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

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a document does not comply with the requirements of Section 2.01 hereof, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller of such noncompliance, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance or breach, and if the Seller does not deliver such missing document or cure such noncompliance or breach in all material respects during such period, the Trustee shall enforce the Seller’s obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that 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) below); provided, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator of the related deposit in the Distribution Account, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below. It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or that the Seller cure such noncompliance defect or breach within 90 120 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or if the Seller does not cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day period, if the Seller shall have has commenced to cure such breach within such 90 120 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited remitted to the Servicer for deposit in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or that the Seller cure such noncompliance defect or breach within 90 120 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or if the Seller does not cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day period, if the Seller shall have has commenced to cure such breach within such 90 120 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited remitted to the Servicer for deposit in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below); provided, however, the Seller may not substitute for any Mortgage Loan which breaches a representation or warranty regarding abusive or predatory lending laws. It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) Certificate Administrator shall promptly notify the Seller and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee Certificate Administrator shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Repurchase Price on or prior to the Determination Date following the expiration of such 90 day period (subject to Section 2.03(e) below)period; provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator of the related deposit in the Distribution Account, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below. It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that 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) below); provided, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to Section 3.01 of the Mortgage Loan Purchase Agreement, the Seller Servicer shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such saleLoans. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below. It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause inform the Seller of its obligation to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller 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 Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt from the Custodian of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or receipt from the Depositor, the Seller, the Servicer or the Custodian of written notice of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such periodperiod and such breach or defect materially and adversely affects the interests of the Certificateholders, the Trustee Trustee, shall enforce the Seller’s obligation under the Mortgage Loan Purchase Agreement and cause inform the Seller of its obligation to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that is susceptible to cure but that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The TrusteeCollection Account, and, upon receipt of written certification from the Securities Administrator Servicer of such deposit, the related deposit in Trustee shall cause the Distribution Account, shall Custodian to release to the Seller the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller any Mortgage Loan released pursuant hereto and 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, the Seller 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(d). In addition to the foregoing, in case of a breach of the Seller’s representation set forth in Section 3.01(f) belowof the Mortgage Loan Purchase Agreement, the Seller shall reimburse the Trust for all costs or damages incurred by the Trust as a result of a violation of any predatory or abusive lending laws referred to therein (such amount, the “Reimbursement Amount”). 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 amount of all costs and damages. It is understood and agreed that the obligation of the Seller to pay the Reimbursement Amount for deposit into the Collection Account and either 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 Seller respecting such omission, defect or breach available to the Trustee Trustee, on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which that materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 60 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s obligation obligations of the Seller under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund REMIC I at the Purchase Price within 90 days after the date on or prior to which the Determination Date following the expiration of such 90 day period Seller was notified (subject to Section 2.03(e2.03(c)) below); providedof such missing document, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day perioddefect or breach, if and to the extent that the Seller shall have commenced is obligated to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided do so under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited remitted to the Servicer for deposit in the Distribution Collection Account on or prior to and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d) below2.03(b). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of and the Certificateholders. The Trustee shall enforce will be reimbursed for expenses reasonably incurred in connection with any breach or defect giving rise to the obligations of purchase obligation under this Section 2.03 pursuant to Section 3.11(a)(viii). With respect to the representations and warranties made by the Seller under in the Mortgage Loan Purchase Agreement includingAgreement, without limitation, the Trustee shall not be charged with knowledge of any obligation breach of any such representation or warranty by the Seller unless a Responsible Officer of the Seller to purchase a Mortgage Loan on account Trustee at the Corporate Trust Office obtains actual knowledge of missing such breach or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing receives written notice of such breach from the obligations of Depositor, the Seller under this Section 2.03(a) shall be reimbursable to Servicer or the Trustee from amounts on deposit in the Distribution AccountCertificateholders.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agenton behalf of the Trustee) shall promptly notify NIMS Insurer and the Seller Servicer of such noncompliancedefect, missing document or breach and the Servicer shall request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee Servicer shall enforce the Seller’s obligation under the Mortgage Loan Purchase Agreement and cause notify the Seller of its obligation to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day period, if the Seller shall have has commenced to cure such breach within such 90 120 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited remitted to the Servicer for deposit in the Distribution Account Collection Account, and the Trustee (or the Custodian on or prior to behalf of the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee), upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below); provided, however, the Seller may not substitute for any Mortgage Loan which breaches a representation or warranty regarding abusive or predatory lending laws. It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller Seller, the Servicer and the Trustee of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d). In addition to the foregoing, in the case of a breach of the Seller's representation set forth in Section 3.01(f) belowof the Mortgage Loan Purchase Agreement, the Seller shall reimburse the Trust for all costs or damages incurred by the Trust as a result of the violation of such law (such amount, the "Reimbursement Amount"). 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 amount of such costs and damages. It is understood and agreed that the obligation of the Seller to pay the Reimbursement Amount and to either 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 Seller respecting such omission, defect or breach available to the Trustee and the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any document which does not comply with conform to the requirements of Section 2.01 hereof2.01, or that a document is missing from, from a Mortgage File File, or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which in any such case materially adversely affects the value of that such Mortgage Loan or the interest therein of the CertificateholdersCertificateholders or the Certificate Insurer, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller Seller, the Depositor, the Certificate Insurer and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller Seller, if and to the extent required under the Mortgage Loan Purchase Agreement, deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, if and to the Trustee extent required under the Mortgage Loan Purchase Agreement, the Servicer or the Trustee, in accordance with Section 3.02(b), shall enforce the Seller’s obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that 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) below)period; provided, however, that, that in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Certificate Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below). It is understood and agreed (i) that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee Certificateholders and the Certificate Insurer and (ii) that the Seller shall enforce not have any obligation to provide any such cure, repurchase or substitution remedy with respect to any such defect or breach to the obligations extent such defect or breach occurred as a result of the Seller under problem associated with the related Mortgage Loan that is identified on Schedule II to the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution AccountAgreement.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller or the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement (including any representation, warranty or in Section 2.04 or Section 2.08 hereof covenant regarding the Prepayment Charge Schedule) in respect of any Mortgage Loan which that materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller, the NIMS Insurer, the Seller and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s obligation obligations of the Seller under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund REMIC I at the Purchase Price within 90 days after the date on or prior to which the Determination Date following the expiration of such 90 day period Seller was notified (subject to Section 2.03(e2.03(c)) below); providedof such missing document, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day perioddefect or breach, if and to the extent that the Seller shall have commenced is obligated to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided do so under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited remitted to the Servicer for deposit in the Distribution Collection Account on or prior to and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller any Mortgage Loan released pursuant hereto hereto. In furtherance of the foregoing, if the Seller is not a member of MERS and repurchases a Mortgage Loan which is registered on the MERS® System, the Seller 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 Seller and shall cause such Mortgage to be removed from registration on the MERS® System in accordance with MERS’ rules and regulations. 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 Seller 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(d) below2.03(b); provided, however, the Seller 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 Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of and the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller Seller, the Servicer and the Trustee of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d). In addition to the foregoing, in the case of a breach of the Seller's representation set forth in Section 3.01(f) belowor 3.01(zz) of the Mortgage Loan Purchase Agreement, the Seller shall reimburse the Trust for all costs or damages incurred by the Trust as a result of the violation of such law (such amount, the "Reimbursement Amount"). 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 amount of such costs and damages. It is understood and agreed that the obligation of the Seller to pay the Reimbursement Amount and to either 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 Seller respecting such omission, defect or breach available to the Trustee and the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any document which does not comply with conform to the requirements of Section 2.01 hereof2.01, or that a document is missing from, from a Mortgage File File, or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which in any such case materially adversely affects the value of that such Mortgage Loan or the interest therein of the CertificateholdersCertificateholders or the Certificate Insurer, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller Seller, the Depositor, the Certificate Insurer and the Master Servicer of such noncompliancedefect, missing document or breach and request that the Seller Seller, if and to the extent required under the Mortgage Loan Purchase Agreement, deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, if and to the Trustee extent required under the Mortgage Loan Purchase Agreement, the Master Servicer or the Trustee, in accordance with Section 3.02(b), shall enforce the Seller’s obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that 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) below)period; provided, however, that, that in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Master Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below). It is understood and agreed (i) that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee Certificateholders and the Certificate Insurer and (ii) that the Seller shall enforce not have any obligation to provide any such cure, repurchase or substitution remedy with respect to any such defect or breach to the obligations extent such defect or breach occurred as a result of the Seller under problem associated with the related Mortgage Loan that is identified on Schedule II to the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution AccountAgreement.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller and the Master Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s obligation obligations of the Seller under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price within 90 days after the date on or prior to which the Determination Date following the expiration of such 90 day period Seller was notified (subject to Section 2.03(e)) below); providedof such missing document, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day perioddefect or breach, if and to the extent that the Seller shall have commenced is obligated to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided do so under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Master Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller any Mortgage Loan released pursuant hereto 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, if so provided in the Mortgage Loan Purchase Agreement, the Seller 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) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which that materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller Seller, the Servicer and the Certificate Insurer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 60 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Servicer, to the extent it is not the Seller or an Affiliate of the Seller, and otherwise the Trustee shall enforce the Seller’s obligation obligations of the Seller under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund REMIC I at the Purchase Price within 90 days after the date on or prior to which the Determination Date following the expiration of such 90 day period Seller was notified (subject to Section 2.03(e2.03(c)) below); providedof such missing document, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day perioddefect or breach, if and to the extent that the Seller shall have commenced is obligated to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided do so under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited remitted to the Servicer for deposit in the Distribution Collection Account on or prior to and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d) below2.03(b). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of and the Certificateholders. The Trustee shall enforce will be reimbursed for expenses reasonably incurred in connection with any breach or defect giving rise to the obligations of purchase obligation under this Section 2.03 pursuant to Section 3.11(a)(viii). With respect to the representations and warranties made by the Seller under in the Mortgage Loan Purchase Agreement includingAgreement, without limitation, the Trustee shall not be charged with knowledge of any obligation breach of any such representation or warranty by the Seller unless a Responsible Officer of the Seller to purchase a Mortgage Loan on account Trustee at the Corporate Trust Office obtains actual knowledge of missing such breach or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing receives written notice of such breach from the obligations of Depositor, the Seller under this Section 2.03(a) shall be reimbursable to Servicer or the Trustee from amounts on deposit in the Distribution AccountCertificateholders.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that 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) below); provided, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Master Servicer of the related deposit in the Distribution Account, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below. It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that 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) below); provided, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such saleLoans. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Collection Account on or prior to the next Determination Date after the Seller’s 's obligation to repurchase such Mortgage Loan arises, and the Seller shall, upon the making of such deposit, cause the related Servicer to provide a written certification of receipt of such deposit to the Trustee. The Trustee, upon receipt of such written certification from the Securities Administrator of the related deposit in the Distribution Accountcertification, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below. It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller Seller, the Servicer and the Trustee of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause inform the Seller of its obligation to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that is susceptible to cure but that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale120 days. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller 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 Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d). In addition to the foregoing, in the case of a breach of the Seller's representation set forth in Section 3.01(f) belowof the Mortgage Loan Purchase Agreement, the Seller shall reimburse the Trust for all costs or damages incurred by the Trust as a result of the violation of such law (such amount, the "Reimbursement Amount"). 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 amount of such costs and damages. It is understood and agreed that the obligation of the Seller to pay the Reimbursement Amount and to either 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 Seller respecting such omission, defect or breach available to the Trustee and the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt from the Custodian of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or receipt from the Depositor, the Seller, the Servicer or the Custodian of written notice of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such periodperiod and such breach or defect materially and adversely affects the interests of the Certificateholders, the Trustee Trustee, shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause inform the Seller of its obligation to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that is susceptible to cure but that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The TrusteeCollection Account, and, upon receipt of written certification from the Securities Administrator Servicer of such deposit, the related deposit in Trustee shall cause the Distribution Account, shall Custodian to release to the Seller the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller any Mortgage Loan released pursuant hereto and 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, the Seller 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(d). In addition to the foregoing, in case of a breach of the Seller's representation set forth in Section 3.01(f) belowof the Mortgage Loan Purchase Agreement, the Seller shall reimburse the Trust for all costs or damages incurred by the Trust as a result of a violation of any predatory or abusive lending laws referred to therein (such amount, the "Reimbursement Amount"). 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 amount of all costs and damages. It is understood and agreed that the obligation of the Seller to pay the Reimbursement Amount for deposit into the Collection Account and either 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 Seller respecting such omission, defect or breach available to the Trustee Trustee, on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller and the Master Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that 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) below)); provided, however, PROVIDED that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Master Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a document does not comply with the requirements of Section 2.01 hereof, or that a document is missing from, a Mortgage File or of the breach by the Initial Seller or the Seller of any representation, warranty or covenant under the its related Mortgage Loan Purchase Agreement or in Section 2.04 2.05 or Section 2.08 hereof herein in respect of any Mortgage Loan which materially adversely affects the value of that Mortgage Loan or the interest therein of the CertificateholdersSecurityholders, (i) in the case of Mortgage Loan documentation that is not in compliance with Section 2.01 or is missing, the Indenture Trustee (or the Custodian as its designated agent) shall promptly notify the Initial Seller of such noncompliance, noncompliance or missing document or breach and request that the Initial Seller deliver such missing document or cure such noncompliance or breach within 90 days from the date that the Initial Seller was notified of such missing document, noncompliance document or breachnoncompliance, and if the Initial Seller does not deliver such missing document or cure such noncompliance or breach in all material respects during such period, the Indenture Trustee shall enforce the Initial Seller’s obligation under the TMFI Mortgage Loan Purchase Agreement and cause the Initial Seller to repurchase that Mortgage Loan from the Trust Fund Estate at the Purchase Price on or prior to the Determination Date following the expiration of such 90 day period or (subject ii) in the case of a breach of a representation, warranty or covenant with respect to Section 2.03(ea Mortgage Loan, the party discovering such breach shall notify the Initial Seller or the Seller, as applicable, and the Indenture Trustee of such breach (with a copy of such notice provided to the other parties hereto) below)of its representation, warranty or covenant made under the related Mortgage Loan Purchase Agreement, and request that the Initial Seller or the Seller, as applicable, cure such breach within 90 days from the date it was notified of the breach and if the Initial Seller or the Seller, as applicable, which caused the breach does not cure such breach in all material respects during such period, the Indenture Trustee shall enforce the obligation of the Initial Seller or Seller, as applicable, which caused the breach under its related Mortgage Loan Purchase Agreement and cause it to repurchase the Mortgage Loans from the Trust Estate at the Purchase Price on or prior to the Determination Date following the expiration of such 90 day period; provided, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if either the Initial Seller or the Seller, as applicable, shall have commenced to cure such breach within such 90 day period, the Initial Seller 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 applicable Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by either the Initial Seller or the Seller in Schedule III to of the related Mortgage Loan Purchase Agreement, the Initial Seller or the Seller, as applicable, shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Initial Seller or the Seller, as applicable, shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Collection Account on or prior to the next Determination Date after the obligation of the Initial Seller or Seller’s obligation , as applicable, to repurchase such Mortgage Loan arises. The Indenture Trustee, upon receipt of written certification from the Securities Administrator of the related deposit in the Distribution Collection Account, shall cause the Custodian to release to the Initial Seller 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 Initial Seller or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Initial Seller or the Seller, as applicable, any Mortgage Loan released pursuant hereto and the Indenture Trustee shall have no further responsibility with regard to such Mortgage File (it being understood that the Indenture 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 Initial Seller or the Seller, as applicable, which caused the breach may cause such Mortgage Loan to be removed from the Trust Fund Estate (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(d2.04(d) below. It is understood and agreed that the obligation of the Initial Seller 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 Initial Seller or the Seller, as applicable, respecting such omission, defect or breach available to the Indenture Trustee on behalf of the CertificateholdersSecurityholders. The Indenture Trustee on behalf of the Issuer shall enforce the obligations of the Initial Seller and the Seller under the related Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Initial Seller to purchase a Mortgage Loan on account of missing or defective documentation or any such obligation of the Initial Seller or the Seller, as applicable, on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a2.04(a). Any costs and expenses (including reasonable attorneys’ fees and expenses) incurred by the Indenture Trustee enforcing the obligations of the Initial Seller and the Seller under this Section 2.03(a2.04(a) shall be reimbursable to the Indenture Trustee from amounts on deposit in the Distribution Collection Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Designated Seller's Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or a Custodian or the Custodian as its designated agentAdministrator on behalf of the Trustee) shall promptly notify the Seller and the Master Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 60 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee Master Servicer shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price within 90 days after the date on or prior to which the Determination Date following the expiration of such 90 day period Seller was notified (subject to Section 2.03(e)) below); providedof such missing document, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day perioddefect or breach, if and to the extent that the Seller shall have commenced is obligated to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided do so under the Mortgage Loan Purchase Designated Seller's Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution related Collection Account on or prior to and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Master Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, recourse as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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, if so provided in the Designated Seller's Agreement or the related sale documents, the Seller 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) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller and the Master Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s obligation obligations of the Seller under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund REMIC I at the Purchase Price within 90 days after the date on or prior to which the Determination Date following the expiration of such 90 day period Seller was notified (subject to Section 2.03(e)) below); providedof such missing document, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day perioddefect or breach, if and to the extent that the Seller shall have commenced is obligated to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided do so under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in remitted by the Distribution Account on or prior Seller to the next Determination Date after Master Servicer for deposit into the Seller’s obligation to repurchase such Mortgage Loan arises. The Collection Account, and the Trustee, upon receipt of written certification from the Securities Administrator Master Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller any Mortgage Loan released pursuant hereto hereto, and the Trustee shall have no further responsibility with regard to such Mortgage File (it being understood that File. In furtherance of the Trustee foregoing, if the Seller is not a member of MERS and repurchases a Mortgage Loan which is registered on the MERS(R) System, the Seller at its own expense and without any right of reimbursement, shall have no responsibility for determining cause MERS to execute and deliver an assignment of the sufficiency of Mortgage in recordable form to transfer the Mortgage from MERS to the Seller and shall cause such assignment for its intended purpose)Mortgage to be removed from registration on the MERS(R) System in accordance with MERS' rules and regulations. In lieu of repurchasing any such Mortgage Loan as provided above, if so provided in the Mortgage Loan Purchase Agreement, the Seller 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(d) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee Trustee, shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee Trustee, on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s obligation under the Mortgage Loan Purchase Agreement and cause inform the Seller of its obligation to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller 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 Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any document which does not comply with conform to the requirements of Section 2.01 hereof2.01, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which in either such case materially adversely affects the value of that such Mortgage Loan or the interest therein of the CertificateholdersCertificateholders or the Certificate Insurer, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller Seller, the Depositor, the Certificate Insurer and the Master Servicer of such noncompliancedefect, missing document or breach and request that the Seller Seller, if and to the extent required under the Mortgage Loan Purchase Agreement, deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, if and to the Trustee extent required under the Mortgage Loan Purchase Agreement, the Master Servicer or the Trustee, in accordance with Section 3.02(b), shall enforce the Seller’s obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that 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) below)period; provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Master Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below). It is understood and agreed (i) that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee Certificateholders and the Certificate Insurer and (ii) that the Seller shall enforce not have any obligation to provide any such cure, repurchase or substitution remedy with respect to any such defect or breach to the obligations extent such defect or breach occurred as a result of the Seller under problem associated with the related Mortgage Loan that is identified on Schedule II to the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution AccountAgreement.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller Seller, the Servicer and the Trustee of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee and the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that 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) below); provided, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, which representations, warranties and covenants are also attached hereto as Schedule II, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Account, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below. It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller and the related Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the such Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Servicer Remittance Date following the expiration of such 90 day period (subject to Section 2.03(e) below)); provided, however, PROVIDED that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to related Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator related Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a document does not comply with the requirements of Section 2.01 hereof, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller of such noncompliance, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance or breach, and if the Seller does not deliver such missing document or cure such noncompliance or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that 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) below); provided, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to the next Determination Date after the Seller’s 's obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator of the related deposit in the Distribution Account, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below. It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that Mortgage Loan or the interest therein of the CertificateholdersLoan, the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller Seller, the Servicer and the Trustee of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such periodperiod and such missing document, defect or breach materially and adversely affects Certificateholders, the Trustee shall enforce the Seller’s obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The TrusteeCustodian, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller any Mortgage Loan released pursuant hereto and the Trustee 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)File. In lieu of repurchasing any such Mortgage Loan as provided above, the Seller 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(d). In addition to the foregoing, in the case of a breach of the Seller’s representation set forth in Section 3.01(f) belowor 3.01(yy) of the Mortgage Loan Purchase Agreement, the Seller shall reimburse the Trust for all costs or damages incurred by the Trust as a result of the violation of such law (such amount, the “Reimbursement Amount”). 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 amount of such costs and damages. It is understood and agreed that the obligation of the Seller to pay the Reimbursement Amount and to either 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 Seller respecting such omission, defect or breach available to the Trustee and the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) Certificate Administrator shall promptly notify the Seller and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee Certificate Administrator shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Repurchase Price on or prior to the Determination Date following the expiration of such 90 day period (subject to Section 2.03(e) below)period; provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator of the related deposit in the Distribution Account, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below. It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.37

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller Seller, the Servicer and the Trustee of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d). In addition to the foregoing, in the case of a breach of the Seller's representation set forth in Section 3.01(f) belowor 3.01(xx) of the Mortgage Loan Purchase Agreement, the Seller shall reimburse the Trust for all costs or damages incurred by the Trust as a result of the violation of such law (such amount, the "Reimbursement Amount"). 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 amount of such costs and damages. It is understood and agreed that the obligation of the Seller to pay the Reimbursement Amount and to either 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 Seller respecting such omission, defect or breach available to the Trustee and the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or that any document in a Mortgage File is materially inconsistent with the related Mortgage Loan Schedule or of the breach by the Transferor or the Seller of any representation, warranty or covenant under the Transfer Agreement or the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan Loan, Prepayment Charge or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller Seller, the Transferor and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller Transferor or the Seller, as applicable, deliver such missing document or cure such noncompliance defect or breach within 90 120 days following the Closing Date, in the case of missing Mortgages or Assignments, or otherwise from the date that the Seller Transferor or the Seller, as applicable, was notified of such missing document, noncompliance defect or breach, and if the Seller Transferor or the Seller, as applicable, does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Transferor's or the Seller’s obligation 's obligation, as the case may be, under the Transfer Agreement or the Mortgage Loan Purchase Agreement Agreement, as applicable, and cause the Seller Transferor or the Seller, as applicable, to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below2.03(d)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day period, if the Seller Transferor or the Seller, as applicable, shall have commenced to cure such breach within such 90 120 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty Transfer Agreement or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification notice from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller Transferor 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 Seller Transferor or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Seller Transeror 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 File. In furtherance of the Trustee foregoing, if the related Transferor 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 related Transferor or the Seller, as applicable, at its own expense and without any right of reimbursement, shall have no responsibility for determining cause MERS to execute and deliver an assignment of the sufficiency of Mortgage in recordable form to transfer the Mortgage from MERS to the related Transferor or the Seller, as applicable, and shall cause such assignment for its intended purpose)Mortgage to be removed from registration on the MERS(R) System in accordance with MERS' rules and regulations. In lieu of repurchasing any such Mortgage Loan as provided above, the Transferor or the Seller 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(d) below2.03(c). It is understood and agreed that the obligation of the Transferor or the Seller 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 Transferor or the Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. With respect to the representations and warranties set forth in the Mortgage Loan Purchase Agreement that are made to the best of the Seller's knowledge or as to which the Seller has no knowledge, if it is discovered by the Depositor, the 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 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 breach of the applicable representation or warranty. It is understood and agreed that the representations and warranties set forth in 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 Seller set forth in this Section 2.03(a) to cure, substitute for or repurchase a Mortgage Loan pursuant to the Mortgage Loan Purchase Agreement constitute the sole remedies available to the Certificateholders and to the Trustee on their behalf respecting a breach of the representations and warranties contained in the Mortgage Loan Purchase Agreement. The representations and warranties of the Transferor with respect to the Mortgage Loans in the Transfer Agreement, which have been assigned to the Trustee hereunder, were made as of the date specified in the Transfer 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 Transferor under the Transfer Agreement and (ii) a representation or warranty of the Seller and 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 applicable Transferor under any applicable representation or warranty made by it. The Trustee acknowledges that the Seller under shall have no obligation or liability with respect to any breach of a representation or warranty made by it with respect to the Mortgage Loan Purchase Agreement includingLoans if the fact, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing condition or defective documentation or on account of event constituting such breach also constitutes a breach of a representation, representation or warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred made by the Transferor in the Transfer Agreement, without regard to whether the Transferor fulfills its contractual obligations in respect of such representation or warranty. The Trustee enforcing further acknowledges that the obligations Depositor shall have no obligation or liability with respect to any breach of the Seller under this Section 2.03(a) shall be reimbursable any representation or warranty with respect to the Trustee from amounts on deposit Mortgage Loans (except as set forth in the Distribution AccountSection 2.06) under any circumstances.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller Seller, the Servicer and the Trustee of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, and such missing document, defect or breach will have a material and adverse effect on the Certificateholders, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause inform the Seller of its obligation to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that is susceptible to cure but that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale120 days. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller 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 Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d). In addition to the foregoing, in the case of a breach of the Seller's representation set forth in Section 3.01(6) belowof the Mortgage Loan Purchase Agreement, the Seller shall reimburse the Trust for all costs or damages incurred by the Trust as a result of the violation of such law (such amount, the "Reimbursement Amount"). 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 amount of such costs and damages. It is understood and agreed that the obligation of the Seller to pay the Reimbursement Amount and to either 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 Seller respecting such omission, defect or breach available to the Trustee and the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any document which does not comply with conform to the requirements of Section 2.01 hereof2.01, or that a document is missing from, from a Mortgage File File, or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which in any such case materially adversely affects the value of that such Mortgage Loan or the interest therein of the CertificateholdersCertificateholders or the Certificate Insurer, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller Seller, the Depositor, the Certificate Insurer and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller Seller, if and to the extent required under the Mortgage Loan Purchase Agreement, deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, if and to the Trustee extent required under the Mortgage Loan Purchase Agreement, the Servicer or the Trustee, in accordance with Section 3.02(b), shall enforce the Seller’s obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that 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) below)period; provided, however, that, that in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below). It is understood and agreed (i) that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee Certificateholders and the Certificate Insurer and (ii) that the Seller shall enforce not have any obligation to provide any such cure, repurchase or substitution remedy with respect to any such defect or breach to the obligations extent such defect or breach occurred as a result of the Seller under problem associated with the related Mortgage Loan that is identified on Schedule II to the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution AccountAgreement.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the CertificateholdersCertificateholders or the Certificate Insurer, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller Seller, the Certificate Insurer and the Master Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that 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) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Master Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce Certificateholders and the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution AccountCertificate Insurer.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller and the Servicer of such noncompliancedefect, missing document or breach breach, and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and and, if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that 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) below); provided, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to Section 3.01 of the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such saleLoans. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below. It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that 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) below); provided, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, which representations, warranties and covenants are also attached hereto as Schedule II, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Securities Administrator shall remit to the parties entitled thereto the portions of the Purchase Price, if any specified in clause (iv) and (v) of the definition thereof. The Trustee, upon receipt of written certification from the Securities Administrator of the related deposit in the Distribution Account, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below. It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt from the Custodian of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller Seller, the Servicer and the Trustee of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, and such missing document, defect or breach will have a material and adverse effect on the Certificateholders, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause inform the Seller of its obligation to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that is susceptible to cure but that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale120 days. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The TrusteeCustodian, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage 66 File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, representation or warranty, as the Seller shall furnish to it and as shall be necessary to vest in the Seller any Mortgage Loan released pursuant hereto and neither the Trustee nor 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)File. In lieu of repurchasing any such Mortgage Loan as provided above, the Seller 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(d). In addition to the foregoing, in the case of a breach of the Seller's representation set forth in Section 3.01(6) belowof the Mortgage Loan Purchase Agreement, the Seller shall reimburse the Trust for all costs or damages incurred by the Trust as a result of the violation of such law (such amount, the "Reimbursement Amount"). 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 amount of such costs and damages. It is understood and agreed that the obligation of the Seller to pay the Reimbursement Amount and to either 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 Seller respecting such omission, defect or breach available to the Trustee and the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date (or Subsequent Transfer Date, with respect to Subsequent Mortgage Loans), in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s obligation under the Mortgage Loan Purchase Agreement and cause inform the Seller of its obligation to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller 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 Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery by the Depositor, the Servicer, the Trust Administrator or receipt the Trustee of written notice that a any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which that materially adversely affects the value of that such Mortgage Loan or the interest therein of the CertificateholdersCertificateholders or the Certificate Insurer, the Trustee (party discovering such defect, missing document or the Custodian as its designated agent) breach shall promptly notify the other parties hereto of such defect, missing document or breach. Upon discovery or receipt of notice of any materially defective document in, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement in respect of any Mortgage Loan that materially adversely affects the value of such noncomplianceMortgage Loan or the interest therein of the Certificateholders or the Certificate Insurer, the Trustee shall promptly notify the Seller, the Trust Administrator, the Certificate Insurer and the Servicer of such defect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 60 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee Servicer, in accordance with Section 3.02(b), shall enforce the obligations of the Seller’s obligation , under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund REMIC I at the Purchase Price within 90 days after the date on or prior to which the Determination Date following the expiration of such 90 day period Seller was notified (subject to Section 2.03(e2.03(c)) below); providedof such missing document, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day perioddefect or breach, if and to the extent that the Seller shall have commenced is obligated to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided do so under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited remitted to the Servicer for deposit in the Distribution Collection Account on or prior to and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The TrusteeTrust Administrator, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and the Trustee, upon receipt of written certification from the Servicer of such deposit, shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller any Mortgage Loan released pursuant hereto hereto. In furtherance of the foregoing, if the Seller is not a member of MERS and repurchases a Mortgage Loan which is registered on the MERS(R) System, the Seller 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 Seller 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 Trust Administrator 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 Seller 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(d) below2.03(b). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of and the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt from the Custodian of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or receipt from the Depositor, the Seller, the Servicer, or the Custodian of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, and such breach or defect materially and adversely affects the interests of the certificateholders, the Trustee shall enforce the Seller’s obligation under the Mortgage Loan Purchase Agreement and cause inform the Seller of its obligation to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The TrusteeCollection Account, and, upon receipt of written certification from the Securities Administrator Servicer of such deposit, the related deposit in Trustee shall cause the Distribution Account, shall Custodian to release to the Seller the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, representation or warranty, as the Seller shall furnish to it and as shall be necessary to vest in the Seller any Mortgage Loan released pursuant hereto and 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, the Seller 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(d) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, and such breach or defect materially and adversely affects the interests of the certificateholders, the Trustee shall enforce the Seller’s obligation under the Mortgage Loan Purchase Agreement and cause inform the Seller of its obligation to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller 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 Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller and the Master Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s obligation obligations of the Seller under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund REMIC I at the Purchase Price within 90 days after the date on or prior to which the Determination Date following the expiration of such 90 day period Seller was notified (subject to Section 2.03(e)) below); providedof such missing document, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day perioddefect or breach, if and to the extent that the Seller shall have commenced is obligated to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided do so under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in remitted by the Distribution Account on or prior Seller to the next Determination Date after Master Servicer for deposit into the Seller’s obligation to repurchase such Mortgage Loan arises. The Collection Account, and the Trustee, upon receipt of written certification from the Securities Administrator Master Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller any Mortgage Loan released pursuant hereto 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, if so provided in the Mortgage Loan Purchase Agreement, the Seller 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(d) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof Agreement, as applicable, in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as on its designated agentbehalf) shall promptly notify the Seller NIMS Insurer and the Servicer of such noncompliancedefect, missing document or breach and the Servicer shall request that the Seller deliver such missing document or that the Seller cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee Servicer shall use commercially reasonable efforts to attempt to enforce the Seller’s obligation under the Mortgage Loan Purchase Agreement and cause notify the Seller of its obligation to repurchase that 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) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day period, if the Seller shall have has commenced to cure such breach within such 90 120 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited remitted to the Servicer for deposit in the Distribution Account Collection Account, and the Trustee (or the Custodian on or prior to behalf of the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee), upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below); provided, however, 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 Seller is not a member of MERS and repurchases a Mortgage Loan which is registered on the MERS® System, the Seller, 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 Seller 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 Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the CertificateholdersCertificateholders or the Certificate Insurer, the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller Seller, the Servicer and the Trustee of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that is susceptible to cure but that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale120 days. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d). In addition to the foregoing, in the case of a breach of the Seller's representation set forth in Section 3.01(f) belowof the Mortgage Loan Purchase Agreement, the Seller shall reimburse the Trust for all costs or damages incurred by the Trust as a result of the violation of such law (such amount, the "Reimbursement Amount"). 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 amount of such costs and damages. It is understood and agreed that the obligation of the Seller to pay the Reimbursement Amount and to either 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 Seller respecting such omission, defect or breach available to the Trustee and the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that 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) below); provided, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to Section 3.01 of the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such saleLoans. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution applicable Collection Account on or prior and the Seller shall, upon the making of such deposit, cause the related Servicer to provide a written certification of receipt of such deposit to the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arisesTrustee. The Trustee, upon receipt of such written certification from the Securities Administrator of the related deposit in the Distribution Accountcertification, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below. It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Seller Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, and such breach or defect materially and adversely affects the interests of the certificateholders, the Trustee shall enforce the Seller’s 's obligation under the Seller Mortgage Loan Purchase Agreement and cause inform the Seller of its obligation to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Repurchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Seller Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Repurchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller 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 Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the CertificateholdersCertificateholders or the Certificate Insurer, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller Seller, the Certificate Insurer and the Master Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that 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) below)); provided, however, PROVIDED that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Master Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce Certificateholders and the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution AccountCertificate Insurer.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a document does not comply with the requirements of Section 2.01 hereof, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller of such noncompliance, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance or breach, and if the Seller does not deliver such missing document or cure such noncompliance or breach in all material respects during such period, the Trustee shall enforce the Seller’s obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that 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) below); provided, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Collection Account on or prior to the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Master Servicer of the related deposit in the Distribution Collection Account, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below. It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller Seller, the Servicer and the Trustee of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s obligation under the Mortgage Loan Purchase Agreement and cause inform the Seller of its obligation to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below); provided, however, provided that, in connection with any such breach that is susceptible to cure but that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale120 days. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller 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 Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d). In addition to the foregoing, in the case of a breach of the Seller’s representation set forth in Section 3.01(f) belowof the Mortgage Loan Purchase Agreement, the Seller shall reimburse the Trust for all costs or damages incurred by the Trust as a result of the violation of such law (such amount, the “Reimbursement Amount”). 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 amount of such costs and damages. It is understood and agreed that the obligation of the Seller to pay the Reimbursement Amount and to either 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 Seller respecting such omission, defect or breach available to the Trustee and the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller Back to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.Contents

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller Seller, the Servicer and the Trustee of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, and such missing document, defect or breach will have a material and adverse effect on the Certificateholders, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause inform the Seller of its obligation to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that is susceptible to cure but that could not reasonably 56 have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale120 days. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller 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 Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d). In addition to the foregoing, in the case of a breach of the Seller's representation set forth in Section 3.01(f) belowof the Mortgage Loan Purchase Agreement, the Seller shall reimburse the Trust for all costs or damages incurred by the Trust as a result of the violation of such law (such amount, the "Reimbursement Amount"). 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 amount of such costs and damages. It is understood and agreed that the obligation of the Seller to pay the Reimbursement Amount and to either 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 Seller respecting such omission, defect or breach available to the Trustee and the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which that materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 60 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Servicer, to the extent it is not the Seller or an Affiliate of the Seller, and otherwise the Trustee shall enforce the Seller’s obligation obligations of the Seller under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund REMIC I at the Purchase Price within 90 days after the date on or prior to which the Determination Date following the expiration of such 90 day period Seller was notified (subject to Section 2.03(e2.03(c)) below); providedof such missing document, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day perioddefect or breach, if and to the extent that the Seller shall have commenced is obligated to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided do so under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited remitted to the Servicer for deposit in the Distribution Collection Account on or prior to and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d) below2.03(b). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of and the Certificateholders. The Trustee shall enforce will be reimbursed for expenses reasonably incurred in connection with any breach or defect giving rise to the obligations of purchase obligation under this Section 2.03 pursuant to Section 3.11(a)(viii). With respect to the representations and warranties made by the Seller under in the Mortgage Loan Purchase Agreement includingAgreement, without limitation, the Trustee shall not be charged with knowledge of any obligation breach of any such representation or warranty by the Seller unless a Responsible Officer of the Seller to purchase a Mortgage Loan on account Trustee at the Corporate Trust Office obtains actual knowledge of missing such breach or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing receives written notice of such breach from the obligations of Depositor, the Seller under this Section 2.03(a) shall be reimbursable to Servicer or the Trustee from amounts on deposit in the Distribution AccountCertificateholders.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan Loan, Prepayment Charge or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below2.03(d)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d) below2.03(c). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The With respect to the representations and warranties set forth in the Mortgage Loan Purchase Agreement that are made to the best of the Seller's knowledge or as to which the Seller has no knowledge, if it is discovered by the Depositor, the 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 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 enforce be deemed a breach of the applicable representation or warranty. It is understood and agreed that the representations and warranties set forth in 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 Seller under set forth in this Section 2.03(a) to cure, substitute for or repurchase a Mortgage Loan pursuant to the Mortgage Loan Purchase Agreement including, without limitation, any obligation of constitute the Seller sole remedies available to purchase a Mortgage Loan the Certificateholders and to the Trustee on account of missing or defective documentation or on account of their behalf respecting a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs the representations and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit warranties contained in the Distribution AccountMortgage Loan Purchase Agreement.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or that the Seller cure such noncompliance defect or breach within 90 120 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or if the Seller does not cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day period, if the Seller shall have has commenced to cure such breach within such 90 120 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited remitted to the Servicer for deposit in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller any Mortgage Loan released pursuant hereto and the Trustee shall have no further responsibility with regard to such Mortgage File (it being understood 50 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 Seller 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) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the CertificateholdersCertificateholders or the Certificate Insurer, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller and the Certificate Insurer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or that the Seller cure such noncompliance defect or breach within 90 120 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or if the Seller does not cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day period, if the Seller shall have has commenced to cure such breach within such 90 120 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited remitted to the Servicer for deposit in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller and the Servicer of such noncompliancedefect, missing document or breach breach, and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and and, if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that 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) below); provided, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to Section 3.01 of the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for Loans. Furthermore, the Trustee shall enforce the Seller's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase from the Trust Fund at the Purchase Price or, if the each Mortgage Loan that is 90 days or more Delinquent as of any Due Date and as to which any intervening Assignment is missing from the related Mortgaged Property acquired with respect thereto has been sold, then Mortgage File not later than the Seller shall pay, in lieu fifth Business Day following the end of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such saleimmediately preceding Due Period. The Purchase Price for the each repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below. It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or that any document in a Mortgage File is materially inconsistent with the related Mortgage Loan Schedule or of the breach by the Transferor or the Seller of any representation, warranty or covenant under the Transfer Agreement or the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan Loan, any related Prepayment Charge or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller Seller, the Transferor and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller Transferor or the Seller, as applicable, deliver such missing document or cure such noncompliance defect or breach within 90 120 days following the Closing Date, in the case of missing Mortgages or Assignments, or otherwise from the date that the Seller Transferor or the Seller, as applicable, was notified of such missing document, noncompliance defect or breach, and if the Seller Transferor or the Seller, as applicable, does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Transferor's or the Seller’s obligation 's obligation, as the case may be, under the Transfer Agreement or the Mortgage Loan Purchase Agreement Agreement, as applicable, and cause the Seller Transferor or the Seller, as applicable, to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below2.03(d)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day period, if the Seller Transferor or the Seller, as applicable, shall have commenced to cure such breach within such 90 120 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty Transfer Agreement or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification notice from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller Transferor 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 Seller Transferor or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Seller Transferor 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 File. In furtherance of the Trustee foregoing, if the related Transferor 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 related Transferor or the Seller, as applicable, at its own expense and without any right of reimbursement, shall have no responsibility for determining cause MERS to execute and deliver an assignment of the sufficiency of Mortgage in recordable form to transfer the Mortgage from MERS to the related Transferor or the Seller, as applicable, and shall cause such assignment for its intended purpose)Mortgage to be removed from registration on the MERS(R) System in accordance with MERS' rules and regulations. In lieu of repurchasing any such Mortgage Loan as provided above, the Transferor or the Seller 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(d) below2.03(c); provided, however, the Transferor or the Seller, as applicable, may not substitute an Eligible 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 Transferor or the Seller 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 Transferor or the Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. With respect to the representations and warranties set forth in the Mortgage Loan Purchase Agreement that are made to the best of the Seller's knowledge or as to which the Seller has no knowledge, if it is discovered by the Depositor, the 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 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 breach of the applicable representation or warranty. It is understood and agreed that the representations and warranties set forth in 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 Seller set forth in this Section 2.03(a) to cure, substitute for or repurchase a Mortgage Loan pursuant to the Mortgage Loan Purchase Agreement constitute the sole remedies available to the Certificateholders and to the Trustee on their behalf respecting a breach of the representations and warranties contained in the Mortgage Loan Purchase Agreement. The representations and warranties of the Transferor with respect to the Mortgage Loans in the Transfer Agreement, which have been assigned to the Trustee hereunder, were made as of the date specified in the Transfer 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 Transferor under the Transfer Agreement and (ii) a representation or warranty of the Seller and 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 applicable Transferor under any applicable representation or warranty made by it. The Trustee acknowledges that the Seller under shall have no obligation or liability with respect to any breach of a representation or warranty made by it with respect to the Mortgage Loan Purchase Agreement includingLoans if the fact, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing condition or defective documentation or on account of event constituting such breach also constitutes a breach of a representation, representation or warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred made by the Transferor in the Transfer Agreement, without regard to whether the Transferor fulfills its contractual obligations in respect of such representation or warranty. The Trustee enforcing further acknowledges that the obligations Depositor shall have no obligation or liability with respect to any breach of the Seller under this Section 2.03(a) shall be reimbursable any representation or warranty with respect to the Trustee from amounts on deposit Mortgage Loans (except as set forth in the Distribution AccountSection 2.06) under any circumstances.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that 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) below); provided, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such saleLoans. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Collection Account on or prior to the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Master Servicer of the related deposit in the Distribution Collection Account, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below. It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a document does not comply with the requirements of Section 2.01 hereof2.01, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller of such noncompliance, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance or breach, and if the Seller does not deliver such missing document or cure such noncompliance or breach in all material respects during such period, the Trustee shall enforce the Seller’s obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that 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) below); provided, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Collection Account on or prior to the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Master Servicer of the related deposit in the Distribution Collection Account, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below. It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which that materially adversely affects the value of that such Mortgage Loan or the interest therein of the CertificateholdersCertificateholders or the Certificate Insurer, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller Seller, the Master Servicer and the Certificate Insurer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 60 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Master Servicer, to the extent it is not the Seller or an Affiliate of the Seller, and otherwise the Trustee shall enforce the Seller’s obligation obligations of the Seller under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund REMIC I at the Purchase Price within 90 days after the date on or prior to which the Determination Date following the expiration of such 90 day period Seller was notified (subject to Section 2.03(e2.03(c)) below); providedof such missing document, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day perioddefect or breach, if and to the extent that the Seller shall have commenced is obligated to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided do so under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited remitted to the Master Servicer for deposit in the Distribution Collection Account on or prior to and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Master Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d) below2.03(b). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of and the Certificateholders. The Trustee shall enforce will be reimbursed for expenses reasonably incurred in connection with any breach or defect giving rise to the obligations of purchase obligation under this Section 2.03 pursuant to Section 3.11(a)(viii). With respect to the representations and warranties made by the Seller under in the Mortgage Loan Purchase Agreement includingAgreement, without limitation, the Trustee shall not be charged with knowledge of any obligation breach of any such representation or warranty by the Seller unless a Responsible Officer of the Seller to purchase a Mortgage Loan on account Trustee at the Corporate Trust Office obtains actual knowledge of missing such breach or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing receives written notice of such breach from the obligations of Depositor, the Seller under this Section 2.03(a) shall be reimbursable to Master Servicer or the Trustee from amounts on deposit in the Distribution AccountCertificateholders.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall 48 be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agenton behalf of the Trustee) shall promptly notify the Seller Servicer of such noncompliancedefect, missing document or breach and the Servicer shall request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee Servicer shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause notify the Seller of its obligation to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day period, if the Seller shall have has commenced to cure such breach within such 90 120 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited remitted to the Servicer for deposit in the Distribution Account Collection Account, and the Trustee (or the Custodian on or prior to behalf of the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee), upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below); provided, however, the Seller may not substitute for any Mortgage Loan which breaches a representation or warranty regarding abusive or predatory lending laws. It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which that materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller and the Master Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 60 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Master Servicer, to the extent it is not the Seller or an Affiliate of the Seller, and otherwise the Trustee shall enforce the Seller’s obligation obligations of the Seller under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund REMIC I at the Purchase Price within 90 days after the date on or prior to which the Determination Date following the expiration of such 90 day period Seller was notified (subject to Section 2.03(e2.03(c)) below); providedof such missing document, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day perioddefect or breach, if and to the extent that the Seller shall have commenced is obligated to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided do so under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited remitted to the Master Servicer for deposit in the Distribution Collection Account on or prior to and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Master Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d) below2.03(b). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of and the Certificateholders. The Trustee shall enforce will be reimbursed for expenses reasonably incurred in connection with any breach or defect giving rise to the obligations of purchase obligation under this Section 2.03 pursuant to Section 3.11(a)(viii). With respect to the representations and warranties made by the Seller under in the Mortgage Loan Purchase Agreement includingAgreement, without limitation, the Trustee shall not be charged with knowledge of any obligation breach of any such representation or warranty by the Seller unless a Responsible Officer of the Seller to purchase a Mortgage Loan on account Trustee at the Corporate Trust Office obtains actual knowledge of missing such breach or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing receives written notice of such breach from the obligations of Depositor, the Seller under this Section 2.03(a) shall be reimbursable to Master Servicer or the Trustee from amounts on deposit in the Distribution AccountCertificateholders.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a document does not comply with the requirements of Section 2.01 hereof, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller of such noncompliance, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance or breach, and if the Seller does not deliver such missing document or cure such noncompliance or breach in all material respects during such period, the Trustee shall enforce the Seller’s obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that 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) below); provided, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III II to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator of the related deposit in the Distribution Account, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below. It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or that the 58 Seller cure such noncompliance defect or breach within 90 120 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or if the Seller does not cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day period, if the Seller shall have has commenced to cure such breach within such 90 120 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited remitted to the Servicer for deposit in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below); provided, however, the Seller may not substitute for any Mortgage Loan which breaches a representation or warranty regarding abusive or predatory lending laws. It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee Trustee, shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause inform the Seller of its obligation to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d). In addition to the foregoing, in case of a breach of the Seller's representation set forth in Section 3.01(f) belowof the Mortgage Loan Purchase Agreement, the Seller shall reimburse the Trust for all costs or damages incurred by the Trust as a result of a violation of any predatory or abusive lending laws referred to therein (such amount, the "Reimbursement Amount"). 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 amount of all costs and damages. It is understood and agreed that the obligation of the Seller to pay the Reimbursement Amount for deposit into the Collection Account and either 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 Seller respecting such omission, defect or breach available to the Trustee Trustee, on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan Loan, Prepayment Charge or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below2.03(d)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification notice from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d) below2.03(c). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The With respect to the representations and warranties set forth in the Mortgage Loan Purchase Agreement that are made to the best of the Seller's knowledge or as to which the Seller has no knowledge, if it is discovered by the Depositor, the 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 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 enforce be deemed a breach of the applicable representation or warranty. It is understood and agreed that the representations and warranties set forth in 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 Seller under set forth in this Section 2.03(a) to cure, substitute for or repurchase a Mortgage Loan pursuant to the Mortgage Loan Purchase Agreement including, without limitation, any obligation of constitute the Seller sole remedies available to purchase a Mortgage Loan the Certificateholders and to the Trustee on account of missing or defective documentation or on account of their behalf respecting a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs the representations and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit warranties contained in the Distribution AccountMortgage Loan Purchase Agreement.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller Servicer of such noncompliancedefect, missing document or breach and the Servicer shall request that the Seller deliver such missing document or that the Seller cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or if the Seller does not cure such noncompliance defect or breach in all material respects during such period, the Trustee Servicer (or, to the extent provided in Section 3.02, the Trustee) shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that 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) below); provided, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale). The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited remitted to the Servicer for deposit in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce Notwithstanding the obligations foregoing, with respect to any materially defective document in, or that a document is missing from, a Mortgage File, or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement includingin respect of any Mortgage Loan, without limitationsuch defect, non-delivery or breach shall not give rise to any obligation of the Seller to purchase or substitute for a Mortgage Loan unless and until (1) such defect, failure of delivery or breach shall have had a material and adverse effect on account the interests of missing the Trustee or defective documentation Certificateholders in the related Mortgage Loan (a "Material Defect") and (2) a Realized Loss shall have occurred with respect to that Mortgage Loan, or foreclosure on account the related Mortgaged Property is rendered impossible. In the event of a breach of Realized Loss on a representationMortgage Loan with respect to which a Material Defect shall have occurred, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations which Realized Loss is determined following liquidation of the related Mortgage Loan, it is understood that the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Accountsatisfy any repurchase or substitution obligation as set forth above.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which that materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller Seller, the Servicer and the Trustee of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 60 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee Servicer, in accordance with Section 3.02(b), shall enforce the Seller’s obligation obligations of the Seller under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund REMIC I-A or REMIC I-B, as applicable, at the Purchase Price within 90 days after the date on or prior to which the Determination Date following the expiration of such 90 day period Seller was notified (subject to Section 2.03(e2.03(c)) below); providedof such missing document, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day perioddefect or breach, if and to the extent that the Seller shall have commenced is obligated to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided do so under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Collection Account on or prior to and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller any Mortgage Loan released pursuant hereto and hereto. Neither the Trustee nor the Trust Administrator 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 Seller may cause such Mortgage Loan to be removed from the Trust Fund REMIC I-A or REMIC I-B (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) below2.03(b). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of and the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller Seller, or with respect to each Mortgage Loan sold by GSMC to the Seller, GSMC, of any representation, warranty or covenant under the Seller Mortgage Loan Purchase Agreement or the GSMC Mortgage Loan Purchase Agreement, as applicable, or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller or GSMC, as applicable and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller or GSMC, as applicable, deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller or GSMC, as applicable, was notified of such missing document, noncompliance defect or breach, and if the Seller or GSMC, as applicable, does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, and such breach or defect materially and adversely affects the interests of the certificateholders, the Trustee shall enforce the Seller’s 's or GSMC's as applicable, obligation under the Seller Mortgage Loan Purchase Agreement or the GSMC Mortgage Loan Purchase Agreement, as applicable, and cause inform the Seller or GSMC, as applicable, of its obligation to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Repurchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller or GSMC, as applicable, shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller or GSMC, as applicable, shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Seller Mortgage Loan Purchase Agreement; and, provided further, that, in Agreement or the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the GSMC Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such saleas applicable. The Purchase Repurchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller or GSMC, 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 Seller or GSMC, as applicable, shall furnish to it and as shall be necessary to vest in the Seller or GSMC, 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)File. In lieu of repurchasing any such Mortgage Loan as provided above, the Seller or GSMC, as applicable, 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(d) below). It is understood and agreed that the obligation of the Seller or GSMC, 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 Seller or GSMC, as applicable, respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, 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 or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Originator, the Seller and the Master Servicer of such noncompliancedefect, missing document or breach and request that the Seller Originator or the Seller, as applicable, deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller Originator or the Seller, as applicable, was notified of such missing document, noncompliance defect or breach, and if the Seller Originator or the Seller, as applicable, does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the obligations of the Originator or the Seller’s obligation , as applicable, under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund REMIC I at the Purchase Price within 90 days after the date on which the Originator or prior to the Determination Date following the expiration of such 90 day period Seller, as applicable, was notified (subject to Section 2.03(e)) below); providedof such missing document, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day perioddefect or breach, if and to the Seller shall have commenced extent that the Originator or the Seller, as applicable, is obligated to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided do so under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in remitted by the Distribution Account on Originator or prior the Seller, as applicable, to the next Determination Date after Master Servicer for deposit into the Seller’s obligation to repurchase such Mortgage Loan arises. The Collection Account, and the Trustee, upon receipt of written certification from the Securities Administrator Master Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller 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 Seller Originator or the Seller, as applicable, shall furnish to it and as shall be necessary to vest in the Seller Originator or the Seller, as applicable, any Mortgage Loan released pursuant hereto 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, if so provided in the Seller 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(d) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, and such breach or defect materially and adversely affects the interests of the certificateholders, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause inform the Seller of its obligation to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller 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 Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that 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) below); provided, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Collection Account on or prior to the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Master Servicer of the related deposit in the Distribution Collection Account, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below. It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or that the Seller cure such noncompliance defect or breach within 90 120 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or if the Seller does not cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within 63 such 90 120 day period, if the Seller shall have has commenced to cure such breach within such 90 120 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited remitted to the Servicer for deposit in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below); provided, however, the Seller may not substitute for any Mortgage Loan which breaches a representation or warranty regarding abusive or predatory lending laws. It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a document does not comply with the requirements requirement of Section 2.01 hereof, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller of such noncompliance, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance or breach, and if the Seller does not deliver such missing document or cure such noncompliance or breach in all material respects during such period, the Trustee shall enforce the Seller’s obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that 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) below); provided, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Collection Account on or prior to the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Master Servicer of the related deposit in the Distribution Collection Account, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below. It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee Trustee, shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause inform the Seller of its obligation to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below); provided, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale). The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller 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 Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee Trustee, on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan Loan, Prepayment Charge or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller and the Master Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below2.03(d)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification notice from the Securities Administrator Master Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d) below2.03(c). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The With respect to the representations and warranties set forth in the Mortgage Loan Purchase Agreement that are made to the best of the Seller's knowledge or as to which the Seller 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 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 enforce be deemed a breach of the applicable representation or warranty. It is understood and agreed that the representations and warranties set forth in 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 Seller under set forth in this Section 2.03(a) to cure, substitute for or repurchase a Mortgage Loan pursuant to the Mortgage Loan Purchase Agreement including, without limitation, any obligation of constitute the Seller sole remedies available to purchase a Mortgage Loan the Certificateholders and to the Trustee on account of missing or defective documentation or on account of their behalf respecting a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs the representations and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit warranties contained in the Distribution AccountMortgage Loan Purchase Agreement.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which that materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller and the Master Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 60 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee Master Servicer, to the extent it is not the Seller or an Affiliate of the Seller, and otherwise the Trustee, in accordance with Section 3.02(b), shall enforce the Seller’s obligation obligations of the Seller under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund REMIC I at the Purchase Price within 90 days after the date on or prior to which the Determination Date following the expiration of such 90 day period Seller was notified (subject to Section 2.03(e2.03(c)) below); providedof such missing document, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day perioddefect or breach, if and to the extent that the Seller shall have commenced is obligated to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided do so under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited remitted to the Master Servicer for deposit in the Distribution Collection Account on or prior to and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Master Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d) below2.03(b). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of and the Certificateholders. The Trustee shall enforce will be reimbursed for expenses reasonably incurred in connection with any breach or defect giving rise to the obligations of purchase obligation under this Section 2.03 pursuant to Section 3.11(a)(viii). With respect to the representations and warranties made by the Seller under in the Mortgage Loan Purchase Agreement includingAgreement, without limitation, the Trustee shall not be charged with knowledge of any obligation breach of any such representation or warranty by the Seller unless a Responsible Officer of the Seller to purchase a Mortgage Loan on account Trustee at the Corporate Trust Office obtains actual knowledge of missing such breach or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing receives written notice of such breach from the obligations of Depositor, the Seller under this Section 2.03(a) shall be reimbursable to Master Servicer or the Trustee from amounts on deposit in the Distribution AccountCertificateholders.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any document which does not comply with conform to the requirements of Section 2.01 hereof2.01, or that a document is missing from, from a Mortgage File File, or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which in any such case materially adversely affects the value of that such Mortgage Loan or the interest therein of the CertificateholdersCertificateholders or the Certificate Insurer, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller Seller, the Depositor, the Certificate Insurer and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller Seller, if and to the extent required under the Mortgage Loan Purchase Agreement, deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, if and to the Trustee extent required under the Mortgage Loan Purchase Agreement, the Servicer or the Trustee, in accordance with Section 3.02(b), shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that 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) below)period; provided, however, that, that in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below). It is understood and agreed (i) that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee Certificateholders and the Certificate Insurer and (ii) that the Seller shall enforce not have any obligation to provide any such cure, repurchase or substitution remedy with respect to any such defect or breach to the obligations extent such defect or breach occurred as a result of the Seller under problem associated with the related Mortgage Loan that is identified on Schedule II to the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution AccountAgreement.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement Agreement, the Side Letter or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the CertificateholdersCertificateholders or the Guarantor (it being understood that with respect to the representations and warranties set forth in Sections 3.01 and 3.02 of the Mortgage Loan Purchase Agreement and in the Side Letter, a breach of any such representation shall be deemed to materially adversely affect the interests of the Guarantor), the Trustee (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller Seller, the Guarantor and the Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s obligation under the Mortgage Loan Purchase Agreement and cause the Side Letter and inform the Seller of its obligation to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller 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 Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce Certificateholders and the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution AccountGuarantor.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the CertificateholdersCertificateholders or the Certificate Insurer, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller Seller, the Certificate Insurer and the Master Servicer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that 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) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 day period, if the Seller shall have commenced to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Master Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce Certificateholders and the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution AccountCertificate Insurer.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which that materially adversely affects the value of that such Mortgage Loan or the interest therein of the CertificateholdersCertificateholders or the Certificate Insurer, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller Seller, the related Servicer, the Guarantor and the Certificate Insurer of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 60 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the related Servicer, to the extent it is not the Seller or an Affiliate of the Seller, and otherwise the Trustee shall enforce the Seller’s obligation obligations of the Seller under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund REMIC I-A, REMIC I-B or REMIC I-C, as applicable, at the Purchase Price within 90 days after the date on or prior to which the Determination Date following the expiration of such 90 day period Seller was notified (subject to Section 2.03(e2.03(c)) below); providedof such missing document, however, that, in connection with any such breach that could not reasonably have been cured within such 90 day perioddefect or breach, if and to the extent that the Seller shall have commenced is obligated to cure such breach within such 90 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided do so under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited remitted to the related Servicer for deposit in the Distribution related Collection Account on or prior to and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator related Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and the Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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(d) below2.03(b). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of and the Certificateholders. The Trustee shall enforce related Servicer or the obligations of Trustee, as applicable, will be reimbursed for expenses reasonably incurred in connection with any breach or defect giving rise to the purchase obligation under this Section 2.03 pursuant to Section 3.11(a)(viii). With respect to the representations and warranties made by the Seller under in the Mortgage Loan Purchase Agreement includingAgreement, without limitation, the Trustee shall not be charged with knowledge of any obligation breach of any such representation or warranty by the Seller unless a Responsible Officer of the Seller to purchase a Mortgage Loan on account Trustee at the Corporate Trust Office obtains actual knowledge of missing such breach or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing receives written notice of such breach from the obligations of Depositor, either Servicer, the Seller under this Section 2.03(a) shall be reimbursable to Guarantor, the Trustee from amounts on deposit in Certificate Insurer or the Distribution AccountCertificateholders.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee (or the Custodian as its designated agent) shall promptly notify the Seller Servicer of such noncompliancedefect, missing document or breach and the Servicer shall request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee Servicer shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause notify the Seller of its obligation to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day period, if the Seller shall have has commenced to cure such breach within such 90 120 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited remitted to the Servicer for deposit in the Distribution Account Collection Account, and the Trustee (or the Custodian on or prior to behalf of the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee), upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller 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 Seller 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) below); provided, however, the Seller may not substitute for any Mortgage Loan which breaches a representation or warranty regarding abusive or predatory lending laws. It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.

Repurchase or Substitution of Mortgage Loans by the Seller. (a) Upon discovery or receipt of written notice that a of any materially defective document does not comply with the requirements of Section 2.01 hereofin, or that a document is missing from, a Mortgage File or of the breach by the Seller of any representation, warranty or covenant under the Mortgage Loan Purchase Agreement or in Section 2.04 or Section 2.08 hereof in respect of any Mortgage Loan which materially adversely affects the value of that such Mortgage Loan or the interest therein of the Certificateholders, the Trustee Certificate Administrator (or the Custodian Custodian, as its designated agentapplicable) shall promptly notify the Seller Seller, the Servicer and the Trustee of such noncompliancedefect, missing document or breach and request that the Seller deliver such missing document or cure such noncompliance defect or breach within 90 120 days or 150 days following the Closing Date, in the case of missing Mortgages or Assignments from the date that the Seller was notified of such missing document, noncompliance defect or breach, and if the Seller does not deliver such missing document or cure such noncompliance defect or breach in all material respects during such period, the Trustee Certificate Administrator, on behalf of the Trustee, shall enforce the Seller’s 's obligation under the Mortgage Loan Purchase Agreement and cause the Seller to repurchase that such Mortgage Loan from the Trust Fund at the Purchase Price on or prior to the Determination Date following the expiration of such 90 120 day period (subject to Section 2.03(e) below)); provided, however, provided that, in connection with any such breach that could not reasonably have been cured within such 90 120 day or 150 day period, if the Seller shall have commenced to cure such breach within such 90 120 day or 150 day period, the Seller shall be permitted to proceed thereafter diligently and expeditiously to cure the same within the additional period provided under the Mortgage Loan Purchase Agreement; and, provided further, that, in the case of the breach of any representation, warranty or covenant made by the Seller in Schedule III to the Mortgage Loan Purchase Agreement, the Seller shall be obligated to cure such breach or purchase the affected Mortgage Loans for the Purchase Price or, if the Mortgage Loan or the related Mortgaged Property acquired with respect thereto has been sold, then the Seller shall pay, in lieu of the Purchase Price, any excess of the Purchase Price over the Net Liquidation Proceeds received upon such sale. The Purchase Price for the repurchased Mortgage Loan or such other amount due shall be deposited in the Distribution Account on or prior to Collection Account, and the next Determination Date after the Seller’s obligation to repurchase such Mortgage Loan arises. The Trustee, upon receipt of written certification from the Securities Administrator Servicer of the related deposit in the Distribution Accountsuch deposit, shall release to the Seller the related Mortgage File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as the Seller shall furnish to it and as shall be necessary to vest in the Seller any Mortgage Loan released pursuant hereto and the Certificate Administrator 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 Seller 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(d) below). It is understood and agreed that the obligation of the Seller 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 Seller respecting such omission, defect or breach available to the Certificate Administrator on behalf of the Trustee and the Trustee on behalf of the Certificateholders. The Trustee shall enforce the obligations of the Seller under the Mortgage Loan Purchase Agreement including, without limitation, any obligation of the Seller to purchase a Mortgage Loan on account of missing or defective documentation or on account of a breach of a representation, warranty or covenant as described in this Section 2.03(a). Any costs and expenses incurred by the Trustee enforcing the obligations of the Seller under this Section 2.03(a) shall be reimbursable to the Trustee from amounts on deposit in the Distribution Account.