Common use of Rights of the Certificate Insurer to Exercise Rights of Class A Certificateholders Clause in Contracts

Rights of the Certificate Insurer to Exercise Rights of Class A Certificateholders. Each of the Depositor, the Servicers, the Trust Administrator and the Trustee, and, by accepting its Certificate, each Class A Certificateholder, agrees that unless a Certificate Insurer Default has occurred and is continuing, the Certificate Insurer shall have the right to exercise all rights of the Class A Certificateholders under this Agreement (except as provided in clause (i) of the second paragraph of Section 12.01) without any further consent of the Class A Certificateholders, including, without limitation: (a) the right to direct foreclosures upon Mortgage Loans upon failure of the related Servicer to do so; (b) the right to require the Seller or the Depositor to repurchase or substitute for Mortgage Loans pursuant to Section 2.03; (c) the right to give notices of breach or to terminate the rights and obligations of either Servicer as Servicer pursuant to Section 7.01; (d) the right to direct the actions of the Trustee and the Trust Administrator during the continuance of a Servicer Event of Default pursuant to Sections 7.01 and 7.02; (e) the right to consent to or direct any waivers of Servicer Events of Default pursuant to Section 7.04; (f) the right to direct the Trustee and the Trust Administrator to investigate certain matters pursuant to Section 8.02(a)(v); and (g) the right to remove the Trustee or the Trust Administrator pursuant to Section 8.07 hereof. In addition, each Class A Certificateholder agrees that, unless a Certificate Insurer Default has occurred and is continuing, the rights specifically set forth above may be exercised by the Class A Certificateholders only with the prior written consent of the Certificate Insurer.

Rights of the Certificate Insurer to Exercise Rights of Class A Certificateholders. Each of the Depositor, the Servicers, the Trust Administrator Master Servicer and the Trustee, and, by accepting its Certificate, each Class A Certificateholder, agrees that unless a Certificate Insurer Default has occurred and is continuing, the Certificate Insurer shall have the right to exercise all rights of the Class A Certificateholders under this Agreement (except as provided in clause (i) of the second paragraph of Section 12.01) without any further consent of the Class A Certificateholders, including, without limitation: (a) the right to direct foreclosures upon Mortgage Loans upon failure of the related Master Servicer to do so; (b) the right to require the Seller or the Depositor to repurchase or substitute for Mortgage Loans pursuant to Section 2.03; (c) the right to give notices of breach or to terminate the rights and obligations of either the Master Servicer as Master Servicer pursuant to Section 7.01; (d) the right to direct the actions of the Trustee and the Trust Administrator during the continuance of a Master Servicer Event of Default pursuant to Sections 7.01 and 7.02; (e) the right to consent to or direct any waivers of Master Servicer Events of Default pursuant to Section 7.04; (f) the right to direct the Trustee and the Trust Administrator to investigate certain matters pursuant to Section 8.02(a)(v); and (g) the right to remove the Trustee or the Trust Administrator pursuant to Section 8.07 hereof. In addition, each Class A Certificateholder agrees that, unless a Certificate Insurer Default has occurred and is continuing, the rights specifically set forth above may be exercised by the Class A Certificateholders only with the prior written consent of the Certificate Insurer.

Rights of the Certificate Insurer to Exercise Rights of Class A Certificateholders. Each of the Depositor, the Servicers, the Trust Administrator and the Trustee, and, by By accepting its Certificate, each Class A Certificateholder, Certificateholder agrees that unless a Certificate Insurer Default has occurred and is continuingexists, the Certificate Insurer shall be deemed to be the Certificateholders for all purposes (other than with respect to the receipt of payment on the Certificates) and shall have the right to exercise all rights of the Class A Certificateholders under this Agreement (except as provided in clause (i) of and under the second paragraph of Section 12.01) Class A Certificates without any further consent of the Class A Certificateholders, including, without limitation: (a) the right to direct foreclosures upon Mortgage Loans upon failure of the related Servicer to do so; (b) the right to require the Seller or the Depositor to repurchase or substitute for Mortgage Loans pursuant to Section 2.032.06 or 3.03 hereof to the extent set forth in such Sections; (cb) the right to give notices of breach or to terminate the rights and obligations of either the Servicer as Servicer servicer pursuant to Section 7.017.01 hereof and to consent to or direct waivers of Servicer defaults pursuant to Section 7.03 hereof; (dc) the right to direct the actions of the Trustee and the Trust Administrator during the continuance of a Servicer Event of Default default pursuant to Sections 7.01 and 7.027.02 hereof; (d) the right to institute proceedings against the Servicer pursuant to Section 7.01 hereof; (e) the right to consent direct the Trustee to or direct any waivers of Servicer Events of Default investigate certain matters pursuant to Section 7.049.02(a)(v) hereof; (f) the right to direct remove the Trustee and the Trust Administrator to investigate certain matters pursuant to Section 8.02(a)(v); and9.07 hereof; (g) the right to remove direct foreclosures upon the Trustee failure of the Servicer to do so in accordance with the provisions of Section 5.06 of this Agreement; and (h) any rights or remedies expressly given the Trust Administrator pursuant to Section 8.07 hereofMajority Certificateholders. In addition, each Class A Certificateholder agrees that, subject to Section 10.02, unless a Certificate Insurer Default has occurred and is continuingexists, the rights specifically set forth enumerated above may only be exercised by the Class A Certificateholders only with the prior written consent of the Certificate Insurer.

Rights of the Certificate Insurer to Exercise Rights of Class A Certificateholders. Each of the Depositor, the Servicers, the Trust Administrator Master Servicer and the Trustee, and, by accepting its Certificate, each Class A Certificateholder, agrees that unless a Certificate Insurer Default has occurred and is continuing, the Certificate Insurer shall have the right to exercise all rights of the Class A Certificateholders under this Agreement (except as provided in clause (i) of the second paragraph of Section 12.01) without any further consent of the Class A Certificateholders, including, without limitation: (a) the right to direct foreclosures upon Mortgage Loans upon failure of the related Master Servicer to do so; (b) the right to require the Originator, the Seller or the Depositor Depositor, as the case may be, to repurchase or substitute for Mortgage Loans pursuant to Section 2.03; (c) the right to give notices of breach or to terminate the rights and obligations of either the Master Servicer as Master Servicer pursuant to Section 7.01; (d) the right to direct the actions of the Trustee and the Trust Administrator during the continuance of a Master Servicer Event of Default pursuant to Sections 7.01 and 7.02; (e) the right to consent to or direct any waivers of Master Servicer Events of Default pursuant to Section 7.04; (f) the right to direct the Trustee and the Trust Administrator to investigate certain matters pursuant to Section 8.02(a)(v); and (g) the right to remove the Trustee or the Trust Administrator pursuant to Section 8.07 hereof. In addition, each Class A Certificateholder agrees that, unless a Certificate Insurer Default has occurred and is continuing, the rights specifically set forth above may be exercised by the Class A Certificateholders only with the prior written consent of the Certificate Insurer.

Rights of the Certificate Insurer to Exercise Rights of Class A Certificateholders. Each of the Depositor, the ServicersMaster Servicer, the Trust Administrator and the Trustee, and, by accepting its Certificate, each Class A Certificateholder, agrees that unless a Certificate an Insurer Default has occurred and is continuing, the Certificate Insurer shall have the right to exercise all rights of the Class A Certificateholders under this Agreement (except as provided in clause (i) of the second paragraph of Section 12.01) without any further consent of the Class A Certificateholders, including, without limitation: (a) the right to direct foreclosures upon Mortgage Loans upon failure of the related Servicer to do so; (b) the right to require the Seller or the Depositor to repurchase or substitute for Mortgage Loans pursuant to Section 2.03; (cb) the right to give notices of breach or to terminate the rights and obligations of either Servicer as the Master Servicer pursuant to Section 7.01; (dc) the right to direct the actions of the Trustee and the Trust Administrator during the continuance of a Master Servicer Event of Default Termination pursuant to Sections 7.01 and 7.02; (ed) the right to consent to or direct any waivers of Master Servicer Events of Default Termination pursuant to Section 7.047.03; (fe) the right to direct the Trustee and the Trust Administrator to investigate certain matters pursuant to Section 8.02(a)(v); and (gf) the right to remove the Trustee or the Trust Administrator pursuant to Section 8.07 hereof. In addition, each Class A Certificateholder agrees that, unless a Certificate an Insurer Default has occurred and is continuing, the rights specifically set forth above may be exercised by the Class A Certificateholders only with the prior written consent of the Certificate Insurer.

Rights of the Certificate Insurer to Exercise Rights of Class A Certificateholders. Each of the Depositor, the Servicers, the Trust Administrator and the Trustee, and, by By accepting its Certificate, each Class A Certificateholder, Certificateholder agrees that unless a Certificate Insurer Default has occurred and is continuingexists, the Certificate Insurer shall be deemed to be the Certificateholders for all purposes (other than with respect to the receipt of payment on the Certificates) and shall have the right to exercise all rights of the Class A Certificateholders under this Agreement (except as provided in clause (i) of and under the second paragraph of Section 12.01) Class A Certificates without any further consent of the Class A Certificateholders, including, without limitation: (a) the right to direct foreclosures upon Mortgage Loans upon failure of the related Servicer to do so; (b) the right to require the Unaffiliated Seller or the Depositor to repurchase or substitute for Mortgage Loans pursuant to Section 2.032.06 or 3.03 hereof to the extent set forth in such Sections; (cb) the right to give notices of breach or to terminate the rights and obligations of either the Servicer as Servicer servicer pursuant to Section 7.017.01 hereof and to consent to or direct waivers of Servicer defaults pursuant to Section 7.03 hereof; (dc) the right to direct the actions of the Trustee and the Trust Administrator during the continuance of a Servicer Event of Default default pursuant to Sections 7.01 and 7.027.02 hereof; (d) the right to institute proceedings against the Servicer pursuant to Section 7.01 hereof; (e) the right to consent direct the Trustee to or direct any waivers of Servicer Events of Default investigate certain matters pursuant to Section 7.049.02(a)(v) hereof; (f) the right to direct remove the Trustee and the Trust Administrator to investigate certain matters pursuant to Section 8.02(a)(v); and9.07 hereof; (g) the right to remove direct foreclosures upon the Trustee failure of the Servicer to do so in accordance with the provisions of Section 5.06 of this Agreement; and (h) any rights or remedies expressly given the Trust Administrator pursuant to Section 8.07 hereofMajority Certificateholders. In addition, each Class A Certificateholder agrees that, subject to Section 10.02, unless a Certificate Insurer Default has occurred and is continuingexists, the rights specifically set forth enumerated above may only be exercised by the Class A Certificateholders only with the prior written consent of the Certificate Insurer.

Rights of the Certificate Insurer to Exercise Rights of Class A Certificateholders. Each of the Depositor, the Servicers, the Trust Administrator and the Trustee, and, by By accepting its Certificate, each Class A Certificateholder, Certificateholder agrees that unless a Certificate Insurer Default has occurred and is continuingexists, the Certificate Insurer shall be deemed to be the Certificateholders for all purposes (other than with respect to payment on the Certificates) and shall have the right to exercise all rights of the Class A Certificateholders under this Agreement (except as provided in clause (i) of and under the second paragraph of Section 12.01) Class A Certificates without any further consent of the Class A Certificateholders, including, without limitation: (a) the right to direct foreclosures upon Mortgage Loans upon failure of the related Servicer to do so; (b) the right to require the Seller or the Depositor to repurchase or substitute for Mortgage Loans pursuant to Section 2.032.02 or 2.04 hereof; (cb) the right to give notices of breach or to terminate the rights and obligations of either the Servicer as Servicer servicer pursuant to Section 7.018.01 hereof and to consent to or direct waivers of Servicer defaults pursuant to Section 8.03 hereof; (dc) the right to direct the actions of the Trustee and the Trust Administrator during the continuance of a Servicer Event of Default default pursuant to Sections 7.01 8.01 and 7.028.02 hereof; (d) the right to institute proceedings against the Servicer pursuant to Section 8.01 hereof; (e) the right to consent direct the Trustee to or direct any waivers of Servicer Events of Default investigate certain matters pursuant to Section 7.049.02 hereof; (f) the right to direct remove the Trustee and the Trust Administrator to investigate certain matters pursuant to Section 8.02(a)(v); and9.07 hereof; (g) the right to remove direct foreclosures upon the Trustee failure of the Servicer to do so in accordance with this Agreement; and (h) any rights or remedies expressly given the Trust Administrator pursuant to Section 8.07 hereofHolders of the Class A Certificates evidencing 51% or more of the Voting Rights. In addition, each Class A Certificateholder agrees that, subject to Section 11.01, unless a Certificate Insurer Default has occurred and is continuingexists, the rights specifically set forth enumerated above may be exercised by the Class A Certificateholders only with the prior written consent of the Certificate Insurer. Notwithstanding anything contained herein to the contrary, the Trustee shall not be bound, obligated or required to take any action at the request or direction of any of the Certificateholder or the Certificate Insurer pursuant to this Agreement if such Certificateholders or the Certificate Insurer shall not have made available to the Trustee security or indemnity reasonably acceptable to the Trustee against the costs, expenses and liabilities (including fees and expenses of its agents and counsel) which might be incurred by it in compliance with such written request or direction.

Rights of the Certificate Insurer to Exercise Rights of Class A Certificateholders. Each of the Depositor, the Servicers, the Trust Administrator Master Servicer and the Trustee, and, by accepting its Certificate, each Class A Certificateholder, agrees that unless a Certificate Insurer Default has occurred and is continuing, the Certificate Insurer shall have the right to exercise all rights of the Class A Certificateholders under this Agreement (except as provided in clause (i) of the second paragraph of Section 12.01) without any further consent of the Class A Certificateholders, including, without limitation: (a) the right to direct foreclosures upon Mortgage Loans upon failure of the related Master Servicer to do so; (b) the right to require an Originator, the Seller or the Depositor to repurchase or substitute for Mortgage Loans pursuant to Section 2.03; (c) the right to give notices of breach or to terminate the rights and obligations of either the Master Servicer as Master Servicer pursuant to Section 7.01; (d) the right to direct the actions of the Trustee and the Trust Administrator during the continuance of a Master Servicer Event of Default pursuant to Sections 7.01 and 7.02; (e) the right to consent to or direct any waivers of Master Servicer Events of Default pursuant to Section 7.04; (f) the right to direct the Trustee and the Trust Administrator to investigate certain matters pursuant to Section 8.02(a)(v); and (g) the right to remove the Trustee or the Trust Administrator pursuant to Section 8.07 hereof. In addition, each Class A Certificateholder agrees that, unless a Certificate Insurer Default has occurred and is continuing, the rights specifically set forth above may be exercised by the Class A Certificateholders only with the prior written consent of the Certificate Insurer.

Rights of the Certificate Insurer to Exercise Rights of Class A Certificateholders. Each of the Depositor, the Servicers, the Trust Administrator Master Servicer and the Trustee, and, and by accepting its Certificate, each Class A Certificateholder, agrees that unless a Certificate Insurer Default has occurred and is continuing, the Certificate Insurer shall have the right to exercise all rights of the Class A Certificateholders under this Agreement (except as provided in clause (i) of the second paragraph of Section 12.01) without any further consent of the Class A Certificateholders, including, without limitation: (a) the right to direct foreclosures upon Mortgage Loans upon failure of the related Master Servicer to do so; (b) the right to require the Seller or the Depositor to repurchase or substitute for for, or to require the Master Servicer to purchase, Mortgage Loans pursuant to Section 2.03; (c) the right to give notices of breach or to terminate the rights and obligations of either the Master Servicer as Master Servicer pursuant to Section 7.01; (d) the right to direct the actions of the Trustee and the Trust Administrator during the continuance of a Master Servicer Event of Default pursuant to Sections 7.01 and 7.02; (e) the right to consent to or direct any waivers of Master Servicer Events Event of Default Defaults pursuant to Section 7.04; (f) the right to direct the Trustee and the Trust Administrator to investigate certain matters pursuant to Section 8.02(a)(v); and (g) the right to remove the Trustee or the Trust Administrator pursuant to Section 8.07 hereof. In addition, each Class A Certificateholder agrees that, unless a Certificate Insurer Default has occurred and is continuing, the rights specifically set forth above may be exercised by the Class A Certificateholders only with the prior written consent of the Certificate Insurer.

Rights of the Certificate Insurer to Exercise Rights of Class A Certificateholders. Each of the Depositor, the ServicersServicer, the Trust Administrator Trustee and the TrusteeTrust Administrator, and, and by accepting its Certificate, each Class A Certificateholder, agrees that unless a Certificate Insurer Default has occurred and is continuing, the Certificate Insurer shall have the right to exercise all rights of the Class A Certificateholders under this Agreement (including all Voting Rights) (except as provided in clause (i) of the second paragraph of Section 12.01) without any further consent of the Class A Certificateholders, including, without limitation: (a) the right to direct foreclosures upon Mortgage Loans upon failure of the related Servicer to do so; (b) the right to require the Seller or the Depositor to repurchase repurchase, or substitute for for, Mortgage Loans pursuant to Section 2.032.04; (c) the right to give notices of breach or to terminate the rights and obligations of either the Servicer as Servicer pursuant to Section 7.01; (d) the right to direct the actions of the Trustee and the Trust Administrator during the continuance of a Servicer Event of Default pursuant to Sections 7.01 and 7.02; (e) the right to consent to or direct any waivers of Servicer Events Event of Default Defaults pursuant to Section 7.04; (f) the right to direct the Trustee and the Trust Administrator to investigate certain matters pursuant to Section 8.02(a)(v); and (g) the right to remove the Trustee or the Trust Administrator pursuant to Section 8.07 hereof. In addition, each Class A Certificateholder agrees that, unless a Certificate Insurer Default has occurred and is continuing, the rights specifically set 103 forth above may be exercised by the Class A Certificateholders only with the prior written consent of the Certificate Insurer.

Rights of the Certificate Insurer to Exercise Rights of Class A Certificateholders. Each of the Depositor, the ServicersMaster Servicer, the Trust Administrator and the Trustee, and, by accepting its Certificate, each Class A Certificateholder, agrees that unless a Certificate an Insurer Default has occurred and is continuing, the Certificate Insurer shall have the right to exercise all rights of the Class A Certificateholders under this Agreement (except as provided with respect to the matters discussed in clause (i) of the second paragraph of Section 12.01) without any further consent of the Class A Certificateholders, including, without limitation: (a) the right to direct foreclosures upon Mortgage Loans upon failure of the related Servicer to do so; (b) the right to require the Seller or the Depositor to repurchase or substitute for Mortgage Loans pursuant to Section 2.03; (cb) the right to give notices of breach or to terminate the rights and obligations of either the Master Servicer as Master Servicer pursuant to Section 7.01; (dc) the right to direct the actions of the Trustee and the Trust Administrator during the continuance of a Master Servicer Event of Default Termination pursuant to Sections 7.01 and 7.02; (ed) the right to consent to or direct any waivers of Master Servicer Events of Default Termination pursuant to Section 7.04;7.03; 123 (fe) the right to direct the Trustee and the Trust Administrator to investigate certain matters pursuant to Section 8.02(a)(v); and (gf) the right to remove the Trustee or the Trust Administrator pursuant to Section 8.07 hereof. In addition, each Class A Certificateholder agrees that, unless a Certificate an Insurer Default has occurred and is continuing, the rights specifically set forth above may be exercised by the Class A Certificateholders only with the prior written consent of the Certificate Insurer.

Rights of the Certificate Insurer to Exercise Rights of Class A Certificateholders. Each of the Depositor, the ServicersMaster Servicer, the Trust Administrator and the Trustee, and, by accepting its Certificate, each Class A Certificateholder, agrees that unless a Certificate Insurer Default has occurred and is continuing, the Certificate Insurer shall have the right to exercise all rights of the Class A Certificateholders under this Agreement (except as provided in clause (i) of the second paragraph of Section 12.01) without any further consent of the Class A Certificateholders, including, without limitation: (a) the right to direct foreclosures upon Mortgage Loans upon failure of the related Master Servicer to do so; (b) the right to require the Seller or the Depositor to repurchase or substitute for Mortgage Loans pursuant to Section 2.03; (c) the right to give notices of breach or to terminate the rights and obligations of either the Master Servicer as Master Servicer pursuant to Section 7.01; (d) the right to direct the actions of the Trustee and the Trust Administrator during the continuance of a Master Servicer Event of Default pursuant to Sections 7.01 and 7.02; (e) the right to consent to or direct any waivers of Master Servicer Events of Default pursuant to Section 7.04; (f) the right to direct the Trustee and the Trust Administrator to investigate certain matters pursuant to Section 8.02(a)(v); and (g) the right to remove the Trustee or the Trust Administrator pursuant to Section 8.07 hereof. In addition, each Class A Certificateholder agrees that, unless a Certificate Insurer Default has occurred and is continuing, the rights specifically set forth above may be exercised by the Class A Certificateholders only with the prior written consent of the Certificate Insurer.

Rights of the Certificate Insurer to Exercise Rights of Class A Certificateholders. Each of the Depositor, the Servicers, the Trust Administrator Servicer and the Trustee, and, and by accepting its Certificate, each Class A Certificateholder, agrees that unless a Certificate Insurer Default has occurred and is continuing, the Certificate Insurer shall have the right to exercise all rights of the Class A Certificateholders under this Agreement (including all Voting Rights) (except as provided in clause (i) of the second paragraph of Section 12.01) without any further consent of the Class A Certificateholders, including, without limitation: (a) the right to direct foreclosures upon Mortgage Loans upon failure of the related Servicer to do so; (b) the right to require the Seller or the Depositor to repurchase repurchase, or substitute for for, Mortgage Loans pursuant to Section 2.03; (c) the right to give notices of breach or to terminate the rights and obligations of either the Servicer as Servicer pursuant to Section 7.01; (d) the right to direct the actions of the Trustee and the Trust Administrator during the continuance of a Servicer Event of Default pursuant to Sections 7.01 and 7.02; (e) the right to consent to or direct any waivers of Servicer Events Event of Default Defaults pursuant to Section 7.04; (f) the right to direct the Trustee and the Trust Administrator to investigate certain matters pursuant to Section 8.02(a)(v); and (g) the right to remove the Trustee or the Trust Administrator pursuant to Section 8.07 hereof. In addition, each Class A Certificateholder agrees that, unless a Certificate Insurer Default has occurred and is continuing, the rights specifically set forth above may be exercised by the Class A Certificateholders only with the prior written consent of the Certificate Insurer.

Rights of the Certificate Insurer to Exercise Rights of Class A Certificateholders. Each of the Depositor, the ServicersMaster Servicer, the Trust Administrator and the Trustee, and, by accepting its Certificate, each Class A Certificateholder, agrees that unless a an Certificate Insurer Default has occurred and is continuing, the Certificate Insurer shall have the right to exercise all rights of the Class A Certificateholders under this Agreement (except as provided in clause (i) of the second paragraph of Section 12.01) without any further consent of the Class A Certificateholders, including, without limitation: (a) the right to direct foreclosures upon Mortgage Loans upon failure of the related Servicer to do so; (b) the right to require the Seller or the Depositor to repurchase or substitute for Mortgage Loans pursuant to Section 2.03; (cb) the right to give notices of breach or to terminate the rights and obligations of either Servicer as the Master Servicer pursuant to Section 7.01; (dc) the right to direct the actions of the Trustee and the Trust Administrator during the continuance of a Master Servicer Event of Default Termination pursuant to Sections 7.01 and 7.02; (ed) the right to consent to or direct any waivers of Master Servicer Events of Default Termination pursuant to Section 7.047.03; (fe) the right to direct the Trustee and the Trust Administrator to investigate certain matters pursuant to Section 8.02(a)(v); and (gf) the right to remove the Trustee or the Trust Administrator pursuant to Section 8.07 hereof. In addition, each Class A Certificateholder agrees that, unless a an Certificate Insurer Default has occurred and is continuing, the rights specifically set forth above may be exercised by the Class A Certificateholders only with the prior written consent of the Certificate Insurer.

Rights of the Certificate Insurer to Exercise Rights of Class A Certificateholders. Each of the Depositor, the ServicersSeller, the Trust Administrator Master Servicer, the Special Servicer and the Trustee, and, and by accepting its Certificate, each Class A Certificateholder, agrees that unless a Certificate Insurer Default has occurred and is continuing, the Certificate Insurer shall have the right to exercise all rights of the Class A Certificateholders under this Agreement (except as provided in clause (i1) of the second paragraph of Section 12.01) without any further consent of the Class A Certificateholders, including, without limitation: (a) the right to direct foreclosures upon Mortgage Loans upon failure of the related Servicer to do so[reserved]; (b) the right to require the Seller or the Depositor to repurchase or substitute for for, or to require the Master Servicer to purchase, Mortgage Loans pursuant to Section 2.03; (c) the right to give notices of breach or to terminate the rights and obligations of either the Master Servicer as Master Servicer pursuant to Section 7.017.01(a); (d) the right to direct the actions of the Trustee and the Trust Administrator during the continuance of a Servicer an Event of Default pursuant to Sections 7.01 and 7.02; (e) the right to consent to or direct any waivers of Servicer Events of Default pursuant to Section 7.047.03; (f) the right to direct the Trustee and the Trust Administrator to investigate certain matters pursuant to Section 8.02(a)(v); and (g) the right to remove the Trustee or the Trust Administrator pursuant to Section 8.07 hereof. In addition, each Class A Certificateholder agrees that, unless a Certificate Insurer Default has occurred and is continuing, the rights specifically set forth above may be exercised by the Class A Certificateholders only with the prior written consent of the Certificate Insurer.

Rights of the Certificate Insurer to Exercise Rights of Class A Certificateholders. Each of the Depositor, the Servicers, the Trust Administrator and the Trustee, and, by By accepting its Certificate, each Class A Certificateholder, Certificateholder agrees that unless a Certificate Insurer Default has occurred and is continuingexists, the Certificate Insurer shall be deemed to be the Certificateholders for all purposes (other than with respect to payment on the Certificates) and shall have the right to exercise all rights of the Class A Certificateholders under this Agreement (except as provided in clause (i) and under each Class of the second paragraph of Section 12.01) Class A Certificates without any further consent of the Class A Certificateholders, including, without limitation: (a) the right to direct foreclosures upon Mortgage Loans upon failure of the related Servicer to do so; (b) the right to require the Seller or the Depositor to repurchase or substitute for Mortgage Loans pursuant to Section 2.032.02 or 2.04; (cb) the right to give notices of breach or to terminate the rights and obligations of either the Master Servicer as Servicer servicer pursuant to Section 7.018.01 and to consent to or direct waivers of Master Servicer defaults pursuant to Section 8.03; (dc) the right to direct the actions of the Trustee and the Trust Administrator during the continuance of a Master Servicer Event of Default default pursuant to Sections 7.01 8.01 and 7.028.02; (d) the right to institute proceedings against the Master Servicer pursuant to Section 8.01; (e) the right to consent direct the Trustee to or direct any waivers of Servicer Events of Default investigate certain matters pursuant to Section 7.049.02; (f) the right to direct remove the Trustee and the Trust Administrator to investigate certain matters pursuant to Section 8.02(a)(v); and9.07; (g) the right to remove direct foreclosures upon the Trustee failure of the Master Servicer to do so in accordance with this Agreement; and (h) any rights or remedies expressly given the Trust Administrator pursuant to Section 8.07 hereofMajority Certificateholders. In addition, each Class A Certificateholder agrees that, that unless a Certificate Insurer Default has occurred and is continuingexists, the rights specifically set forth above enumerated in this Agreement may be exercised by the Class A Certificateholders only with the prior written consent of the Certificate Insurer.

Rights of the Certificate Insurer to Exercise Rights of Class A Certificateholders. Each of the Depositor, the Servicers, the Trust Administrator Servicer and the Trustee, and, and by accepting its Certificate, each Class A Certificateholder, agrees that unless a Certificate Insurer Default has occurred and is continuing, the Certificate Insurer shall have the right to exercise all rights of the Class A Certificateholders under this Agreement (including all Voting Rights) (except as provided in clause (i) of the second paragraph of Section 12.01) without any further consent of the Class A Certificateholders, including, without limitation: (a) the right to direct foreclosures upon Mortgage Loans upon failure of the related Servicer to do so; (b) the right to require the Seller or the Depositor to repurchase repurchase, or substitute for for, Mortgage Loans pursuant to Section 2.032.05; (c) the right to give notices of breach or to terminate the rights and obligations of either the Servicer as Servicer pursuant to Section 7.01; (d) the right to direct the actions of the Trustee and the Trust Administrator during the continuance of a Servicer Event of Default pursuant to Sections 7.01 and 7.02; (e) the right to consent to or direct any waivers of Servicer Events Event of Default Defaults pursuant to Section 7.04; (f) the right to direct the Trustee and the Trust Administrator to investigate certain matters pursuant to Section 8.02(a)(v); and (g) the right to remove the Trustee or the Trust Administrator pursuant to Section 8.07 hereof. In addition, each Class A Certificateholder agrees that, unless a Certificate Insurer Default has occurred and is continuing, the rights specifically set forth above may be exercised by the Class A Certificateholders only with the prior written consent of the Certificate Insurer.

Rights of the Certificate Insurer to Exercise Rights of Class A Certificateholders. Each of the Depositor, the Servicers, the Trust Administrator Servicer and the Trustee, and, and by accepting its Certificate, each Class A Certificateholder, agrees that unless a Certificate Insurer Default has occurred and is continuing, the Certificate Insurer shall have the right to exercise all rights of the Class A Certificateholders under this Agreement (including all Voting Rights) (except as provided in clause (i) of the second paragraph of Section Section 12.01) without any further consent of the Class A Certificateholders, including, without limitation: (a) the right to direct foreclosures upon Mortgage Loans upon failure of the related Servicer to do so; (b) the right to require the Seller or the Depositor to repurchase repurchase, or substitute for for, Mortgage Loans pursuant to Section 2.03; (c) the right to give notices of breach or to terminate the rights and obligations of either the Servicer as Servicer pursuant to Section 7.01; (d) the right to direct the actions of the Trustee and the Trust Administrator during the continuance of a Servicer Event of Default pursuant to Sections 7.01 and 7.02; (e) the right to consent to or direct any waivers of Servicer Events Event of Default Defaults pursuant to Section 7.04; (f) the right to direct the Trustee and the Trust Administrator to investigate certain matters pursuant to Section 8.02(a)(v); and (g) the right to remove the Trustee or the Trust Administrator pursuant to Section 8.07 hereof. In addition, each Class A Certificateholder agrees that, unless a Certificate Insurer Default has occurred and is continuing, the rights specifically set forth above may be exercised by the Class A Certificateholders only with the prior written consent of the Certificate Insurer.