Common use of Sale of Certificates Clause in Contracts

Sale of Certificates. At 8 a.m., Pacific time on the Startup Day (the "Closing"), at the offices of Xxxxx & Xxxxxx LLP, 0 Xxxx Xxxxx, Xxxxxx, Xxxxxxxxxx (or at such other location acceptable to the Seller), the Seller will sell and convey the Initial Mortgage Loans and the money, instruments and other property related thereto to the Depositor and the Depositor will sell and convey the Initial Mortgage Loans and the money, instruments and other property related thereto to the Trustee, and the Trustee will deliver (i) to the Underwriters, the Offered Certificates with an aggregate Percentage Interest in each Class equal to 100%, registered in the name of Cede & Co., or in such other names as the Underwriters shall direct, against payment of the purchase price thereof by wire transfer of immediately available funds to the Trustee, (ii) to the initial purchasers thereof, Class S Certificates with a cumulative Percentage Interest equal to 100%, (iii) to the initial purchasers thereof, Class C-IO Certificates with an aggregate Percentage Interest in each Class of 100%, (iv) to the respective registered owners thereof, a Class D Certificate with a Percentage Interest equal to 100% and a Class R Certificate with a Percentage Interest equal to 99.999%, registered in the names designated by the Depositor and (v) to the Trustee, the Tax Matters Person Residual Interest. Upon the Trustee's receipt of the entire net proceeds of the sale of the Certificates the Depositor shall instruct the Trustee to deposit (a) an amount equal to the Original Pre-Funded Amount in the Pre-Funding Account and (b) an amount equal to the Original Capitalized Interest Amount to the Capitalized Interest Account contributed by the Depositor out of such proceeds or otherwise. The Trustee shall then remit the entire balance of such net proceeds to the Depositor in accordance with instructions delivered by the Depositor. END OF ARTICLE IV

Sale of Certificates. At 8 10 a.m., Pacific eastern time on the Startup Day (the "Closing"), at the offices of Xxxxx & Xxxxxx LLP, 0 Xxxx Xxxxx, Xxxxxx, Xxxxxxxxxx 0000 X Xxxxxx, X.X., Xxxxx 000X, Xxxxxxxxxx, X.X. (or at such other location acceptable to the Seller), the Seller will sell and convey the Initial Mortgage Loans and the money, instruments and other property related thereto to the Depositor and the Depositor will sell and convey the Initial Mortgage Loans and the money, instruments and other property related thereto to the Trustee, and the Trustee will deliver (i) to the Underwriters, Underwriters the Offered Certificates with an aggregate Percentage Interest in each Class equal to 100%, registered in the name of Cede & Co., or in such other names as the Underwriters shall direct, against payment of the purchase price thereof by wire transfer of immediately available funds to the Trustee, (ii) to the initial purchasers thereof, Class S Certificates with a cumulative Percentage Interest equal to 100%, and (iii) to the initial purchasers thereof, Class C-IO Certificates with an aggregate Percentage Interest in each Class of 100%, (iv) to the respective registered owners thereof, a Class D C Certificate with a Percentage Interest equal to 100% and a Class R Certificate with a Percentage Interest equal to 99.999%, registered in the names designated by the Depositor and (v) to the Trustee, the Tax Matters Person Residual InterestInterest to the Trustee. The Depositor shall deliver to the Trustee on the Startup Day the letters required to be delivered by transferees of Class C, Class S and Class R Certificates pursuant to Section 5.08(b) and (c) hereof with respect to the initial purchasers of such Certificates. Upon the Trustee's receipt of the entire net proceeds of the sale of the Certificates the Depositor shall instruct the Trustee to deposit (a) an amount equal to the Original Pre-Funded Amount in the Pre-Funding Account and (b) an amount equal to the Original Capitalized Interest Amount $1,463,353.46 to the Capitalized Interest Account contributed by the Depositor out of such proceeds or otherwise. The Trustee shall then remit the entire balance of such net proceeds to the Depositor in accordance with instructions delivered by the Depositor. END OF ARTICLE IV

Sale of Certificates. At 8 a.m., Pacific 11:00 a.m. New York City time on the Startup Day (the "Closing")Day, at the offices of Xxxxx & XxXxx Xxxxxx LLP, 0 Xxx Xxxxxxx Xxxx Xxxxx, Xxxxxx00xx Xxxxx, Xxxxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 (or at such other location acceptable to the Seller), the Seller and the Conduit Seller will sell and convey the Initial Mortgage Home Equity Loans and the money, instruments and other property related thereto to the Depositor and the Depositor will sell and convey the Initial Mortgage Home Equity Loans and the money, instruments and other property related thereto to the Trustee, Trustee and the Trustee will deliver (i) to the UnderwritersUnderwriters (as designee of the Depositor), the Offered Certificates (other than the Class M-10 Certificates) with an aggregate Percentage Interest in each Class equal to 100%, % registered in the name of Cede & Co., Co. or in such other names as the Underwriters shall direct, against payment to the Depositor of the purchase price thereof by wire transfer of immediately available funds to the Trustee, Trustee as designee of the Depositor and (ii) to the initial purchasers thereof, Class S Certificates with a cumulative Percentage Interest equal to 100%, (iii) to the initial purchasers thereof, Class C-IO Certificates with an aggregate Percentage Interest in each Class of 100%, (iv) to the respective registered owners thereofthereof (as designees of the Depositor and the Seller), a Class D Certificate with a certain Percentage Interest equal to 100% and of the Class M-10 Certificates registered in the name of Nationstar Mortgage, a certain Percentage Interest of the Class M-10 Certificates registered in the name of the Conduit Seller, the Class R Certificate with Certificates registered in the name of Nationstar Residual LLC, a Percentage Interest equal to 99.999%Delaware limited liability company, the Class X-IO Certificates, registered in the names designated by name of Nationstar Residual LLC, a Delaware limited liability company, and the Depositor and (v) to the TrusteeClass P Certificates, the Tax Matters Person Residual Interest. Upon the Trustee's receipt of the entire net proceeds of the sale of the Certificates the Depositor shall instruct the Trustee to deposit (a) an amount equal to the Original Pre-Funded Amount registered in the Pre-Funding Account and name of Nationstar Residual LLC, a Delaware limited liability company (b) an amount equal all such events shall be referred to herein as the Original Capitalized Interest Amount to the Capitalized Interest Account contributed by the Depositor out of such proceeds or otherwise. The Trustee shall then remit the entire balance of such net proceeds to the Depositor in accordance with instructions delivered by the Depositor“Closing”). END OF ARTICLE IV

Sale of Certificates. At 8 a.m., Pacific 11 a.m. New York City time on the Startup Day (the "Closing")Day, at the offices of Xxxxx & Xxxxxx LLPDewex Xxxxxxxxxx XXX, 0 Xxxx Xxxxx1301 Avenue of the Americas, XxxxxxNew York, Xxxxxxxxxx (or at such other location acceptable to the Seller)New York, the Seller Sponsor will sell and convey the Initial Mortgage Loans and the money, instruments and other property related thereto to the Depositor and Trustee on behalf of the Depositor will sell and convey the Initial Mortgage Loans and the money, instruments and other property related thereto to the TrusteeTrust, and the Trustee will deliver (i) deliver to the UnderwritersRepresentative, the Offered Group I Certificates and the Group II Certificates with an aggregate Percentage Interest in each Class equal to 100%, registered in the name of Cede & Co., Co. or in such other names as the Underwriters Representative shall direct, against payment of the purchase price thereof by wire transfer of immediately available funds to the Trustee, ; (ii) deliver to the initial purchasers thereofTrustee, the Class S Certificates B Certificate with a cumulative an aggregate Percentage Interest equal to 100%, registered in the name of the Trustee on behalf of the Supplemental Interest Payment Account; (iii) deliver to the initial purchasers thereofSponsor, the Class CBS Certificates, the Class R-IO I Certificates and the Class R-II Certificates in each case with an aggregate Percentage Interest in each Class of 100%, (iv) to the respective registered owners thereof, a Class D Certificate with a Percentage Interest equal to 100% and a Class R Certificate with a Percentage Interest equal to 99.999%, registered in such names as the names designated by the Depositor Sponsor shall request; and (viv) deliver to the TrusteeTrustee on behalf of the Owners of the Supplemental Interest Right, the Tax Matters Person Residual Interestcertificate representing the Supplemental Interest Right. Upon the Trustee's receipt of the entire net proceeds of the sale of the Certificates the Depositor shall instruct Certificates, the Trustee to shall, from the proceeds of the sale of the Certificates, pay other fees and expenses identified by the Sponsor, deposit (a) an amount equal to the Group I Original Pre-Funded Amount in and the Group II Original Pre-Funded Amount into the Pre-Funding Account and (b) an amount equal to Account, deposit the Original Group I Capitalized Interest Amount to Deposit and the Group II Capitalized Interest Deposit into the Capitalized Interest Account contributed by the Depositor out of such proceeds or otherwise. The Trustee shall then remit the entire balance of such net proceeds and pay to the Depositor in accordance with instructions delivered by Sponsor the Depositor. END OF ARTICLE IVbalance after deducting such amounts.

Sale of Certificates. At 8 a.m., Pacific 11:00 a.m. New York City time on the Startup Day (the "Closing")Day, at the offices of Xxxxx & XxXxx Xxxxxx LLP, 0 Xxx Xxxxxxx Xxxx Xxxxx, Xxxxxx00xx Xxxxx, Xxxxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 (or at such other location acceptable to the Seller), the Seller and the Conduit Seller will sell and convey the Initial Mortgage Home Equity Loans and the money, instruments and other property related thereto to the Depositor and the Depositor will sell and convey the Initial Mortgage Home Equity Loans and the money, instruments and other property related thereto to the Trustee, Trustee and the Trustee will deliver (i) to the UnderwritersUnderwriters (as designee of the Depositor), the Offered Certificates (other than the Class M-10 Certificates) with an aggregate Percentage Interest in each Class equal to 100%, % registered in the name of Cede & Co., Co. or in such other names as the Underwriters shall direct, against payment to the Depositor of the purchase price thereof by wire transfer of immediately available funds to the Trustee, Trustee as designee of the Depositor and (ii) to the initial purchasers thereof, Class S Certificates with a cumulative Percentage Interest equal to 100%, (iii) to the initial purchasers thereof, Class C-IO Certificates with an aggregate Percentage Interest in each Class of 100%, (iv) to the respective registered owners thereofthereof (as designees of the Depositor, the Seller and the Conduit Seller), Class M-10 Certificates registered in the name of Cede & Co. or in such other name as CHEC Residual, LLC, a Delaware limited liability company shall direct for the account of CHEC Residual, LLC as beneficial owner, Class D Certificate with a Percentage Interest equal to 100% and a Class R Certificate with a Percentage Interest equal to 99.999%P Certificates, registered in the names designated by the Depositor and (v) to the Trusteename of Nationstar Mortgage LLC, the Tax Matters Person Residual Interest. Upon the Trustee's receipt of the entire net proceeds of the sale of the as beneficial owner, Class R Certificates the Depositor shall instruct the Trustee to deposit (a) an amount equal to the Original Pre-Funded Amount registered in the Prename of CHEC Residual, LLC, a Delaware limited liability company, and the Class X-Funding Account and IO Certificates, registered in the name of CHEC Residual, LLC, a Delaware limited liability company (b) an amount equal all such events shall be referred to herein as the Original Capitalized Interest Amount to the Capitalized Interest Account contributed by the Depositor out of such proceeds or otherwise. The Trustee shall then remit the entire balance of such net proceeds to the Depositor in accordance with instructions delivered by the Depositor“Closing”). END OF ARTICLE IV

Sale of Certificates. At 8 10 a.m., Pacific Washington, District of Columbia time on the Startup Day (the "Closing"), at the offices of Seller, 000 Xxxxx & Xxxxxx LLP, 0 Xxxx XxxxxXxxxx Xxxxxx, Xxxxxx, Xxxxxxxxxx Xxxxx (or at such other location acceptable to the Seller), the Seller will sell and convey the Initial Mortgage Loans and the money, instruments and other property related thereto to the Depositor and the Depositor will sell and convey the Initial Mortgage Loans and the money, instruments and other property related thereto to the Trustee, and the Trustee will deliver (i) to the Underwriters, Underwriters the Offered Class A Certificates with an aggregate Percentage Interest in each Class equal to 100%, registered in the name of Cede & Co., or in such other names as the Underwriters shall direct, against payment of the purchase price thereof by wire transfer of immediately available funds to the Trustee, (ii) to the initial purchasers thereof, Class S Certificates with a cumulative Percentage Interest equal to 100%, and (iii) to the initial purchasers thereof, Class C-IO Certificates with an aggregate Percentage Interest in each Class of 100%, (iv) to the respective registered owners thereof, a Class D B-10 Certificate with a Percentage Interest equal to 100% and a Class R Certificate with a Percentage Interest equal to 99.999%, registered in the names designated by the Depositor and (v) to the Trustee, the Tax Matters Person Residual InterestInterest to the Trustee. Upon the Trustee's receipt of the entire net proceeds of the sale of the Certificates the Depositor shall instruct the Trustee to deposit (a) an amount equal to the Original Pre-Funded Amount in the Pre-Pre- Funding Account and (b) an amount equal to the Original Capitalized Interest Amount to $1,132,748.29 the Capitalized Interest Account contributed by the Depositor out of such proceeds or otherwise. The Trustee shall then remit the entire balance of such net proceeds to the Depositor in accordance with instructions delivered by the Depositor. END OF ARTICLE IV

Sale of Certificates. At 8 9 a.m., Pacific Central time on the Startup Day (the "Closing"), at the offices of AMRESCO, INC., 000 Xxxxx & Xxxxxx LLPXxxxx Xxxxxx, 0 Xxxx XxxxxXxxxx 0000, Xxxxxx, Xxxxxxxxxx Xxxxx 00000 (or at such other location acceptable to the Seller), the Seller will sell and convey the Initial Mortgage Loans and the money, instruments and other property related thereto to the Depositor and the Depositor will sell and convey the Initial Mortgage Loans and the money, instruments and other property related thereto to the Trustee, and the Trustee will deliver (i) to the Underwriters, the Offered Depository Certificates with an aggregate Percentage Interest in each Class equal to 100%, registered in the name of Cede & Co., or in such other names as the Underwriters shall direct, against payment of the purchase price thereof by wire transfer of immediately available funds to the Trustee, (ii) to Xxxxxxx Mac, the Guaranteed Certificates with an aggregate Percentage Interest in each Class equal to 100%, registered in the name of the Federal Home Loan Mortgage Corporation against payment of the purchase price thereof by wire transfer of immediately available funds to the Trustee, (iii) to the initial purchasers thereof, Class S Certificates with a cumulative Percentage Interest equal to 100%, (iiiiv) to the initial purchasers thereof, Class C-IO Certificates with an aggregate Percentage Interest in each Class of 100%, (ivv) to the respective registered owners thereof, a Class D Certificate with a Percentage Interest equal to 100% and a Class R Certificate with a Percentage Interest equal to 99.999%, registered in the names designated by the Depositor and (vvi) to the Trustee, the Tax Matters Person Residual Interest. Upon the Trustee's receipt of the entire net proceeds of the sale of the Certificates the Depositor shall instruct the Trustee to deposit (a) an amount equal to the Original Pre-Funded Amount in the Pre-Funding Account and (b) an amount equal to the Original Capitalized Interest Amount to the Capitalized Interest Account contributed by the Depositor out of such proceeds or otherwise. The Trustee shall then remit the entire balance of such net proceeds to the Depositor in accordance with instructions delivered by the Depositor. END OF ARTICLE IV

Sale of Certificates. At 8 a.m., Pacific 11 a.m. New York City time on the Startup Day (the "Closing"), at the offices of Stroock & Stroock & Xxxxx & Xxxxxx LLP, 0 000 Xxxxxx Xxxx, Xxx Xxxx, Xxx Xxxx Xxxxx, Xxxxxx, Xxxxxxxxxx (or at such other location acceptable to the Seller), the Seller Sellers will sell and convey the Initial Mortgage Home Equity Loans and the money, instruments and other property related thereto to the Depositor and the Depositor will sell and convey the Initial Mortgage Home Equity Loans and the money, instruments and other property related thereto to the Trustee, and the Trustee will deliver (i) to the Underwriters, Underwriters the Offered Class A Trust Certificates (other than the Class A-2 Fixed Certificates) and the Class B Certificates with an aggregate Percentage Interest in each Class equal to 100%, registered in the name of Cede & Co., or in such other names as the Underwriters shall direct, against payment of the purchase price thereof by wire transfer of immediately available funds to the Trustee, ; (ii) to the initial purchasers thereofDepositor, the Class S Certificates with a cumulative Percentage Interest equal to 100%, (iii) to the initial purchasers thereof, Class C-IO A-2 Fixed Certificates with an aggregate Percentage Interest in each such Class of equal to 100%, registered in the name of the Grantor Trustee or in such other name as the Depositor shall direct; and (iviii) to the respective registered owners Owners thereof, a Class D Certificate with a Percentage Interest equal to 100% R-I and a Class R Certificate each with a Percentage Interest equal to 99.999%, registered in the names designated by name of ContiSecurities Holding Corporation and a Class R-I and a Class R Certificate each with a Percentage Interest equal to .001%, registered in the Depositor and (v) to the Trustee, the Tax Matters Person Residual Interestname of ContiFunding Corporation. Upon the Trustee's receipt of the entire net proceeds of the sale of the Certificates the Depositor shall instruct Certificates, the Trustee to deposit (a) an amount equal to the Original Pre-Funded Amount in the Pre-Funding Account and (b) an amount equal to the Original Capitalized Interest Amount to the Capitalized Interest Account contributed by the Depositor out of such proceeds or otherwise. The Trustee shall then remit the entire balance of such net proceeds to the Depositor in accordance with instructions delivered by the Depositor. END OF ARTICLE IV

Sale of Certificates. At 8 a.m., Pacific time on the Startup Day (the "Closing"), at the offices of Xxxxx & Xxxxxx LLP, 0 Xxxx Xxxxx, Xxxxxx, Xxxxxxxxxx _______________ _______________ (or at such other location acceptable to the Seller), the Seller will sell and convey the Initial Mortgage Loans and the money, instruments and other property related thereto to the Depositor and the Depositor will sell and convey the Initial Mortgage Loans and the money, instruments and other property related thereto to the Trustee, and the Trustee will deliver (i) to the Underwriters, the Offered Certificates with an aggregate Percentage Interest in each Class equal to 100%, registered in the name of Cede & Co., or in such other names as the Underwriters shall direct, against payment of the purchase price thereof by wire transfer of immediately available funds to the Trustee, (ii) to the initial purchasers thereof, Class S Certificates with a cumulative Percentage Interest equal to 100%, (iii) to the initial purchasers thereof, Class C-IO Certificates with an aggregate Percentage Interest in each Class of 100%, (iv) to the respective registered owners thereof, a Class D Certificate with a Percentage Interest equal to 100% and a Class R Certificate with a Percentage Interest equal to 99.999%, registered in the names designated by the Depositor and (v) to the Trustee, the Tax Matters Person Residual Interest. Upon the Trustee's receipt of the entire net proceeds of the sale of the Certificates the Depositor shall instruct the Trustee to deposit (a) an amount equal to the Original Pre-Funded Amount in the Pre-Funding Account and (b) an amount equal to the Original Capitalized Interest Amount to the Capitalized Interest Account contributed by the Depositor out of such proceeds or otherwise. The Trustee shall then remit the entire balance of such net proceeds to the Depositor in accordance with instructions delivered by the Depositor. END OF ARTICLE IV

Sale of Certificates. At 8 a.m., Pacific 11:00 a.m. New York City time on the Startup Day (the "Closing")Day, at the offices of Xxxxx & XxXxx Xxxxxx LLP, 0 Xxx Xxxxxxx Xxxx Xxxxx, Xxxxxx00xx Xxxxx, Xxxxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 (or at such other location acceptable to the Seller), the Seller and the Conduit Seller will sell and convey the Initial Mortgage Home Equity Loans and the money, instruments and other property related thereto to the Depositor and the Depositor will sell and convey the Initial Mortgage Home Equity Loans and the money, instruments and other property related thereto to the Trustee, Trustee and the Trustee will deliver (i) to the UnderwritersUnderwriters (as designee of the Depositor), the Offered Certificates (other than the Class M-10 Certificates) with an aggregate Percentage Interest in each Class equal to 100%, % registered in the name of Cede & Co., Co. or in such other names as the Underwriters shall direct, against payment to the Depositor of the purchase price thereof by wire transfer of immediately available funds to the Trustee, Trustee as designee of the Depositor and (ii) to the initial purchasers thereof, Class S Certificates with a cumulative Percentage Interest equal to 100%, (iii) to the initial purchasers thereof, Class C-IO Certificates with an aggregate Percentage Interest in each Class of 100%, (iv) to the respective registered owners thereofthereof (as designees of the Depositor, the Seller and the Conduit Seller), Class M-10 Certificates registered in the name of Cede & Co. or in such other name as CHEC Residual, LLC, a Class D Certificate with a Percentage Interest equal to 100% and a Delaware limited liability company shall direct for the account of CHEC Residual, LLC as beneficial owner. Class R Certificate with Certificates registered in the name of CHEC Residual, LLC, a Percentage Interest equal to 99.999%Delaware limited liability company, and the Class X-IO Certificates, registered in the names designated by name of CHEC Residual, LLC, a Delaware limited liability company (all such events shall be referred to herein as the Depositor and (v) to the Trustee, the Tax Matters Person Residual Interest. Upon the Trustee's receipt of the entire net proceeds of the sale of the Certificates the Depositor shall instruct the Trustee to deposit (a) an amount equal to the Original Pre-Funded Amount in the Pre-Funding Account and (b) an amount equal to the Original Capitalized Interest Amount to the Capitalized Interest Account contributed by the Depositor out of such proceeds or otherwise. The Trustee shall then remit the entire balance of such net proceeds to the Depositor in accordance with instructions delivered by the Depositor“Closing”). END OF ARTICLE IV

Sale of Certificates. At 8 10 a.m., Pacific time on the Startup Day (the "Closing"), at the offices of Xxxxx Artex & Xxxxxx LLPXaddxx, 0 Xxxx Paxx Xxxxx, Xxxxxx, Xxxxxxxxxx (or xx at such other location acceptable to the Seller), the Seller will sell and convey the Initial Mortgage Loans and the money, instruments and other property related thereto to the Depositor and the Depositor will sell and convey the Initial Mortgage Loans and the money, instruments and other property related thereto to the Trustee, and the Trustee will deliver (i) to the Underwriters, Underwriters the Offered Certificates with an aggregate Percentage Interest in each Class equal to 100%, registered in the name of Cede & Co., or in such other names as the Underwriters shall direct, against payment of the purchase price thereof by wire transfer of immediately available funds to the Trustee, (ii) to the initial purchasers thereof, Class S Certificates with a cumulative Percentage Interest equal to 100%, (iii) to the initial purchasers thereof, Class C-IO Certificates with an aggregate Percentage Interest in each Class of 100%, and (iv) to the respective registered owners thereof, a Class D Certificate with a Percentage Interest equal to 100% and a Class R Certificate with a Percentage Interest equal to 99.999%, registered in the names designated by the Depositor and (v) to the Trustee, the Tax Matters Person Residual InterestInterest to the Trustee. The Depositor shall deliver to the Trustee on the Startup Day the letters required to be delivered by transferees of Class C, Class S and Class R Certificates pursuant to Section 5.08(b) and (c) hereof with respect to the initial purchasers of such Certificates. Upon the Trustee's receipt of the entire net proceeds of the sale of the Certificates the Depositor shall instruct the Trustee to deposit (a) an amount equal to the Original Pre-Funded Amount in the Pre-Funding Account and (b) an amount equal to the Original Capitalized Interest Amount $683,743 to the Capitalized Interest Account contributed by the Depositor out of such proceeds or otherwise. The Trustee shall then remit the entire balance of such net proceeds to the Depositor in accordance with instructions delivered by the Depositor. END OF ARTICLE IV

Sale of Certificates. At 8 a.m., Pacific 11:00 a.m. New York City time on the Startup Day (the "Closing")Day, at the offices of Xxxxx & XxXxx Xxxxxx LLP, 0 Xxx Xxxxxxx Xxxx Xxxxx, Xxxxxx00xx Xxxxx, Xxxxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 (or at such other location acceptable to the Seller), the Seller and the Conduit Seller will sell and convey the Initial Mortgage Home Equity Loans and the money, instruments and other property related thereto to the Depositor and the Depositor will sell and convey the Initial Mortgage Home Equity Loans and the money, instruments and other property related thereto to the Trustee, Trustee and the Trustee will deliver (i) to the UnderwritersUnderwriters (as designee of the Depositor), the Offered Certificates (other than the Class M-10 Certificates) with an aggregate Percentage Interest in each Class equal to 100%, % registered in the name of Cede & Co., Co. or in such other names as the Underwriters shall direct, against payment to the Depositor of the purchase price thereof by wire transfer of immediately available funds to the TrusteeTrustee as designee of the Depositor, (ii) to the initial purchasers thereofInitial Purchasers (as designee of the Depositor), the Class S Certificates with a cumulative Percentage Interest equal to 100%, (iii) to the initial purchasers thereof, Class C-IO M-10 Certificates with an aggregate Percentage Interest in each Class equal to 100% registered in the name of 100%Cede & Co. or in such other names as the Initial Purchasers shall direct, against payment to the Depositor of the purchase price thereof by wire transfer of immediately available funds to the Trustee as designee of the Depositor and (iviii) to the respective registered owners thereofthereof (as designees of the Depositor and the Seller), Class R Certificates registered in the name of Nationstar Residual LLC, a Delaware limited liability company, the Class D Certificate with a Percentage Interest equal to 100% and a Class R Certificate with a Percentage Interest equal to 99.999%X-IO Certificates, registered in the names designated by name of Nationstar Residual LLC, a Delaware limited liability company, and the Depositor and (v) to the TrusteeClass P Certificates, the Tax Matters Person Residual Interest. Upon the Trustee's receipt of the entire net proceeds of the sale of the Certificates the Depositor shall instruct the Trustee to deposit (a) an amount equal to the Original Pre-Funded Amount registered in the Pre-Funding Account and name of Nationstar Residual LLC, a Delaware limited liability company (b) an amount equal all such events shall be referred to herein as the Original Capitalized Interest Amount to the Capitalized Interest Account contributed by the Depositor out of such proceeds or otherwise. The Trustee shall then remit the entire balance of such net proceeds to the Depositor in accordance with instructions delivered by the Depositor“Closing”). END OF ARTICLE IV

Sale of Certificates. At 8 a.m., Pacific 11 a.m. New York City time on the Startup Day (the "Closing")Day, at the offices of Xxxxx & Xxxxxx LLPDewex Xxxxxxxxxx XXX, 0 Xxxx Xxxxx1301 Avenue of the Americas, XxxxxxNew York, Xxxxxxxxxx (or at such other location acceptable to the Seller)New York, the Seller Sponsor will sell and convey the Initial Mortgage Loans and the money, instruments and other property related thereto to the Depositor and Trustee on behalf of the Depositor will sell and convey the Initial Mortgage Loans and the money, instruments and other property related thereto to the TrusteeTrust, and the Trustee will deliver (i) deliver to the UnderwritersRepresentative, the Offered Certificates with an aggregate Percentage Interest in each Class equal to 100%, registered in the name of Cede & Co., Co. or in such other names as the Underwriters Representative shall direct, against payment of the purchase price thereof by wire transfer of immediately available funds to the Trustee, ; (ii) deliver to the initial purchasers thereofTrustee, the Class S Certificates B Certificate with a cumulative an aggregate Percentage Interest equal to 100%, registered in the name of the Trustee on behalf of the Supplemental Interest Trust; (iii) deliver to the initial purchasers thereofSponsor, the Class CBS Certificates, the Class R-IO I Certificates and the Class R-II Certificates in each case with an aggregate Percentage Interest in each Class of 100%, (iv) to the respective registered owners thereof, a Class D Certificate with a Percentage Interest equal to 100% and a Class R Certificate with a Percentage Interest equal to 99.999%, registered in such names as the names designated by the Depositor Sponsor shall request; and (viv) deliver to the TrusteeTrustee on behalf of the Owners of the Supplemental Interest Right, the Tax Matters Person Residual Interestcertificate representing the Supplemental Interest Right. Upon the Trustee's receipt of the entire net proceeds of the sale of the Certificates the Depositor shall instruct Certificates, the Trustee to shall, from the proceeds of the sale of the Certificates, pay other fees and expenses identified by the Sponsor, deposit (a) an amount equal to the Group I Original Pre-Funded Amount in and the Group II Original Pre-Funded Amount into the Pre-Funding Account and (b) an amount equal to Account, deposit the Original Group I Capitalized Interest Amount to Deposit and the Group II Capitalized Interest Deposit into the Capitalized Interest Account contributed by the Depositor out of such proceeds or otherwise. The Trustee shall then remit the entire balance of such net proceeds and pay to the Depositor in accordance with instructions delivered by Sponsor the Depositor. END OF ARTICLE IVbalance after deducting such amounts.

Sale of Certificates. At 8 a.m., Pacific 11:00 a.m. New York City time on the Startup Day (the "Closing"), at the offices of Xxxxx Stroock & Xxxxxx Stroock & Lavan LLP, 0 Xxxx Xxxxx180 Maiden Lane, XxxxxxNew York, Xxxxxxxxxx New York (or at such other location acceptable to the Sellerlocatxxx xcceptaxxx xx xxx Xxxxxx), the Seller will xxx Xxxxxxx xxxl sell and convey the Initial Mortgage Home Equity Loans and the money, instruments and other property related thereto to the Depositor and the Depositor will sell and convey the Initial Mortgage Home Equity Loans and the money, instruments and other property related thereto to the Trustee, and the Trustee will deliver (i) to the Underwriters, Underwriters the Offered Class A Certificates and the Class B Certificates with an aggregate Percentage Interest in each Class equal to 100%, registered in the name of Cede & Co., or in such other names as the Underwriters shall direct, against payment of the purchase price thereof by wire transfer of immediately available funds to the Trustee, ; (ii) to the initial purchasers thereofDepositor, the Class S Certificates with a cumulative Percentage Interest equal to 100%, (iii) to the initial purchasers thereof, Class C-IO C Certificates with an aggregate Percentage Interest in each such Class of equal to 100%, registered in the name of the ContiSecurities Holding Corporation or in such other name as the Depositor shall direct; and (iviii) to the respective registered owners Owners thereof, a Class D Certificate with a Percentage Interest equal to 100% R-I, Class R-II and a Class R Certificate each with a Percentage Interest equal to 99.999%, registered in the names designated by name of ContiSecurities Holding Corporation and a Class R-I, Class R-II and a Class R Certificate each with a Percentage Interest equal to 0.001%, registered in the Depositor and (v) to the Trustee, the Tax Matters Person Residual Interestname of ContiFunding Corporation. Upon the Trustee's receipt of the entire net proceeds of the sale of the Certificates the Depositor shall instruct Certificates, the Trustee to deposit (a) an amount equal to the Original Pre-Funded Amount in the Pre-Funding Account and (b) an amount equal to the Original Capitalized Interest Amount to the Capitalized Interest Account contributed by the Depositor out of such proceeds or otherwise. The Trustee shall then remit the entire balance of such net proceeds to the Depositor in accordance with instructions delivered by the Depositor. END OF ARTICLE IV

Sale of Certificates. At 8 a.m., Pacific 11:00 a.m. New York City time on the Startup Day (the "Closing"), at the offices of Xxxxx & Xxxxxx Xxxxxxxxxx LLP, 0 Xxxx Xxxxx1301 Sixth Avenue, XxxxxxNew York, Xxxxxxxxxx New York (or at such other location acceptable to the Seller), the Seller Sellers will sell and convey the Initial Mortgage Home Equity Loans and the money, instruments and other property related thereto to the Depositor and the Depositor will sell and convey the Initial Mortgage Home Equity Loans and the money, instruments and other property related thereto to the Trustee, and the Trustee will deliver (i) to the Underwriters, Underwriters the Offered Class A Trust Certificates (other than the Class A-2 Internal Certificates) and the Class B Certificates with an aggregate Percentage Interest in each Class equal to 100%, registered in the name of Cede & Co., or in such other names as the Underwriters shall direct, against payment of the purchase price thereof by wire transfer of immediately available funds to the Trustee, Trust; (ii) to the initial purchasers thereofGrantor Trustee, the Class S Certificates with a cumulative Percentage Interest equal to 100%A-2 Internal Certificates, registered in the name of the Grantor Trust, (iii) to the initial purchasers thereofDepositor, the Class C-IO C Certificates with an aggregate Percentage Interest in each such Class of equal to 100%, registered in the name of the ContiSecurities Holding Corporation or in such other name as the Depositor shall direct; and (iv) to the respective registered owners Owners thereof, a Class D Certificate with a Percentage Interest equal to 100% R-I, Class R-II and a Class R Certificate each with a Percentage Interest equal to 99.999%, registered in the names designated by name of ContiSecurities Holding Corporation and a Class R-I, Class R-II and a Class R Certificate each with a Percentage Interest equal to 0.001%, registered in the Depositor and (v) to the Trustee, the Tax Matters Person Residual Interestname of ContiFunding Corporation. Upon the Trustee's receipt of the entire net proceeds of the sale of the Certificates the Depositor shall instruct Certificates, the Trustee to deposit (a) an amount equal to the Original Pre-Funded Amount in the Pre-Funding Account and (b) an amount equal to the Original Capitalized Interest Amount to the Capitalized Interest Account contributed by the Depositor out of such proceeds or otherwise. The Trustee shall then remit the entire balance of such net proceeds to the Depositor in accordance with instructions delivered by the Depositor. END OF ARTICLE IV