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Common use of Reserve Funds Clause in Contracts

Reserve Funds. (a) On or before the Closing Date, the Securities Administrator shall establish a Group I Reserve Fund on behalf of the Holders of the Group I Certificates. On the Closing Date, the Depositor shall cause an amount equal to the Group I Reserve Fund Deposit to be deposited in the Group I Reserve Fund. The Group I Reserve Fund shall be an Eligible Account. The Group I Reserve Fund shall be entitled “Group I Reserve Fund, LaSalle Bank National Association, as Securities Administrator on behalf of Citibank, N.A. as Trustee for the benefit of holders of Bear Xxxxxxx Asset Backed Securities I LLC, SACO I Trust 2005-10, Mortgage-Backed Certificates, Series 2005-10, Group I Certificates”. On each Distribution Date as to which there is a Group I Basis Risk Shortfall Carry Forward Amount payable to any Class of Class I-A, Class I-M or Class I-B Certificates, the Securities Administrator shall deposit the amounts distributable pursuant to clauses (C) and (D) of Section 6.04(a)(3) into the Group I Reserve Fund, and the Securities Administrator has been directed by the Class I-C Certificateholder to distribute any amounts then on deposit in the Group I Reserve Fund to the Holders of the Class I-A, Class I-M or Class I-B Certificates in respect of the Group I Basis Risk Shortfall Carry Forward Amounts for each such Class in the priorities set forth in clauses (C) and (D) of Section 6.04(a)(3). Any amount paid to the Holders of Class I-A, Class I-M or Class I-B Certificates from amounts distributable pursuant to clauses (C) and (D) of Section 6.04(a)(3) pursuant to the preceding sentence in respect of Group I Basis Risk Shortfall Carry Forward Amounts shall be treated as distributed to the Class I-C Certificateholder in respect of the Class I-C Certificates and paid by the Class I-C Certificateholder to the Holders of the Class I-A, Class I-M and Class I-B Certificates, as applicable. Any payments to the Holders of the Class I-A, Class I-M and Class I-B Certificates in respect of Group I Basis Risk Shortfall Carry Forward Amounts pursuant to the second preceding sentence shall not be payments with respect to a “regular interest” in a REMIC within the meaning of Section 860(G)(a)(1) of the Code. (b) The Group I Reserve Fund is an “outside Group I Reserve Fund” within the meaning of Treasury Regulation Section 1.860G-2(h) and shall be an asset of the Trust Fund but not an asset of any REMIC. The Trustee on behalf of the Trust shall be the nominal owner of the Group I Reserve Fund. The Class I-C Certificateholder shall be the beneficial owner of the Group I Reserve Fund, subject to the power of the Securities Administrator on behalf of the Trustee to transfer amounts under Section 6.04. Amounts in the Group I Reserve Fund shall, at the written direction of the Class I-C Certificateholder to the Securities Administrator, be invested in Permitted Investments that mature no later than the Business Day prior to the next succeeding Distribution Date. In the absence of written instructions to the Securities Administrator, amounts on deposit in the Group I Reserve Fund shall remain uninvested. All net income and gain from such investments shall be distributed to the Class I-C Certificateholders, not as a distribution in respect of any interest in any REMIC, at such time as they shall direct. All amounts earned on amounts on deposit in the Group I Reserve Fund shall be taxable to the Class I-C Certificateholder. Any losses on such investments shall be deposited in the Group I Reserve Fund by the Class I-C Certificateholder out of its own funds immediately as realized. (c) On or before the Closing Date, the Securities Administrator shall establish a Group II Reserve Fund on behalf of the Holders of the Group II Certificates. On the Closing Date, the Depositor shall cause an amount equal to the Group II Reserve Fund Deposit to be deposited in the Group II Reserve Fund. The Group II Reserve Fund shall be an Eligible Account. The Group II Reserve Fund shall be entitled “Group II Reserve Fund, LaSalle Bank National Association, as Securities Administrator on behalf of Citibank, N.A. as Trustee for the benefit of holders of Bear Xxxxxxx Asset Backed Securities I LLC, SACO I Trust 2005-10, Mortgage-Backed Certificates, Series 2005-10, Group II Certificates”. On each Distribution Date as to which there is a Group II Basis Risk Shortfall Carry Forward Amount payable to any Class of Class II-A, Class II-M or Class II-B Certificates, the Securities Administrator shall deposit the amounts distributable pursuant to clauses (C) and (D) of Section 6.04(b)(3) into the Group II Reserve Fund, and the Securities Administrator has been directed by the Class II-C Certificateholder to distribute any amounts then on deposit in the Group II Reserve Fund to the Holders of the Class II-A, Class II-M or Class II-B Certificates in respect of the Group II Basis Risk Shortfall Carry Forward Amounts for each such Class in the priorities set forth in clauses (C) and (D) of Section 6.04(b)(3). Any amount paid to the Holders of Class II-A, Class II-M or Class II-B Certificates from amounts distributable pursuant to clauses (C) and (D) of Section 6.04(b)(3) pursuant to the preceding sentence in respect of Group II Basis Risk Shortfall Carry Forward Amounts shall be treated as distributed to the Class II-C Certificateholder in respect of the Class II-C Certificates and paid by the Class II-C Certificateholder to the Holders of the Class II-A, Class II-M and Class II-B Certificates, as applicable. Any payments to the Holders of the Class II-A, Class II-M and Class II-B Certificates in respect of Group II Basis Risk Shortfall Carry Forward Amounts pursuant to the second preceding sentence shall not be payments with respect to a “regular interest” in a REMIC within the meaning of Section 860(G)(a)(1) of the Code. (d) The Group II Reserve Fund is an “outside Group II Reserve Fund” within the meaning of Treasury Regulation Section 1.860G-2(h) and shall be an asset of the Trust Fund but not an asset of any REMIC. The Trustee on behalf of the Trust shall be the nominal owner of the Group II Reserve Fund. The Class II-C Certificateholder shall be the beneficial owner of the Group II Reserve Fund, subject to the power of the Securities Administrator on behalf of the Trustee to transfer amounts under Section 6.04. Amounts in the Group II Reserve Fund shall, at the written direction of the Class II-C Certificateholder to the Securities Administrator, be invested in Permitted Investments that mature no later than the Business Day prior to the next succeeding Distribution Date. In the absence of written instructions to the Securities Administrator, amounts on deposit in the Group II Reserve Fund shall remain uninvested. All net income and gain from such investments shall be distributed to the Class II-C Certificateholders, not as a distribution in respect of any interest in any REMIC, at such time as they shall direct. All amounts earned on amounts on deposit in the Group II Reserve Fund shall be taxable to the Class II-C Certificateholder. Any losses on such investments shall be deposited in the Group II Reserve Fund by the Class II-C Certificateholder out of its own funds immediately as realized.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (SACO I Trust 2005-10)

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Reserve Funds. (a) On or before the Closing Date, (i) the Securities Administrator Trustee shall establish a Group I each Reserve Fund Fund, each of which will be held in trust by the Trustee, as part of the Separate Interest Trust, on behalf of the Holders of the Group I Class I-A-1 and Class I-A-3 Certificates, as applicable, and (ii) the Depositor will deposit or cause to be deposited $1,000 in each Reserve Fund. Each Reserve Fund shall be a separate Eligible Account, and funds on deposit therein shall be held separate and apart from, and shall not be commingled with, any other moneys, including without limitation other moneys of the Trustee held pursuant to this Agreement. The Corridor Residual Owner will own the residual interest in each Reserve Fund. Each Reserve Fund shall be an asset of the Separate Interest Trust. (b) On each Distribution Date prior to the Closing Class I-A-1 Corridor Contract Termination Date, the Depositor Trustee will deposit any amounts received under the Class I-A-1 Corridor Contract into the Class I-A-1 Reserve Fund. Amounts on deposit, if any, in the Class I-A-1 Reserve Fund shall cause be distributed in the following order of priority: (i) on any Distribution Date for which a Basis Risk Shortfall exists in respect of the Class I-A-1 Certificates, the Trustee shall withdraw from the Class I-A-1 Reserve Fund an amount equal to the Group I Reserve Fund Deposit to be deposited in the Group I Reserve Fund. The Group I Reserve Fund shall be an Eligible Account. The Group I Reserve Fund shall be entitled “Group I Reserve Fund, LaSalle Bank National Association, as Securities Administrator on behalf lesser of Citibank, N.A. as Trustee for the benefit of holders of Bear Xxxxxxx Asset Backed Securities I LLC, SACO I Trust 2005-10, Mortgage-Backed Certificates, Series 2005-10, Group I Certificates”. On each Distribution Date as to which there is a Group I Basis Risk Shortfall Carry Forward Amount payable to any Class of Class I-A, Class I-M or Class I-B Certificates, the Securities Administrator shall deposit the amounts distributable pursuant to clauses (Ci) and (D) of Section 6.04(a)(3) into the Group I Reserve Fund, and the Securities Administrator has been directed by the Class I-C Certificateholder to distribute any amounts then on deposit A-1 Yield Supplement Amount for such Distribution Date and (ii) the balance in the Group I Class I-A-1 Reserve Fund on such Distribution Date, and distribute such amount to the Holders of the Class I-A, Class I-M or Class I-B Certificates in respect of the Group I A-1 Certificates; (ii) on any Distribution Date for which an Unpaid Basis Risk Shortfall Carry Forward Amounts for each such Class in the priorities set forth in clauses (C) and (D) of Section 6.04(a)(3). Any amount paid to the Holders of Class I-A, Class I-M or Class I-B Certificates from amounts distributable pursuant to clauses (C) and (D) of Section 6.04(a)(3) pursuant to the preceding sentence in respect of Group I Basis Risk Shortfall Carry Forward Amounts shall be treated as distributed to exists on the Class I-C Certificateholder in respect of A-1 Certificates, the Trustee shall withdraw from the Class I-C Certificates A-1 Reserve Fund an amount equal to the lesser of (i) the amount of such Unpaid Basis Risk Shortfall for such Distribution Date and paid by (ii) the remaining balance in the Class I-C Certificateholder A-1 Reserve Fund on such Distribution Date, and distribute such amount to the Holders of the Class I-A, A-1 Certificates; and (iii) on any Distribution Date for which a Carryover Unpaid Basis Risk Shortfall exists on the Class I-M and A-1 Certificates, the Trustee shall withdraw from the Class I-B CertificatesA-1 Reserve Fund an amount equal to the lesser of (i) the amount of such Carryover Unpaid Basis Risk Shortfall with interest thereon at the applicable Pass-Through Rate (calculated without regard to the maximum Pass-Through Rate limitation) for such Distribution Date and (ii) the remaining balance in the Class I-A-1 Reserve Fund on such Distribution Date, as applicable. Any payments and distribute such amount to the Holders of the Class I-A, A-1 Certificates. Any amounts remaining on deposit in the Class I-M and A-1 Reserve Fund after the Trustee has made the foregoing distributions shall remain in the Class I-B Certificates in respect of Group I Basis Risk Shortfall Carry Forward Amounts pursuant to the second preceding sentence shall not be payments with respect to a “regular interest” in a REMIC within the meaning of Section 860(G)(a)(1) of the Code. (b) The Group I A-1 Reserve Fund is an “outside Group I Reserve Fund” within to be used as necessary to pay the meaning amounts described immediately above on future Distribution Dates. On the earlier to occur of Treasury Regulation Section 1.860G-2(h(x) and shall be an asset of the Trust Fund but not an asset of any REMIC. The Trustee Distribution Date on behalf of which the Trust shall be the nominal owner of the Group I Reserve Fund. The Class I-C Certificateholder shall be the beneficial owner of the Group I Reserve Fund, subject to the power of the Securities Administrator on behalf of the Trustee to transfer amounts under Section 6.04. Amounts in the Group I Reserve Fund shall, at the written direction Certificate Balance of the Class I-C Certificateholder A-1 Certificates is reduced to zero and (y) the termination of the Trust Fund, the Trustee shall distribute any amounts remaining in the Class I-A-1 Reserve Fund to the Securities AdministratorCorridor Residual Owner. (c) On each Distribution Date prior to the Class I-A-3 Corridor Contract Termination Date, the Trustee shall deposit any amounts received under the Class I-A-3 Corridor Contract into the Class I-A-3 Reserve Fund. Amounts on deposit, if any, in the Class I-A-3 Reserve Fund shall be distributed in the following order of priority: (i) on any Distribution Date for which a Basis Risk Shortfall exists in respect of the Class I-A-3 Certificates, the Trustee shall withdraw from the Class I-A-3 Reserve Fund an amount equal to the lesser of (i) the Class I-A-3 Yield Supplement Amount for such Distribution Date and (ii) the balance in the Class I-A-3 Reserve Fund on such Distribution Date, and distribute such amount to the Holders of the Class I-A-3 Certificates; (ii) on any Distribution Date for which an Unpaid Basis Risk Shortfall exists on the Class I-A-3 Certificates, the Trustee shall withdraw from the Class I-A-3 Reserve Fund an amount equal to the lesser of (i) the amount of such Unpaid Basis Risk Shortfall for such Distribution Date and (ii) the remaining balance in the Class I-A-3 Reserve Fund on such Distribution Date, and distribute such amount to the Holders of the Class I-A-3 Certificates; and (iii) on any Distribution Date for which a Carryover Unpaid Basis Risk Shortfall exists on the Class I-A-3 Certificates, the Trustee shall withdraw from the Class I-A-3 Reserve Fund an amount equal to the lesser of (i) the amount of such Carryover Unpaid Basis Risk Shortfall with interest thereon at the applicable Pass-Through Rate (calculated without regard to the maximum Pass-Through Rate limitation) for such Distribution Date and (ii) the remaining balance in the Class I-A-3 Reserve Fund on such Distribution Date, and distribute such amount to the Holders of the Class I-A-3 Certificates. Any amounts remaining on deposit in the Class I-A-3 Reserve Fund after the Trustee has made the foregoing distributions shall remain in the Class I-A-3 Reserve Fund to be used as necessary to pay the amounts described immediately above on future Distribution Dates. On the earlier to occur of (x) the Distribution Date on which the Class Certificate Balance of the Class I-A-3 Certificates is reduced to zero and (y) the termination of the Trust Fund, the Trustee shall distribute any amounts remaining in the Class I-A-3 Reserve Fund to the Corridor Residual Owner. (d) Funds in the Reserve Funds shall be invested in Permitted Investments that mature no later than Investments. Any earnings on amounts in the Business Day prior Reserve Funds shall be for the benefit of the Corridor Residual Owner. The Corridor Residual Owner shall own the Reserve Funds for federal income tax purposes and the Corridor Residual Owner shall direct the Trustee, in writing, as to the next succeeding Distribution Dateinvestment of amounts on deposit therein. The Corridor Residual Owner shall be liable for any losses incurred on such investments. In the absence of written instructions from the Corridor Residual Owner as to the Securities Administrator, amounts investment of funds on deposit in the Group I applicable Reserve Fund Funds, such funds shall remain be held uninvested. All net income computations made pursuant to this Section 4.7 and gain from such investments the related funds shall be distributed to the Class I-C Certificateholders, not as a distribution in respect of any interest in any REMIC, at such time as they shall direct. All amounts earned on amounts on deposit in the Group I Reserve Fund shall be taxable to the Class I-C Certificateholder. Any losses on such investments shall be deposited in the Group I Reserve Fund by the Class I-C Certificateholder out of its own funds immediately as realized. (c) On or before the Closing Date, the Securities Administrator shall establish a Group II Reserve Fund on behalf of the Holders of the Group II Certificates. On the Closing Date, the Depositor shall cause an amount equal to the Group II Reserve Fund Deposit to be deposited in the Group II Reserve Fund. The Group II Reserve Fund shall be an Eligible Account. The Group II Reserve Fund shall be entitled “Group II Reserve Fund, LaSalle Bank National Association, as Securities Administrator on behalf of Citibank, N.A. as Trustee for the benefit of holders of Bear Xxxxxxx Asset Backed Securities I LLC, SACO I Trust 2005-10, Mortgage-Backed Certificates, Series 2005-10, Group II Certificates”. On each Distribution Date segregated as to which there is a Group II Basis Risk Shortfall Carry Forward Amount payable to any Class of Class II-A, Class II-M or Class II-B Certificates, the Securities Administrator shall deposit the amounts distributable pursuant to clauses (C) and (D) of Section 6.04(b)(3) into the Group II Reserve Fund, and the Securities Administrator has been directed by the Class II-C Certificateholder to distribute any amounts then on deposit in the Group II Reserve Fund to the Holders of the Class II-A, Class II-M or Class II-B Certificates in respect of the Group II Basis Risk Shortfall Carry Forward Amounts for each such Class in the priorities set forth in clauses (C) and (D) of Section 6.04(b)(3). Any amount paid to the Holders of Class II-A, Class II-M or Class II-B Certificates from amounts distributable pursuant to clauses (C) and (D) of Section 6.04(b)(3) pursuant to the preceding sentence in respect of Group II Basis Risk Shortfall Carry Forward Amounts shall be treated as distributed to the Class II-C Certificateholder in respect of the Class II-C Certificates and paid by the Class II-C Certificateholder to the Holders of the Class II-A, Class II-M and Class II-B Certificates, as applicable. Any payments to the Holders of the Class II-A, Class II-M and Class II-B Certificates in respect of Group II Basis Risk Shortfall Carry Forward Amounts pursuant to the second preceding sentence shall not be payments with respect to a “regular interest” in a REMIC within the meaning of Section 860(G)(a)(1) of the Codeseparate Corridor Contract. (d) The Group II Reserve Fund is an “outside Group II Reserve Fund” within the meaning of Treasury Regulation Section 1.860G-2(h) and shall be an asset of the Trust Fund but not an asset of any REMIC. The Trustee on behalf of the Trust shall be the nominal owner of the Group II Reserve Fund. The Class II-C Certificateholder shall be the beneficial owner of the Group II Reserve Fund, subject to the power of the Securities Administrator on behalf of the Trustee to transfer amounts under Section 6.04. Amounts in the Group II Reserve Fund shall, at the written direction of the Class II-C Certificateholder to the Securities Administrator, be invested in Permitted Investments that mature no later than the Business Day prior to the next succeeding Distribution Date. In the absence of written instructions to the Securities Administrator, amounts on deposit in the Group II Reserve Fund shall remain uninvested. All net income and gain from such investments shall be distributed to the Class II-C Certificateholders, not as a distribution in respect of any interest in any REMIC, at such time as they shall direct. All amounts earned on amounts on deposit in the Group II Reserve Fund shall be taxable to the Class II-C Certificateholder. Any losses on such investments shall be deposited in the Group II Reserve Fund by the Class II-C Certificateholder out of its own funds immediately as realized.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (First Horizon Asset Sec Mort Pass THR Certs Ser 2006-3)

Reserve Funds. (a) On or before the Closing Date, the Securities Administrator Trustee shall establish a Group I Reserve Fund on behalf and maintain in the Trustee's name, in trust for the benefit of the Holders holders of the Group I 1 LIBOR Certificates and the Group 1-X Certificates, the Group 1 Reserve Fund, into which the Depositor shall deposit $10,000. On the Closing Date, the Trustee shall establish and maintain in the Trustee's name, in trust for the benefit of the holders of the Group 2 LIBOR Certificates and the Group 2-X Certificates, the Group 2 Reserve Fund, into which the Depositor shall cause an amount equal to the Group I Reserve Fund Deposit to be deposited in the Group I Reserve Funddeposit $10,000. The Group I Each Reserve Fund shall be an Eligible Account. The Group I Reserve Fund , and funds on deposit therein shall be entitled “Group I Reserve Fund, LaSalle Bank National Association, as Securities Administrator on behalf of Citibank, N.A. as Trustee for the benefit of holders of Bear Xxxxxxx Asset Backed Securities I LLC, SACO I Trust 2005-10, Mortgage-Backed Certificates, Series 2005-10, Group I Certificates”. On each Distribution Date as to which there is a Group I Basis Risk Shortfall Carry Forward Amount payable to any Class of Class I-A, Class I-M or Class I-B Certificates, the Securities Administrator shall deposit the amounts distributable pursuant to clauses (C) held separate and (D) of Section 6.04(a)(3) into the Group I Reserve Fundapart from, and the Securities Administrator has been directed by the Class I-C Certificateholder to distribute any amounts then on deposit in the Group I Reserve Fund to the Holders of the Class I-A, Class I-M or Class I-B Certificates in respect of the Group I Basis Risk Shortfall Carry Forward Amounts for each such Class in the priorities set forth in clauses (C) and (D) of Section 6.04(a)(3). Any amount paid to the Holders of Class I-A, Class I-M or Class I-B Certificates from amounts distributable pursuant to clauses (C) and (D) of Section 6.04(a)(3) pursuant to the preceding sentence in respect of Group I Basis Risk Shortfall Carry Forward Amounts shall be treated as distributed to the Class I-C Certificateholder in respect of the Class I-C Certificates and paid by the Class I-C Certificateholder to the Holders of the Class I-A, Class I-M and Class I-B Certificates, as applicable. Any payments to the Holders of the Class I-A, Class I-M and Class I-B Certificates in respect of Group I Basis Risk Shortfall Carry Forward Amounts pursuant to the second preceding sentence shall not be payments with respect to a “regular interest” in a REMIC within the meaning of Section 860(G)(a)(1) commingled with, any other moneys, including, without limitation, other moneys of the CodeTrustee held pursuant to this Agreement. The Reserve Funds shall not be an asset of any REMIC established hereby. (b) The Group I 1 Reserve Fund is an “outside Group I Reserve Fund” within will be comprised of three Sub-Accounts: the meaning "Class 1-X-1 Sub-Account," "Class 1-X-2 Sub-Account" and "Class 1-X-B Sub-Account." On each Distribution Date, (i) Current Interest that would otherwise be distributable with respect to the Class 1-X-1A and Class 1-X-1B Certificates, to the extent of Treasury Regulation Section 1.860G-2(h) and funds available therefor, shall instead be an asset deposited in the Class 1-X-1 Sub-Account to the extent of the Trust applicable Class 1-X-1A/1B Required Reserve Fund but not an asset of any REMIC. The Trustee on behalf of the Trust shall Deposit, (ii) Current Interest that would otherwise be the nominal owner of the Group I Reserve Fund. The Class I-C Certificateholder shall be the beneficial owner of the Group I Reserve Fund, subject distributable with respect to the power Class 1-X-2 Certificates, to the extent of the Securities Administrator on behalf of the Trustee to transfer amounts under Section 6.04. Amounts funds available therefor, shall instead be deposited in the Group I Reserve Fund shall, at Class 1-X-2 Sub-Account to the written direction extent of the Class I1-C Certificateholder X-2 Required Reserve Fund Deposit and (iii) Current Interest that would otherwise be distributable with respect to the Securities AdministratorClass 1-X-B Certificates, to the extent of funds available therefor, shall instead be deposited in the Class 1-X-B Sub-Account to the extent of the Class 1-X-B Required Reserve Fund Deposit. The Group 2 Reserve Fund will be comprised of three Sub-Accounts: the "Class 2-X-1 Sub-Account," "Class 2-X-M Sub-Account" and "Class 2-X-B Sub-Account." On each Distribution Date, (i) Current Interest that would otherwise be distributable with respect to the Class 2-X-1 Certificates, to the extent of funds available therefor, shall instead be deposited in the Class 2-X-1 Sub-Account to the extent of the applicable Class 2-X-1 Required Reserve Fund Deposit, (ii) Current Interest that would otherwise be distributable with respect to the Class 2-X-M Certificates, to the extent of funds available therefor, shall instead be deposited in the Class 2-X-M Sub-Account to the extent of the Class 2-X-M Required Reserve Fund Deposit and (iii) Current Interest that would otherwise be distributable with respect to the Class 2-X-B Certificates, to the extent of funds available therefor, shall instead be deposited in the Class 2-X-B Sub-Account to the extent of the Class 2-X-B Required Reserve Fund Deposit. (c) On any Distribution Date for which a Net WAC Shortfall exists with respect to the Class 1-A-1, Class 1-A-2, Class 2-A-1 and Class 2-M-1 Certificates, the Trustee shall withdraw from the Class 1-X-1 Sub-Account, Class 1-X-2 Sub-Account, Class 2-X-1 Sub-Account and Class 2-X-M Sub-Account, respectively, the amount of such Net WAC Shortfall for distribution on such Distribution Date pursuant to Section 5.02(f). (d) On any Distribution Date for which a Net WAC Shortfall exists with respect to the Class 1-B-1 and Class 2-B-1 Certificates, the Trustee shall withdraw from the Class 1-X-B Sub-Account and Class 2-X-B Sub-Account, respectively, the amount of such Net WAC Shortfall for distribution on such Distribution Date pursuant to Section 5.02(f). (e) Funds in each of the Sub-Accounts shall be invested in Permitted Investments that mature no later than Investments. Any earnings on amounts in the Business Day prior Class 1-X-1 Sub-Account shall be for the benefit of the Class 1-X-1A and Class 1-X-1B Certificateholders. Any earnings on amounts in the Class 1-X-2 Sub-Account and Class 1-X-B Sub-Account shall be for the benefit of the Class 1-X-2 and Class 1-X-B Certificateholders, respectively. Any earnings on amounts in the Class 2-X-1 Sub-Account, Class 2-X-M Sub-Account and Class 2-X-B Sub-Account shall be for the benefit of the Class 2-X-1, Class 2-X-M and Class 2-X-B Certificateholders, respectively. The Interest-Only Certificates shall evidence ownership of the related Sub-Account for federal income tax purposes and the Holders thereof shall direct the Trustee, in writing, as to investment of amounts on deposit therein. The applicable Interest-Only Certificateholder(s) shall be liable for any losses incurred on such investments; provided, that, the amount of any loss incurred in respect of any such investment made with funds in such accounts shall be deducted from amounts otherwise payable to the next succeeding Distribution Daterelated Interest-Only Certificateholder (after giving effect to any related Required Reserve Fund Deposit) or, if such funds are not sufficient to cover such losses, from the related Interest-Only Certificateholder's own funds. In the absence of written instructions from the applicable Interest-Only Certificateholder as to the Securities Administrator, amounts investment of funds on deposit in the related Sub-Account, such funds shall be invested in money market funds as described in paragraph (ix) of the definition of Permitted Investments in Article I. For all Federal income tax purposes, amounts transferred by the Upper-Tier Group I 1 REMIC to the Group 1 Reserve Fund shall remain uninvested. All net income be treated as amounts distributed by Upper-Tier Group 1 REMIC to the Group 1-X Certificateholders and gain from such investments amounts transferred by the Upper-Tier Group 2 REMIC to the Group 2 Reserve Fund shall be treated as amounts distributed by Upper-Tier Group 2 REMIC to the Group 2-X Certificateholders. (f) Upon termination of the Trust Fund any amounts remaining in the related Sub-Account shall be distributed to the Class Iapplicable Interest-C Only Certificateholders, not as a distribution in respect of any interest in any REMIC, at such time as they shall direct. All amounts earned on amounts on deposit in the Group I Reserve Fund shall be taxable to the Class I-C Certificateholder. Any losses on such investments shall be deposited in the Group I Reserve Fund by the Class I-C Certificateholder out of its own funds immediately as realized. (c) On or before the Closing Date, the Securities Administrator shall establish a Group II Reserve Fund on behalf of the Holders of the Group II Certificates. On the Closing Date, the Depositor shall cause an amount equal to the Group II Reserve Fund Deposit to be deposited in the Group II Reserve Fund. The Group II Reserve Fund shall be an Eligible Account. The Group II Reserve Fund shall be entitled “Group II Reserve Fund, LaSalle Bank National Association, as Securities Administrator on behalf of Citibank, N.A. as Trustee for the benefit of holders of Bear Xxxxxxx Asset Backed Securities I LLC, SACO I Trust 2005-10, Mortgage-Backed Certificates, Series 2005-10, Group II Certificates”. On each Distribution Date as to which there is a Group II Basis Risk Shortfall Carry Forward Amount payable to any Class of Class II-A, Class II-M or Class II-B Certificates, the Securities Administrator shall deposit the amounts distributable pursuant to clauses (C) and (D) of Section 6.04(b)(3) into the Group II Reserve Fund, and the Securities Administrator has been directed by the Class II-C Certificateholder to distribute any amounts then on deposit in the Group II Reserve Fund to the Holders of the Class II-A, Class II-M or Class II-B Certificates in respect of the Group II Basis Risk Shortfall Carry Forward Amounts for each such Class in the priorities set forth in clauses (C) and (D) of Section 6.04(b)(3). Any amount paid to the Holders of Class II-A, Class II-M or Class II-B Certificates from amounts distributable pursuant to clauses (C) and (D) of Section 6.04(b)(3) pursuant to the preceding sentence in respect of Group II Basis Risk Shortfall Carry Forward Amounts shall be treated as distributed to the Class II-C Certificateholder in respect of the Class II-C Certificates and paid by the Class II-C Certificateholder to the Holders of the Class II-A, Class II-M and Class II-B Certificates, as applicable. Any payments to the Holders of the Class II-A, Class II-M and Class II-B Certificates in respect of Group II Basis Risk Shortfall Carry Forward Amounts pursuant to the second preceding sentence shall not be payments with respect to a “regular interest” in a REMIC within the meaning of Section 860(G)(a)(1) of the Code. (d) The Group II Reserve Fund is an “outside Group II Reserve Fund” within the meaning of Treasury Regulation Section 1.860G-2(h) and shall be an asset of the Trust Fund but not an asset of any REMIC. The Trustee on behalf of the Trust shall be the nominal owner of the Group II Reserve Fund. The Class II-C Certificateholder shall be the beneficial owner of the Group II Reserve Fund, subject to the power of the Securities Administrator on behalf of the Trustee to transfer amounts under Section 6.04. Amounts in the Group II Reserve Fund shall, at the written direction of the Class II-C Certificateholder to the Securities Administrator, be invested in Permitted Investments that mature no later than the Business Day prior to the next succeeding Distribution Date. In the absence of written instructions to the Securities Administrator, amounts on deposit in the Group II Reserve Fund shall remain uninvested. All net income and gain from such investments shall be distributed to the Class II-C Certificateholders, not as a distribution in respect of any interest in any REMIC, at such time as they shall direct. All amounts earned on amounts on deposit in the Group II Reserve Fund shall be taxable to the Class II-C Certificateholder. Any losses on such investments shall be deposited in the Group II Reserve Fund by the Class II-C Certificateholder out of its own funds immediately as realized.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Sequoia Residential Funding Inc)

Reserve Funds. (a) On or before the Closing Date, the Securities Administrator shall establish a Group I Reserve Fund on behalf of the Holders of the Group I Certificates. On the Closing Date, the Depositor Trustee shall cause establish and maintain in its name, in trust for the benefit of the holders of the Class 1-A1A Certificates, a Class 1-A1A Reserve Fund, into which LBH shall deposit $1,000. In addition, the Trustee shall hold the Class 1-A1A Cap Agreement as an amount equal to the Group I Reserve Fund Deposit to be deposited asset in the Group I Class 1-A1A Reserve Fund. The Group I Class 1-A1A Reserve Fund shall be an Eligible Account. The Group I , and funds on deposit therein shall be held separate and apart from, and shall not be commingled with, any other moneys, including, without limitation, other moneys of the Trustee held pursuant to this Agreement. (b) On each Distribution Date on which there is a payment received under the Class 1-A1A Cap Agreement that is based on a notional amount in excess of the Class Principal Amount of the Class 1-A1A Certificates (such amount, the “Class 1-X Excess Cap Amount”), the Trustee shall not treat such payments as amounts on deposit in the Class 1-A1A Reserve Fund for purposes of determining the Pool 1 Required Reserve Fund Amount for any Distribution Date. Any such Class 1-X Excess Cap Amount shall not be an asset of the Trust Fund and, instead, shall be entitled “Group I Reserve Fund, LaSalle Bank National Association, as Securities Administrator on behalf paid into and distributed out of Citibank, N.A. as Trustee a separate trust created by this Agreement for the benefit of holders of Bear Xxxxxxx Asset Backed Securities I LLCthe Class 1-X Certificateholders, SACO I Trust 2005and the Trustee shall distribute such amount to the Class 1-10, Mortgage-Backed Certificates, Series 2005-10, Group I Certificates”X Certificateholders pursuant to Section 5.02(f)(iii). On each Distribution Date as the Trustee shall distribute in the order of priority and to which there is a Group I Basis Risk Shortfall Carry Forward Amount payable to any Class of Class I-A, Class I-M or Class I-B Certificates, the Securities Administrator shall deposit the amounts distributable pursuant to clauses (C) and (Dextent specified in Section 5.02(f)(iii) of Section 6.04(a)(3this Agreement the sum of (without duplication) into the Group I Reserve Fund, and the Securities Administrator has been directed (a) any payments made by the Class I1-C Certificateholder A1A Cap Provider to distribute the Trust Fund for such Distribution Date with respect to the Class 1-A1A Cap Agreement and (b) any amounts then on deposit in the Group I Class 1-A1A Reserve Fund to the Holders of the Class I-AFund, Class I-M or Class I-B Certificates in respect of the Group I Basis Risk Shortfall Carry Forward Amounts for each such Class in the priorities set forth in clauses (C) and (D) of Section 6.04(a)(3). Any amount paid to the Holders of Class I-Aincluding any earnings thereon, Class I-M or Class I-B Certificates from amounts distributable pursuant to clauses (C) and (D) of Section 6.04(a)(3) pursuant to the preceding sentence in respect of Group I Basis Risk Shortfall Carry Forward Amounts shall be treated as distributed to the Class I-C Certificateholder in respect of the Class I1-C Certificates and paid by A1A Cap Agreement. On any Distribution Date, any amounts that the Trustee is not required to distribute from the Class I1-C Certificateholder A1A Reserve Fund pursuant to Section 5.02(f)(iii) of this Agreement shall remain on deposit in the Holders Class 1-A1A Reserve Fund. (c) On the Closing Date, the Trustee shall establish and maintain in its name, in trust for the benefit of the holders of the Class I2-A, Class I-M and Class I-B A1 Certificates, a Class 2-A1 Reserve Fund, into which LBH shall deposit $1,000. In addition, the Trustee shall hold the Class 2-A1 Cap Agreement as applicablean asset in the Class 2-A1 Reserve Fund. Any payments The Class 2-A1 Reserve Fund shall be an Eligible Account, and funds on deposit therein shall be held separate and apart from, and shall not be commingled with, any other moneys, including, without limitation, other moneys of the Trustee held pursuant to this Agreement. (d) On each Distribution Date on which there is a payment received under the Holders Class 2-A1 Cap Agreement that is based on a notional amount in excess of the Class IPrincipal Amount of the Class 2-AA1 Certificates (such amount, the “Class I2-M and Class I-B Certificates in respect of Group I Basis Risk Shortfall Carry Forward Amounts pursuant to X Excess Cap Amount”), the second preceding sentence Trustee shall not be treat such payments with respect to a “regular interest” as amounts on deposit in a REMIC within the meaning of Section 860(G)(a)(1) of the Code. (b) The Group I Class 2-A1 Reserve Fund is an “outside Group I for purposes of determining the Pool 2 Required Reserve Fund” within the meaning of Treasury Regulation Section 1.860G-2(h) and Fund Amount for any Distribution Date. Any such Class 2-X Excess Cap Amount shall not be an asset of the Trust Fund but not an asset of any REMIC. The Trustee on behalf of the Trust and, instead, shall be the nominal owner of the Group I Reserve Fund. The Class I-C Certificateholder shall be the beneficial owner of the Group I Reserve Fund, subject to the power of the Securities Administrator on behalf of the Trustee to transfer amounts under Section 6.04. Amounts in the Group I Reserve Fund shall, at the written direction of the Class I-C Certificateholder to the Securities Administrator, be invested in Permitted Investments that mature no later than the Business Day prior to the next succeeding Distribution Date. In the absence of written instructions to the Securities Administrator, amounts on deposit in the Group I Reserve Fund shall remain uninvested. All net income paid into and gain from such investments shall be distributed to the Class I-C Certificateholders, not as a distribution in respect of any interest in any REMIC, at such time as they shall direct. All amounts earned on amounts on deposit in the Group I Reserve Fund shall be taxable to the Class I-C Certificateholder. Any losses on such investments shall be deposited in the Group I Reserve Fund by the Class I-C Certificateholder out of its own funds immediately as realized. (c) On or before the Closing Date, the Securities Administrator shall establish a Group II Reserve Fund on behalf of the Holders of the Group II Certificates. On the Closing Date, the Depositor shall cause an amount equal to the Group II Reserve Fund Deposit to be deposited in the Group II Reserve Fund. The Group II Reserve Fund shall be an Eligible Account. The Group II Reserve Fund shall be entitled “Group II Reserve Fund, LaSalle Bank National Association, as Securities Administrator on behalf of Citibank, N.A. as Trustee separate trust created by this Agreement for the benefit of holders of Bear Xxxxxxx Asset Backed Securities I LLCthe Class 2-X Certificateholders, SACO I Trust 2005and the Trustee shall distribute such amount to the Class 2-10, Mortgage-Backed Certificates, Series 2005-10, Group II Certificates”X Certificateholders pursuant to Section 5.02(g)(iii). On each Distribution Date as the Trustee shall distribute in the order of priority and to which there is a Group II Basis Risk Shortfall Carry Forward Amount payable to any Class of Class II-A, Class II-M or Class II-B Certificates, the Securities Administrator shall deposit the amounts distributable pursuant to clauses (C) and (Dextent specified in Section 5.02(g)(iii) of Section 6.04(b)(3this Agreement the sum of (without duplication) into the Group II Reserve Fund, and the Securities Administrator has been directed (a) any payments made by the Class II2-C Certificateholder A1 Cap Provider to distribute the Trust Fund for such Distribution Date with respect to the Class 2-A1 Cap Agreement and (b) any amounts then on deposit in the Group II Class 2-A1 Reserve Fund to the Holders of the Class II-AFund, Class II-M or Class II-B Certificates in respect of the Group II Basis Risk Shortfall Carry Forward Amounts for each such Class in the priorities set forth in clauses (C) and (D) of Section 6.04(b)(3). Any amount paid to the Holders of Class II-Aincluding any earnings thereon, Class II-M or Class II-B Certificates from amounts distributable pursuant to clauses (C) and (D) of Section 6.04(b)(3) pursuant to the preceding sentence in respect of Group II Basis Risk Shortfall Carry Forward Amounts shall be treated as distributed to the Class II-C Certificateholder in respect of the Class II2-C Certificates and paid by A1 Cap Agreement. On any Distribution Date, any amounts that the Trustee is not required to distribute from the Class II2-C Certificateholder A1 Reserve Fund pursuant to Section 5.02(g)(iii) of this Agreement shall remain on deposit in the Holders Class 2-A1 Reserve Fund. (e) Funds in the Class 1-A1A Reserve Fund and the Class 2-A1 Reserve Fund shall be invested in Eligible Investments. The Class 1-X Certificates shall evidence ownership of the Class II1-A, A1A Reserve Fund and the Class II2-M and Class II-B Certificates, as applicable. Any payments to the Holders X Certificates shall evidence ownership of the Class II2-A, Class II-M and Class II-B Certificates in respect of Group II Basis Risk Shortfall Carry Forward Amounts pursuant to the second preceding sentence shall not be payments with respect to a “regular interest” in a REMIC within the meaning of Section 860(G)(a)(1) of the Code. (d) The Group II A1 Reserve Fund is an “outside Group II Reserve Fund” within the meaning of Treasury Regulation Section 1.860G-2(h) for federal income tax purposes and shall be an asset of the Trust Fund but not an asset of any REMIC. The Trustee LBH on behalf of the Trust Holders thereof shall direct the Trustee, in writing, as to investment of amounts on deposit therein. LBH shall be the nominal owner of the Group II Reserve Fundliable for any losses incurred on such investments. The Class II-C Certificateholder shall be the beneficial owner of the Group II Reserve Fund, subject to the power of the Securities Administrator on behalf of LBH hereby directs the Trustee to transfer amounts under Section 6.04. Amounts in the Group II Reserve Fund shall, at the written direction of the Class II-C Certificateholder to the Securities Administrator, be invested in Permitted Investments that mature no later than the Business Day prior to the next succeeding Distribution Date. In the absence of written instructions to the Securities Administrator, amounts invest funds on deposit in the Group II Class 1-A1A Reserve Fund shall remain uninvested. All net income and gain from the Class 2-A1 Reserve Fund in Citibank’s FS Treasury Instruments Fund Service Class (525) or such investments shall be distributed other investment as is hereafter specified to the Class II-C Certificateholders, not as a distribution in respect of any interest in any REMIC, at such time as they shall direct. All amounts earned on amounts on deposit in the Group II Reserve Fund shall be taxable to the Class II-C Certificateholder. Any losses on such investments shall be deposited in the Group II Reserve Fund Trustee by the Class II-C Certificateholder out of its own funds immediately as realizedLBH.

Appears in 1 contract

Samples: Trust Agreement (Structured Asset Securities Corp Mort Pas THR Cert Se 04 4xs)

Reserve Funds. (a) On or before the Closing Date, the Securities Administrator The Master Servicer shall establish a Group I and maintain three separate Reserve Fund on behalf Funds, held in trust for the benefit of the Holders of the Group I Class I-A-2, Class I-A-12 and Class I-A-27 Certificates, respectively. On The Master Servicer shall deposit in the Closing Date, the Depositor shall cause an amount equal to the Group I applicable Reserve Fund Deposit to be deposited on the date received by it, any related Yield Maintenance Agreement Payment received from the Counterparty for the related Distribution Date. Funds on deposit in the Group I Reserve Fund. The Group I each Reserve Fund shall be an Eligible Account. The Group I Reserve Fund shall be entitled “Group I Reserve Fund, LaSalle Bank National Association, as Securities Administrator on behalf of Citibank, N.A. as Trustee for the benefit of holders of Bear Xxxxxxx Asset Backed Securities I LLC, SACO I Trust 2005-10, Mortgage-Backed Certificates, Series 2005-10, Group I Certificates”remain uninvested. On each Distribution Date, the Master Servicer shall withdraw from each Reserve Fund any Yield Maintenance Agreement Payment received in respect of such Distribution Date as and shall distribute such amounts to which there is a Group I Basis Risk Shortfall Carry Forward Amount payable to any Class of the Class I-AA-2, Class I-M A-12 or Class I-B A-27 Certificates, as the Securities Administrator case may be. (b) The Master Servicer shall deposit account for the amounts distributable Reserve Funds and the Yield Maintenance Agreements and the rights with respect thereto as assets of the Trust Estate and not as assets of either REMIC created pursuant to clauses (C) this Agreement. The Master Servicer shall treat the portions of the Trust Estate consisting of the Reserve Funds and (D) of Section 6.04(a)(3) into the Group I Reserve FundYield Maintenance Agreements and rights with respect thereto as a "grantor trust" under the Code, and the Securities Administrator has been directed by the Class I-C Certificateholder provisions hereof shall be interpreted consistently with this treatment. The Master Servicer shall furnish or cause to distribute any amounts then on deposit in the Group I Reserve Fund be furnished to the Holders of the Class I-AA-2, Class I-M or A-12 and Class I-B A-27 Certificates and shall file or cause to be filed with the Internal Revenue Service together with Form 1041 or such other form as may be applicable, their allocable shares of income and expenses with respect to the property held by the Grantor Trust, at the time or times and in respect the manner required by the Code. Any amounts in each of the Group I Basis Risk Shortfall Carry Forward Amounts for each such Class in Reserve Funds paid by the priorities set forth in clauses (C) and (D) of Section 6.04(a)(3). Any amount paid to the Holders of Class I-A, Class I-M or Class I-B Certificates from amounts distributable Master Servicer pursuant to clauses (C) and (D) of this Section 6.04(a)(3) pursuant to the preceding sentence in respect of Group I Basis Risk Shortfall Carry Forward Amounts shall be treated as distributed 4.08 to the Class I-C Certificateholder in respect A-2, Class I-A-12 or Class I-A-27 Certificates, as the case may be, shall be accounted for by the Master Servicer as amounts paid to the Class I-A-2, Class I-A-12 or Class I-A-27 Certificates, as applicable, from the Grantor Trust. In addition, the Master Servicer shall account for the rights of the Class I-C Certificates and paid by the A-2, Class I-C Certificateholder A-12 and Class I-A-27 Certificates to receive amounts from the Holders Reserve Funds as rights in a limited recourse interest rate cap contract written by the Counterparty in favor of the Class I-AA-2, Class I-M A-12 and Class I-B A-27 Certificates, as applicable. Any payments to the Holders of the Class I-A, Class I-M and Class I-B Certificates in respect of Group I Basis Risk Shortfall Carry Forward Amounts pursuant to the second preceding sentence shall not be payments with respect to a “regular interest” in a REMIC within the meaning of Section 860(G)(a)(1) of the Code. (b) The Group I Reserve Fund is an “outside Group I Reserve Fund” within the meaning of Treasury Regulation Section 1.860G-2(h) and shall be an asset of the Trust Fund but not an asset of any REMIC. The Trustee on behalf of the Trust shall be the nominal owner of the Group I Reserve Fund. The Class I-C Certificateholder shall be the beneficial owner of the Group I Reserve Fund, subject to the power of the Securities Administrator on behalf of the Trustee to transfer amounts under Section 6.04. Amounts in the Group I Reserve Fund shall, at the written direction of the Class I-C Certificateholder to the Securities Administrator, be invested in Permitted Investments that mature no later than the Business Day prior to the next succeeding Distribution Date. In the absence of written instructions to the Securities Administrator, amounts on deposit in the Group I Reserve Fund shall remain uninvested. All net income and gain from such investments shall be distributed to the Class I-C Certificateholders, not as a distribution in respect of any interest in any REMIC, at such time as they shall direct. All amounts earned on amounts on deposit in the Group I Reserve Fund shall be taxable to the Class I-C Certificateholder. Any losses on such investments shall be deposited in the Group I Reserve Fund by the Class I-C Certificateholder out of its own funds immediately as realized. (c) On or before the Closing Date, the Securities Administrator shall establish a Group II Reserve Fund on behalf of the Holders of the Group II Certificates. On the Closing Date, the Depositor shall cause an amount equal to the Group II Reserve Fund Deposit to be deposited in the Group II Reserve Fund. The Group II Reserve Fund shall be an Eligible Account. The Group II Reserve Fund shall be entitled “Group II Reserve Fund, LaSalle Bank National Association, as Securities Administrator on behalf of Citibank, N.A. as Trustee for the benefit of holders of Bear Xxxxxxx Asset Backed Securities I LLC, SACO I Trust 2005-10, Mortgage-Backed Certificates, Series 2005-10, Group II Certificates”. On each Distribution Date as to which there is a Group II Basis Risk Shortfall Carry Forward Amount payable to any Class of Class II-A, Class II-M or Class II-B Certificates, the Securities Administrator shall deposit the amounts distributable pursuant to clauses (C) and (D) of Section 6.04(b)(3) into the Group II Reserve Fund, and the Securities Administrator has been directed by the Class II-C Certificateholder to distribute any amounts then on deposit in the Group II Reserve Fund to the Holders of the Class II-A, Class II-M or Class II-B Certificates in respect of the Group II Basis Risk Shortfall Carry Forward Amounts for each such Class in the priorities set forth in clauses (C) and (D) of Section 6.04(b)(3). Any amount paid to the Holders of Class II-A, Class II-M or Class II-B Certificates from amounts distributable pursuant to clauses (C) and (D) of Section 6.04(b)(3) pursuant to the preceding sentence in respect of Group II Basis Risk Shortfall Carry Forward Amounts shall be treated as distributed to the Class II-C Certificateholder in respect of the Class II-C Certificates and paid by the Class II-C Certificateholder to the Holders of the Class II-A, Class II-M and Class II-B Certificates, as applicable. Any payments to the Holders of the Class II-A, Class II-M and Class II-B Certificates in respect of Group II Basis Risk Shortfall Carry Forward Amounts pursuant to the second preceding sentence shall not be payments with respect to a “regular interest” in a REMIC within the meaning of Section 860(G)(a)(1) of the Code. (d) The Group II Reserve Fund is an “outside Group II Reserve Fund” within the meaning of Treasury Regulation Section 1.860G-2(h) and shall be an asset of the Trust Fund but not an asset of any REMIC. The Trustee on behalf of the Trust shall be the nominal owner of the Group II Reserve Fund. The Class II-C Certificateholder shall be the beneficial owner of the Group II Reserve Fund, subject to the power of the Securities Administrator on behalf of the Trustee to transfer amounts under Section 6.04. Amounts in the Group II Reserve Fund shall, at the written direction of the Class II-C Certificateholder to the Securities Administrator, be invested in Permitted Investments that mature no later than the Business Day prior to the next succeeding Distribution Date. In the absence of written instructions to the Securities Administrator, amounts on deposit in the Group II Reserve Fund shall remain uninvested. All net income and gain from such investments shall be distributed to the Class II-C Certificateholders, not as a distribution in respect of any interest in any REMIC, at such time as they shall direct. All amounts earned on amounts on deposit in the Group II Reserve Fund shall be taxable to the Class II-C Certificateholder. Any losses on such investments shall be deposited in the Group II Reserve Fund by the Class II-C Certificateholder out of its own funds immediately as realized.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Wells Fargo Mortgage Backed Securities 2006-9 Trust)

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Reserve Funds. (a) On or before No later than the Closing Date, the Securities Administrator shall establish a Group I and maintain two separate segregated trust accounts titled, “Class I-A-1 Reserve Fund on behalf Fund, Wexxx Xargo Bank, National Association, in trust for the registered holders of Deutsche Alt-A Securities, Inc. Mortgage Loan Trust, Series 2005-5, Class I-A-1 Mortgage Pass-Through Certificates” and “Class II-A-1 Reserve Fund, Wexxx Xargo Bank, National Association, in trust for the Holders registered holders of the Group I Deutsche Alt-A Securities, Inc. Mortgage Loan Trust, Series 2005-5, Class II-A-1 Mortgage Pass-Through Certificates. .” (b) On the Closing each Distribution Date, the Depositor shall cause Securities Administrator will deposit into the Class I-A-1 Reserve Fund an amount equal to the Group I Reserve Fund Deposit to be deposited in amount by which the Group I Reserve Fund. The Group I Reserve Fund shall be an Eligible Account. The Group I Reserve Fund shall be entitled “Group I Reserve Fund, LaSalle Bank National Association, as Securities Administrator on behalf sum of Citibank, N.A. as Trustee for the benefit of holders of Bear Xxxxxxx Asset Backed Securities I LLC, SACO I Trust 2005-10, Mortgage-Backed Certificates, Series 2005-10, Group I Certificates”. On each Distribution Date as to which there is a Group I Basis Risk Shortfall Carry Forward Amount payable to any Class of Class I-A, Class I-M or Class I-B Certificates, the Securities Administrator shall deposit the amounts distributable pursuant to clauses (C) and (D) of Section 6.04(a)(3) into the Group I Reserve Fund, and the Securities Administrator has been directed by the Class I-C Certificateholder to distribute any amounts then on deposit in the Group I Reserve Fund to the Holders of the Class I-A, Class I-M or Class I-B Certificates in Carryover Amounts with respect of the Group I Basis Risk Shortfall Carry Forward Amounts for each such Class in the priorities set forth in clauses (C) and (D) of Section 6.04(a)(3). Any amount paid to the Holders of Class I-A, Class I-M or Class I-B Certificates from amounts distributable pursuant to clauses (C) and (D) of Section 6.04(a)(3) pursuant to the preceding sentence in respect of Group I Basis Risk Shortfall Carry Forward Amounts shall be treated as distributed to the Class I-C Certificateholder in A-1 Certificates exceeds the sum of any amounts received by the Securities Administrator with respect of to the related Cap Contract since the prior Distribution Date. On each Distribution Date, after making the distributions required under Section 4.1(a)(i) through (iv) and Section 4.1(b)(1) through (4), the Securities Administrator will withdraw from the Class I-C Certificates A-1 Reserve Fund the amounts on deposit therein (which shall include any payments received under the related Cap Contract) and paid by distribute such amounts to the Class I-C Certificateholder A-1 Certificates in respect of any Basis Risk Carryover Amounts due to the Holders of the Class I-AA-1 Certificates as set forth in Section 4.1(a)(v) and (b)(5). (c) On each Distribution Date, the Securities Administrator will deposit into the Class III-M A-1 Reserve Fund, an amount equal to the amount by which the sum of the Basis Risk Carryover Amounts with respect to the Class II-A-1 Certificates exceeds the sum of any amounts received by the Securities Administrator with respect to the related Cap Contract since the prior Distribution Date. On each Distribution Date, after making the distributions required under Section 4.1(a)(i) through (iv) and Section 4.1(b)(1) through (4), the Securities Administrator will withdraw from the Class III-B A-1 Reserve Fund the amounts on deposit therein (which shall include any payments received under the related Cap Contract) and distribute such amounts to the Class II-A-1 Certificates in respect of any Basis Risk Carryover Amounts due to the Class II-A-1 Certificates as set forth in Section 4.1(a)(v) and (b)(5). (d) For federal and state income tax purposes, the Seller will be deemed to be the owner of each Reserve Fund. Upon the termination of the Trust Fund, or the payment in full of the Certificates, as applicableall amounts remaining on deposit in the related Reserve Fund will be released by the Trust Fund and distributed to the Seller or its designees. Any The Reserve Funds will be part of the Trust Fund but not part of any REMIC and any payments to the Holders of the Class I-A, Class I-M A-1 Certificates and Class III-B A-1 Certificates in respect of Group I Basis Risk Shortfall Carry Forward Carryover Amounts pursuant to the second preceding sentence shall will not be payments with respect to a “regular interest” in a REMIC within the meaning of Code Section 860(G)(a)(1) of the Code). (be) The Group I Reserve Fund is an “outside Group I Reserve Fund” within the meaning of Treasury Regulation Section 1.860G-2(h) and shall be an asset of the Trust Fund but not an asset of any REMIC. The Trustee on behalf of the Trust shall be the nominal owner of the Group I Reserve Fund. The Class I-C Certificateholder shall be the beneficial owner of the Group I Reserve Fund, subject to the power of Seller hereby agrees that the Securities Administrator on behalf of will deposit into the Trustee to transfer amounts under Section 6.04. Amounts in the Group I related Reserve Fund shall, at the written direction of the Class I-C Certificateholder amounts described above on each Distribution Date. The Seller further agrees that its agreement to such action by the Securities AdministratorAdministrator is given for good and valuable consideration, be invested the receipt and sufficiency of which is acknowledged by such acceptance. (f) The Securities Administrator shall direct any depository institution maintaining the Reserve Fund to invest the funds in Permitted such account in one or more Eligible Investments that mature bearing interest or sold at a discount, and maturing, unless payable on demand, (i) no later than the Business Day prior immediately preceding the date on which such funds are required to the next succeeding Distribution Date. In the absence of written instructions be withdrawn from such account pursuant to this Agreement, if a Person other than the Securities AdministratorAdministrator or an Affiliate manages or advises such investment, amounts and (ii) no later than the date on deposit in which such funds are required to be withdrawn from such account pursuant to this Agreement, if the Group I Reserve Fund shall remain uninvestedSecurities Administrator or an Affiliate manages or advises such investment. All net income and gain from earned upon such investments shall be distributed to the Class I-C Certificateholders, not as a distribution in respect of any interest in any REMIC, at such time as they shall direct. All amounts earned on amounts on deposit in the Group I Reserve Fund shall be taxable to the Class I-C Certificateholder. Any losses on such investments investment shall be deposited in into the Group I related Reserve Fund by Fund. In no event shall the Class I-C Certificateholder out of its own funds immediately as realizedSecurities Administrator be liable for any investments made pursuant to this clause (f). (cg) On or before the Closing DateFor federal tax return and information reporting, the Securities Administrator shall establish a Group II Reserve Fund on behalf right of the Holders of the Group II Certificates. On the Closing Date, the Depositor shall cause an amount equal to the Group II Reserve Fund Deposit to be deposited in the Group II Reserve Fund. The Group II Reserve Fund shall be an Eligible Account. The Group II Reserve Fund shall be entitled “Group II Reserve Fund, LaSalle Bank National Association, as Securities Administrator on behalf of Citibank, N.A. as Trustee for the benefit of holders of Bear Xxxxxxx Asset Backed Securities I LLC, SACO I Trust 2005Class I-10, Mortgage-Backed Certificates, Series 2005-10, Group II Certificates”. On each Distribution Date as to which there is a Group II Basis Risk Shortfall Carry Forward Amount payable to any Class of Class II-A, Class II-M or Class II-B Certificates, the Securities Administrator shall deposit the amounts distributable pursuant to clauses (C) and (D) of Section 6.04(b)(3) into the Group II Reserve Fund, and the Securities Administrator has been directed by the Class II-C Certificateholder to distribute any amounts then on deposit in the Group II Reserve Fund to the Holders of the Class II-A, Class II-M or Class II-B Certificates in respect of the Group II Basis Risk Shortfall Carry Forward Amounts for each such Class in the priorities set forth in clauses (C) and (D) of Section 6.04(b)(3). Any amount paid to the Holders of Class II-A, Class II-M or Class II-B Certificates from amounts distributable pursuant to clauses (C) and (D) of Section 6.04(b)(3) pursuant to the preceding sentence in respect of Group II Basis Risk Shortfall Carry Forward Amounts shall be treated as distributed to the Class II-C Certificateholder in respect of the Class II-C Certificates and paid by the Class II-C Certificateholder to the Holders of the Class II-A, Class II-M A-1 and Class II-B Certificates, as applicable. Any A-1 Certificates to receive payments to from the Holders of the Class II-A, Class II-M and Class II-B Certificates in respect of Group II Basis Risk Shortfall Carry Forward Amounts pursuant to the second preceding sentence shall not be payments with respect to a “regular interest” in a REMIC within the meaning of Section 860(G)(a)(1) of the Code. (d) The Group II related Reserve Fund is an “outside Group II Reserve Fund” within the meaning of Treasury Regulation Section 1.860G-2(h) and shall be an asset of the Trust Fund but not an asset of any REMIC. The Trustee on behalf of the Trust shall be the nominal owner of the Group II Reserve Fund. The Class II-C Certificateholder shall be the beneficial owner of the Group II Reserve Fund, subject to the power of the Securities Administrator on behalf of the Trustee to transfer amounts under Section 6.04. Amounts in the Group II Reserve Fund shall, at the written direction of the Class II-C Certificateholder to the Securities Administrator, be invested in Permitted Investments that mature no later than the Business Day prior to the next succeeding Distribution Date. In the absence of written instructions to the Securities Administrator, amounts on deposit in the Group II Reserve Fund shall remain uninvested. All net income and gain from such investments shall be distributed to the Class II-C Certificateholders, not as a distribution in respect of any interest in any REMIC, at such time as they shall direct. All amounts earned on amounts on deposit in the Group II Reserve Fund Basis Risk Carryover Amount shall be taxable to the Class II-C Certificateholder. Any losses on such investments shall be deposited in the Group II Reserve Fund by the Class II-C Certificateholder out assigned a value of its own funds immediately as realized$766,000 and $1,732,000, respectively.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Deutsche Alt-a Securities, Inc. Mortgage Loan Trust, Series 2005-5)

Reserve Funds. (a) On or before the Closing Date, (i) the Securities Administrator Trustee shall establish a Group I the Reserve Fund Funds which will be held in trust by the Trustee, as part of the Separate Interest Trust, on behalf of the Holders of the Group I Class I-A-1, Class I-A-6 and Class I-A-8 Certificates, as applicable, and (ii) the Depositor will deposit or cause to be deposited $1,000 in each Reserve Fund. Each Reserve Fund shall be a separate Eligible Account, and funds on deposit therein shall be held separate and apart from, and shall not be commingled with, any other moneys, including without limitation other moneys of the Trustee held pursuant to this Agreement. The Residual Owner will own the residual interest in each Reserve Fund. Each Reserve Fund shall be an asset of the Separate Interest Trust. (b) On each Distribution Date prior to the Closing Class I-A-1 Cap Contract Termination Date, the Depositor Trustee will deposit any amounts received under the Class I-A-1 Cap Contract into the Class I-A-1 Reserve Fund. Amounts on deposit, if any, in the Class I-A-1 Reserve Fund shall cause be distributed in the following order of priority: (i) on any Distribution Date for which a Basis Risk Shortfall exists in respect of the Class I-A-1 Certificates, the Trustee shall withdraw from the Class I-A-1 Reserve Fund an amount equal to the Group I Reserve Fund Deposit to be deposited in the Group I Reserve Fund. The Group I Reserve Fund shall be an Eligible Account. The Group I Reserve Fund shall be entitled “Group I Reserve Fund, LaSalle Bank National Association, as Securities Administrator on behalf lesser of Citibank, N.A. as Trustee for the benefit of holders of Bear Xxxxxxx Asset Backed Securities I LLC, SACO I Trust 2005-10, Mortgage-Backed Certificates, Series 2005-10, Group I Certificates”. On each Distribution Date as to which there is a Group I Basis Risk Shortfall Carry Forward Amount payable to any Class of Class I-A, Class I-M or Class I-B Certificates, the Securities Administrator shall deposit the amounts distributable pursuant to clauses (Ci) and (D) of Section 6.04(a)(3) into the Group I Reserve Fund, and the Securities Administrator has been directed by the Class I-C Certificateholder to distribute any amounts then on deposit A-1 Yield Supplement Amount for such Distribution Date and (ii) the balance in the Group I Class I-A-1 Reserve Fund on such Distribution Date, and distribute such amount to the Holders of the Class I-A, Class I-M or Class I-B Certificates in respect of the Group I A-1 Certificates; (ii) on any Distribution Date for which an Unpaid Basis Risk Shortfall Carry Forward Amounts for each such Class in the priorities set forth in clauses (C) and (D) of Section 6.04(a)(3). Any amount paid to the Holders of Class I-A, Class I-M or Class I-B Certificates from amounts distributable pursuant to clauses (C) and (D) of Section 6.04(a)(3) pursuant to the preceding sentence in respect of Group I Basis Risk Shortfall Carry Forward Amounts shall be treated as distributed to exists on the Class I-C Certificateholder in respect of A-1 Certificates, the Trustee shall withdraw from the Class I-C Certificates A-1 Reserve Fund an amount equal to the lesser of (i) the amount of such Unpaid Basis Risk Shortfall for such Distribution Date and paid by (ii) the balance in the Class I-C Certificateholder A-1 Reserve Fund on such Distribution Date, and distribute such amount to the Holders of the Class I-A, A-1 Certificates; and (iii) on any Distribution Date for which a Carryover Unpaid Basis Risk Shortfall exists on the Class I-M and A-1 Certificates, the Trustee shall withdraw from the Class I-B CertificatesA-1 Reserve Fund an amount equal to the lesser of (i) the amount of such Carryover Unpaid Basis Risk Shortfall with interest thereon at the applicable Pass-Through Rate (calculated without regard to the maximum Pass-Through Rate limitation) for such Distribution Date and (ii) the balance in the Class I-A-1 Reserve Fund on such Distribution Date, as applicable. Any payments and distribute such amount to the Holders of the Class I-A, A-1 Certificates. Any amounts remaining on deposit in the Class I-M and A-1 Reserve Fund after the Trustee has made the foregoing distributions shall remain in the Class I-B Certificates in respect of Group I Basis Risk Shortfall Carry Forward Amounts pursuant to the second preceding sentence shall not be payments with respect to a “regular interest” in a REMIC within the meaning of Section 860(G)(a)(1) of the Code. (b) The Group I A-1 Reserve Fund is an “outside Group I Reserve Fund” within until the meaning next Distribution Date. On the earlier to occur of Treasury Regulation Section 1.860G-2(h(x) and shall be an asset of the Trust Fund but not an asset of any REMIC. The Trustee Distribution Date on behalf of which the Trust shall be the nominal owner of the Group I Reserve Fund. The Class I-C Certificateholder shall be the beneficial owner of the Group I Reserve Fund, subject to the power of the Securities Administrator on behalf of the Trustee to transfer amounts under Section 6.04. Amounts in the Group I Reserve Fund shall, at the written direction Certificate Balance of the Class I-C Certificateholder A-1 Certificates is reduced to zero and (y) the termination of the Trust Fund, the Trustee shall distribute any amounts remaining in the Class I-A-1 Reserve Fund to the Securities AdministratorResidual Owner. (c) On each Distribution Date prior to the Class I-A-6 Cap Contract Termination Date, the Trustee shall deposit any amounts received under the Class I-A-6 Cap Contract into the Class I-A-6 Reserve Fund. Amounts on deposit, if any, in the Class I-A-6 Reserve Fund shall be distributed in the following order of priority: (i) on any Distribution Date for which a Basis Risk Shortfall exists in respect of the Class I-A-6 Certificates, the Trustee shall withdraw from the Class I-A-6 Reserve Fund an amount equal to the lesser of (i) the Class I-A-6 Yield Supplement Amount for such Distribution Date and (ii) the balance in the Class I-A-6 Reserve Fund on such Distribution Date, and distribute such amount to the Holders of the Class I-A-6 Certificates; (ii) on any Distribution Date for which an Unpaid Basis Risk Shortfall exists on the Class I-A-6 Certificates, the Trustee shall withdraw from the Class I-A-6 Reserve Fund an amount equal to the lesser of (i) the amount of such Unpaid Basis Risk Shortfall for such Distribution Date and (ii) the balance in the Class I-A-6 Reserve Fund on such Distribution Date, and distribute such amount to the Holders of the Class I-A-6 Certificates; and (iii) on any Distribution Date for which a Carryover Unpaid Basis Risk Shortfall exists on the Class I-A-6 Certificates, the Trustee shall withdraw from the Class I-A-6 Reserve Fund an amount equal to the lesser of (i) the amount of such Carryover Unpaid Basis Risk Shortfall with interest thereon at the applicable Pass-Through Rate (calculated without regard to the maximum Pass-Through Rate limitation) for such Distribution Date and (ii) the balance in the Class I-A-6 Reserve Fund on such Distribution Date, and distribute such amount to the Holders of the Class I-A-6 Certificates. Any amounts remaining on deposit in the Class I-A-6 Reserve Fund after the Trustee has made the foregoing distributions shall remain in the Class I-A-6 Reserve Fund until the next Distribution Date. On the earlier to occur of (x) the Distribution Date on which the Class Certificate Balance of the Class I-A-6 Certificates is reduced to zero and (y) the termination of the Trust Fund, the Trustee shall distribute any amounts remaining in the Class I-A-6 Reserve Fund to the Residual Owner. (d) On each Distribution Date prior to the Class I-A-8 Cap Contract Termination Date, the Trustee shall deposit any amounts received under the Class I-A-8 Cap Contract into the Class I-A-8 Reserve Fund. In addition, On each Distribution Date prior to the Corridor Contract Termination Date, the Trustee shall deposit any amounts received under the Class I-A-8 Corridor Contract into the Class I-A-8 Reserve Fund. Amounts on deposit, if any, in the Class I-A-8 Reserve Fund shall be distributed in the following order of priority: (i) on any Distribution Date for which a Basis Risk Shortfall exists in respect of the Class I-A-8 Certificates, the Trustee shall withdraw from the Class I-A-8 Reserve Fund an amount equal to the lesser of (i) the Class I-A-8 Yield Supplement Amount for such Distribution Date and (ii) the balance in the Class I-A-8 Reserve Fund on such Distribution Date, and distribute such amount to the Holders of the Class I-A-8 Certificates; (ii) on any Distribution Date for which an Unpaid Basis Risk Shortfall exists on the Class I-A-8 Certificates, the Trustee shall withdraw from the Class I-A-8 Reserve Fund an amount equal to the lesser of (i) the amount of such Unpaid Basis Risk Shortfall for such Distribution Date and (ii) the balance in the Class I-A-8 Reserve Fund on such Distribution Date, and distribute such amount to the Holders of the Class I-A-8 Certificates; and (iii) on any Distribution Date for which a Carryover Unpaid Basis Risk Shortfall exists on the Class I-A-8 Certificates, the Trustee shall withdraw from the Class I-A-8 Reserve Fund an amount equal to the lesser of (i) the amount of such Carryover Unpaid Basis Risk Shortfall with interest thereon at the applicable Pass-Through Rate (calculated without regard to the maximum Pass-Through Rate limitation) for such Distribution Date and (ii) the balance in the Class I-A-8 Reserve Fund on such Distribution Date, and distribute such amount to the Holders of the Class I-A-8 Certificates. Any amounts remaining on deposit in the Class I-A-8 Reserve Fund after the Trustee has made the foregoing distributions shall remain in the Class I-A-8 Reserve Fund until the next Distribution Date. On the earlier to occur of (x) the Distribution Date on which the Class Certificate Balance of the Class I-A-8 Certificates is reduced to zero and (y) the termination of the Trust Fund, the Trustee shall distribute any amounts remaining in the Class I-A-8 Reserve Fund to the Residual Owner. (e) Funds in the Reserve Funds shall be invested in Permitted Investments that mature no later than Investments. Any earnings on amounts in the Business Day prior Reserve Funds shall be for the benefit of the Residual Owner. The Residual Owner shall own the Reserve Funds for federal income tax purposes and the Residual Owner shall direct the Trustee, in writing, as to the next succeeding Distribution Dateinvestment of amounts on deposit therein. The Residual Owner shall be liable for any losses incurred on such investments. In the absence of written instructions from the Residual Owner as to the Securities Administrator, amounts investment of funds on deposit in the Group I applicable Reserve Fund Funds, such funds shall remain be held uninvested. All net income computations made pursuant to this Section 4.7 and gain from such investments the related funds shall be distributed to the Class I-C Certificateholders, not as a distribution in respect of any interest in any REMIC, at such time as they shall direct. All amounts earned on amounts on deposit in the Group I Reserve Fund shall be taxable to the Class I-C Certificateholder. Any losses on such investments shall be deposited in the Group I Reserve Fund by the Class I-C Certificateholder out of its own funds immediately as realized. (c) On or before the Closing Date, the Securities Administrator shall establish a Group II Reserve Fund on behalf of the Holders of the Group II Certificates. On the Closing Date, the Depositor shall cause an amount equal to the Group II Reserve Fund Deposit to be deposited in the Group II Reserve Fund. The Group II Reserve Fund shall be an Eligible Account. The Group II Reserve Fund shall be entitled “Group II Reserve Fund, LaSalle Bank National Association, as Securities Administrator on behalf of Citibank, N.A. as Trustee for the benefit of holders of Bear Xxxxxxx Asset Backed Securities I LLC, SACO I Trust 2005-10, Mortgage-Backed Certificates, Series 2005-10, Group II Certificates”. On each Distribution Date segregated as to which there is a Group II Basis Risk Shortfall Carry Forward Amount payable to any Class of Class II-A, Class II-M or Class II-B Certificates, the Securities Administrator shall deposit the amounts distributable pursuant to clauses (C) and (D) of Section 6.04(b)(3) into the Group II Reserve Fund, and the Securities Administrator has been directed by the Class II-C Certificateholder to distribute any amounts then on deposit in the Group II Reserve Fund to the Holders of the Class II-A, Class II-M or Class II-B Certificates in respect of the Group II Basis Risk Shortfall Carry Forward Amounts for each such Class in the priorities set forth in clauses (C) and (D) of Section 6.04(b)(3). Any amount paid to the Holders of Class II-A, Class II-M or Class II-B Certificates from amounts distributable pursuant to clauses (C) and (D) of Section 6.04(b)(3) pursuant to the preceding sentence in respect of Group II Basis Risk Shortfall Carry Forward Amounts shall be treated as distributed to the Class II-C Certificateholder in respect of the Class II-C Certificates and paid by the Class II-C Certificateholder to the Holders of the Class II-A, Class II-M and Class II-B Certificates, as applicable. Any payments to the Holders of the Class II-A, Class II-M and Class II-B Certificates in respect of Group II Basis Risk Shortfall Carry Forward Amounts pursuant to the second preceding sentence shall not be payments with respect to a “regular interest” in a REMIC within the meaning of Section 860(G)(a)(1) of the Codeseparate Contract. (d) The Group II Reserve Fund is an “outside Group II Reserve Fund” within the meaning of Treasury Regulation Section 1.860G-2(h) and shall be an asset of the Trust Fund but not an asset of any REMIC. The Trustee on behalf of the Trust shall be the nominal owner of the Group II Reserve Fund. The Class II-C Certificateholder shall be the beneficial owner of the Group II Reserve Fund, subject to the power of the Securities Administrator on behalf of the Trustee to transfer amounts under Section 6.04. Amounts in the Group II Reserve Fund shall, at the written direction of the Class II-C Certificateholder to the Securities Administrator, be invested in Permitted Investments that mature no later than the Business Day prior to the next succeeding Distribution Date. In the absence of written instructions to the Securities Administrator, amounts on deposit in the Group II Reserve Fund shall remain uninvested. All net income and gain from such investments shall be distributed to the Class II-C Certificateholders, not as a distribution in respect of any interest in any REMIC, at such time as they shall direct. All amounts earned on amounts on deposit in the Group II Reserve Fund shall be taxable to the Class II-C Certificateholder. Any losses on such investments shall be deposited in the Group II Reserve Fund by the Class II-C Certificateholder out of its own funds immediately as realized.

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Samples: Pooling and Servicing Agreement (First Horizon Asset Sec Mort Pass THR Certs Ser 2006-Fa1)