Common use of Retention and Termination of Servicer Clause in Contracts

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ which term shall be extendible by [the Note Insurer] for successive quarterly terms ending on each successive June 30, September 30, December 31, and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, for any specified number of terms greater than one), until the termination of the Issuer. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this the Agreement for an initial term, commencing on the Closing Date and ending on _______________ March 31, 1998, which term shall be extendible by [the Note Insurer] Insurer for successive quarterly terms ending on each successive March 31, June 30, September 30, 30 and December 31, and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, for any specified number of terms greater than one), until the termination of the IssuerTrust. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent agrees that if that, as of the fifteenth day prior to the last day of any term of the Servicer, if in which the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms term shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ March 31, 1997, which term shall be extendible by [the Note Insurer] Security Insurer for successive quarterly terms ending on each successive June 30, September 30, December 31, 31 and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer Servicer, the Indenture Trustee and the Trust Collateral AgentOwner Trustee, for any specified number of terms greater than one), until the termination of the IssuerTrust. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Security Insurer to the Trust Collateral Agent Owner Trustee, the Indenture Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Indenture Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent Indenture Trustee shall not have received any Servicer Extension Notice from [the Note Security Insurer], the Trust Collateral Agent Indenture Trustee will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer]Owner Trustee, the Back-up Servicer (or any alternate successor servicer appointed by the Note Security Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ , which term shall may be extendible extended by [written notice delivered by the Note Insurer] , so long as the Insurer is the Controlling Party, for successive quarterly terms three month periods ending on each successive June 30, September 30, December 31, and March 31 three month period (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral AgentIndenture Trustee, extended for any specified number of terms greater than one), until the termination of the Issuer. Each If an Insurer Default shall have occurred and be continuing, such term will automatically be renewed unless the Majority Noteholders vote to remove the Servicer. Any such notice (including each notice pursuant to standing instructions, which which, if delivered, shall be deemed delivered at the end of successive quarterly monthly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent Indenture Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the The Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term. This Section shall not apply to the Back-up Servicer or the Standby Servicer.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, term commencing on the Closing Date and ending on _______________ December 31, 1997, which term shall be extendible by [the Note Insurer] Insurer for successive quarterly terms ending on each successive March 31, June 30, September 30, 30 and December 31, and March 31 (or, at the discretion of the Note Insurer exercised pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral AgentTrustee, for any specified number of terms greater than one), until such time as the termination Notes have been paid in full, all amounts due to the Certificateholders have been paid and until the Termination of the IssuerTrust. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [If an Insurer Default has occurred and is continuing, the term of the Servicer's appointment hereunder shall be deemed to have been extended until such time, if any, as such Insurer Default has been cured unless such appointment is terminated sooner in accordance with the terms of this Agreement). Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent willTrustee shall, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, term commencing on the Closing Date and ending on _______________ September 30, 2004, which term shall may be extendible extended by [the Note Insurer] Noteholder for successive quarterly terms ending on each successive June 30, September 30, December 31, March 31, June 30 and March 31 September 30 pursuant to written instructions delivered by the Noteholder to the Servicer and the Trustee (or, at the discretion of the Noteholder exercised pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral AgentTrustee, for any specified number of terms greater than one), until such time as the termination of the Issuer. Each Note has been paid in full (each such notice (notice, including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (, a "Servicer Extension NoticeSERVICER EXTENSION NOTICE") shall be delivered by [the Note Insurer] to the Trust Collateral Agent and the Servicer). The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] the Trust Collateral Agent The Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Insurer]Noteholder, the Trust Collateral Agent willTrustee shall, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) Noteholder and the Servicer and the Servicer's terms term shall not be extended unless a an Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ March 31, 1999, which term shall be extendible by [the Note Insurer] Security Insurer for successive quarterly terms ending on each successive June 30, September 30, December 31, 31 and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer Servicer, the Indenture Trustee and the Trust Collateral AgentOwner Trustee, for any specified number of terms greater than one), until the termination of the IssuerTrust. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Security Insurer to the Trust Collateral Agent Owner Trustee, the Indenture Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Indenture Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent Indenture Trustee shall not have received any Servicer Extension Notice from [the Note Security Insurer], the Trust Collateral Agent Indenture Trustee will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer]Owner Trustee, the Back-up Servicer (or any alternate successor servicer appointed by the Note Security Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The As long as the Seller acts as Servicer, the Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, term commencing on the Closing Date and ending on _______________ June 30, 2002, which term shall may be extendible extended by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive June 30, September 30, December 31, and March 31 and June 30 (or, at the discretion of the Controlling Party exercised pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral AgentTrustee, for any specified number of terms greater than one), until such time as the termination of Note have been paid in full, and all amounts due to the IssuerInsurer have been paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension NoticeSERVICER EXTENSION NOTICE") shall be delivered by [the Note Insurer] Controlling Party to the Trust Collateral Agent Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Insurer]Controlling Party, the Trust Collateral Agent willTrustee shall, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], Controlling Party. If the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall Controlling Party does not be extended unless deliver a Servicer Extension Notice is received to the Trustee and the Servicer on or before prior to the last day of such termany term of the Servicer, the Person then acting as Servicer shall, unless otherwise agreed to in writing by the Controlling Party, cease to be the Servicer hereunder in accordance with SECTION 10.3.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ September 30, 2006, which term shall be extendible subject to extension by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive March 31, June 30, September 30, 30 and December 31, and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Agent for any specified number of terms greater than one), until the termination of Notes and the IssuerSecurities are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent Servicer agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent Servicer shall not have received any Servicer Extension Notice from [the Note Insurer]Insurer (which extension notices the Insurer has agreed to deliver for so long as no other Servicer Termination Event has occurred), the Trust Collateral Agent Servicer will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer]Trust Collateral Agent and the Backup Servicer. Notwithstanding anything herein to the contrary, the Back-up Insurer shall be obligated to deliver Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and Extension Notices extending the Servicer's terms shall not be extended unless a term as Servicer Extension Notice is received on or before hereunder in the last day of such termmanner set forth in this Section 4.14 for so long as no Servicer Termination Event has occurred.

Retention and Termination of Servicer. The Servicer hereby ------------------------------------- covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ December 31, 1997, which term shall be extendible by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive June 30, September 30, December March 31, June 30 and March 31 September 30 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Agent for any specified number of terms greater than one), until the termination of Notes and the IssuerSecurities are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ December 31, 2000, which term shall be extendible subject to extension by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive March 31, June 30, September 30, 30 and December 31, and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Agent for any specified number of terms greater than one), until the termination of Notes and the IssuerSecurities are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby ------------------------------------- covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ September 30, 2000, which term shall be extendible by [the Note Insurer] Insurer (provided no Insurer Default has occurred and is continuing) for successive quarterly terms ending on each successive June 30, September 30, December 31, March 31, June 30 and March 31 September 30 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Indenture Trustee for any specified specific number of terms greater than one), until the termination of the IssuerNotes are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent Indenture Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Indenture Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent Indenture Trustee shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent willIndenture Trustee shall, within five (5) days thereafterafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms term shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term. Notwithstanding the foregoing, in the event an Insurer Default has occurred and is continuing, the Servicer Extension Notice shall be deemed to have been delivered as of the last day of the current term of the Servicer and extended until the next quarterly period.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ March 31, 1996, which term shall be extendible by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive June 30, September 30, 30 and December 31, and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Trustee for any specified number of terms greater than one), until the termination of the IssuerCertificates are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Security Insurer to the Trust Collateral Agent Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Security Insurer], the Trust Collateral Agent Trustee will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Security Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. (a) The Servicer hereby covenants servicing, administering and agrees to act as such under this Agreement for an initial term, commencing on collection of the Closing Date and ending on _______________ which term Receivables shall be extendible conducted by [the Note Insurer] for successive quarterly terms ending on each successive June 30, September 30, December 31, and March 31 Person (or, pursuant to revocable written standing instructions the "SERVICER") so designated from time to time in accordance with this Section 6. 1. Subject to termination due to the occurrence of a Servicer and Termination Event or as otherwise provided below in this Section 6.1, AFL shall serve as Servicer hereunder. The Funding Agent shall, upon ten (10) Business Days' prior written notice following the Trust Collateral Agentoccurrence of a Servicer Termination Event, for any specified number terminate the appointment of terms greater than one)the Servicer by designating as Servicer the Back-Up Servicer, until or, in the case of the termination of the IssuerBack-Up Servicer, any other Person as successor Servicer. Each such notice Any designation of a successor Servicer (including each notice the Back-Up Servicer) hereunder shall become effective upon such successor Servicer's agreement to perform the duties and obligations of the Servicer pursuant to standing instructionsthe terms hereof, which shall be deemed delivered at and such person shall, for the end purposes of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] to the Trust Collateral Agent and the this Agreement, become Servicer. The Servicer hereby agrees thatmay, as with the prior consent of the date hereof Funding Agent, subcontract with any other Person for servicing, administering or collecting the Purchased Receivables; PROVIDED that the Servicer shall remain liable for the performance of the duties and upon its receipt obligations of the Servicer pursuant to the terms hereof. (b) Upon any such successor Servicer's assumption of the obligations of Servicer Extension Noticepursuant to this Agreement, the Servicer shall become bound, for the initial term beginning on the date hereof deliver to such successor Servicer all documents and for the duration of the term covered instruments and monies held by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of it under this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) ; and the Servicer and the Funding Agent shall execute and deliver such instruments and do such other things as may reasonably be required for fully and certainly vesting and confirming in the successor Servicer all such rights, powers, duties, and obligations. (c) The Servicer shall not resign from the obligations and duties imposed on it by this Agreement as Servicer except upon a determination that by reason of a change in legal requirements, the performance of its duties hereunder would cause it to be in violation of such legal requirements in a manner which would have a material adverse effect on the Servicer, and the Funding Agent does not elect to waive the obligations of the Servicer to perform the duties which render it legally unable to act or to delegate those duties to another Person. Any such determination permitting the resignation of the Servicer pursuant to this Section 6.1(c) shall be evidenced by an opinion of counsel as to the relevant legal requirements delivered and acceptable to the Funding Agent in form and substance. (d) Any Person (i) into which the Servicer may be merged or consolidated, (ii) resulting from any merger or consolidation to which the Servicer shall be a party, (iii) which acquires by conveyance, transfer or lease substantially all of the assets of the Servicer, or (iv) succeeding to the business of the Servicer, shall execute an agreement of assumption to perform every obligation of the Servicer under this Agreement and, whether or not such assumption agreement is executed, shall be the successor to the Servicer under this Agreement without the execution or filing of any paper or any further act on the part of any of the parties to this Agreement, anything in this Agreement to the contrary notwithstanding; PROVIDED, HOWEVER, that nothing contained herein shall be deemed to release the Servicer from any obligation. (e) In the event any successor Servicer assumes the obligations of the Servicer pursuant to this Section 6.1, such successor Servicer shall also thereupon so assume all of the rights and obligations of the outgoing Servicer under the Lock-Box Agreement. In such event, such successor Servicer shall be deemed to have assumed all of the Servicer's terms interest therein and to have replaced the Servicer as a party to the Lock-Box Agreement to the same extent as if the Lock-Box Agreement had been assigned to such successor Servicer, except that the Servicer shall not thereby be extended unless relieved of any liability or obligations to the Lock-Box Bank under such Lock-Box Agreement. The Servicer shall, upon request of the Funding Agent, but at the expense of the Servicer, deliver to any successor Servicer all documents and records relating to the Lock-Box Agreement and an accounting of amounts collected and held by the Lock-Box Bank and otherwise use its best efforts to effect the orderly and efficient transfer of the Lock-Box Agreement to any such successor Servicer. (f) If any Person assumes the role of successor Servicer, (A) such successor Servicer may appoint a subservicer to perform its duties and obligations as successor Servicer Extension Notice is received on or before outsource any of its duties and obligations as successor Servicer (PROVIDED that no such delegation or outsourcing shall relieve such successor Servicer of its obligations as the last successor Servicer) and (B) such successor Servicer shall, by the thirtieth (30th) day following the day of such termassumption of duties, obtain all licenses, approvals and consents necessary or required to be obtained in connection with the performance of its obligations as successor Servicer hereunder.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such Servicer under this Agreement for an initial term, term commencing on the Closing Date and ending on _______________ August 31, 1997, which term shall be extendible by [the Note Insurer] Insurer (or the Indenture Trustee for as long as the Notes are outstanding, if there is an existing Note Insurer Default or if the Policy is no longer in effect) for successive quarterly terms ending on each successive June November 30, September 30February 28, December 31, May 31 and March August 31 (or, or pursuant to revocable written standing instructions delivered from time to time to the Servicer Servicer, the Indenture Trustee and the Trust Collateral AgentOwner Trustee, for any specified number of terms greater than oneterms), until the termination Notes are paid in full; provided, however, that on the date that the Notes are paid in full, the then current term of the IssuerServicer shall be automatically extended until the Certificates are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] , the Indenture Trustee or the Owner Trustee, as applicable, to the Trust Collateral Agent and the Servicerother parties to this Agreement. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and be bound for the duration of the initial term or the term covered by such Servicer Extension Notice, Notice to continue act as the Servicer Servicer, subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Servicer agrees that if as of the fifteenth last day prior to of the calendar month preceding the last day of any such servicing term of the Servicer, the Trust Collateral Agent Servicer shall not have received any a Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent willServicer shall, within five days thereafter, give written notice of such non-receipt [to the Indenture Trustee, the Owner Trustee, the Note Insurer], the BackSub-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Backup Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ June 30, 1998, which term shall be extendible by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive June 30, September 30, December 31, 31 and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Agent for any specified number of terms greater than one), until the termination of Notes and the IssuerSecurities are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ September 30, 2003, which term shall be extendible by [the Note Insurer] Insurer (provided that no Note Insurer Default has occurred and is continuing) for successive quarterly terms ending on each successive June 30, September 30, December 31, March 31, June 30 and March 31 September 30 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Trustee for any specified 18 Servicing Agreement specific number of terms greater than one), until the termination of Notes have been paid in full, all amounts due and owing to the IssuerNote Insurer have been paid in full and the Policy has been returned to the Note Insurer in accordance with its terms. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent Servicer and the ServicerTrustee. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent Trustee will, within five days thereafterafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms term shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term. Notwithstanding the foregoing, in the event a Note Insurer Default has occurred and is continuing, the Servicer Extension Notice shall be deemed to have been delivered as of last day of the current term of the Servicer and extended until the next quarterly period.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ March 31, 1998, which term shall be extendible by [the Note Insurer] Security Insurer for successive quarterly terms ending on each successive June 30, September 30, December 31, 31 and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer Servicer, the Indenture Trustee and the Trust Collateral AgentOwner Trustee, for any specified number of terms greater than one), until the termination of the IssuerTrust. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Security Insurer to the Trust Collateral Agent Owner Trustee, the Indenture Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Indenture Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent Indenture Trustee shall not have received any Servicer Extension Notice from [the Note Security Insurer], the Trust Collateral Agent Indenture Trustee will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer]Owner Trustee, the Back-up Servicer (or any alternate successor servicer appointed by the Note Security Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ March 31, 1998, which term shall be extendible by [the Note Insurer] Certificate Insurer for successive quarterly terms ending on each successive June 30, September 30, December 31, 31 and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral AgentTrustee, for any specified number of terms greater than one), until the termination of the IssuerTrust. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Certificate Insurer to the Trust Collateral Agent Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for for, the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Certificate Insurer], the Trust Collateral Agent Trustee will, within five days thereafter, give written notice of such non-receipt [to the Note Certificate Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Certificate Insurer pursuant to Section 8.57.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial termterm of ninety (90) days, commencing on the Closing Date and ending on _______________ Date, which term shall be extendible automatically extended by the [the Note InsurerCredit Enhancer] for successive quarterly terms ending on of ninety (90) days each successive June 30as specified in a writing delivered by the [Credit Enhancer] prior to the expiration of each current term to the Servicer and the Trustee which provides that the Servicer will be automatically extended for a succeeding ninety (90) day term unless an Event of Default shall have occurred and be continuing, September 30, December 31, and March 31 in which case [the Credit Enhancer] may extend the Servicer in its sole discretion (or, at the discretion of [the Credit Enhancer] exercised pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral AgentTrustee, for any specified number of terms greater than one), until the termination of the IssuerTrust. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms ninety (90) day intervals for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note InsurerCredit Enhancer] to the Trust Collateral Agent Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until At such time as a Note Insurer Default shall the Class A Certificates have occurred been paid in full and be continuing,all outstanding Reimbursement Obligations and other amounts owed to [the Credit Enhancer] have been paid in full, the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, 's appointment hereunder shall be deemed to have been extended until the termination of the Trust Collateral Agent shall not have received any Servicer Extension Notice from [(unless such appointment is terminated sooner in accordance with the Note Insurerterms of this Agreement).], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, monthly terms commencing on the Class A Closing Date Date, with the most recent of such terms commencing as of the date hereof and ending on _______________ January 31, 2007, which term shall may be extendible extended by [the Controlling Note Insurer] Purchaser for successive quarterly monthly terms ending on each successive June 30, September 30, December 31, pursuant to written instructions delivered by the Controlling Note Purchaser to the Servicer and March 31 the Trustee (or, at the discretion of the Controlling Note Purchaser exercised pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral AgentTrustee, for any specified number of terms greater than one), until such time as the termination of Notes, all other Secured Obligations and any and all other amounts due and payable to the Issuer. Each Note Purchasers and the Noteholders pursuant to the Basic Documents have been paid in full (each such notice (notice, including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (, a "Servicer Extension NoticeSERVICER EXTENSION NOTICE") shall be delivered by [the Note Insurer] to the Trust Collateral Agent and the Servicer). The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension NoticeNotice or other extension of its term as Servicer, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension NoticeNotice or for the monthly term, as applicable, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] the Trust Collateral Agent The Trustee agrees that if as of the fifteenth day prior to Business Day succeeding the last day of Settlement Date occurring during any term of the Servicer, the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Insurer]as of such date, the Trust Collateral Agent willTrustee shall, within five days thereafter, give written notice of such non-receipt [to the each Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) Purchaser and the Servicer and the Servicer's terms term shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term. The Controlling Note Purchaser shall have no liability to the other Note Purchasers or the Noteholders arising out of or relating to any renewal or non-renewal of the term of the Servicer pursuant to this Section 4.15.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ December 31, 2004, which term shall be extendible subject to extension by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive June 30, September 30, December 31, 31 and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Agent for any specified number of terms greater than one), until the termination of Notes and the IssuerSecurities are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "“Servicer Extension Notice"”) shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent Servicer agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent Servicer shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent Servicer will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) Trust Collateral Agent and the Servicer and the Backup Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ June 30, 1997, which term shall be extendible by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive June 30, September 30, December 31, March 31, June 30 and March 31 September 30 (or, - 58 - pursuant to revocable written standing instructions from time to time to the Servicer Servicer, the Trustee and the Trust Collateral AgentIssuer, for any specified number of terms greater than one), until the termination of the IssuerNotes are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Controlling Party to the Trust Collateral Agent Issuer, the Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Insurer]Controlling Party, the Trust Collateral Agent Trustee will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer]Issuer, the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer Controlling Party and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ December 31, 2002, which term shall may be extendible extended by [written notice delivered by the Note Insurer] , so long as the Insurer is the Controlling Party, for successive quarterly terms three month periods ending on each successive June 30, September 30, December 31, and March 31 three month period (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral AgentIndenture Trustee, extended for any specified number of terms greater than one), until the termination of the Issuer. Each If an Insurer Default shall have occurred and be continuing, such term will automatically be renewed unless the Majority Noteholders vote to remove the Servicer. Any such notice (including each notice pursuant to standing instructions, which which, if delivered, shall be deemed delivered at the end of successive quarterly monthly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent Indenture Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the The Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term. This Section shall not apply to the Back-up Servicer or the Standby Servicer.

Retention and Termination of Servicer. The Servicer hereby ------------------------------------- covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ March 31, 1999, which term shall be extendible subject to extension by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive June 30, September 30, December 31, 31 and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Agent for any specified number of terms greater than one), until the termination of Notes and the IssuerSecurities are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, term commencing on the Closing Date and ending on _______________ December 31, 2007, which term shall may be extendible extended by [the Note Insurer] Insurer for successive quarterly terms ending on each successive March 31, June 30, September 30, 30 and December 31, and March 31 (or, at the discretion of the Note Insurer exercised pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral AgentTrustee, for any specified number of terms greater than one), until such time as the Notes have been paid in full, all amounts due to the Residual Certificateholders and the Note Insurer have been paid and until the termination of the IssuerTrust. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [If an Insurer Default has occurred and is continuing, the term of the Servicer's appointment hereunder shall be deemed to have been extended until such time, if any, as such Insurer Default has been cured unless such appointment is terminated sooner in accordance with the terms of this Agreement. Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent willTrustee shall, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the 42 Closing Date and ending on _______________ December 31, 2001, which term shall be extendible subject to extension by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive March 31, June 30, September 30, 30 and December 31, and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Agent for any specified number of terms greater than one), until the termination of Notes and the IssuerSecurities are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension NoticeSERVICER EXTENSION NOTICE") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ September 30, 1998, which term shall be extendible by [the Note Insurer] Security Insurer for successive quarterly terms ending on each successive June 30, September 30, December 31, March 31, June 30 and March 31 September 30 (or, pursuant to revocable written standing instructions from time to time to the Servicer Servicer, the Indenture Trustee and the Trust Collateral AgentOwner Trustee, for any specified number of terms greater than one), until the termination of the IssuerTrust. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Security Insurer to the Trust Collateral Agent Owner Trustee, the Indenture Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Indenture Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent Indenture Trustee shall not have received any Servicer Extension Notice from [the Note Security Insurer], the Trust Collateral Agent Indenture Trustee will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer]Owner Trustee, the Back-up Servicer (or any alternate successor servicer appointed by the Note Security Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such Servicer under this Agreement for an initial term, term commencing on the Closing Date and ending on _______________ March 18, 1997, which term shall be extendible by [the Note Insurer] Security Insurer (or (a) the Indenture Trustee for as long as the Notes are outstanding, if there is an existing Security Insurer Default or if both Policies are no longer in effect or (b) the Owner Trustee for as long as the Certificates are outstanding, if (i) there is an existing Security Insurer Default or if both Policies are no longer in effect and (ii) the Notes are no longer outstanding) for successive quarterly terms ending on each successive December 18, March 18, June 30, 18 and September 30, December 31, and March 31 18 (or, or pursuant to revocable written standing instructions delivered from time to time to the Servicer Servicer, the Indenture Trustee and the Trust Collateral AgentOwner Trustee, for any specified number of terms greater than oneterms), until the termination of the Issuer. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Security Insurer] , the Indenture Trustee or the Owner Trustee, as applicable, to the Trust Collateral Agent and the Servicerother parties to this Agreement. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and be bound for the duration of the initial term or the term covered by such Servicer Extension Notice, Notice to continue act as the Servicer Servicer, subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Security Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Servicer agrees that if as of the fifteenth last day prior to of the calendar month preceding the last day of any such servicing term of the Servicer, the Trust Collateral Agent Servicer shall not have received any a Servicer Extension Notice from [the Note Security Insurer], the Trust Collateral Agent willServicer shall, within five days thereafter, give written notice of such non-receipt [to the Note Insurer]Indenture Trustee, the Back-up Servicer (or any alternate successor servicer appointed by Owner Trustee, the Note Security Insurer pursuant to Section 8.5) and the Servicer and the Backup Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby ------------------------------------- covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ September 30, 2000, which term shall be extendible subject to extension by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive June 30, September 30, December 31, and March 31 and June 30 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Agent for any specified number of terms greater than one), until the termination of Notes and the IssuerSecurities are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby ------------------------------------- covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ March 31, 2000, which term shall be extendible by [the Note Insurer] Insurer (provided no Insurer Default has occurred and is continuing) for successive quarterly terms ending on each successive June 30, September 30, December 31, 31 and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Indenture Trustee for any specified specific number of terms greater than one), until the termination of the IssuerNotes are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent Indenture Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Indenture Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent Indenture Trustee shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent willIndenture Trustee shall, within five (5) days thereafterafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms term shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term. Notwithstanding the foregoing, in the event an Insurer Default has occurred and is continuing, the Servicer Extension Notice shall be deemed to have been delivered as of the last day of the current term of the Servicer and extended until the next quarterly period.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on [_______][_], 200[_______ ], which term shall be extendible by [the Note Insurer] Certificate Insurer for successive quarterly terms ending on each successive June 30, September 30, December 31, and March 31 and June 30 (or, pursuant to revocable written standing instructions from time to time to the Servicer Servicer, the Trustee and the Trust Collateral Agent, Backup Servicer for any specified number of terms greater than one), until the termination of the IssuerTrust. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Certificate Insurer to the Trust Collateral Agent Trustee, the Servicer and the Backup Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Certificate Insurer], the Trust Collateral Agent Trustee will, within five days thereafter, give written notice of such non-receipt [to the Note Certificate Insurer], the Back-up Backup Servicer (or any alternate successor servicer appointed by the Note Certificate Insurer pursuant to Section 8.510.3(b)) and the Servicer and the Servicer's terms term shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ March 31, [ ], which term shall be extendible by [the Note Insurer] Insurer (provided that no Insurer Default has occurred and is continuing) for successive quarterly terms ending on each successive June 30, September 30, December 31, 31 and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Indenture Trustee for any specified specific number of terms greater than one), until the termination of the IssuerNotes are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Servicing Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent Indenture Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Indenture Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent Indenture Trustee shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent Indenture Trustee will, within five days thereafterafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms term shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term. Notwithstanding the foregoing, in the event an Insurer Default has occurred and is continuing, the Servicer Extension Notice shall be deemed to have been delivered as of last day of the current term of the Servicer and extended until the next quarterly period.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ March 31, 2004, which term shall be extendible subject to extension by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive June 30, September 30, December 31, 31 and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Agent for any specified number of terms greater than one), until the termination of Notes and the IssuerSecurities are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "“Servicer Extension Notice"”) shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ September 30, 2009, which term shall be extendible by [the Note Insurer] subject to extension for successive quarterly terms ending on each successive March 31, June 30, September 30, 30 and December 31, until the Notes and March 31 the Certificates are paid in full, if the Administrative Agent gives written notice of each such extension (ora “Servicer Extension Notice”) to the Trust Collateral Agent and the Servicer. At any time that a Servicer Termination Event has occurred and is continuing, pursuant the Class A Majority, the Class B Majority and the Class C Majority, acting together, may vote to instruct the Administrative Agent not to deliver a Servicer Extension Notice with respect to the next succeeding calendar quarter. The Administrative Agent shall, on a date no earlier than the 15th Business Day preceding the end of the related calendar quarter and no later than the 10th Business Day preceding the end of such calendar quarter, deliver a Servicer Extension Notice to the Trust Collateral Agent and the Servicer with respect to the next calendar quarter, unless, prior to such date, the Class A Majority, the Class B Majority and the Class C Majority, acting together, have voted to instruct the Administrative Agent not to deliver a Servicer Extension Notice with respect to such calendar quarter. The Administrative Agent may give standing written, revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, with a copy in writing to each Noteholder, for any specified number of quarterly terms greater than one)1. If the Class A Majority, until the termination Class B Majority and the Class C Majority, acting together, instruct the Administrative Agent in writing to revoke any standing instructions, the Administrative Agent shall do so. The Servicer hereby agrees that, as of the Issuer. Each Closing Date and upon its receipt of any such notice Servicer Extension Notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] to the Trust Collateral Agent effect and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Noticehave not been revoked), the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Noticenotice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as The Administrative Agent will notify the Backup Servicer no later than the 10th Business Day preceding the end of a Note Insurer Default shall have occurred and be continuing,] the Trust Collateral Agent agrees that calendar quarter if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before not being delivered to the last day of such termTrust Collateral Agent and the Servicer with respect to the succeeding calendar quarter.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ October 31, 2005, which term shall be extendible subject to extension by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive June 30, September 30, December 31, 31 and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Agent for any specified number of terms greater than one), until the termination of Notes and the IssuerSecurities are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "“Servicer Extension Notice"”) shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent Servicer agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent Servicer shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent Servicer will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) Trust Collateral Agent and the Servicer and the Backup Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ December 31, 2001, which term shall be extendible subject to extension by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive March 31, June 30, September 30, 30 and December 31, and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Agent for any specified number of terms greater than one), until the termination of Notes and the IssuerSecurities are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension NoticeSERVICER EXTENSION NOTICE") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this the Agreement for an initial term, commencing on the Closing Date and ending on _______________ September 30, 1997, which term shall be extendible by [the Note Insurer] Insurer for successive quarterly terms ending on each successive March 31, June 30, September 30, 30 and December 31, and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, for any specified number of terms greater than one), until the termination of the IssuerTrust. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning beinning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent agrees that if that, as of the fifteenth day prior to the last day of any term of the Servicer, if in which the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms term shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ September 30, 2003 which term shall be extendible by [the Note Insurer] Insurer for successive quarterly terms ending on each successive June 30, September 30, December 31, March 31, June 30 and March 31 September 30 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, for any specified number of terms greater than one), until the termination of the Issuer. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the 41 Closing Date and ending on _______________ March 31, 2001, which term shall be extendible subject to extension by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive June 30, September 30, December 31, 31 and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Agent for any specified number of terms greater than one), until the termination of Notes and the IssuerSecurities are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ June 30, 2002, which term shall be extendible subject to extension by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive June 30, September 30, December 31, and March 31 and June 30 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Agent for any specified number of terms greater than one), until the termination of Notes and the IssuerSecurities are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension NoticeSERVICER EXTENSION NOTICE") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such Servicer under this Agreement for an initial term, term commencing on the Closing Date and ending on _______________ June 30, 1997, which term shall be extendible by [the Note Insurer] Purchaser on written notice for successive quarterly terms calendar months ending on the last day of each successive June 30, September 30, December 31, and March 31 such month (or, or pursuant to revocable written standing instructions delivered from time to time to the Servicer and the Trust Collateral AgentServicer, for any specified number of terms greater than onemonths), until the termination of the Issuer. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly monthly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Purchaser to the Trust Collateral Agent and Servicer with a copy to the Backup Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and be bound for the duration of the initial term or the term covered by such Servicer Extension Notice, Notice to continue act as the Servicer Servicer, subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] the Trust Collateral Agent The Servicer agrees that if as of the fifteenth day prior to of the calendar month preceding the last day of any such servicing term of the Servicer, the Trust Collateral Agent Servicer shall not have received any a Servicer Extension Notice from [the Note Insurer]Notice, the Trust Collateral Agent willServicer shall, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Backup Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such termPurchaser.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ June 30, 1999, which term shall be extendible by [the Note Insurer] Security Insurer for successive quarterly terms ending on each successive June 30, September 30, December 31, and March 31 and June 30 (or, pursuant to revocable written standing instructions from time to time to the Servicer Servicer, the Indenture Trustee and the Trust Collateral AgentOwner Trustee, for any specified number of terms greater than one), until the termination of the IssuerTrust. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Security Insurer to the Trust Collateral Agent Owner Trustee, the Indenture Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Indenture Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent Indenture Trustee shall not have received any Servicer Extension Notice from [the Note Security Insurer], the Trust Collateral Agent Indenture Trustee will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer]Owner Trustee, the Back-up Servicer (or any alternate successor servicer appointed by the Note Security Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby ------------------------------------- covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ December 31, 1999, which term shall be extendible subject to extension by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive March 31, June 30, September 30, 30 and December 31, and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Agent for any specified number of terms greater than one), until the termination of Notes and the IssuerSecurities are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension 40 Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ December 31, 2003, which term shall may be extendible extended by [written notice delivered by the Note Insurer] , so long as the Insurer is the Controlling Party, for successive quarterly terms three month periods ending on each successive June 30, September 30, December 31, and March 31 three month period (or, pursuant to revocable written TRUST AND SERVICING AGREEMENT 34 standing instructions from time to time to the Servicer and the Trust Collateral AgentIndenture Trustee, extended for any specified number of terms greater than one), until the termination of the Issuer. Each If an Insurer Default shall have occurred and be continuing, such term will automatically be renewed unless the Majority Noteholders vote to remove the Servicer. Any such notice (including each notice pursuant to standing instructions, which which, if delivered, shall be deemed delivered at the end of successive quarterly monthly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent Indenture Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the The Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term. This Section shall not apply to the Back-up Servicer or the Standby Servicer.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ September 30, 1999, which term shall be extendible by [the Note Insurer] Security Insurer for successive quarterly terms ending on each successive June 30, September 30, December 31, March 31, June 30 and March 31 September 30 (or, pursuant to revocable written standing instructions from time to time to the Servicer Servicer, the Indenture Trustee and the Trust Collateral AgentOwner Trustee, for any specified number of terms greater than one), until the termination of the IssuerTrust. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Security Insurer to the Trust Collateral Agent Owner Trustee, the Indenture Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Indenture Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent Indenture Trustee shall not have received any Servicer Extension Notice from [the Note Security Insurer], the Trust Collateral Agent Indenture Trustee will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer]Owner Trustee, the Back-up Servicer (or any alternate successor servicer appointed by the Note Security Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, term commencing on the Closing Date and ending on _______________ September 30 , 1998, which term shall be extendible by [the Note Insurer] Insurer for successive quarterly terms ending on each successive March 31, June 30, September 30, 30 and December 31, and March 31 (or, at the discretion of the Note Insurer exercised pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral AgentTrustee, for any specified number of terms greater than one), until such time as the termination Notes have been paid in full, all amounts due to the Certificateholders have been paid and until the Termination of the IssuerTrust. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [If an Insurer Default has occurred and is continuing, the term of the Servicer's appointment hereunder shall be deemed to have been extended until such time, if any, as such Insurer Default has been cured unless such appointment is terminated sooner in accordance with the terms of this Agreement). Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent willTrustee shall, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ March 31, 2002, which term shall be extendible by [the Note Insurer] subject to extension for successive quarterly terms ending on each successive March 31, June 30, September 30, 30 and December 31, until the Notes and March 31 the Certificates are paid in full, if the Administrative Agent gives written notice of each such extension (ora “Servicer Extension Notice”) to the Trust Collateral Agent and the Servicer. At any time that a Servicer Termination Event has occurred and is continuing, pursuant the Class A Majority, the Class B Majority and the Class C Majority, acting together, may vote to instruct the Administrative Agent not to deliver a Servicer Extension Notice with respect to the next succeeding calendar quarter. The Administrative Agent shall, on a date no earlier than the 15th Business Day preceding the end of the related calendar quarter and no later than the 10th Business Day preceding the end of such calendar quarter, deliver a Servicer Extension Notice to the Trust Collateral Agent and the Servicer with respect to the next calendar quarter, unless, prior to such date, the Class A Majority, the Class B Majority and the Class C Majority, acting together, have voted to instruct the Administrative Agent not to deliver a Servicer Extension Notice with respect to such calendar quarter. The Administrative Agent may give standing written, revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, with a copy in writing to each Noteholder, for any specified number of quarterly terms greater than one)1. If the Class A Majority, until the termination Class B Majority and the Class C Majority, acting together, instruct the Administrative Agent in writing to revoke any standing instructions, the Administrative Agent shall do so. The Servicer hereby agrees that, as of the Issuer. Each date hereof and upon its receipt of any such notice Servicer Extension Notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] to the Trust Collateral Agent effect and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Noticehave not been revoked), the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Noticenotice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as The Administrative Agent will notify the Backup Servicer no later than the 10th Business Day preceding the end of a Note Insurer Default shall have occurred and be continuing,] the Trust Collateral Agent agrees that calendar quarter if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before not being delivered to the last day of such termTrust Collateral Agent and the Servicer with respect to the succeeding calendar quarter.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ March 31, 2005 which term shall be extendible by [the Note Insurer] Insurer for successive quarterly terms ending on each successive June 30, September 30, December 31, 31 and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, for any specified number of terms greater than one), until the termination of the Issuer. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term. Following a Note Insurer Default, this Section 4.13 shall no longer apply and the Servicer shall be deemed to be retained for the term of this Agreement, unless otherwise removed pursuant to Article 9.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ which term shall be extendible by [the Note Insurer] for successive quarterly terms ending on each successive June 30, September 30, December 31, and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, for any specified number of terms greater than one), until the termination of the Issuer. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] the Trust Collateral Agent Servicer agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent Servicer shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent Servicer will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ December 31, 2002 which term shall be extendible by [the Note Insurer] Insurer for successive quarterly terms ending on each successive March 31, June 30, September 30, 30 and December 31, and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, for any specified number of terms greater than one), until the termination of the Issuer. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ December 31, 1997, which term shall be extendible by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive June 30, September 30, December 31, March 31, June 30 and March 31 September 30 (or, pursuant to revocable written standing instructions from time to time to the Servicer Servicer, the Trustee and the Trust Collateral AgentIssuer, for any specified number of terms greater than one), until the termination of the IssuerNotes are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Controlling Party to the Trust Collateral Agent Issuer, the Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Insurer]Controlling Party, the Trust Collateral Agent Trustee will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer]Issuer, the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer Controlling Party and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ June 30, 2002, which term shall be extendible subject to extension by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive June 30, September 30, December 31, and March 31 and June 30 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Agent for any specified number of terms greater than one), until the termination of Notes and the IssuerSecurities are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such Servicer under this Agreement for an initial term, term commencing on the Closing Date and ending on _______________ December 26, 1996, which term shall be extendible by [the Note Insurer] Security Insurer (or (a) the Indenture Trustee for as long as the Notes are outstanding, if there is an existing Security Insurer Default or if both Policies are no longer in effect or (b) the Owner Trustee for as long as the Certificates are outstanding, if (i) there is an existing Security Insurer Default or if both Policies are no longer in effect and (ii) the Notes are no longer outstanding) for successive quarterly terms ending on each successive December 26, March 26, June 30, 26 and September 30, December 31, and March 31 26 (or, or pursuant to revocable written standing instructions delivered from time to time to the Servicer Servicer, the Indenture Trustee and the Trust Collateral AgentOwner Trustee, for any specified number of terms greater than oneterms), until the termination of the Issuer. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Security Insurer] , the Indenture Trustee or the Owner Trustee, as applicable, to the Trust Collateral Agent and the Servicerother parties to this Agreement. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and be bound for the duration of the initial term or the term covered by such Servicer Extension Notice, Notice to continue act as the Servicer Servicer, subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Security Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Servicer agrees that if as of the fifteenth last day prior to of the calendar month preceding the last day of any such servicing term of the Servicer, the Trust Collateral Agent Servicer shall not have received any a Servicer Extension Notice from [the Note Security Insurer], the Trust Collateral Agent willServicer shall, within five days thereafter, give written notice of such non-receipt [to the Note Insurer]Indenture Trustee, the Back-up Servicer (or any alternate successor servicer appointed by Owner Trustee, the Note Security Insurer pursuant to Section 8.5) and the Servicer and the Backup Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer TFC hereby covenants ------------------------------------- and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ June 30, 2002, which term shall be extendible by [the Note Insurer] Insurer for successive quarterly terms ending on each successive June 30, September 30, December 31, and March 31 (orand June 30, pursuant to revocable written standing instructions until the Notes are paid in full; provided, however, that upon the occurrence of an Insurance Agreement -------- ------- Event of Default or a Servicer Termination Event, such term shall only be extendible by the Insurer for successive monthly terms ending on the last day of such successive calendar month. Each such extension notice which may be executed by the Insurer from time to time to the Servicer and the Trust Collateral Agent, for any specified number of terms greater than one), until the termination of the Issuer. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be ------------------------- delivered by [the Note Insurer] Insurer to the Trust Collateral Agent Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] the Trust Collateral Agent The Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent Trustee will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Backup Servicer and the Successor Servicer (or any alternate successor servicer to the Servicer appointed by the Note Insurer pursuant to Section 8.510.4(f)) and the Servicer and the Servicer's terms term shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term. Notwithstanding anything to the contrary contained herein, if the Insurer is not the Controlling Party then, unless it has theretofore been terminated, the term of the Servicer's appointment shall automatically be deemed extended until the earlier of (x) the date this Agreement is terminated or (y) the date the Servicer's appointment is terminated pursuant to Section 10.2 or the Servicer resigns in accordance with Section 9.6.

Retention and Termination of Servicer. The Servicer hereby ------------------------------------- covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ September 30, 1998, which term shall be extendible by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive June 30, September 30, December 31, and March 31 and June 30 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Agent for any specified number of terms greater than one), until the termination of Notes and the IssuerSecurities are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer TFC hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ December 31, 2002, which term shall be extendible by [the Note Insurer] Insurer for successive quarterly terms ending on each successive March 31, June 30, and September 30, December 31until the Notes are paid in full; provided, and March 31 (orhowever, pursuant to revocable written standing instructions that upon the occurrence of an Insurance Agreement Event of Default or a Servicer Termination Event, such term shall only be extendible by the Insurer for successive monthly terms ending on the last day of such successive calendar month. Each such extension notice which may be executed by the Insurer from time to time to the Servicer and the Trust Collateral Agent, for any specified number of terms greater than one), until the termination of the Issuer. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] the Trust Collateral Agent The Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent Trustee will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Backup Servicer and the Successor Servicer (or any alternate successor servicer to the Servicer appointed by the Note Insurer pursuant to Section 8.510.4(f)) and the Servicer and the Servicer's terms term shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term. Notwithstanding anything to the contrary contained herein, if the Insurer is not the Controlling Party then, unless it has theretofore been terminated, the term of the Servicer's appointment shall automatically be 41 Sale and Servicing Agreement deemed extended until the earlier of (x) the date this Agreement is terminated or (y) the date the Servicer's appointment is terminated pursuant to Section 10.2 or the Servicer resigns in accordance with Section 9.6.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, a term commencing on the Closing Restatement Effective Date and ending on _______________ May 31, 2006, which term shall may be extendible extended by [the Note Insurer] Purchaser for successive quarterly monthly terms ending on each successive June 30, September 30, December 31, pursuant to written instructions delivered by the Note Purchaser to the Servicer and March 31 the Trustee (or, at the discretion of the Note Purchaser exercised pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral AgentTrustee, for any specified number of terms greater than one), until such time as the termination of the Issuer. Each Notes and all other Secured Obligations have been paid in full (each such notice (notice, including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (, a "Servicer Extension Notice") shall be delivered by [the Note Insurer] to the Trust Collateral Agent and the Servicer). The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] the Trust Collateral Agent The Trustee agrees that if as of the fifteenth twentieth day prior to the last day of any term of the Servicer, the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice as of such date from [the Note Insurer]Purchaser, the Trust Collateral Agent willTrustee shall, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) Purchaser and the Servicer and the Servicer's terms term shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. (a) The servicing, administering and collection of the Receivables shall be conducted by the Person (the "Servicer") so designated from time to time in accordance with this Section 6.01. Subject to early termination due to the occurrence of a Servicer hereby covenants and agrees to act Termination Event or as such under otherwise provided below in this Agreement Section 6.01, BusLease shall serve as Servicer for an initial term, term commencing on the Closing Date date hereof and ending expiring on _______________ June 30, 2000, which term term, unless terminated, shall be extendible by [the Note Insurer] Controlling Party for successive quarterly terms ending thereafter of one calendar quarter each (in each case on each successive the next succeeding day that is March 31, June 30, September 30, 30 or December 31, and March 31 of such year) as specified in a writing (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, for any specified number of terms greater than one), until the termination of the Issuer. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Controlling Party not later than the twentieth (20th) day prior to the Trust Collateral Agent expiration of each current term to the Servicer and the ServicerAdministrative Agent, until the termination of this Agreement. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Noticenotice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] the Trust Collateral The Administrative Agent agrees that if if, as of the fifteenth (15th) day prior to the last day of any term of the Servicer, the Trust Collateral Administrative Agent shall not have received any Servicer Extension Notice from [the Note Insurer]Controlling Party, the Trust Collateral Agent willAdministrative Agent, shall, within five (5) days thereafter, give written notice of such non-receipt [to the Note Insurer]Controlling Party (if not the Administrative Agent) and the Servicer. Any designation of a successor Servicer under this Agreement shall become effective upon such successor Servicer's agreement to perform the duties and obligations of the Servicer pursuant to the terms hereof and BusLease shall continue to perform the obligations of the Servicer hereunder and be paid the Servicing Fee until such successor Servicer shall have assumed the responsibilities and obligations of the Servicer. The Servicer may, with the prior consent of Controlling Party, subcontract with any other Person for the servicing, administering or collecting the Purchased Receivables; provided that the Servicer shall remain liable for the performance of the duties and obligations of the Servicer pursuant to the terms hereof. (b) Upon the termination or resignation of the Servicer, whether by reason of the expiration of the Servicer's term, a Servicer Termination Event, or any other reason, the Back-up Backup Servicer (shall, upon the receipt of notice of such resignation or any alternate successor servicer appointed by termination, within 30 days commence servicing activities in place of BusLease, in accordance with the Note Insurer Backup Servicing Agreement and shall, for the purposes of this Agreement, become Servicer. Until such time as the Controlling Party notifies BusLease that the Backup Servicer has commenced servicing activities in the place of BusLease, BusLease shall continue to perform the obligations of the Servicer hereunder and be paid the Servicing Fee. Upon the Backup Servicer's assumption of the obligations of Servicer pursuant to Section 8.5) this Agreement and the Backup Servicing Agreement, the Servicer shall deliver to the Backup Servicer all documents and instruments and monies held by it under this Agreement, and the Servicer and the Administrative Agent shall execute and deliver such instruments and do such other things as may reasonably be required for fully and certainly vesting and confirming in the successor Backup Servicer all such rights, powers, duties, and obligations. Notwithstanding anything contained herein to the contrary, the resignation or termination of the Servicer shall not become effective until the Backup Servicer or an entity acceptable to the Controlling Party shall have assumed the responsibilities and obligations of the Servicer. (c) Neither the Servicer nor the Backup Servicer shall resign from the obligations and duties imposed on it by this Agreement as Servicer or Backup Servicer, as the case may be, except upon a determination that by reason of a change in legal requirements, the performance of its duties hereunder would cause it to be in violation of such legal requirements in a manner which would have a material adverse effect on the Servicer or Backup Servicer, as the case may be, and the Controlling Party does not elect to waive the obligations of the Servicer to perform the duties which render it legally unable to act or to delegate those duties to another Person. Any such determination permitting the resignation of the Servicer or Backup Servicer, as the case may be, pursuant to this Section 6.01(c) shall be evidenced by an opinion of counsel to such effect delivered and acceptable to the Controlling Party. No resignation of the Servicer shall become effective until the Backup Servicer or an entity acceptable to the Controlling Party shall have assumed the responsibilities and obligations of the Servicer. (d) Any Person (i) into which the Servicer or Backup Servicer may be merged or consolidated, (ii) resulting from any merger or consolidation to which the Servicer shall be a party, (iii) which acquires by conveyance, transfer or lease substantially all of the assets of the Servicer or Backup Servicer, or (iv) succeeding to the business of the Servicer, in any of the foregoing cases, shall execute an agreement of assumption to perform every obligation of the Servicer under this Agreement and, whether or not such assumption agreement is executed, shall be the successor to the Servicer under this Agreement without the execution or filing of any paper or any further act on the part of any of the parties to this Agreement, anything in this Agreement to the contrary notwithstanding; PROVIDED, HOWEVER, that nothing contained herein shall be deemed to release the Servicer from any obligation. (e) In the event the Backup Servicer assumes the obligations of the Servicer pursuant to this Section 6.1, the Backup Servicer shall also thereupon so assume all of the rights and obligations of the outgoing Servicer under the Lockbox Agreement. In such event, the Backup Servicer shall be deemed to have assumed all of the Servicer's terms interest therein and to have replaced the Servicer as a party to the Lockbox Agreement to the same extent as if such Lockbox Agreement had been assigned to the Backup Servicer, except that the Servicer shall not thereby be extended unless relieved of any liability or obligations to the Lockbox Bank under such Lockbox Agreement. The Servicer shall, upon request of the Administrative Agent, but at the expense of the Servicer, deliver to the Backup Servicer all documents and records relating to the Lockbox Agreement and an accounting of amounts collected and held by the Lockbox Bank and otherwise use its best efforts to effect the orderly and efficient transfer of any Lockbox Agreement to the Backup Servicer. (f) If the Backup Servicer assumes the role of successor Servicer, (A) the Backup Servicer may appoint a subservicer to perform its duties and obligations as successor Servicer Extension Notice is received on or before outsource any of its duties and obligations as successor Servicer (PROVIDED that no such delegation or outsourcing shall relieve the last Backup Servicer of its obligations as the successor Servicer) and (B) the Backup Servicer shall, by the fifth (5th) Business Day following the day of such termassumption of duties, determine which licenses, approvals and consents were necessary or required to be obtained by BusLease (and BusLease shall promptly provide the Backup Servicer a list of all licenses BusLease then has) in connection with the performance of its obligations as Servicer and as soon as reasonably practicable thereafter obtain all licenses, approvals and consents necessary or required to be obtained in connection with the performance by the Backup Servicer of its obligations as successor Servicer hereunder, except where the failure to so obtain such licenses, approvals or consents is not reasonably likely to have a material adverse effect on the Backup Servicer's ability to perform its obligations as successor Servicer hereunder.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ December 31, 2005 which term shall be extendible by [the Note Insurer] Insurer for successive quarterly terms ending on each successive March 31, June 30, September 30, 30 and December 31, and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, for any specified number of terms greater than one), until the termination of the Issuer. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term. Following a Note Insurer Default, this Section 4.13 shall no longer apply and the Servicer shall be deemed to be retained for the term of this Agreement, unless otherwise removed pursuant to Article 9.

Retention and Termination of Servicer. The Servicer hereby ------------------------------------- covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ June 30, 2001, which term shall be extendible by [the Note Insurer] Insurer for successive quarterly terms ending on each successive June 30, September 30, December 31, and March 31 (orand June 30, pursuant to revocable written standing instructions until the Notes are paid in full; provided, however, that upon the occurrence of an Insurance -------- ------- Agreement Event of Default or a Servicer Termination Event, such term shall only be extendible by the Insurer for successive monthly terms ending on the last day of such successive calendar month. Each such extension notice which may be executed by the Insurer from time to time to the Servicer and the Trust Collateral Agent, for any specified number of terms greater than one), until the termination of the Issuer. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall ------------------------- be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] the Trust Collateral Agent The Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent Trustee will, within five days thereafter, give written notice of such non-non- receipt [to the Note Insurer], the Back-up Servicer and the Successor Servicer (or any alternate successor servicer to the Servicer appointed by the Note Insurer pursuant to Section 8.510.4(f)) and the Servicer and the Servicer's terms term shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, term commencing on the Closing Date and ending on _______________ November 30, 2005, which term shall may be extendible extended by [the Note Insurer] Purchaser for successive quarterly monthly terms ending on each successive June 30, September 30, December 31, pursuant to written instructions delivered by the Note Purchaser to the Servicer and March 31 the Trustee (or, at the discretion of the Note Purchaser exercised pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral AgentTrustee, for any specified number of terms greater than one), until such time as the termination of the Issuer. Each Notes and all other Secured Obligations have been paid in full (each such notice (notice, including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (, a "Servicer Extension NoticeSERVICER EXTENSION NOTICE") shall be delivered by [the Note Insurer] to the Trust Collateral Agent and the Servicer). The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension NoticeNotice or other extension of its term as Servicer, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension NoticeNotice or for the monthly term, as applicable, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] the Trust Collateral Agent The Trustee agrees that if as of the fifteenth twentieth day prior to the last day of any term of the Servicer, the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Insurer]as of such date, the Trust Collateral Agent willTrustee shall, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) Purchaser and the Servicer and the Servicer's terms term shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby ------------------------------------- covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ March 31, 2000, which term shall be extendible subject to extension by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive June 30, September 30, December 31, 31 and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Agent for any specified number of terms greater than one), until the termination of Notes and the IssuerSecurities are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, term commencing on the Closing Date and ending on _______________ which term shall be extendible by [the Note Insurer] for successive quarterly terms ending on each successive June 30, September 302007, December 31, and March 31 which term may be extended by the Note Insurer for successive two-month terms (or, at the discretion of the Note Insurer exercised pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral AgentTrustee, for any specified number of terms greater than one), until such time as the Notes have been paid in full, all amounts due to the Residual Certificateholders and the Note Insurer have been paid and until the termination of the IssuerTrust. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [If an Insurer Default has occurred and is continuing, the term of the Servicer's appointment hereunder shall be deemed to have been extended until such time, if any, as such Insurer Default has been cured unless such appointment is terminated sooner in accordance with the terms of this Agreement. Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent willTrustee shall, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on March 31, 200_______________ , which term shall be extendible by [the Note Insurer] Insurer (provided no Insurer Default has occurred and is continuing) for successive quarterly terms ending on each successive June 30, September 30, December 31, 31 and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Indenture Trustee for any specified specific number of terms greater than one), until the termination of the IssuerNotes are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent Indenture Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Indenture Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent Indenture Trustee shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent willIndenture Trustee shall, within five (5) days thereafterafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms term shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term. Notwithstanding the foregoing, in the event an Insurer Default has occurred and is continuing, the Servicer Extension Notice shall be deemed to have been delivered as of the last day of the current term of the Servicer and extended until the next quarterly period.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ June 30, 2001, which term shall be extendible subject to extension by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive June 30, September 30, December 31, and March 31 and June 30 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Agent for any specified number of terms greater than one), until the termination of Notes and the IssuerSecurities are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension NoticeSERVICER EXTENSION NOTICE") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ March 31, 2000, which term shall be extendible by [the Note Insurer] Insurer for successive quarterly terms ending on each successive June 30, September 30, December 31, 31 and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, for any specified number of terms greater than one), until the termination of the Issuer. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer ------------------------------------- hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ December 31, 1998, which term shall be extendible by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive June 30, September 30, December March 31, June 30 and March 31 September 30 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Agent for any specified number of terms greater than one), until the termination of Notes and the IssuerSecurities are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ March 31, 1999, which term shall be extendible by [the Note Insurer] Insurer (provided that no Insurer Default has occurred and is continuing) for successive quarterly terms ending on each successive June 30, September 30, December 31, 31 and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Indenture Trustee for any specified specific number of terms greater than one), until the termination of the IssuerNotes are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Servicing Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent Indenture Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Indenture Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent Indenture Trustee shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent Indenture Trustee will, within five days thereafterafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms term shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term. Notwithstanding the foregoing, in the event an Insurer Default has occurred and is continuing, the Servicer Extension Notice shall be deemed to have been delivered as of last day of the current term of the Servicer and extended until the next quarterly period.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, term commencing on the Closing Date and ending on _______________ June 30, 2008, which term shall may be extendible extended by [the Note Insurer] Insurer for successive quarterly terms ending on each successive June 30, September 30, December 31, and March 31 and June 30 (or, at the discretion of the Note Insurer exercised pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral AgentTrustee, for any specified number of terms greater than one), until such time as the Notes have been paid in full, all amounts due to the Residual Certificateholders and the Note Insurer have been paid and until the termination of the IssuerTrust. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [If an Insurer Default has occurred and is continuing, the term of the Servicer's appointment hereunder shall be deemed to have been extended until such time, if any, as such Insurer Default has been cured unless such appointment is terminated sooner in accordance with the terms of this Agreement. Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent willTrustee shall, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The As long as the Seller acts as Servicer, the Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, term commencing on the Closing Date and ending on _______________ June 30, 2005, which term shall may be extendible extended by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive June 30, September 30, December 31, and March 31 and June 30 pursuant to written instructions delivered by the Controlling Party to the Servicer and the Trustee (or, at the discretion of the Controlling Party exercised pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral AgentTrustee, for any specified number of terms greater than one), until the termination of the Issuer. Each Termination Date (each such notice (notice, including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (, a "Servicer Extension NoticeSERVICER EXTENSION NOTICE") shall be delivered by [the Note Insurer] to the Trust Collateral Agent and the Servicer). The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] the Trust Collateral Agent The Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Insurer]Controlling Party, the Trust Collateral Agent willTrustee shall, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) Controlling Party and the Servicer and the Servicer's terms term shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ December 31, 2002, which term shall be extendible subject to extension by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive March 31, June 30, September 30, 30 and December 31, and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Agent for any specified number of terms greater than one), until the termination of Notes and the IssuerSecurities are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "“Servicer Extension Notice"”) shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ March 31, 2001, which term shall be extendible by [the Note Insurer] Insurer (provided no Insurer Default has occurred and is continuing) for successive quarterly terms ending on each successive June 30, September 30, December 31, 31 and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Indenture Trustee for any specified specific number of terms greater than one), until the termination of the IssuerNotes are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent Indenture Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Indenture Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent Indenture Trustee shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent willIndenture Trustee shall, within five (5) days thereafterafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms term shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term. Notwithstanding the foregoing, in the event an Insurer Default has occurred and is continuing, the Servicer Extension Notice shall be deemed to have been delivered as of the last day of the current term of the Servicer and extended until the next quarterly period.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such Servicer under this Agreement for an initial term, term commencing on the Closing Date and ending on _______________ June 30, 1997, which term shall be extendible by [the Note Insurer] Security Insurer (or the Indenture Trustee for as long as the Notes are outstanding, if there is an existing Security Insurer Default or if the Policy is no longer in effect) for successive quarterly terms ending on each successive June 30, September 30, December 31, and March 31 and June 30 (or, or pursuant to revocable written standing instructions delivered from time to time to the Servicer Servicer, the Indenture Trustee and the Trust Collateral AgentOwner Trustee, for any specified number of terms greater than oneterms), until the termination Notes are paid in full; provided, however, that on the date that the Notes are paid in full, the then current term of the IssuerServicer shall be automatically extended until the Certificates are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Security Insurer] , the Indenture Trustee or the Owner Trustee, as applicable, to the Trust Collateral Agent and the Servicerother parties to this Agreement. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and be bound for the duration of the initial term or the term covered by such Servicer Extension Notice, Notice to continue act as the Servicer Servicer, subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Security Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Servicer agrees that if as of the fifteenth last day prior to of the calendar month preceding the last day of any such servicing term of the Servicer, the Trust Collateral Agent Servicer shall not have received any a Servicer Extension Notice from [the Note Security Insurer], the Trust Collateral Agent willServicer shall, within five days thereafter, give written notice of such non-receipt [to the Note Insurer]Indenture Trustee, the Back-up Servicer (or any alternate successor servicer appointed by Owner Trustee, the Note Security Insurer pursuant to Section 8.5) and the Servicer and the Backup Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ March 31, 2001 which term shall be extendible by [the Note Insurer] Insurer for successive quarterly terms ending on each successive June 30, September 30, December 31, and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, for any specified number of terms greater than one), until the termination of the Issuer. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ June 30, 1999, which term shall be extendible by [the Note Insurer] Insurer (provided that no Insurer Default has occurred and is continuing) for successive quarterly terms ending on each successive June 30, September 30, December 31, 31 and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Indenture Trustee for any specified specific number of terms greater than one), until the termination of the IssuerNotes are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Servicing Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent Indenture Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Indenture Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent Indenture Trustee shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent Indenture Trustee will, within five days thereafterafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms term shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term. Notwithstanding the foregoing, in the event an Insurer Default has occurred and is continuing, the Servicer Extension Notice shall be deemed to have been delivered as of last day of the current term of the Servicer and extended until the next quarterly period.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, term commencing on the Closing Date and ending on _______________ March 31, 1999, which term shall be extendible by [the Note Insurer] Insurer for successive quarterly terms ending on each successive March 31, June 30, September 30, 30 and December 31, and March 31 (or, at the discretion of the Note Insurer exercised pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral AgentTrustee, for any specified number of terms greater than one), until such time as the Notes have been paid in full, all amounts due to the Certificateholders have been paid and until the termination of the IssuerTrust. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [If an Insurer Default has occurred and is continuing, the term of the Servicer's appointment hereunder shall be deemed to have been extended until such time, if any, as such Insurer Default has been cured unless such appointment is terminated sooner in accordance with the terms of this Agreement). Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent willTrustee shall, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ December 31, 2003 which term shall be extendible by [the Note Insurer] Insurer for successive quarterly terms ending on each successive March 31, June 30, September 30, 30 and December 31, and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, for any specified number of terms greater than one), until the termination of the Issuer. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Demand Note Provider, the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term. Following a Note Insurer Default, this Section 4.13 shall no longer apply and the Servicer shall be deemed to be retained for the term of this Agreement, unless otherwise removed pursuant to Article 9.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this the Agreement for an initial term, commencing on the Closing Date and ending on _______________ December 31, 1996, which term shall be extendible by [the Note Insurer] Certificate Insurer for successive quarterly terms ending on each successive March 31, June 30, September 30, 30 and December 31, and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral AgentTrustee, for any specified number of terms greater than one), until the termination of the IssuerTrust. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Certificate Insurer to the Trust Collateral Agent Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Certificate Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Certificate Insurer], the Trust Collateral Agent Trustee will, within five days thereafter, give written notice of such non-receipt [to the Note Certificate Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ September 30, 2001, which term shall be extendible subject to extension by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive June 30, September 30, December 31, March 31, June 30 and March 31 September 30 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Agent for any specified number of terms greater than one), until the termination of Notes and the IssuerSecurities are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension NoticeSERVICER EXTENSION NOTICE") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ December 31, 2002, which term shall be extendible subject to extension by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive March 31, June 30, September 30, 30 and December 31, and March 31 (or, pursuant to revocable written standing instructions from 36 time to time to the Servicer and the Trust Collateral Agent, Agent for any specified number of terms greater than one), until the termination of Notes and the IssuerSecurities are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension NoticeSERVICER EXTENSION NOTICE") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ June 30, 1997, which term shall be extendible by [the Note Insurer] Security Insurer for successive quarterly terms ending on each successive June 30, September 30, December 31, and March 31 and June 30 (or, pursuant to revocable written standing instructions from time to time to the Servicer Servicer, the Indenture Trustee and the Trust Collateral AgentOwner Trustee, for any specified number of terms greater than one), until the termination of the IssuerTrust. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Security Insurer to the Trust Collateral Agent Owner Trustee, the Indenture Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Indenture Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent Indenture Trustee shall not have received any Servicer Extension Notice from [the Note Security Insurer], the Trust Collateral Agent Indenture Trustee will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer]Owner Trustee, the Back-up Servicer (or any alternate successor servicer appointed by the Note Security Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, term commencing on the Closing Date and ending on _______________ March 31, 1998, which term shall be extendible by [the Note Insurer] Certificate Insurer for successive quarterly terms ending on each successive March 31, June 30, September 30, 30 and December 31, and March 31 (or, at the discretion of the Certificate Insurer exercised pursuant to revocable written standing instructions from time to time to the Servicer Servicer, the Depositor and the Trust Collateral AgentTrustee, for any specified number of terms greater than one), until such time as all amounts due to the Certificateholders have been paid and until the termination of the IssuerTrust. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Certificate Insurer to the Trust Collateral Agent Trustee, the Depositor and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [At such time as the Class A Certificates have been paid in full and all outstanding Reimbursement Obligations and other amounts owed to the Certificate Insurer have been paid in full or an Insurer Default has occurred and is continuing, the term of the Servicer's appointment hereunder shall be deemed to have been extended until the termination of the Trust or, in the case of an Insurer Default, until such time, if any, as such Insurer Default has been cured unless such appointment is terminated sooner in accordance with the terms of this Agreement. Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Certificate Insurer], the Trust Collateral Agent willTrustee shall, within five days thereafter, give written notice of such non-receipt [to the Note Certificate Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this the Agreement for an initial term, commencing on the Closing Date and ending on _______________ September 30, 1997, which term shall be extendible by [the Note Insurer] Insurer for successive quarterly terms ending on each successive March 31, June 30, September 30, 30 and December 31, and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, for any specified number of terms greater than one), until the termination of the IssuerTrust. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent agrees that if that, as of the fifteenth day prior to the last day of any term of the Servicer, if in which the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.written

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ June 30, 1997, which term shall be extendible by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive June 30, September 30, December 31, 31 and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Agent for any specified number of terms greater than one), until the termination of Notes and the IssuerSecurities are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, 50 Servicer the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, quarterly terms commencing on the Closing Date Date, with the most recent of such terms commencing as of the date hereof and ending on _______________ June 30, 2012, which term shall may be extendible extended by [the Note Insurer] Administrative Agent for successive quarterly terms ending on each successive June 30, September 30, December 31, and March 31 pursuant to written instructions delivered by the Administrative Agent to the Servicer (with a copy to the Backup Servicer) (or, at the discretion of the Administrative Agent exercised pursuant to revocable written standing instructions from time to time to the Servicer and (with a copy to the Trust Collateral AgentBackup Servicer), for any specified number of terms greater than one), until such time as the termination of Loans, all other Secured Obligations and any and all other amounts due and payable to the Issuer. Each Secured Parties pursuant to the Loan Documents have been paid in full (each such notice (notice, including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such standing instructions are in effect) (, a "“Servicer Extension Notice") shall be delivered by [the Note Insurer] to the Trust Collateral Agent and the Servicer”). The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension NoticeNotice or other extension of its term as Servicer, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension NoticeNotice or for the quarterly term, as applicable, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default The Administrative Agent shall have occurred and be continuing,] no liability to the Trust Collateral Agent agrees that if as Lenders arising out of or relating to any renewal or non-renewal of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to this Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term4.15.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ March 31, 2002, which term shall be extendible by [the Note Insurer] subject to extension for successive quarterly terms ending on each successive March 31, June 30, September 30, 30 and December 31, until the Notes and March 31 the Certificates are paid in full, if the Administrative Agent gives written notice of each such extension (ora "Servicer Extension Notice") to the Trust Collateral Agent and the Servicer. At any time that a Servicer Termination Event has occurred and is continuing, pursuant the Class A Majority, the Class B Majority and the Class C Majority, acting together, may vote to instruct the Administrative Agent not to deliver a Servicer Extension Notice with respect to the next succeeding calendar quarter. If, prior to such date, the Class A Majority, the Class B Majority and the Class C Majority, acting together, have not so instructed the Administrative Agent not to deliver a Servicer Extension Notice with respect to the next calendar quarter, the Administrative Agent shall, on a date no earlier than the 15th Business Day preceding the end of the related calendar quarter and no later than the 10th Business Day preceding the end of such calendar quarter, deliver a Servicer Extension Notice to the Trust Collateral Agent and the Servicer with respect to such calendar quarter. The Administrative Agent may give standing written, revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, with a copy in writing to each Noteholder, for any specified number of quarterly terms greater than one)1. If the Class A Majority, until the termination Class B Majority and the Class C Majority, acting together, instruct the Administrative Agent in writing to revoke any standing instructions, the Administrative Agent shall do so. The Servicer hereby agrees that, as of the Issuer. Each date hereof and upon its receipt of any such notice Servicer Extension Notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] to the Trust Collateral Agent effect and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Noticehave not been revoked), the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Noticenotice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as The Administrative Agent will notify the Backup Servicer no later than the 10th Business Day preceding the end of a Note Insurer Default shall have occurred and be continuing,] the Trust Collateral Agent agrees that calendar quarter if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before not being delivered to the last day of such termTrust Collateral Agent and the Servicer with respect to the succeeding calendar quarter." 2.2 The Sale and Servicing Agreement is amended by adding the following as Section 4.16:

Retention and Termination of Servicer. The Servicer hereby ------------------------------------- covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ September 30, 1999, which term shall be extendible subject to extension by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive June 30, September 30, December 31, March 31, June 30 and March 31 September 30 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Agent for any specified number of terms greater than one), until the termination of Notes and the IssuerSecurities are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby ------------------------------------- covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ March 31, 1998, which term shall be extendible by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive June 30, September 30, 30 and December 31, and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Agent for any specified number of terms greater than one), until the termination of Notes and the IssuerSecurities are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ December 31, 2003, which term shall be extendible subject to extension by [the Note Insurer] Controlling Party for successive quarterly terms ending on each successive March 31, June 30, September 30, 30 and December 31, and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, Agent for any specified number of terms greater than one), until the termination of Notes and the IssuerSecurities are paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "“Servicer Extension Notice"”) shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] continuing the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, term commencing on the Closing Date and ending on _______________ March 31, 2002, which term shall be extendible by [the Note Insurer] Insurer for successive quarterly terms ending on each successive June 30, September 30, December 31, 31 and March 31 (or, at the discretion of the Note Insurer exercised pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral AgentTrustee, for any specified number of terms greater than one), until such time as the Notes have been paid in full, all amounts due to the Certificateholders have been paid and until the termination of the IssuerTrust. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [If an Insurer Default has occurred and is continuing, the term of the Servicer's appointment hereunder shall be deemed to have been extended until such time, if any, as such Insurer Default has been cured unless such appointment is terminated sooner in accordance with the terms of this Agreement. Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent willTrustee shall, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ March 31, 2002, which term shall be extendible by [the Note Insurer] subject to extension for successive quarterly terms ending on each successive March 31, June 30, September 30, 30 and December 31, until the Notes and March 31 the Certificates are paid in full, if the Administrative Agent gives written notice of each such extension (ora "Servicer Extension Notice") to the Trust Collateral Agent and the Servicer. At any time that a Servicer Termination Event has occurred and is continuing, pursuant the Class A Majority, the Class B Majority and the Class C Majority, acting together, may vote to instruct the Administrative Agent not to deliver a Servicer Extension Notice with respect to the next succeeding calendar quarter. The Administrative Agent shall, on a date no earlier than the 15th Business Day preceding the end of the related calendar quarter and no later than the 10th Business Day preceding the end of such calendar quarter, deliver a Servicer Extension Notice to the Trust Collateral Agent and the Servicer with respect to the next calendar quarter, unless, prior to such date, the Class A Majority, the Class B Majority and the Class C Majority, acting together, have voted to instruct the Administrative Agent not to deliver a Servicer Extension Notice with respect to such calendar quarter. The Administrative Agent may give standing written, revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, with a copy in writing to each Noteholder, for any specified number of quarterly terms greater than one)1. If the Class A Majority, until the termination Class B Majority and the Class C Majority, acting together, instruct the Administrative Agent in writing to revoke any standing instructions, the Administrative Agent shall do so. The Servicer hereby agrees that, as of the Issuer. Each date hereof and upon its receipt of any such notice Servicer Extension Notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] to the Trust Collateral Agent effect and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Noticehave not been revoked), the Servicer shall become bound, for the initial term beginning on the date hereof Closing Date and for the duration of the term covered by such Servicer Extension Noticenotice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as The Administrative Agent will notify the Backup Servicer no later than the 10th Business Day preceding the end of a Note Insurer Default shall have occurred and be continuing,] the Trust Collateral Agent agrees that calendar quarter if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before not being delivered to the last day of such termTrust Collateral Agent and the Servicer with respect to the succeeding calendar quarter.

Retention and Termination of Servicer. The As long as CPS acts as Servicer, the Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, term commencing on the Closing Date and ending on _______________ January 31, 2003, which term shall be extendible by [the Note Insurer] Controlling Party for successive quarterly monthly terms ending on each successive June 30, September 30, December 31, and March 31 (or, at the discretion of the Controlling Party exercised pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral AgentTrustee, for any specified number of terms greater than one), until such time as the termination of Notes have been paid in full, and all amounts due to the IssuerControlling Party have been paid in full. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [If an Insurer Default has occurred and is continuing, the term of the Servicer's appointment hereunder shall be deemed to have been extended until such time, if any, as such Insurer Default has been cured unless such appointment is terminated sooner in accordance with the terms of this Agreement. Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent willTrustee shall, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, term commencing on the Closing Date and ending on _______________ [ ], which term shall be extendible by [the Note Insurer] Insurer for successive quarterly terms ending on each successive March 31, June 30, September 30, 30 and December 31, and March 31 (or, at the discretion of the Note Insurer exercised pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral AgentTrustee, for any specified number of terms greater than one), until such time as the termination Notes have been paid in full, all amounts due to the Certificateholders have been paid and until the Termination of the IssuerTrust. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [If an Insurer Default has occurred and is continuing, the term of the Servicer's appointment hereunder shall be deemed to have been extended until such time, if any, as such Insurer Default has been cured unless such appointment is terminated sooner in accordance with the terms of this Agreement). Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent willTrustee shall, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on [_______][_], 200[_______ ], which term shall be extendible by [the Note Insurer] Certificate Insurer for successive quarterly terms ending on each successive June 30, September 30, December 31, and March 31 and June 30 (or, pursuant to revocable written standing instructions from time to time to the Servicer Servicer, the Trustee and the Trust Collateral Agent, Backup Servicer for any specified number of terms greater than one), until the termination of the IssuerTrust. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension NoticeSERVICER EXTENSION NOTICE") shall be delivered by [the Note Insurer] Certificate Insurer to the Trust Collateral Agent Trustee, the Servicer and the Backup Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, Servicer the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Certificate Insurer], the Trust Collateral Agent Trustee will, within five days thereafter, give written notice of such non-receipt [to the Note Certificate Insurer], the Back-up Backup Servicer (or any alternate successor servicer appointed by the Note Certificate Insurer pursuant to Section 8.5SECTION 10.3(B)) and the Servicer and the Servicer's terms term shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, term commencing on the Closing Date and ending on _______________ March 31, 2007, which term shall may be extendible extended by [the Note Insurer] Insurer for successive quarterly terms ending on each successive June 30, September 30, 30 and December 31, and March 31 (or, at the discretion of the Note Insurer exercised pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral AgentTrustee, for any specified number of terms greater than one), until such time as the Notes have been paid in full, all amounts due to the Residual Certificateholders and the Note Insurer have been paid and until the termination of the IssuerTrust. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [If an Insurer Default has occurred and is continuing, the term of the Servicer's appointment hereunder shall be deemed to have been extended until such time, if any, as such Insurer Default has been cured unless such appointment is terminated sooner in accordance with the terms of this Agreement. Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent willTrustee shall, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ March 31, 1999, which term shall be extendible by [the Note Insurer] Certificate Insurer for successive quarterly terms ending on each successive June 30, September 30, December 31, 31 and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral AgentTrustee, for any specified number of terms greater than one), until the termination of the IssuerTrust. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Certificate Insurer to the Trust Collateral Agent Trustee and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note an Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent Trustee agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Certificate Insurer], the Trust Collateral Agent Trustee will, within five days thereafter, give written notice of such non-receipt [to the Note Certificate Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Certificate Insurer pursuant to Section 8.57.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ September 30, 2006 which term shall be extendible by [the Note Insurer] Insurer for successive quarterly terms ending on each successive December 31, March 31, June 30, 30 and September 30, December 31, and March 31 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, for any specified number of terms greater than one), until the termination of the Issuer. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term. Following a Note Insurer Default, this Section 4.13 shall no longer apply and the Servicer shall be deemed to be retained for the term of this Agreement, unless otherwise removed pursuant to Article 9.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, commencing on the Closing Date and ending on _______________ September 30, 2005 which term shall be extendible by [the Note Insurer] Insurer for successive quarterly terms ending on each successive June 30, September 30, December 31, March 31, June 30 and March 31 September 30 (or, pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral Agent, for any specified number of terms greater than one), until the termination of the Issuer. Each such notice (including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (a "Servicer Extension Notice") shall be delivered by [the Note Insurer] Insurer to the Trust Collateral Agent and the Servicer. The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension Notice, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension Notice, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] , the Trust Collateral Agent agrees that if as of the fifteenth day prior to the last day of any term of the Servicer, the Trust Collateral Agent shall not have received any Servicer Extension Notice from [the Note Insurer], the Trust Collateral Agent will, within five days thereafter, give written notice of such non-receipt [to the Note Insurer], the Demand Note Provider, the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) and the Servicer and the Servicer's terms shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term. Following a Note Insurer Default, this Section 4.13 shall no longer apply and the Servicer shall be deemed to be retained for the term of this Agreement, unless otherwise removed pursuant to Article 9.

Retention and Termination of Servicer. The Servicer hereby covenants and agrees to act as such under this Agreement for an initial term, monthly terms commencing on the Class A Closing Date Date, with the most recent of such terms commencing as of the date hereof and ending on _______________ February 28, 2007, which term shall may be extendible extended by [the Controlling Note Insurer] Purchaser for successive quarterly monthly terms ending on each successive June 30, September 30, December 31, pursuant to written instructions delivered by the Controlling Note Purchaser to the Servicer and March 31 the Trustee (or, at the discretion of the Controlling Note Purchaser exercised pursuant to revocable written standing instructions from time to time to the Servicer and the Trust Collateral AgentTrustee, for any specified number of terms greater than one), until such time as the termination of Notes, all other Secured Obligations and any and all other amounts due and payable to the Issuer. Each Note Purchasers and the Noteholders pursuant to the Basic Documents have been paid in full (each such notice (notice, including each notice pursuant to standing instructions, which shall be deemed delivered at the end of successive quarterly terms for so long as such instructions are in effect) (, a "Servicer Extension NoticeSERVICER EXTENSION NOTICE") shall be delivered by [the Note Insurer] to the Trust Collateral Agent and the Servicer). The Servicer hereby agrees that, as of the date hereof and upon its receipt of any such Servicer Extension NoticeNotice or other extension of its term as Servicer, the Servicer shall become bound, for the initial term beginning on the date hereof and for the duration of the term covered by such Servicer Extension NoticeNotice or for the monthly term, as applicable, to continue as the Servicer subject to and in accordance with the other provisions of this Agreement. [Until such time as a Note Insurer Default shall have occurred and be continuing,] the Trust Collateral Agent The Trustee agrees that if as of the fifteenth day prior to Business Day succeeding the last day of Settlement Date occurring during any term of the Servicer, the Trust Collateral Agent Trustee shall not have received any Servicer Extension Notice from [the Note Insurer]as of such date, the Trust Collateral Agent willTrustee shall, within five days thereafter, give written notice of such non-receipt [to the each Note Insurer], the Back-up Servicer (or any alternate successor servicer appointed by the Note Insurer pursuant to Section 8.5) Purchaser and the Servicer and the Servicer's terms term shall not be extended unless a Servicer Extension Notice is received on or before the last day of such term. The Controlling Note Purchaser shall have no liability to the other Note Purchasers or the Noteholders arising out of or relating to any renewal or non-renewal of the term of the Servicer pursuant to this Section 4.15.