taken against the Originator or the Seller, as applicable. The Purchase Price for the repurchased Mortgage Loan shall be remitted to the Servicer for deposit in the Collection Account, and the Trustee, upon receipt of written certification from the Servicer of such deposit, shall release (or cause the Custodian to release) to the Originator or the Seller, as applicable, the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Originator or the Seller, as applicable, any Mortgage Loan released pursuant hereto and the Trustee shall have no further responsibility with regard to such Mortgage File (it being understood that the Trustee shall have no responsibility for determining the sufficiency of such assignment for its intended purpose). In lieu of repurchasing any such Mortgage Loan as provided above, the Originator or the Seller, as applicable, may cause such Mortgage Loan to be removed from the Trust Fund (in which case it shall become a Deleted Mortgage Loan) and substitute one or more Qualified Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d); provided, however, neither the Originator nor the Seller, as applicable, Seller may not substitute a Qualified Substitute for any Mortgage Loan for any Deleted Mortgage Loan that violates any which breaches a representation or warranty regarding abusive or predatory or abusive lending lawlaws. It is understood and agreed that the obligation of the Originator or the Seller, as applicable, to cure or to repurchase (or to substitute for) any Mortgage Loan as to which a document is missing, a material defect in a constituent document exists or as to which such a breach has occurred and is continuing shall constitute the sole remedy against the Originator or the Seller, as applicable, respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. In order to facilitate the discovery of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator of any representation, warranty or covenant under the Master Agreement in respect of any Mortgage Loan which materially adversely affects the value of that Mortgage Loan or the interest therein of the Certificateholders, the Depositor shall have the right to request from the Originator, on behalf of the Trust Fund, a copy of the Mortgage File (including any documents related thereto, such as payment histories, collection screens and payoff amounts) from the Originator, or if any portion or copy of such Mortgage File is being held by the Servicer or the Custodian, from the Servicer or the Custodian, as applicable and the Originator, the Servicer or the Custodian, as applicable, are hereby authorized to deliver such file to the Depositor.

Repurchase or Substitution of Mortgage Loans by the Originator or the Seller. (a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator or the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement (including any representation, warranty or covenant regarding the Prepayment Charge Schedule) in respect of any Mortgage Loan which that materially adversely affects the value of such Mortgage Loan or the interest therein of the Certificateholders, the Trustee shall promptly notify the Originator, the NIMS Insurer, the Seller and the Servicer of such defect, missing document or breach and request that the Originator or the Seller, as applicable, deliver such missing document or that the Originator or the Seller, as applicable, cure such defect or breach within 90 days from the date the Originator or the Seller, as applicable, was notified of such missing document, defect or breach, and if the Originator or the Seller, as applicable, does not deliver such missing document or if the Originator or the Seller, as applicable, does not cure such defect or breach in all material respects during such period, the Trustee shall enforce the Originator's obligation under the Mortgage Loan Purchase Agreement and cause the Originator to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration obligations of such 90 day period (subject to Section 2.03(e)). If the Originator or the Seller, as applicable fails to repurchase or substitute for such Mortgage Loan in accordance with its obligations under the Mortgage Loan Purchase Agreement, the Trustee and the Depositor shall consult on further actions to be taken against the Originator or the Seller, as applicable, under the Mortgage Loan Purchase Agreement to repurchase such Mortgage Loan from REMIC I at the Purchase Price within 90 days after the date on which the Originator or the Seller, as applicable, was notified (subject to Section 2.03(c)) of such missing document, defect or breach, if and to the extent that the Originator or the Seller, as applicable, is obligated to do so under the Mortgage Loan Purchase Agreement. The Purchase Price for the repurchased Mortgage Loan shall be remitted to the Servicer for deposit in the Collection Account, Account and the Trustee (or the Custodian on behalf of the Trustee), upon receipt of written certification from the Servicer of such deposit, shall release to the Originator or the Seller, as applicable, the related Mortgage File and the Trustee (or the Custodian on behalf of the Trustee) shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Originator or the Seller, as applicable, any Mortgage Loan released pursuant hereto hereto. In furtherance of the foregoing, if the Originator or the Seller, as applicable, is not a member of MERS and repurchases a Mortgage Loan which is registered on the MERS(R) System, the Originator or the Seller, as applicable, at its own expense and without any right of reimbursement, shall cause MERS to execute and deliver an assignment of the Mortgage in recordable form to transfer the Mortgage from MERS to the Originator or the Seller, as applicable, and shall cause such Mortgage to be removed from registration on the MERS(R) System in accordance with MERS' rules and regulations. Neither the Trustee nor the Custodian shall have no any further responsibility with regard to such Mortgage File (it being understood that the Trustee shall have no responsibility for determining the sufficiency of such assignment for its intended purpose)File. In lieu of repurchasing any such Mortgage Loan as provided above, if so provided in the Mortgage Loan Purchase Agreement, the Originator or the Seller, as applicable, may cause such Mortgage Loan to be removed from the Trust Fund REMIC I (in which case it shall become a Deleted Mortgage Loan) and substitute one or more Qualified Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d2.03(b); provided, however, neither the Originator nor the Seller, as applicable, may substitute a Qualified Substitute Mortgage Loan for any Deleted Mortgage Loan that violates any predatory or abusive lending law. It is understood and agreed that the obligation of the Originator or the Seller, as applicable, to cure or to repurchase (or to substitute for) any Mortgage Loan as to which a document is missing, a material defect in a constituent document exists or as to which such a breach has occurred and is continuing shall constitute the sole remedy against the Originator or the Seller, as applicable, respecting such omission, defect or breach available to the Trustee on behalf of and the Certificateholders.

Repurchase or Substitution of Mortgage Loans by the Originator or the Seller. (a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator or the Seller of any representation, representation or warranty under the Originator Mortgage Loan Purchase Agreement or covenant under the Mortgage Loan Purchase Agreement Agreement, as applicable, in respect of any Mortgage Loan which materially adversely affects the value of such Mortgage Loan Loan, Prepayment Charge or the interest therein of the Certificateholders, the Trustee shall request that promptly notify the Originator or the Seller, as applicablethe case may be, the Master Servicer and the NIMS Insurer of such defect, missing document or breach and request that, in the case of a defective or missing document, the Seller cure such defect or deliver such missing document within 120 days from the date the Seller was notified of such missing document or that defect or, in the case of a beach of a representation or warranty, request the Originator or the Seller, as applicable, cure such defect or breach within 90 days from the date the Originator or the Seller, as applicablethe case may be, was notified of such missing document, defect or breach, and if . If the Originator or the Seller, as applicable, Seller does not deliver such missing document or cure such defect or if the Originator or the Seller, as applicable, does not cure such defect or breach in all material respects during such period, the Trustee shall enforce the Originator's obligation or the Seller's obligation, as the case may be, under the Originator Mortgage Loan Purchase Agreement or the Mortgage Loan Purchase Agreement Agreement, as applicable, and cause the Originator or the Seller, as applicable, to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 day period (subject to Section 2.03(e2.03(d)). If the Originator or the Seller, as applicable fails to repurchase or substitute for such Mortgage Loan in accordance with its obligations under the Mortgage Loan Purchase Agreement, the Trustee and the Depositor shall consult on further actions to be taken against the Originator or the Seller, as applicable. The Purchase Price for the repurchased Mortgage Loan shall be remitted to the Servicer for deposit deposited in the Collection Account, and the Trustee, upon receipt of written certification notice from the Master Servicer of such deposit, shall release to the Originator or the Seller, as applicable, the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Originator or the Seller, as applicablethe case may be, any Mortgage Loan released pursuant hereto and the Trustee shall have no further responsibility with regard to such Mortgage File (it being understood that the Trustee shall have no responsibility for determining the sufficiency of such assignment for its intended purpose)File. In lieu of repurchasing any such Mortgage Loan as provided above, the Originator or the Seller, as applicablethe case may be, may cause such Mortgage Loan to be removed from the Trust Fund (in which case it shall become a Deleted Defective Mortgage Loan) and substitute one or more Qualified Eligible Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d2.03(c); provided, however, neither . With respect to the representations and warranties set forth in the Originator nor Mortgage Loan Purchase Agreement and the Mortgage Loan Purchase Agreement that are made to the best of the Originator's or the Seller's knowledge, as applicable, or as to which the Originator or the Seller, as applicablethe case may be, may substitute has no knowledge, if it is discovered by the Depositor, the Master Servicer, the NIMS Insurer or the Trustee that the substance of such representation and warranty is inaccurate and such inaccuracy materially and adversely affects the value of the related Mortgage Loan, Prepayment Charge or the interest therein of the Certificateholders then, notwithstanding the Originator's or the Seller's lack of knowledge with respect to the substance of such representation and warranty being inaccurate at the time the representation or warranty was made, such inaccuracy shall be deemed a Qualified Substitute Mortgage Loan for any Deleted Mortgage Loan that violates any predatory breach of the applicable representation or abusive lending lawwarranty. It is understood and agreed that the obligation representations and warranties set forth in the Originator Mortgage Loan Purchase Agreement and the Mortgage Loan Purchase Agreement shall survive delivery of the Mortgage Files to the Trustee and the Closing Date and shall inure to the benefit of the Certificateholders notwithstanding any restrictive or qualified endorsement or assignment. It is understood and agreed that the obligations of the Originator and the Seller set forth in this Section 2.03(a) to cure, substitute for or repurchase a Mortgage Loan pursuant to the Originator Mortgage Loan Purchase Agreement or the SellerMortgage Loan Purchase Agreement, as applicable, and to cure or to repurchase (or to substitute for) any Mortgage Loan as to which a document is missing, a material defect in a constituent document exists or as to which such a breach has occurred and is continuing shall pay the Reimbursement Amount constitute the sole remedy against remedies available to the Originator or the Seller, as applicable, respecting such omission, defect or breach available Certificateholders and to the Trustee on their behalf respecting a breach of the Certificateholdersrepresentations and warranties contained in the Mortgage Loan Purchase Agreement. The representations and warranties of the Originator with respect to the Mortgage Loans in the Originator Mortgage Loan Purchase Agreement, which have been assigned to the Trustee hereunder, were made as of the dates specified in the Originator Mortgage Loan Purchase Agreement. To the extent that any fact, condition or event with respect to a Mortgage Loan constitutes a breach of both (i) a representation or warranty of the Originator under the Originator Mortgage Loan Purchase Agreement and (ii) a representation or warranty of the Seller under the Mortgage Loan Purchase Agreement (other than Seller's representations with respect to predatory and abusive lending laws in Section 3.01(k) of the Mortgage Loan Purchase Agreement), the only right or remedy of the Trustee or of any Certificateholder shall be the Trustee's right to enforce the obligations of the Originator under any applicable representation or warranty made by it. The Trustee acknowledges that the Seller shall have no obligation or liability with respect to any breach of a representation or warranty made by it with respect to the Mortgage Loans (except as otherwise set forth in this paragraph) if the fact, condition or event constituting such breach also constitutes a breach of a representation or warranty made by the Originator in the Originator Mortgage Loan Purchase Agreement, without regard to whether the Originator fulfills its contractual obligations in respect of such representation or warranty. In addition, to the extent that any fact, condition or event with respect to a Mortgage Loan constitutes a breach of both (x) the Originator's representation with respect to predatory and abusive lending laws in Section 3.03(i) of the Originator Mortgage Loan Purchase Agreement and (y) the Seller's representation with respect to predatory and abusive lending laws in Section 3.01(k) of the Mortgage Loan Purchase Agreement, the Originator shall be obligated to pay the Reimbursement Amount relating to such Mortgage Loan, and, to the extent the Originator fails to do so, the Trustee shall be entitled to enforce the Seller's obligation to pay such Reimbursement Amount. In any event, the Reimbursement Amount shall be delivered to the Master Servicer for deposit into the Collection Account within 10 days from the date the Seller was notified by the Trustee of the Reimbursement Amount.

Repurchase or Substitution of Mortgage Loans by the Originator or the Seller. (a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator or the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement in respect of any Mortgage Loan which that materially adversely affects the value of such Mortgage Loan or the interest therein of the Certificateholders, the Trustee shall promptly notify the Originator, the Seller and the Master Servicer of such defect, missing document or breach and request that the Originator or the Seller, as applicablethe case may be, deliver such missing document or that the Originator or the Seller, as applicable, cure such defect or breach within 90 60 days from the date the Originator or the Seller, as applicablethe case may be, was notified of such missing document, defect or breach, and if the Originator or the Seller, as applicablethe case may be, does not deliver such missing document or if the Originator or the Seller, as applicable, does not cure such defect or breach in all material respects during such period, the Trustee Master Servicer, to the extent it is not the Originator, the Seller or an Affiliate of the Seller, and otherwise the Trustee, in accordance with Section 3.02(b), shall enforce the Originator's obligation under the Mortgage Loan Purchase Agreement and cause the Originator to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration obligations of such 90 day period (subject to Section 2.03(e)). If the Originator or the Seller, as applicable fails to repurchase or substitute for such Mortgage Loan in accordance with its obligations the case may be, under the Mortgage Loan Purchase Agreement, Agreement to repurchase such Mortgage Loan from REMIC I at the Trustee and Purchase Price within 90 days after the Depositor shall consult date on further actions to be taken against which the Originator or the Seller, as applicablethe case may be, was notified (subject to Section 2.03(c)) of such missing document, defect or breach, if and to the extent that the Originator or the Seller, as the case may be, is obligated to do so under the Mortgage Loan Purchase Agreement. The Purchase Price for the repurchased Mortgage Loan shall be remitted to the Servicer for deposit deposited in the Collection Account, Account and the Trustee, upon receipt of written certification from the Master Servicer of such deposit, shall release to the Originator or the Seller, as applicablethe case may be, the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Originator or the Seller, as applicablethe case may be, shall furnish to it and as shall be necessary to vest in the Originator or the Seller, as applicablethe case may be, any Mortgage Loan released pursuant hereto and the hereto. The Trustee shall not have no any further responsibility with regard to such Mortgage File (it being understood that the Trustee shall have no responsibility for determining the sufficiency of such assignment for its intended purpose)File. In lieu of repurchasing any such Mortgage Loan as provided above, if so provided in the Mortgage Loan Purchase Agreement, the Originator or the Seller, as applicablethe case may be, may cause such Mortgage Loan to be removed from the Trust Fund REMIC I (in which case it shall become a Deleted Mortgage Loan) and substitute one or more Qualified Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d2.03(b); provided, however, neither the Originator nor the Seller, as applicable, may substitute a Qualified Substitute Mortgage Loan for any Deleted Mortgage Loan that violates any predatory or abusive lending law. It is understood and agreed that the obligation of the Originator or the Seller, as applicablethe case may be, to cure or to repurchase (or to substitute for) any Mortgage Loan as to which a document is missing, a material defect in a constituent document exists or as to which such a breach has occurred and is continuing shall constitute the sole remedy against the Originator or the Seller, as applicable, respecting such omission, defect or breach available to the Trustee on behalf of and the Certificateholders.

Repurchase or Substitution of Mortgage Loans by the Originator or the Seller. (a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator or the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement (including any representation, warranty or covenant regarding the Prepayment Charge Schedule) in respect of any Mortgage Loan which that materially adversely affects the value of such Mortgage Loan or the interest therein of the Certificateholders, the Trustee shall promptly notify the Originator, the Seller and the Servicer of such defect, missing document or breach and request that the Originator or the Seller, as applicable, deliver such missing document or that the Originator or the Seller, as applicable, cure such defect or breach within 90 days from the date the Originator or the Seller, as applicable, was notified of such missing document, defect or breach, and if the Originator or the Seller, as applicable, does not deliver such missing document or if the Originator or the Seller, as applicable, does not cure such defect or breach in all material respects during such period, the Trustee Servicer, to the extent it is not the Originator, the Seller or an Affiliate of the Seller, and otherwise the Trustee, in accordance with Section 3.02(b), shall enforce the Originator's obligation under the Mortgage Loan Purchase Agreement and cause the Originator to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration obligations of such 90 day period (subject to Section 2.03(e)). If the Originator or the Seller, as applicable fails to repurchase or substitute for such Mortgage Loan in accordance with its obligations under the Mortgage Loan Purchase Agreement, the Trustee and the Depositor shall consult on further actions to be taken against the Originator or the Seller, as applicable, under the Mortgage Loan Purchase Agreement to repurchase such Mortgage Loan from REMIC I at the Purchase Price within 90 days after the date on which the Originator or the Seller, as applicable, was notified (subject to Section 2.03(c)) of such missing document, defect or breach, if and to the extent that the Originator or the Seller, as applicable, is obligated to do so under the Mortgage Loan Purchase Agreement. The Purchase Price for the repurchased Mortgage Loan shall be remitted to the Servicer for deposit in the Collection Account, Account and the Trustee (or the Custodian on behalf of the Trustee), upon receipt of written certification from the Servicer of such deposit, shall release to the Originator or the Seller, as applicable, the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Originator or the Seller, as applicable, any Mortgage Loan released pursuant hereto and the hereto. The Trustee shall not have no any further responsibility with regard to such Mortgage File (it being understood that neither the Trustee nor the Custodian shall have no any responsibility for determining the sufficiency of such assignment for its intended purpose). In lieu of repurchasing any such Mortgage Loan as provided above, if so provided in the Mortgage Loan Purchase Agreement, the Originator or the Seller, as applicable, may cause such Mortgage Loan to be removed from the Trust Fund REMIC I (in which case it shall become a Deleted Mortgage Loan) and substitute one or more Qualified Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d2.03(b); provided, however, neither the Originator nor the Seller, as applicable, may not substitute a Qualified Substitute Mortgage Loan for any Deleted Mortgage Loan that violates any predatory or abusive lending law. It is understood and agreed that the obligation of the Originator or the Seller, as applicable, to cure or to repurchase (or to substitute for) any Mortgage Loan as to which a document is missing, a material defect in a constituent document exists or as to which such a breach has occurred and is continuing shall constitute the sole remedy against the Originator or the Seller, as applicable, respecting such omission, defect or breach available to the Trustee on behalf of and the Certificateholders.

Repurchase or Substitution of Mortgage Loans by the Originator or the Seller. (a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator or the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement Agreement, in respect of any Mortgage Loan which materially adversely affects the value of such Mortgage Loan or the interest therein of the Certificateholders, the Trustee shall (to the extent that the Trustee has received written notice from the Servicer) promptly request that the Originator or the Seller, as applicable, deliver such missing document or that the Originator or the Seller, as applicable, cure such defect or breach within 90 days from the date the Originator or the Seller, as applicable, was notified of such missing document, defect or breach, and if the Originator or the Seller, as applicable, does not deliver such missing document or if the Originator or the Seller, as applicable, does not cure such defect or breach in all material respects during such period, the Trustee shall (to the extent that the Trustee has received written notice from the Servicer) enforce the Originator's or the Seller's obligation under the Mortgage Loan Purchase Agreement and cause the Originator or the Seller, as applicable, to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 day period (subject to Section 2.03(e)). If the Originator or the Seller, as applicable fails to repurchase or substitute for such Mortgage Loan in accordance with its obligations under the Mortgage Loan Purchase Agreement, the Trustee and the Depositor shall consult on further actions to be taken against the Originator or the Seller, as applicable. The Purchase Price for the repurchased Mortgage Loan shall be remitted to the Servicer for deposit in the Collection Account, and the Trustee, upon receipt of written certification from the Servicer of such deposit, shall release to the Originator or the Seller, as applicable, the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Originator or the Seller, as applicable, any Mortgage Loan released pursuant hereto and the Trustee shall have no further responsibility with regard to such Mortgage File (it being understood that the Trustee shall have no responsibility for determining the sufficiency of such assignment for its intended purpose). In lieu of repurchasing any such Mortgage Loan as provided above, the Originator or the Seller, as applicable, may cause such Mortgage Loan to be removed from the Trust Fund (in which case it shall become a Deleted Mortgage Loan) and substitute one or more Qualified Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d); provided, however, neither the Originator nor the Seller, as applicable, may substitute a Qualified Substitute for any Mortgage Loan for any Deleted Mortgage Loan that violates any which breaches a representation or warranty regarding abusive or predatory or abusive lending lawlaws. It is understood and agreed that the obligation of the Originator or the Seller, as applicable, to cure or to repurchase (or to substitute for) any Mortgage Loan as to which a document is missing, a material defect in a constituent document exists or as to which such a breach has occurred and is continuing shall constitute the sole remedy against the Originator or the Seller, as applicable, respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders.

Repurchase or Substitution of Mortgage Loans by the Originator or the Seller. (a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator or the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Master Agreement or the Assignment Agreement, as applicable, (including any representation, warranty or covenant regarding the Prepayment Charge Schedule) in respect of any Mortgage Loan which that materially adversely affects the value of such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (who shall have received notice from the Custodian) shall promptly notify the Originator, the NIMS Insurer, the Seller, the Servicer and the Master Servicer of such defect, missing document or breach and request that the Originator or the Seller, as applicable, deliver such missing document or that the Originator or the Seller, as applicable, cure such defect or breach within 90 days from the date the Originator or the Seller, as applicable, was notified of such missing document, defect or breach, and if the Originator or the Seller, as applicable, does not deliver such missing document or if the Originator or the Seller, as applicable, does not cure such defect or breach in all material respects during such period, the Trustee shall enforce the Originator's obligation under the Mortgage Loan Purchase Agreement and cause the Originator to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration obligations of such 90 day period (subject to Section 2.03(e)). If the Originator or the Seller, as applicable fails applicable, under the Master Agreement or the Assignment Agreement, as applicable, to repurchase or substitute for such Mortgage Loan in accordance with its obligations under from REMIC I at the Mortgage Loan Purchase Agreement, Price within 90 days after the Trustee and the Depositor shall consult date on further actions to be taken against which the Originator or the Seller, as applicable, was notified (subject to Section 2.03(c)) of such missing document, defect or breach, if and to the extent that the Originator or the Seller, as applicable, is obligated to do so under the Master Agreement or the Assignment Agreement, as applicable. The Purchase Price for the repurchased Mortgage Loan shall be remitted to the Master Servicer for deposit in into the Collection Account, Distribution Account and the TrusteeCustodian, upon receipt of written certification notice from the Master Servicer of such deposit, shall release to the Originator or the Seller, as applicable, the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Originator or the Seller, as applicable, any Mortgage Loan released pursuant hereto hereto. In furtherance of the foregoing, if the Originator or the Seller, as applicable, is not a member of MERS and repurchases a Mortgage Loan which is registered on the Trustee MERS® System, the Originator or the Seller, as applicable, at its own expense and without any right of reimbursement, shall cause MERS to execute and deliver an assignment of the Mortgage in recordable form to transfer the Mortgage from MERS to the Originator or the Seller, as applicable, and shall cause such Mortgage to be removed from registration on the MERS® System in accordance with MERS’ rules and regulations. The Custodian shall not have no any further responsibility with regard to such Mortgage File (it being understood that the Trustee shall have no responsibility for determining the sufficiency of such assignment for its intended purpose)File. In lieu of repurchasing any such Mortgage Loan as provided above, if so provided in the Master Agreement or the Assignment Agreement, the Originator or the Seller, as applicable, may cause such Mortgage Loan to be removed from the Trust Fund REMIC I (in which case it shall become a Deleted Mortgage Loan) and substitute one or more Qualified Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d2.03(b); provided, however, neither the Originator nor or the Seller, as applicable, may not substitute a Qualified Substitute Mortgage Loan for any Deleted Mortgage Loan that violates any predatory or abusive lending law. It is understood and agreed that the obligation of the Originator or the Seller, as applicable, to cure or to repurchase (or to substitute for) any Mortgage Loan as to which a document is missing, a material defect in a constituent document exists or as to which such a breach has occurred and is continuing shall constitute the sole remedy against the Originator or the Seller, as applicable, respecting such omission, defect or breach available to the Trustee on behalf of and the Certificateholders.

Repurchase or Substitution of Mortgage Loans by the Originator or the Seller. (a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator or the Seller of any representation, representation or warranty under the Originator Mortgage Loan Purchase Agreement or covenant under the Mortgage Loan Purchase Agreement Agreement, as applicable, in respect of any Mortgage Loan which materially adversely affects the value of such Mortgage Loan Loan, Prepayment Charge or the interest therein of the Certificateholders, the Trustee shall request that promptly notify the Originator or the Seller, as applicablethe case may be, the Master Servicer and the NIMS Insurer of such defect, missing document or breach and request that, in the case of a defective or missing document, the Seller cure such defect or deliver such missing document within 120 days from the date the Seller was notified of such missing document or that defect or, in the case of a beach of a representation or warranty, request the Originator or the Seller, as applicable, cure such defect or breach within 90 days from the date the Originator or the Seller, as applicablethe case may be, was notified of such missing document, defect or breach, and if . If the Originator or the Seller, as applicable, Seller does not deliver such missing document or cure such defect or if the Originator or the Seller, as applicable, does not cure such defect or breach in all material respects during such period, the Trustee shall enforce the Originator's obligation or the Seller's obligation, as the case may be, under the Originator Mortgage Loan Purchase Agreement or the Mortgage Loan Purchase Agreement Agreement, as applicable, and cause the Originator or the Seller, as applicable, to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 day period (subject to Section 2.03(e2.03(d)). If the Originator or the Seller, as applicable fails to repurchase or substitute for such Mortgage Loan in accordance with its obligations under the Mortgage Loan Purchase Agreement, the Trustee and the Depositor shall consult on further actions to be taken against the Originator or the Seller, as applicable. The Purchase Price for the repurchased Mortgage Loan shall be remitted to the Servicer for deposit deposited in the Collection Account, and the Trustee, upon receipt of written certification notice from the Master Servicer of such deposit, shall release to the Originator or the Seller, as applicable, the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Originator or the Seller, as applicablethe case may be, any Mortgage Loan released pursuant hereto and the Trustee shall have no further responsibility with regard to such Mortgage File (it being understood that the Trustee shall have no responsibility for determining the sufficiency of such assignment for its intended purpose)File. In lieu of repurchasing any such Mortgage Loan as provided above, the Originator or the Seller, as applicablethe case may be, may cause such Mortgage Loan to be removed from the Trust Fund (in which case it shall become a Deleted Defective Mortgage Loan) and substitute one or more Qualified Eligible Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d2.03(c); provided, however, neither . With respect to the representations and warranties set forth in the Originator nor Mortgage Loan Purchase Agreement and the Mortgage Loan Purchase Agreement that are made to the best of the Originator's or the Seller's knowledge, as applicable, or as to which the Originator or the Seller, as applicablethe case may be, may substitute has no knowledge, if it is discovered by the Depositor, the Master Servicer, the NIMS Insurer or the Trustee that the substance of such representation and warranty is inaccurate and such inaccuracy materially and adversely affects the value of the related Mortgage Loan, Prepayment Charge or the interest therein of the Certificateholders then, notwithstanding the Originator's or the Seller's lack of knowledge with respect to the substance of such representation and warranty being inaccurate at the time the representation or warranty was made, such inaccuracy shall be deemed a Qualified Substitute Mortgage Loan for any Deleted Mortgage Loan that violates any predatory breach of the applicable representation or abusive lending lawwarranty. It is understood and agreed that the obligation representations and warranties set forth in the Originator Mortgage Loan Purchase Agreement and the Mortgage Loan Purchase Agreement shall survive delivery of the Mortgage Files to the Trustee and shall inure to the benefit of the Certificateholders notwithstanding any restrictive or qualified endorsement or assignment. It is understood and agreed that the obligations of the Originator and the Seller set forth in this Section 2.03(a) to cure, substitute for or repurchase a Mortgage Loan pursuant to the Originator Mortgage Loan Purchase Agreement or the SellerMortgage Loan Purchase Agreement, as applicable, and to cure or to repurchase (or to substitute for) any Mortgage Loan as to which a document is missing, a material defect in a constituent document exists or as to which such a breach has occurred and is continuing shall pay the Reimbursement Amount constitute the sole remedy against remedies available to the Originator or the Seller, as applicable, respecting such omission, defect or breach available Certificateholders and to the Trustee on their behalf respecting a breach of the Certificateholdersrepresentations and warranties contained in the Mortgage Loan Purchase Agreement. The representations and warranties of the Originator with respect to the Mortgage Loans in the Originator Mortgage Loan Purchase Agreement, which have been assigned to the Trustee hereunder, were made as of the dates specified in the Originator Mortgage Loan Purchase Agreement. To the extent that any fact, condition or event with respect to a Mortgage Loan constitutes a breach of both (i) a representation or warranty of the Originator under the Originator Mortgage Loan Purchase Agreement and (ii) a representation or warranty of the Seller under the Mortgage Loan Purchase Agreement (other than Seller's representations with respect to predatory and abusive lending laws and "high cost" loans in Sections 3.01(k) and (l) of the Mortgage Loan Purchase Agreement), the only right or remedy of the Trustee or of any Certificateholder shall be the Trustee's right to enforce the obligations of the Originator under any applicable representation or warranty made by it. The Trustee acknowledges that the Seller shall have no obligation or liability with respect to any breach of a representation or warranty made by it with respect to the Mortgage Loans (except as otherwise set forth in this paragraph) if the fact, condition or event constituting such breach also constitutes a breach of a representation or warranty made by the Originator in the Originator Mortgage Loan Purchase Agreement, without regard to whether the Originator fulfills its contractual obligations in respect of such representation or warranty. In addition, to the extent that any fact, condition or event with respect to a Mortgage Loan constitutes a breach of both (x) the Originator's representation with respect to predatory and abusive lending laws in Section 3.03(i) of the Originator Mortgage Loan Purchase Agreement and (y) the Seller's representation with respect to predatory and abusive lending laws in Section 3.01(k) of the Mortgage Loan Purchase Agreement, the Originator shall be obligated to pay the Reimbursement Amount relating to such Mortgage Loan, and, to the extent the Originator fails to do so, the Trustee shall be entitled to enforce the Seller's obligation to pay such Reimbursement Amount. In any event, the Reimbursement Amount shall be delivered to the Master Servicer for deposit into the Collection Account within 10 days from the date the Seller was notified by the Trustee of the Reimbursement Amount.

Repurchase or Substitution of Mortgage Loans by the Originator or the Seller. (a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator Originators or the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement Master Agreements or under the Assignment Agreements (notwithstanding the Seller's lack of knowledge with respect to the substance of such representation and warranty being inaccurate at the time the representation and warranty was made), respectively, in respect of any Mortgage Loan which materially adversely affects the value of such Mortgage Loan or the interest therein of the Certificateholders, the Trustee shall request that the related Originator or the Seller, as applicable, deliver such missing document or cure such defect or that the related Originator or the Seller, as applicable, cure such defect or breach within 90 days from the date the related Originator or the Seller, as applicable, was notified of such missing document, defect or breach, and if the related Originator or the Seller, as applicable, does not deliver such missing document or cure such defect or if the related Originator or the Seller, as applicable, does not cure such defect or breach in all material respects during such period, the Trustee shall enforce the related Originator's obligation under the Mortgage Loan Purchase Master Agreement or the Seller's obligation under the Assignment Agreements, as applicable, and cause the related Originator or the Seller, as applicable, to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 day period (subject to Section 2.03(e)). If the related Originator or the Seller, as applicable applicable, fails to repurchase or substitute for such Mortgage Loan in accordance with its obligations under the Mortgage Loan Purchase related Master Agreement or the Assignment Agreement, as applicable, the Trustee and the Depositor shall consult on further actions to be taken against the related Originator or the Seller, as applicable. Notwithstanding the foregoing, to the extent of a breach by the related Originator and the Seller of any representation, warranty or covenant under the Assignment Agreement in respect of any Mortgage Loan which materially adversely affects the value of such Mortgage Loan or the interest therein of the Certificateholders, the Trustee shall first request that such Originator cure such breach or repurchase such Mortgage Loan and if such Originator fails to cure such breach or repurchase such Mortgage Loan within 60 days of receipt of such request from the Trustee, the Trustee shall then request that the Seller cure such breach or repurchase such Mortgage Loan. The Purchase Price for the repurchased Mortgage Loan shall be remitted to the related Servicer for deposit in the related Collection Account, and the Trustee, upon receipt of written certification from the related Servicer of such deposit, shall release to the related Originator or the Seller, as applicable, the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the related Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the related Originator or the Seller, as applicable, any Mortgage Loan released pursuant hereto and the Trustee shall have no further responsibility with regard to such Mortgage File (it being understood that the Trustee shall have no responsibility for determining the sufficiency of such assignment for its intended purpose). In lieu of repurchasing any such Mortgage Loan as provided above, the related Originator or the Seller, as applicable, may cause such Mortgage Loan to be removed from the Trust Fund (in which case it shall become a Deleted Mortgage Loan) and substitute one or more Qualified Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d); provided, however, neither the Originator Originators nor the Seller, as applicable, may substitute a Qualified Substitute Mortgage Loan for any Deleted Mortgage Loan that violates any which breaches a representation or warranty regarding abusive or predatory or abusive lending lawlaws. It is understood and agreed that the obligation of the Originator or Originators and the Seller, as applicable, Seller to cure or to repurchase (or to substitute for) any Mortgage Loan as to which which, in the case of the Originators only, a document is missing, missing or a material defect in a constituent document exists or or, in the case of the Originators and the Seller, as to which such a breach has occurred and is continuing continuing, shall constitute the sole remedy against the Originator or Originators and the Seller, as applicable, Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. In addition to the foregoing, within 90 days of the earlier of discovery by the Seller or receipt of notice by the Seller of (i) the breach of any representation or warranty of Residential Mortgage Assistance Enterprise, LLC set forth in Section 7.02 of the ResMae Master Agreement which materially and adversely affects the interests of the Certificateholders in any ResMae Mortgage Loan and for which Residential Mortgage Assistance Enterprise, LLC has failed to cure such breach in accordance with the terms of the ResMae Master Agreement and (ii)(a) the fact that Residential Mortgage Assistance Enterprise, LLC is no longer an operating company or (b) an Officers' Certificate certifying to the fact that Residential Mortgage Assistance Enterprise, LLC is financially unable to cure such breach pursuant to the terms of the ResMae Master Agreement, the Seller shall take such action described in Section 2.03 in respect of such ResMae Mortgage Loan. Such obligation of the Seller shall continue until such time that the Rating Agencies inform the Depositor and the Seller in writing that such obligation is no longer required in order for the Rating Agencies to maintain their then-current ratings on the Certificates.

Repurchase or Substitution of Mortgage Loans by the Originator or the Seller. (a) Upon discovery or receipt of written notice from the Custodian of any materially defective document in, or that a document is missing from, a Mortgage File or from Depositor, the Servicer, the Master Servicer, the Trust Administrator or the Custodian of the breach by the Originator or the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Assignment Agreement or the Originator Master Agreement (including any representation, warranty or covenant regarding the Prepayment Charge Schedule) in respect of any Mortgage Loan which that materially adversely affects the value of such Mortgage Loan or the interest therein of the Certificateholders, the Trustee shall promptly notify the Trust Administrator, the Seller, the NIMS Insurer, the Originator, the Servicer and the Master Servicer of such defect, missing document or breach and request that the Originator or the Seller, as applicable, deliver such missing document or that the Originator or the Seller, as applicable, cure such defect or breach within 90 days from the date the Originator or the Seller, as applicable, was notified of such missing document, defect or breach, and if the Originator Trustee receives written notice from the Depositor, the Servicer, the Master Servicer, the Trust Administrator or the Seller, as applicable, does not deliver such missing document or if Custodian that the Originator or the Seller, as applicable, does has not cure delivered such missing document or cured such defect or breach in all material respects during such period, the Trustee shall enforce the Originator's obligation under the Mortgage Loan Purchase Agreement and cause the Originator to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration obligations of such 90 day period (subject to Section 2.03(e)). If the Originator or the Seller, as applicable fails to repurchase or substitute for such Mortgage Loan in accordance with its obligations under the Mortgage Loan Purchase Agreement, the Trustee and the Depositor shall consult on further actions to be taken against the Originator or the Seller, as applicable, under the Assignment Agreement and/or Originator Master Agreement to repurchase such Mortgage Loan from REMIC I at the Purchase Price. The Purchase Price for the repurchased Mortgage Loan shall be remitted to the Servicer for deposit in the Collection Account, Account and the Trustee (or the Custodian on behalf of the Trustee), upon receipt of written certification from the Servicer of such deposit, shall release to the Originator or the Seller, as applicable, the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Originator or the Seller, as applicable, any Mortgage Loan released pursuant hereto hereto. In furtherance of the foregoing, if the Originator or Seller, as applicable, is not a member of MERS and repurchases a Mortgage Loan which is registered on the MERS® System, the Originator or Seller, as applicable, at its own expense and without any right of reimbursement, shall cause MERS to execute and deliver an assignment of the Mortgage in recordable form to transfer the Mortgage from MERS to the Originator or Seller, as applicable, and shall cause such Mortgage to be removed from registration on the MERS® System in accordance with MERS’ rules and regulations. Neither the Trustee nor the Custodian shall have no any further responsibility with regard to such Mortgage File (it being understood that the Trustee shall have no responsibility for determining the sufficiency of such assignment for its intended purpose)File. In lieu of repurchasing any such Mortgage Loan as provided aboveabove and in the case of the Originator, if so provided in the Originator Master Agreement, the Originator or the Seller, as applicable, may cause such Mortgage Loan to be removed from the Trust Fund REMIC I (in which case it shall become a Deleted Mortgage Loan) and substitute one or more Qualified Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d2.03(b); provided, however, neither the Originator nor the or Seller, as applicable, may not substitute a Qualified Substitute Mortgage Loan for any Deleted Mortgage Loan that violates any predatory or abusive lending law. It is understood and agreed that the obligation of the Originator or the Seller, as applicable, to cure or to repurchase (or to substitute for) any Mortgage Loan as to which a document is missing, a material defect in a constituent document exists or as to which such a breach has occurred and is continuing shall constitute the sole remedy against the Originator or the Seller, as applicable, respecting such omission, defect or breach available to the Trustee on behalf of and the Certificateholders.

Repurchase or Substitution of Mortgage Loans by the Originator or the Seller. (a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator or the Seller, as applicable, of any representation, warranty or covenant under the Master Agreement or the Assignment Agreement, as applicable, in respect of any Mortgage Loan which materially adversely affects the value of such Mortgage Loan or the interest therein of the Certificateholders, the Trustee shall promptly notify the Originator or the Seller, as applicable, of such defect, missing document or breach and request that the Originator deliver such missing document or cure such defect or that the Originator or the Seller, as applicable, cure such breach within 120 days from the date the Originator or the Seller, as applicable, was notified of such missing document, defect or breach, and if the Originator does not deliver such missing document or cure such defect or if the Originator or the Seller, as applicable, does not cure such breach in all material respects during such period, the Trustee shall enforce the Originator's obligation under the Master Agreement or the Seller's obligation under the Assignment Agreement and notify the Originator or the Seller, as applicable, of its obligation to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 120 day period (subject to Section 2.03(e)); provided that, in connection with any such breach that could not reasonably have been cured within such 120 day period, if the Originator or the Seller, as applicable, has commenced to cure such breach within such 120 day period, the Originator or the Seller, as applicable, shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Assignment Agreement. Notwithstanding the foregoing, to the extent of a breach by the Originator and the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Assignment Agreement in respect of any Mortgage Loan which materially adversely affects the value of such Mortgage Loan or the interest therein of the Certificateholders, the Trustee shall first request that the Originator or the Seller, as applicable, deliver such missing document or that the Originator or the Seller, as applicable, cure such defect breach or breach within 90 days from the date the Originator or the Seller, as applicable, was notified of repurchase such missing document, defect or breach, Mortgage Loan and if the Originator or the Seller, as applicable, does not deliver such missing document or if the Originator or the Seller, as applicable, does not fails to cure such defect breach or breach in all material respects during repurchase such periodMortgage Loan within 60 days of receipt of such request from the Trustee, the Trustee shall enforce then request that the Originator's obligation under the Mortgage Loan Purchase Agreement and cause the Originator to Seller cure such breach or repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 day period (subject to Section 2.03(e)). If the Originator or the Seller, as applicable fails to repurchase or substitute for such Mortgage Loan in accordance with its obligations under the Mortgage Loan Purchase Agreement, the Trustee and the Depositor shall consult on further actions to be taken against the Originator or the Seller, as applicableLoan. The Purchase Price for the repurchased Mortgage Loan shall be remitted to the Servicer for deposit in the Collection Account, and the Trustee, upon receipt of written certification from the Servicer of such deposit, shall release to the Originator or the Seller, as applicable, the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, representation or warranty, as the Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Originator or the Seller, as applicable, any Mortgage Loan released pursuant hereto and the Trustee shall have no further responsibility with regard to such Mortgage File (it being understood that the Trustee shall have no responsibility for determining the sufficiency of such assignment for its intended purpose). In lieu of repurchasing any such Mortgage Loan as provided above, the Originator or the Seller, as applicable, may cause such Mortgage Loan to be removed from the Trust Fund (in which case it shall become a Deleted Mortgage Loan) and substitute one or more Qualified Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d); provided, however, neither the Originator nor or the Seller, as applicable, may not substitute a Qualified Substitute for any Mortgage Loan for any Deleted Mortgage Loan that violates any which breaches a representation or warranty regarding abusive or predatory or abusive lending lawlaws. It is understood and agreed that the obligation of the Originator or the Seller, as applicable, to cure or to repurchase (or to substitute for) any Mortgage Loan as to which a document is missing, a material defect in a constituent document exists or as to which such a breach has occurred and is continuing shall constitute the sole remedy against the Originator or the Seller, as applicable, respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders.

Repurchase or Substitution of Mortgage Loans by the Originator or the Seller. (a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator or the Seller of any representation, representation or warranty under the Originator Mortgage Loan Purchase Agreement or covenant under the Mortgage Loan Purchase Agreement Agreement, as applicable, in respect of any Mortgage Loan which materially adversely affects the value of such Mortgage Loan Loan, Prepayment Charge or the interest therein of the Certificateholders, the Trustee shall request that promptly notify the Originator or the Seller, as applicablethe case may be, and the Master Servicer of such defect, missing document or breach and request that, in the case of a defective or missing document, the Seller cure such defect or deliver such missing document within 120 days from the date the Seller was notified of such missing document or that defect or, in the case of a beach of a representation or warranty, request the Originator or the Seller, as applicable, cure such defect or breach within 90 days from the date the Originator or the Seller, as applicablethe case may be, was notified of such missing document, defect or breach, and if . If the Originator or the Seller, as applicable, Seller does not deliver such missing document or cure such defect or if the Originator or the Seller, as applicable, does not cure such defect or breach in all material respects during such period, the Trustee shall enforce the Originator's obligation or the Seller's obligation, as the case may be, under the Originator Mortgage Loan Purchase Agreement or the Mortgage Loan Purchase Agreement Agreement, as applicable, and cause the Originator or the Seller, as applicable, to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 day period (subject to Section 2.03(e2.03(d)). If the Originator or the Seller, as applicable fails to repurchase or substitute for such Mortgage Loan in accordance with its obligations under the Mortgage Loan Purchase Agreement, the Trustee and the Depositor shall consult on further actions to be taken against the Originator or the Seller, as applicable. The Purchase Price for the repurchased Mortgage Loan shall be remitted to the Servicer for deposit deposited in the Collection Account, and the Trustee, upon receipt of written certification notice from the Master Servicer of such deposit, shall release to the Originator or the Seller, as applicable, the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Originator or the Seller, as applicablethe case may be, any Mortgage Loan released pursuant hereto and the Trustee shall have no further responsibility with regard to such Mortgage File (it being understood that the Trustee shall have no responsibility for determining the sufficiency of such assignment for its intended purpose)File. In lieu of repurchasing any such Mortgage Loan as provided above, the Originator or the Seller, as applicablethe case may be, may cause such Mortgage Loan to be removed from the Trust Fund (in which case it shall become a Deleted Defective Mortgage Loan) and substitute one or more Qualified Eligible Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d2.03(c); provided, however, neither . With respect to the representations and warranties set forth in the Originator nor Mortgage Loan Purchase Agreement and the Mortgage Loan Purchase Agreement that are made to the best of the Originator's or the Seller's knowledge, as applicable, or as to which the Originator or the Seller, as applicablethe case may be, may substitute has no knowledge, if it is discovered by the Depositor, the Master Servicer or the Trustee that the substance of such representation and warranty is inaccurate and such inaccuracy materially and adversely affects the value of the related Mortgage Loan, Prepayment Charge or the interest therein of the Certificateholders then, notwithstanding the Originator's or the Seller's lack of knowledge with respect to the substance of such representation and warranty being inaccurate at the time the representation or warranty was made, such inaccuracy shall be deemed a Qualified Substitute Mortgage Loan for any Deleted Mortgage Loan that violates any predatory breach of the applicable representation or abusive lending lawwarranty. It is understood and agreed that the obligation representations and warranties set forth in the Originator Mortgage Loan Purchase Agreement and the Mortgage Loan Purchase Agreement shall survive delivery of the Mortgage Files to the Trustee and shall inure to the benefit of the Certificateholders notwithstanding any restrictive or qualified endorsement or assignment. It is understood and agreed that the obligations of the Originator and the Seller set forth in this Section 2.03(a) to cure, substitute for or repurchase a Mortgage Loan pursuant to the Originator Mortgage Loan Purchase Agreement or the SellerMortgage Loan Purchase Agreement, as applicable, and to cure or to repurchase (or to substitute for) any Mortgage Loan as to which a document is missing, a material defect in a constituent document exists or as to which such a breach has occurred and is continuing shall pay the Reimbursement Amount constitute the sole remedy against remedies available to the Originator or the Seller, as applicable, respecting such omission, defect or breach available Certificateholders and to the Trustee on their behalf respecting a breach of the Certificateholdersrepresentations and warranties contained in the Mortgage Loan Purchase Agreement. The representations and warranties of the Originator with respect to the Mortgage Loans in the Originator Mortgage Loan Purchase Agreement, which have been assigned to the Trustee hereunder, were made as of the dates specified in the Originator Mortgage Loan Purchase Agreement. To the extent that any fact, condition or event with respect to a Mortgage Loan constitutes a breach of both (i) a representation or warranty of the Originator under the Originator Mortgage Loan Purchase Agreement and (ii) a representation or warranty of the Seller under the Mortgage Loan Purchase Agreement (other than Seller's representations with respect to predatory and abusive lending laws and "high cost" loans in Sections 3.01(k) and (l) of the Mortgage Loan Purchase Agreement), the only right or remedy of the Trustee or of any Certificateholder shall be the Trustee's right to enforce the obligations of the Originator under any applicable representation or warranty made by it. The Trustee acknowledges that the Seller shall have no obligation or liability with respect to any breach of a representation or warranty made by it with respect to the Mortgage Loans (except as otherwise set forth in this paragraph) if the fact, condition or event constituting such breach also constitutes a breach of a representation or warranty made by the Originator in the Originator Mortgage Loan Purchase Agreement, without regard to whether the Originator fulfills its contractual obligations in respect of such representation or warranty. In addition, to the extent that any fact, condition or event with respect to a Mortgage Loan constitutes a breach of both (x) the Originator's representation with respect to predatory and abusive lending laws in Section 3.03(i) of the Originator Mortgage Loan Purchase Agreement and (y) the Seller's representation with respect to predatory and abusive lending laws in Section 3.01(k) of the Mortgage Loan Purchase Agreement, the Originator shall be obligated to pay the Reimbursement Amount relating to such Mortgage Loan, and, to the extent the Originator fails to do so, the Trustee shall be entitled to enforce the Seller's obligation to pay such Reimbursement Amount. In any event, the Reimbursement Amount shall be delivered to the Master Servicer for deposit into the Collection Account within 10 days from the date the Seller was notified by the Trustee of the Reimbursement Amount.

Repurchase or Substitution of Mortgage Loans by the Originator or the Seller. (a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator or the Seller of any representation, representation or warranty or covenant under the Mortgage Loan Sale Agreement or the Mortgage Loan Purchase Agreement Agreement, as applicable, in respect of any Mortgage Loan which materially adversely affects the value of such Mortgage Loan Loan, Prepayment Charge or the interest therein of the Certificateholders, the Trustee shall request that promptly notify the Originator or the Seller, as applicablethe case may be, the Servicer and the NIMS Insurer of such defect, missing document or breach and request that, in the case of a defective or missing document, the Seller cure such defect or deliver such missing document within 120 days from the date the Seller was notified of such missing document or that defect or, in the case of a beach of a representation or warranty, request the Originator or the Seller, as applicable, cure such defect or breach within 90 days from the date the Originator or the Seller, as applicablethe case may be, was notified of such missing documentbreach. Notwithstanding the foregoing, defect any breach of a Deemed Material and Adverse Representation with respect to a Group 1 Mortgage Loan or breach, Group 2 Mortgage Loan shall automatically be deemed to materially and if the Originator adversely affect such Mortgage Loan or the Seller, as applicable, interest of the related Certificateholders therein. If the Seller does not deliver such missing document or cure such defect or if the Originator or the Seller, as applicable, does not cure such defect or breach in all material respects during such period, the Trustee shall enforce the Originator's obligation ’s or the Seller’s obligation, as the case may be, under the Mortgage Loan Sale Agreement or the Mortgage Loan Purchase Agreement Agreement, as applicable, and cause the Originator or the Seller, as applicable, to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 day period (subject to Section 2.03(e2.03(d)). If the Originator or the Seller, as applicable fails to repurchase or substitute for such Mortgage Loan in accordance with its obligations under the Mortgage Loan Purchase Agreement, the Trustee and the Depositor shall consult on further actions to be taken against the Originator or the Seller, as applicable. The Purchase Price for the repurchased Mortgage Loan shall be remitted to the Servicer for deposit deposited in the Collection Account, and the Trustee, upon receipt of written certification notice from the Servicer of such deposit, shall release to the Originator or the Seller, as applicable, the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Originator or the Seller, as applicablethe case may be, any Mortgage Loan released pursuant hereto and the Trustee shall have no further responsibility with regard to such Mortgage File (it being understood that the Trustee shall have no responsibility for determining the sufficiency of such assignment for its intended purpose)File. In lieu of repurchasing any such Mortgage Loan as provided above, the Originator or the Seller, as applicablethe case may be, may cause such Mortgage Loan to be removed from the Trust Fund (in which case it shall become a Deleted Defective Mortgage Loan) and substitute one or more Qualified Eligible Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d2.03(c); provided. With respect to the representations and warranties set forth in the Mortgage Loan Sale Agreement or the Mortgage Loan Purchase Agreement that are made to the best of the Originator’s or the Seller’s knowledge, howeveras applicable, neither or as to which the Originator nor or the Seller, as applicablethe case may be, may substitute has no knowledge, if it is discovered by the Depositor, the Servicer, the NIMS Insurer or the Trustee that the substance of such representation and warranty is inaccurate and such inaccuracy materially and adversely affects the value of the related Mortgage Loan, Prepayment Charge or the interest therein of the Certificateholders then, notwithstanding the Originator’s or the Seller’s lack of knowledge with respect to the substance of such representation and warranty being inaccurate at the time the representation or warranty was made, such inaccuracy shall be deemed a Qualified Substitute Mortgage Loan for any Deleted Mortgage Loan that violates any predatory breach of the applicable representation or abusive lending lawwarranty. It is understood and agreed that the obligation representations and warranties set forth in the Mortgage Loan Sale Agreement or the Mortgage Loan Purchase Agreement shall survive delivery of the Mortgage Files to the Trustee and the Closing Date and shall inure to the benefit of the Certificateholders notwithstanding any restrictive or qualified endorsement or assignment. It is understood and agreed that the obligations of the Originator and the Seller set forth in this Section 2.03(a) to cure, substitute for or repurchase a Mortgage Loan pursuant to the Mortgage Loan Sale Agreement or the SellerMortgage Loan Purchase Agreement, as applicable, and to cure or to repurchase (or to substitute for) any Mortgage Loan as to which a document is missing, a material defect in a constituent document exists or as to which such a breach has occurred and is continuing shall pay the Reimbursement Amount constitute the sole remedy against remedies available to the Originator or the Seller, as applicable, respecting such omission, defect or breach available Certificateholders and to the Trustee on their behalf respecting a breach of the Certificateholdersrepresentations and warranties contained in the Mortgage Loan Sale Agreement and the Mortgage Loan Purchase Agreement. The representations and warranties of the Originator with respect to the Mortgage Loans in the Mortgage Loan Sale Agreement, which have been assigned to the Trustee hereunder, were made as of August 31, 2006, September 15, 2006 and September 21, 2006. To the extent that any fact, condition or event with respect to a Mortgage Loan constitutes a breach of both (i) a representation or warranty of the Originator under the Mortgage Loan Sale Agreement and (ii) a representation or warranty of the Seller under the Mortgage Loan Purchase Agreement (other than Seller’s representations with respect to predatory and abusive lending laws in Section 3.01(xi) and 3.01(xix) of the Mortgage Loan Purchase Agreement), the only right or remedy of the Trustee or of any Certificateholder shall be the Trustee’s right to enforce the obligations of the Originator under any applicable representation or warranty made by it. The Trustee acknowledges that the Seller shall have no obligation or liability with respect to any breach of a representation or warranty made by it with respect to the Mortgage Loans (except as otherwise set forth in this paragraph) if the fact, condition or event constituting such breach also constitutes a breach of a representation or warranty made by the Originator in the Mortgage Loan Sale Agreement, without regard to whether the Originator fulfills its contractual obligations in respect of such representation or warranty. In addition, to the extent that any fact, condition or event with respect to a Mortgage Loan constitutes a breach of both (x) the Originator’s representation with respect to predatory and abusive lending laws in Section 3.03(i) or 3.03(ddd) of the Mortgage Loan Sale Agreement and (y) the Seller’s representation with respect to predatory and abusive lending laws in Section 3.01(xi) or 3.01(xix) of the Mortgage Loan Purchase Agreement, the Originator shall be obligated to pay the Reimbursement Amount relating to such Mortgage Loan, and, to the extent the Originator fails to do so, the Trustee shall be entitled to enforce the Seller’s obligation to pay such Reimbursement Amount. In any event, the Reimbursement Amount shall be delivered to the Servicer for deposit into the Collection Account within 10 days from the date the Seller was notified by the Trustee of the Reimbursement Amount.

Repurchase or Substitution of Mortgage Loans by the Originator or the Seller. (a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator or the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement (including any representation, warranty or covenant regarding the Prepayment Charge Schedule) in respect of any Mortgage Loan which that materially adversely affects the value of such Mortgage Loan or the interest therein of the Certificateholders, the Trustee shall promptly notify the Originator, the NIMS Insurer, the Seller and the Master Servicer of such defect, missing document or breach and request that the Originator or the Seller, as applicable, deliver such missing document or that the Originator or the Seller, as applicable, cure such defect or breach within 90 days from the date the Originator or the Seller, as applicable, was notified of such missing document, defect or breach, and if the Originator or the Seller, as applicable, does not deliver such missing document or if the Originator or the Seller, as applicable, does not cure such defect or breach in all material respects during such period, the Trustee Master Servicer, to the extent it is not the Originator, the Seller or an Affiliate of the Seller, and otherwise the Trustee, in accordance with Section 3.02(b), shall enforce the Originator's obligation under the Mortgage Loan Purchase Agreement and cause the Originator to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration obligations of such 90 day period (subject to Section 2.03(e)). If the Originator or the Seller, as applicable fails to repurchase or substitute for such Mortgage Loan in accordance with its obligations under the Mortgage Loan Purchase Agreement, the Trustee and the Depositor shall consult on further actions to be taken against the Originator or the Seller, as applicable, under the Mortgage Loan Purchase Agreement to repurchase such Mortgage Loan from REMIC I at the Purchase Price within 90 days after the date on which the Originator or the Seller, as applicable, was notified (subject to Section 2.03(c)) of such missing document, defect or breach, if and to the extent that the Originator or the Seller, as applicable, is obligated to do so under the Mortgage Loan Purchase Agreement. The Purchase Price for the repurchased Mortgage Loan shall be remitted to the Master Servicer for deposit in the Collection Account, Account and the Trustee, upon receipt of written certification from the Master Servicer of such deposit, shall release to the Originator or the Seller, as applicable, the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Originator or the Seller, as applicable, any Mortgage Loan released pursuant hereto and the hereto. The Trustee shall not have no any further responsibility with regard to such Mortgage File (it being understood that the Trustee shall have no responsibility for determining the sufficiency of such assignment for its intended purpose)File. In lieu of repurchasing any such Mortgage Loan as provided above, if so provided in the Mortgage Loan Purchase Agreement, the Originator or the Seller, as applicable, may cause such Mortgage Loan to be removed from the Trust Fund REMIC I (in which case it shall become a Deleted Mortgage Loan) and substitute one or more Qualified Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d2.03(b); provided, however, neither the Originator nor the Seller, as applicable, may substitute a Qualified Substitute Mortgage Loan for any Deleted Mortgage Loan that violates any predatory or abusive lending law. It is understood and agreed that the obligation of the Originator or the Seller, as applicable, to cure or to repurchase (or to substitute for) any Mortgage Loan as to which a document is missing, a material defect in a constituent document exists or as to which such a breach has occurred and is continuing shall constitute the sole remedy against the Originator or the Seller, as applicable, respecting such omission, defect or breach available to the Trustee on behalf of and the Certificateholders.

Repurchase or Substitution of Mortgage Loans by the Originator or the Seller. (a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator or the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement (including any representation, warranty or covenant regarding the Prepayment Charge Schedule) in respect of any Mortgage Loan which that materially adversely affects the value of such Mortgage Loan or the interest therein of the Certificateholders, the Trustee Trust Administrator shall promptly notify the Originator, the NIMS Insurer, the Seller, the Servicer and the Master Servicer of such defect, missing document or breach and request that the Originator or the Seller, as applicable, deliver such missing document or that the Originator or the Seller, as applicable, cure such defect or breach within 90 days from the date the Originator or the Seller, as applicable, was notified of such missing document, defect or breach, and if the Originator or the Seller, as applicable, does not deliver such missing document or if the Originator or the Seller, as applicable, does not cure such defect or breach in all material respects during such period, the Trustee shall enforce the Originator's obligation under the Mortgage Loan Purchase Agreement and cause the Originator to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration obligations of such 90 day period (subject to Section 2.03(e)). If the Originator or the Seller, as applicable fails to repurchase or substitute for such Mortgage Loan in accordance with its obligations under the Mortgage Loan Purchase Agreement, the Trustee and the Depositor shall consult on further actions to be taken against the Originator or the Seller, as applicable, under the Mortgage Loan Purchase Agreement to repurchase such Mortgage Loan from REMIC I at the Purchase Price within 90 days after the date on which the Originator or the Seller, as applicable, was notified (subject to Section 2.03(c)) of such missing document, defect or breach, if and to the extent that the Originator or the Seller, as applicable, is obligated to do so under the Mortgage Loan Purchase Agreement. The Purchase Price for the repurchased Mortgage Loan shall be remitted to the Master Servicer for deposit in into the Collection Account, Distribution Account and the TrusteeTrust Administrator (in its capacity as Custodian), upon receipt of written certification notice from the Master Servicer of such deposit, shall release to the Originator or the Seller, as applicable, the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Originator or the Seller, as applicable, any Mortgage Loan released pursuant hereto hereto. In furtherance of the foregoing, if the Originator or the Seller, as applicable, is not a member of MERS and repurchases a Mortgage Loan which is registered on the Trustee MERS(R) System, the Originator or the Seller, as applicable, at its own expense and without any right of reimbursement, shall cause MERS to execute and deliver an assignment of the Mortgage in recordable form to transfer the Mortgage from MERS to the Originator or the Seller, as applicable, and shall cause such Mortgage to be removed from registration on the MERS(R) System in accordance with MERS' rules and regulations. The Trust Administrator shall not have no any further responsibility with regard to such Mortgage File (it being understood that the Trustee shall have no responsibility for determining the sufficiency of such assignment for its intended purpose)File. In lieu of repurchasing any such Mortgage Loan as provided above, if so provided in the Mortgage Loan Purchase Agreement, the Originator or the Seller, as applicable, may cause such Mortgage Loan to be removed from the Trust Fund REMIC I (in which case it shall become a Deleted Mortgage Loan) and substitute one or more Qualified Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d2.03(b); provided, however, neither the Originator nor or the Seller, as applicable, may not substitute a Qualified Substitute Mortgage Loan for any Deleted Mortgage Loan that violates any predatory or abusive lending law. It is understood and agreed that the obligation of the Originator or the Seller, as applicable, to cure or to repurchase (or to substitute for) any Mortgage Loan as to which a document is missing, a material defect in a constituent document exists or as to which such a breach has occurred and is continuing shall constitute the sole remedy against the Originator or the Seller, as applicable, respecting such omission, defect or breach available to the Trustee on behalf of and the Certificateholders.

Repurchase or Substitution of Mortgage Loans by the Originator or the Seller. (a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator or the Seller of any representation, representation or warranty under the Originator Mortgage Loan Purchase Agreement or covenant under the Mortgage Loan Purchase Agreement Agreement, as applicable, in respect of any Mortgage Loan which materially adversely affects the value of such Mortgage Loan Loan, Prepayment Charge or the interest therein of the Certificateholders, the Trustee shall request that promptly notify the Originator or the Seller, as applicablethe case may be, the Master Servicer and the NIMS Insurer of such defect, missing document or breach and request that, in the case of a defective or missing document, the Seller cure such defect or deliver such missing document within 120 days from the date the Seller was notified of such missing document or that defect or, in the case of a beach of a representation or warranty, request the Originator or the Seller, as applicable, cure such defect or breach within 90 days from the date the Originator or the Seller, as applicablethe case may be, was notified of such missing document, defect or breach, and if . If the Originator or the Seller, as applicable, Seller does not deliver such missing document or cure such defect or if the Originator or the Seller, as applicable, does not cure such defect or breach in all material respects during such period, the Trustee shall enforce the Originator's obligation or the Seller's obligation, as the case may be, under the Originator Mortgage Loan Purchase Agreement or the Mortgage Loan Purchase Agreement Agreement, as applicable, and cause the Originator or the Seller, as applicable, to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 day period (subject to Section 2.03(e2.03(d)). If the Originator or the Seller, as applicable fails to repurchase or substitute for such Mortgage Loan in accordance with its obligations under the Mortgage Loan Purchase Agreement, the Trustee and the Depositor shall consult on further actions to be taken against the Originator or the Seller, as applicable. The Purchase Price for the repurchased Mortgage Loan shall be remitted to the Servicer for deposit deposited in the Collection Account, and the Trustee, upon receipt of written certification notice from the Master Servicer of such deposit, shall release to the Originator or the Seller, as applicable, the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Originator or the Seller, as applicablethe case may be, any Mortgage Loan released pursuant hereto and the Trustee shall have no further responsibility with regard to such Mortgage File (it being understood that the Trustee shall have no responsibility for determining the sufficiency of such assignment for its intended purpose)File. In lieu of repurchasing any such Mortgage Loan as provided above, the Originator or the Seller, as applicablethe case may be, may cause such Mortgage Loan to be removed from the Trust Fund (in which case it shall become a Deleted Defective Mortgage Loan) and substitute one or more Qualified Eligible Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d2.03(c); provided, however, neither . With respect to the representations and warranties set forth in the Originator nor Mortgage Loan Purchase Agreement and the Mortgage Loan Purchase Agreement that are made to the best of the Originator's or the Seller's knowledge, as applicable, or as to which the Originator or the Seller, as applicablethe case may be, may substitute has no knowledge, if it is discovered by the Depositor, the Master Servicer, the NIMS Insurer or the Trustee that the substance of such representation and warranty is inaccurate and such inaccuracy materially and adversely affects the value of the related Mortgage Loan, Prepayment Charge or the interest therein of the Certificateholders then, notwithstanding the Originator's or the Seller's lack of knowledge with respect to the substance of such representation and warranty being inaccurate at the time the representation or warranty was made, such inaccuracy shall be deemed a Qualified Substitute Mortgage Loan for any Deleted Mortgage Loan that violates any predatory breach of the applicable representation or abusive lending lawwarranty. It is understood and agreed that the obligation representations and warranties set forth in the Originator Mortgage Loan Purchase Agreement and the Mortgage Loan Purchase Agreement shall survive delivery of the Mortgage Files to the Trustee and the Closing Date and shall inure to the benefit of the Certificateholders notwithstanding any restrictive or qualified endorsement or assignment. It is understood and agreed that the obligations of the Originator and the Seller set forth in this Section 2.03(a) to cure, substitute for or repurchase a Mortgage Loan pursuant to the Originator Mortgage Loan Purchase Agreement or the SellerMortgage Loan Purchase Agreement, as applicable, and to cure or to repurchase (or to substitute for) any Mortgage Loan as to which a document is missing, a material defect in a constituent document exists or as to which such a breach has occurred and is continuing shall pay the Reimbursement Amount constitute the sole remedy against remedies available to the Originator or the Seller, as applicable, respecting such omission, defect or breach available Certificateholders and to the Trustee on their behalf respecting a breach of the Certificateholdersrepresentations and warranties contained in the Mortgage Loan Purchase Agreement. The representations and warranties of the Originator with respect to the Mortgage Loans in the Originator Mortgage Loan Purchase Agreement, which have been assigned to the Trustee hereunder, were made as of the dates specified in the Originator Mortgage Loan Purchase Agreement. To the extent that any fact, condition or event with respect to a Mortgage Loan constitutes a breach of both (i) a representation or warranty of the Originator under the Originator Mortgage Loan Purchase Agreement and (ii) a representation or warranty of the Seller under the Mortgage Loan Purchase Agreement (other than Seller's representations with respect to predatory and abusive lending laws in Section 3.01(k) and 3.01(t) of the Mortgage Loan Purchase Agreement), the only right or remedy of the Trustee or of any Certificateholder shall be the Trustee's right to enforce the obligations of the Originator under any applicable representation or warranty made by it. The Trustee acknowledges that the Seller shall have no obligation or liability with respect to any breach of a representation or warranty made by it with respect to the Mortgage Loans (except as otherwise set forth in this paragraph) if the fact, condition or event constituting such breach also constitutes a breach of a representation or warranty made by the Originator in the Originator Mortgage Loan Purchase Agreement, without regard to whether the Originator fulfills its contractual obligations in respect of such representation or warranty. In addition, to the extent that any fact, condition or event with respect to a Mortgage Loan constitutes a breach of both (x) the Originator's representation with respect to predatory and abusive lending laws in Section 3.03(i) of the Originator Mortgage Loan Purchase Agreement and (y) the Seller's representation with respect to predatory and abusive lending laws in Section 3.01(k) or 3.01(t) of the Mortgage Loan Purchase Agreement, the Originator shall be obligated to pay the Reimbursement Amount relating to such Mortgage Loan, and, to the extent the Originator fails to do so, the Trustee shall be entitled to enforce the Seller's obligation to pay such Reimbursement Amount. In any event, the Reimbursement Amount shall be delivered to the Master Servicer for deposit into the Collection Account within 10 days from the date the Seller was notified by the Trustee of the Reimbursement Amount.

Repurchase or Substitution of Mortgage Loans by the Originator or the Seller. (a) Upon discovery or receipt of written notice of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Originator or the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Master Agreement or the Assignment Agreement, as applicable, in respect of any Mortgage Loan which materially adversely affects the value of such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian on its behalf) shall promptly notify the NIMS Insurer and the Servicer of such defect, missing document or breach and the Servicer shall request that the Originator or the Seller, as applicable, deliver such missing document or that the Originator or the Seller, as applicable, Seller cure such defect or breach within 90 days from the date the Originator or the Seller, as applicable, Seller was notified of such missing document, defect or breach, and if the Originator or the Seller, as applicable, Seller does not deliver such missing document or if the Originator or the Seller, as applicable, does not cure such defect or breach in all material respects during such period, the Trustee Servicer shall use commercially reasonable efforts to attempt to enforce the Originator's ’s obligation under the Master Agreement or the Seller’s obligation under the Assignment Agreement and notify the Originator or the Seller, as applicable, of its obligation to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 day period (subject to Section 2.03(e)); provided, however, that the Servicer shall not be under any obligation to take any action pursuant to this paragraph unless directed by the Depositor and provided, further, the Depositor hereby agrees to assist the Servicer in enforcing any obligations of the Originator to repurchase or substitute for a Mortgage Loan which has breached a representation or warranty under the Master Agreement or the Seller’s obligation under the Assignment Agreement and cause notify the Originator or the Seller, as applicable,. of its obligation to repurchase such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 day period (subject to Section 2.03(e)). If the Originator or the Seller, as applicable fails to repurchase or substitute for such Mortgage Loan in accordance with its obligations under the Mortgage Loan Purchase Agreement, the Trustee and the Depositor shall consult on further actions to be taken against the Originator or the Seller, as applicable. The Purchase Price for the repurchased Mortgage Loan shall be remitted to the Servicer for deposit in the Collection Account, and the Trustee (or the Custodian on behalf of the Trustee), upon receipt of written certification from the Servicer of such deposit, shall release to the Originator or the Seller, as applicable, the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Originator or the Seller, as applicable, any Mortgage Loan released pursuant hereto and the Trustee shall have no further responsibility with regard to such Mortgage File (it being understood that neither the Trustee nor the Custodian shall have no any responsibility for determining the sufficiency of such assignment for its intended purpose). In lieu of repurchasing any such Mortgage Loan as provided above, the Originator or the Seller, as applicable, may cause such Mortgage Loan to be removed from the Trust Fund (in which case it shall become a Deleted Mortgage Loan) and substitute one or more Qualified Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(d); provided, however, neither the Originator nor or the Seller, as applicable,may not substitute for any Mortgage Loan which breaches a representation or warranty regarding abusive or predatory lending laws. In furtherance of the foregoing, if the Originator or the Seller, as applicable, may substitute is not a Qualified Substitute member of MERS and repurchases a Mortgage Loan for which is registered on the MERS® System, the Originator or the Seller, as applicable, at its own expense and without any Deleted right of reimbursement, shall cause MERS to execute and deliver an assignment of the Mortgage Loan that violates any predatory in recordable form to transfer the Mortgage from MERS to the Originator or abusive lending lawthe Seller, as applicable, and shall cause such Mortgage to be removed from registration on the MERS® System in accordance with MERS’ rules and regulations. It is understood and agreed that the obligation of the Originator or the Seller, as applicable, to cure or to repurchase (or to substitute for) any Mortgage Loan as to which a document is missing, a material defect in a constituent document exists or as to which such a breach has occurred and is continuing shall constitute the sole remedy against the Originator or the Seller, as applicable, respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders.