Common use of TERMINATION UPON PURCHASE BY THE SERVICER OR LIQUIDATION OF ALL LOANS Clause in Contracts

TERMINATION UPON PURCHASE BY THE SERVICER OR LIQUIDATION OF ALL LOANS. The respective obligations and responsibilities of the Servicer and the Trustee created hereby (other than the obligation to make payments to Certificateholders as hereafter set forth in this Section 9.1 and obligations to the Trustee in Sections 8.4 and 8.6) shall terminate upon the earlier of (i) the later of the final payment or other liquidation (or any Advance with respect thereto) of the last Loan remaining in the Trust Fund and the disposition of all property acquired in respect of any Loan or (ii) the purchase by the Servicer of all Loans at a price equal to the sum of (a) the principal balance of each Loan plus accrued interest thereon at the applicable Mortgage Interest Rate to, but not including, the next scheduled Due Date and (b) the fair market value of all acquired property in respect of Loans, such fair market value to be determined by an appraiser selected by the Trustee; PROVIDED, HOWEVER, that in no event shall the trust created hereby continue beyond the expiration of 21 years from the death of the last survivor of the descendants of Xxxxxx X. Xxxxxxx, the late ambassador of the United States to the Court of St. Xxxxx, living on the date hereof; and PROVIDED, FURTHER, that a "plan of liquidation" of the REMIC I and REMIC II in accordance with Section 860F of the Code must be adopted in conjunction with any termination effected pursuant to subclauses (i) or (ii) of this Section 9.1. The Servicer is hereby granted the right to purchase the Loans pursuant to clause (ii) above, PROVIDED, HOWEVER, that such right shall be conditioned upon (a) the Principal Balances of such Loans, at the time of any such purchase, aggregating an amount less than 10% of the aggregate Principal Balance of the Loans on the Cut-Off Date, after deduction of payments due on or before such date, and (b) the aggregate price in clause (ii) above must not be greater than the aggregate fair market value of the Loans and all such acquired property. Notice of any termination pursuant to clause (i) or (ii) above, specifying the Distribution Date upon which all Certificateholders may surrender their Certificates to the Trustee or its agent for payment and cancellation, shall be given promptly by the Trustee or its agent (upon direction by the Servicer no less than 10 days prior to the date such notice is to be mailed) by letter to Certificateholders and each Rating Agency mailed by first class mail no later than the 25th day of the month preceding the month of such final distribution specifying (i) the Distribution Date upon which final payment on the Certificates will be made upon presentation and surrender of Certificates at the office or agency of the Trustee or the Certificate Registrar therein designated, (ii) the amount of any such final payment and (iii) that the Record Date otherwise applicable to such Distribution Date is not applicable, payments being made only upon presentation and surrender of the Certificates at the office or agency of the Trustee or the Certificate Registrar therein specified. The Trustee or its agent shall give such notice to the Certificate Registrar and each Rating Agency at the time such notice is given to the Certificateholders. Upon any such termination, the duties of the Certificate Registrar shall also terminate. In the event such notice is given in connection with Depositor's election to purchase, the Depositor shall deposit in the Certificate Account on the related Withdrawal Date an amount equal to the above-described purchase price and upon such deposit Certificateholders will be entitled to the amount of such purchase price but not amounts in excess thereof, all as provided herein. With respect to the Certificates, upon presentation and surrender of the Certificates pursuant to any termination under this Section 9.1, the Trustee or Paying Agent shall cause to be distributed to Certificateholders an amount equal to (a) the amount otherwise distributable on such Distribution Date, if not in connection with a purchase; or (b) if the Depositor elected to so purchase, the purchase price calculated as above provided. Upon any termination pursuant to clause (ii) above, or upon certification to the Trustee by a Servicing Officer following such final deposit, the Trustee and any Custodian shall promptly release to the Servicer the Mortgage Files for the remaining Loans, and the Trustee shall execute all assignments, endorsements and other instruments necessary to effectuate such transfer. In the event that all of the Certificateholders shall not surrender their Certificates for cancellation within three months after the time specified in the above-mentioned written notice, the Trustee or its agent shall give a second written notice to the remaining Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within three months after the second notice all the Certificates shall not have been surrendered for cancellation, the Trustee or its agent shall take appropriate and reasonable steps as directed by the Servicer, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds and other assets which remain in trust hereunder.

TERMINATION UPON PURCHASE BY THE SERVICER OR LIQUIDATION OF ALL LOANS. The respective obligations and responsibilities of the Servicer and the Trustee created hereby (other than the obligation to make payments to Certificateholders as hereafter set forth in this Section 9.1 and obligations to the Trustee in Sections 8.4 and 8.6) shall terminate upon the earlier of (i) the later of the final payment or other liquidation (or any Advance with respect thereto) of the last Loan remaining in the Trust Fund and the disposition of all property acquired in respect of any Loan or (ii) the purchase by the Servicer of all Loans at a price equal to the sum of (a) the principal balance of each Loan plus accrued interest thereon at the applicable Mortgage Interest Rate to, but not including, the next scheduled Due Date and (b) the fair market value of all acquired property in respect of Loans, such fair market value to be determined by an appraiser selected by the Trustee; PROVIDED, HOWEVER, that in no event shall the trust created hereby continue beyond the expiration of 21 years from the death of the last survivor of the descendants of Xxxxxx X. Xxxxxxx, the late ambassador of the United States to the Court of St. Xxxxx, living on the date hereof; and PROVIDED, FURTHER, that a "plan of liquidation" of the either of REMIC I and or REMIC II in accordance with Section 860F of the Code must be adopted in conjunction with any termination effected pursuant to subclauses (i) or (ii) of this Section 9.1. The Servicer is hereby granted the right to purchase the Loans pursuant to clause (ii) above, PROVIDED, HOWEVER, that such right shall be conditioned upon (a) the Principal Balances of such Loans, at the time of any such purchase, aggregating an amount less than 10% of the aggregate Principal Balance of the Loans on the Cut-Off Date, after deduction of payments due on or before such date, and (b) the aggregate price in clause (ii) above must not be greater than the aggregate fair market value of the Loans and all such acquired property. Notice of any termination pursuant to clause (i) or (ii) above, specifying the Distribution Date upon which all Certificateholders may surrender their Certificates to the Trustee or its agent for payment and cancellation, shall be given promptly by the Trustee or its agent (upon direction by the Servicer no less than 10 days prior to the date such notice is to be mailed) by letter to Certificateholders and each Rating Agency mailed by first class mail no later than the 25th day of the month preceding the month of such final distribution specifying (i) the Distribution Date upon which final payment on the Certificates will be made upon presentation and surrender of Certificates at the office or agency of the Trustee or the Certificate Registrar therein designated, (ii) the amount of any such final payment and (iii) that the Record Date otherwise applicable to such Distribution Date is not applicable, payments being made only upon presentation and surrender of the Certificates at the office or agency of the Trustee or the Certificate Registrar therein specified. The Trustee or its agent shall give such notice to the Certificate Registrar and each Rating Agency at the time such notice is given to the Certificateholders. Upon any such termination, the duties of the Certificate Registrar shall also terminate. In the event such notice is given in connection with Depositor's election to purchase, the Depositor shall deposit in the Certificate Account on the related Withdrawal Date an amount equal to the above-described purchase price and upon such deposit Certificateholders will be entitled to the amount of such purchase price but not amounts in excess thereof, all as provided herein. With respect to the Certificates, upon presentation and surrender of the Certificates pursuant to any termination under this Section 9.1, the Trustee or Paying Agent shall cause to be distributed to Certificateholders an amount equal to (a) the amount otherwise distributable on such Distribution Date, if not in connection with a purchase; or (b) if the Depositor elected to so purchase, the purchase price calculated as above provided. Upon any termination pursuant to clause (iiiii) above, or upon certification to the Trustee by a Servicing Officer following such final deposit, the Trustee and any Custodian shall promptly release to the Servicer the Mortgage Files for the remaining Loans, and the Trustee shall execute all assignments, endorsements and other instruments necessary to effectuate such transfer. In the event that all of the Certificateholders shall not surrender their Certificates for cancellation within three months after the time specified in the above-mentioned written notice, the Trustee or its agent shall give a second written notice to the remaining Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within three months after the second notice all the Certificates shall not have been surrendered for cancellation, the Trustee or its agent shall take appropriate and reasonable steps as directed by the Servicer, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds and other assets which remain in trust hereunder.

TERMINATION UPON PURCHASE BY THE SERVICER OR LIQUIDATION OF ALL LOANS. The respective obligations and responsibilities of the Servicer and the Trustee created hereby (other than the obligation to make payments to Certificateholders as hereafter set forth in this Section 9.1 and obligations to the Trustee in Sections 8.4 and 8.6) shall terminate upon the earlier of (i) the later of the final payment or other liquidation (or any Advance with respect thereto) of the last Loan remaining in the Trust Fund and the disposition of all property acquired in respect of any Loan or (ii) the purchase by the Servicer of all Loans at a price equal to the sum of (a) the principal balance of each Loan plus accrued interest thereon at the applicable Mortgage Interest Rate to, but not including, to the next scheduled Installment Due Date and (b) the fair market value of all acquired property in respect of Loans, Loans such fair market value to be determined by an appraiser selected by the Trustee; PROVIDEDprovided, HOWEVERhowever, that in no event shall the trust created hereby continue beyond the expiration of 21 years from the death of the last survivor of the descendants of Xxxxxx X. XxxxxxxJoseph P. Kennedy, the late ambassador of the United States to the Court of St. XxxxxXxxxx xx Xx. Xxxes, living on the date hereof; and PROVIDEDprovided, FURTHERfurther, that a "plan of pxxx xf liquidation" of the each of REMIC I and REMIC II in accordance with Section 860F of the Code must be adopted in conjunction with any termination effected pursuant to subclauses (i) or (ii) of this Section 9.1. The Servicer is hereby granted the right to purchase the Loans pursuant to clause (ii) above, PROVIDEDprovided, HOWEVERhowever, that such right shall be conditioned upon (a) the Principal Balances of such Loans, at the time of any such purchase, aggregating an amount less than 105% of the aggregate Principal Balance of the Loans on the Cut-Off off Date, after deduction of payments due on or before such date, and (b) the aggregate price in clause (ii) above must be not be greater than the aggregate fair market value of the Loans and all such acquired property. Notice of any termination pursuant to clause (i) or (ii) above, specifying the Distribution Date upon which all Certificateholders may surrender their Certificates to the Trustee or its agent for payment and cancellation, shall be given promptly by the Trustee or its agent (upon direction by the Servicer no less than 10 days prior to the date such notice is to be mailed) by letter to Certificateholders and each Rating Agency mailed by first class mail no later than the 25th day of the month preceding the month of such final distribution specifying (i) the Distribution Date upon which final payment on the Certificates will be made upon presentation and surrender of Certificates at the office or agency of the Trustee or the Certificate Registrar therein designated, (ii) the amount of any such final payment and (iii) that the Record Date otherwise applicable to such Distribution Date is not applicable, payments being made only upon presentation and surrender of the Certificates at the office or agency of the Trustee or the Certificate Registrar therein specified. The Trustee or its agent shall give such notice to the Certificate Registrar and each Rating Agency at the time such notice is given to the Certificateholders. Upon any such termination, the duties of the Certificate 107 Registrar shall also terminate. In the event such notice is given in connection with DepositorServicer's election to purchase, the Depositor Servicer shall deposit in the Certificate Account on the related Withdrawal Date an amount equal to the above-described purchase price and upon such deposit Certificateholders will be entitled to the amount of such purchase price but not amounts in excess thereof, all as provided herein. With respect to the Certificates, upon presentation and surrender of the Certificates pursuant to any termination under this Section 9.1, the Trustee or Paying Agent shall cause to be distributed to Certificateholders an amount equal to (a) the amount otherwise distributable on such Distribution Date, if not in connection with a purchase; or (b) if the Depositor Servicer elected to so purchase, the purchase price calculated as above provided. Upon any termination pursuant to clause (ii) above, or upon certification to the Trustee by a Servicing Officer following such final deposit, the Trustee and any Custodian shall promptly release to the Servicer the Mortgage Files for the remaining Loans, and the Trustee shall execute all assignments, endorsements and other instruments necessary to effectuate such transfer. In the event that all of the Certificateholders shall not surrender their Certificates for cancellation within three months after the time specified in the above-mentioned written notice, the Trustee or its agent shall give a second written notice to the remaining Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within three months after the second notice all the Certificates shall not have been surrendered for cancellation, the Trustee or its agent shall take appropriate and reasonable steps as directed by the Servicer, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds and other assets which remain in trust hereunder.

TERMINATION UPON PURCHASE BY THE SERVICER OR LIQUIDATION OF ALL LOANS. The respective obligations and responsibilities of the Servicer and the Trustee created hereby (other than the obligation to make payments to Certificateholders as hereafter set forth in this Section 9.1 and obligations to the Trustee in Sections 8.4 and 8.6) shall terminate upon the earlier of (i) the later of the final payment or other liquidation (or any Advance with respect thereto) of the last Loan remaining in the Trust Fund and the disposition of all property acquired in respect of any Loan or (ii) the purchase by the Servicer of all Loans at a price equal to the sum of (a) the principal balance of each Loan plus accrued interest thereon at the applicable Mortgage Interest Rate to, but not including, to the next scheduled Installment Due Date and (b) the fair market value of all acquired property in respect of Loans, such fair market value to be determined by an appraiser selected by the Trustee; PROVIDED, HOWEVER, that in no event shall the trust created hereby continue beyond the expiration of 21 years from the death of the last survivor of the descendants of Xxxxxx X. Xxxxxxx, the late ambassador of the United States to the Court of St. Xxxxx, living on the date hereof; and PROVIDEDprovided, FURTHERfurther, that a "plan of liquidation" of the each of REMIC I I, REMIC II, REMIC III and REMIC II IV in accordance with Section 860F of the Code must be adopted in conjunction with any termination effected pursuant to subclauses (i) or (ii) of this Section 9.1. The Servicer is hereby granted the right to purchase the Loans pursuant to clause (ii) above, PROVIDED, HOWEVER, that such right shall be conditioned upon (a) the Principal Balances of such Loans, at the time of any such purchase, aggregating an amount less than 10% of the aggregate Principal Balance of the Loans on the Cut-Off off Date, after deduction of payments due on or before such date, and (b) the aggregate price in clause (ii) above must be not be greater than the aggregate fair market value of the Loans and all such acquired property. Notice of any termination pursuant to clause (i), (ii) or (iiiii) above, specifying the Distribution Date upon which all Certificateholders may surrender their Certificates to the Trustee or its agent for payment and cancellation, shall be given promptly by the Trustee or its agent (upon direction by the Servicer no less than 10 days prior to the date such notice is to be mailed) by letter to Certificateholders and each Rating Agency mailed by first class mail no later than the 25th day of the month preceding the month of such final distribution specifying (i) the Distribution Date upon which final payment on the Certificates will be made upon presentation and surrender of Certificates at the office or agency of the Trustee or the Certificate Registrar therein designated, (ii) the amount of any such final payment and (iii) that the Record Date otherwise applicable to such Distribution Date is not applicable, payments being made only upon presentation and surrender of the Certificates at the office or agency of the Trustee or the Certificate Registrar therein specified. The Trustee or its agent shall give such notice to the Certificate Registrar and each Rating Agency at the time such notice is given to the Certificateholders. Upon any such termination, the duties of the Certificate Registrar shall also terminate. In the event such notice is given in connection with Depositor's election to purchase, the Depositor shall deposit in the Certificate Account on the related Withdrawal Date an amount equal to the above-described purchase price and upon such deposit Certificateholders will be entitled to the amount of such purchase price but not amounts in excess thereof, all as provided herein. With respect to the Certificates, upon presentation and surrender of the Certificates pursuant to any termination under this Section 9.1, the Trustee or Paying Agent shall cause to be distributed to Certificateholders an amount equal to (a) the amount otherwise distributable on such Distribution Date, if not in connection with a purchase; or (b) if the Depositor elected to so purchase, the purchase price calculated as above provided. Upon any termination pursuant to clause (iiiii) above, or upon certification to the Trustee by a Servicing Officer following such final deposit, the Trustee and any Custodian shall promptly release to the Servicer the Mortgage Files for the remaining Loans, and the Trustee shall execute all assignments, endorsements and other instruments necessary to effectuate such transfer. In the event that all of the Certificateholders shall not surrender their Certificates for cancellation within three months after the time specified in the above-mentioned written notice, the Trustee or its agent shall give a second written notice to the remaining Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within three months after the second notice all the Certificates shall not have been surrendered for cancellation, the Trustee or its agent shall take appropriate and reasonable steps as directed by the Servicer, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds and other assets which remain in trust hereunder.

TERMINATION UPON PURCHASE BY THE SERVICER OR LIQUIDATION OF ALL LOANS. The respective obligations and responsibilities of the Servicer and the Trustee created hereby (other than the obligation to make payments to Certificateholders as hereafter set forth in this Section 9.1 and obligations to the Trustee in Sections 8.4 and 8.6) shall terminate upon the earlier of (i) the later of the final payment or other liquidation (or any Advance with respect thereto) of the last Loan remaining in the Trust Fund and the disposition of all property acquired in respect of any Loan or (ii) the purchase by the Servicer of all Loans at a price equal to the sum of (a) the principal balance of each Loan plus accrued interest thereon at the applicable Mortgage Interest Rate to, but not including, to the next scheduled Installment Due Date and (b) the fair market value of all acquired property in respect of Loans, such fair market value to be determined by an appraiser selected by the TrusteeTrustee and (c) the amount of any MBIA Reimbursement Amount due to MBIA; PROVIDEDprovided, HOWEVERhowever, that in no event shall the trust created hereby continue beyond the expiration of 21 years from the death of the last survivor of the descendants of Xxxxxx X. XxxxxxxJoseph P. Kennedy, the late ambassador of the United States to the Court of St. Courx xx Xx. Xxxxx, living xiving on the date hereof; and PROVIDEDprovided, FURTHERfurther, that a "plan of liquidationox xxxuidation" of the each of REMIC I and REMIC II in accordance with Section 860F of the Code must be adopted in conjunction with any termination effected pursuant to subclauses (i) ), (ii), or (iiiii) of this Section 9.1. The Servicer is hereby granted the right to purchase the Loans pursuant to clause (ii) above, PROVIDEDprovided, HOWEVERhowever, that such right shall be conditioned upon (a) the Principal Balances of such Loans, at the time of any such purchase, aggregating an amount less than 10% of the aggregate Principal Balance of the Loans on the Cut-Off off Date, after deduction of payments due on or before such date, and (b) the aggregate price in clause (ii) above must not be greater than the aggregate fair market value of the Loans and all such acquired property. Notice of any termination pursuant to clause (i), (ii) or (iiiii) above, specifying the Distribution Date upon which all Certificateholders may surrender their Certificates to the Trustee or its agent for payment and cancellation, shall be given promptly by the Trustee or its agent (upon direction by the Servicer no less than 10 days prior to the date such notice is to be mailed) by letter to Certificateholders Certificateholders, MBIA and each Rating Agency mailed by first class mail no later than the 25th day of the month preceding the month of such final distribution specifying (i) the Distribution Date upon which final payment on the Certificates will be made upon presentation and surrender of Certificates at the office or agency of the Trustee or the Certificate Registrar therein designated, (ii) the amount of any such final payment and (iii) that the Record Date otherwise applicable to such Distribution Date is not applicable, payments being made only upon presentation and surrender of the Certificates at the office or agency of the Trustee or the Certificate Registrar therein specified. The Trustee or its agent shall give such notice to the Certificate Registrar and each Rating Agency at the time such notice is given to the Certificateholders. Upon any such termination, the duties of the Certificate Registrar shall also terminate. In the event such notice is given, the Trustee shall cause all funds on deposit in the Reserve Fund in excess of amounts to be distributed to the Class A-9 Certificateholders on the final Distribution Date, to be distributed to Bear, Stearns & Co. Inc., the beneficial owner of the Reserve Fund, and all fxxxx xx deposit in the Rounding Account to be distributed to Bear, Stearns & Co. Inc., the beneficial owner of the Rounding Account, at thx xxxxxsses supplied by Bear, Stearns & Co. Inc. to the Trustee for such purpose. In the event such nxxxxx xs given in connection with Depositor's election to purchase, the Depositor shall deposit in the Certificate Account on the related Withdrawal Date an amount equal to the above-described purchase price and upon such deposit Certificateholders and MBIA will be entitled to the amount of such purchase price but not amounts in excess thereof, all as provided herein. With respect to the Certificates, upon presentation and surrender of the Certificates pursuant to any termination under this Section 9.1, the Trustee or Paying Agent shall cause to be distributed to Certificateholders and MBIA an amount equal to (a) the amount otherwise distributable on such Distribution Date, if not in connection with a purchase; or (b) if the Depositor elected to so purchase, the purchase price calculated as above provided. Upon any termination pursuant to clause (iiiii) above, or upon certification to the Trustee by a Servicing Officer following such final deposit, the Trustee and any Custodian shall promptly release to the Servicer the Mortgage Files for the remaining Loans, and the Trustee shall execute all assignments, endorsements and other instruments necessary to effectuate such transfer. In the event that all of the Certificateholders shall not surrender their Certificates for cancellation within three months after the time specified in the above-mentioned written notice, the Trustee or its agent shall give a second written notice to the remaining Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within three months after the second notice all the Certificates shall not have been surrendered for cancellation, the Trustee or its agent shall take appropriate and reasonable steps as directed by the Servicer, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds and other assets which remain in trust hereunder.

TERMINATION UPON PURCHASE BY THE SERVICER OR LIQUIDATION OF ALL LOANS. The respective obligations and responsibilities of the Servicer and the Trustee created hereby (other than the obligation to make payments to Certificateholders as hereafter set forth in this Section 9.1 and obligations to the Trustee in Sections 8.4 and 8.6) shall terminate upon the earlier of (i) the later of the final payment or other liquidation (or any Advance with respect thereto) of the last Loan remaining in the Trust Fund and the disposition of all property acquired in respect of any Loan or (ii) the purchase by the Servicer of all Loans at a price equal to the sum of (a) the principal balance of each Loan plus accrued interest thereon at the applicable Mortgage Interest Rate to, but not including, to the next scheduled Due Date and (b) the fair market value of all acquired property in respect of Loans, Loans such fair market value to be determined by an appraiser selected by the Trustee; PROVIDEDprovided, HOWEVERhowever, that in no event shall the trust created hereby continue beyond the expiration of 21 years from the death of the last survivor of the descendants of Xxxxxx Jxxxxx X. Xxxxxxx, the late ambassador of the United States to the Court of St. XxxxxJxxxx, living on the date hereof; and PROVIDEDprovided, FURTHERfurther, that a "plan of liquidation" of the REMIC I and REMIC II in accordance with Section 860F of the Code must be adopted in conjunction with any termination effected pursuant to subclauses (i) or (ii) of this Section 9.1. The Servicer is hereby granted the right to purchase the Loans pursuant to clause (ii) above, PROVIDEDprovided, HOWEVERhowever, that such right shall be conditioned upon (a) the Principal Balances of such Loans, at the time of any such purchase, aggregating an amount less than 105% of the aggregate Principal Balance of the Loans on the Cut-Off off Date, after deduction of payments due on or before such date, and (b) the aggregate price in clause (ii) above must be not be greater than the aggregate fair market value of the Loans and all such acquired property. Notice of any termination pursuant to clause (i) or (ii) above, specifying the Distribution Date upon which all Certificateholders may surrender their Certificates to the Trustee or its agent for payment and cancellation, shall be given promptly by the Trustee or its agent (upon direction by the Servicer no less than 10 days prior to the date such notice is to be mailed) by letter to Certificateholders and each Rating Agency mailed by first class mail no later than the 25th day of the month preceding the month of such final distribution specifying (i) the Distribution Date upon which final payment on the Certificates will be made upon presentation and surrender of Certificates at the office or agency of the Trustee or the Certificate Registrar therein designated, (ii) the amount of any such final payment and (iii) that the Record Date otherwise applicable to such Distribution Date is not applicable, payments being made only upon presentation and surrender of the Certificates at the office or agency of the Trustee or the Certificate Registrar therein specified. The Trustee or its agent shall give such notice to the Certificate Registrar and each Rating Agency at the time such notice is given to the Certificateholders. Upon any such termination, 106 the duties of the Certificate Registrar shall also terminate. In the event such notice is given in connection with DepositorServicer's election to purchase, the Depositor Servicer shall deposit in the Certificate Account on the related Withdrawal Date an amount equal to the above-described purchase price and upon such deposit Certificateholders will be entitled to the amount of such purchase price but not amounts in excess thereof, all as provided herein. With respect to the Certificates, upon presentation and surrender of the Certificates pursuant to any termination under this Section 9.1, the Trustee or Paying Agent shall cause to be distributed to Certificateholders an amount equal to (a) the amount otherwise distributable on such Distribution Date, if not in connection with a purchase; or (b) if the Depositor Servicer elected to so purchase, the purchase price calculated as above provided. Upon any termination pursuant to clause (ii) above, or upon certification to the Trustee by a Servicing Officer following such final deposit, the Trustee and any Custodian shall promptly release to the Servicer the Mortgage Files for the remaining Loans, and the Trustee shall execute all assignments, endorsements and other instruments necessary to effectuate such transfer. In the event that all of the Certificateholders shall not surrender their Certificates for cancellation within three months after the time specified in the above-mentioned written notice, the Trustee or its agent shall give a second written notice to the remaining Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within three months after the second notice all the Certificates shall not have been surrendered for cancellation, the Trustee or its agent shall take appropriate and reasonable steps as directed by the Servicer, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds and other assets which remain in trust hereunder.

TERMINATION UPON PURCHASE BY THE SERVICER OR LIQUIDATION OF ALL LOANS. The respective obligations and responsibilities of the Servicer and the Trustee created hereby (other than the obligation to make payments to Certificateholders as hereafter set forth in this Section 9.1 and obligations to the Trustee in Sections 8.4 and 8.6) shall terminate upon the earlier of (i) the later of the final payment or other liquidation (or any Advance with respect thereto) of the last Loan remaining in the Trust Fund and the disposition of all property acquired in respect of any Loan or (ii) the purchase by the Servicer of all Loans at a price equal to the sum of (a) the principal balance of each Loan plus accrued interest thereon at the applicable Mortgage Interest Rate to, but not including, the next scheduled Due Date and (b) the fair market value of all acquired property in respect of Loans, such fair market value to be determined by an appraiser selected by the Trustee; PROVIDED, HOWEVER, that in no event shall the trust created hereby continue beyond the expiration of 21 years from the death of the last survivor of the descendants of Xxxxxx X. Xxxxxxx, the late ambassador of the United States to the Court of St. Xxxxx, living on the date hereof; and PROVIDED, FURTHER, that a "plan of liquidation" of the REMIC I and REMIC II in accordance with Section 860F of the Code must be adopted in conjunction with any termination effected pursuant to subclauses (i) or (ii) of this Section 9.1. The purchase price paid by the Servicer shall also include any amounts owed by Seller pursuant to the final paragraph of Section 2.3 of the Agreement in respect of any liability, penalty or expense that resulted from a breach of the representation and warranty set forth in clause (vi) of such Section, that remain unpaid on the date of such purchase. The Servicer is hereby granted the right to purchase the Loans pursuant to clause (ii) above, PROVIDED, HOWEVER, that such right shall be conditioned upon (a) the Principal Balances of such Loans, at the time of any such purchase, aggregating an amount less than 10% of the aggregate Principal Balance of the Loans on the Cut-Off Date, after deduction of payments due on or before such date, and (b) the aggregate price in clause (ii) above must not be greater than the aggregate fair market value of the Loans and all such acquired property. Notice of any termination pursuant to clause (i) or (ii) above, specifying the Distribution Date upon which all Certificateholders may surrender their Certificates to the Trustee or its agent for payment and cancellation, shall be given promptly by the Trustee or its agent (upon direction by the Servicer no less than 10 days prior to the date such notice is to be mailed) by letter to Certificateholders and each Rating Agency mailed by first class mail no later than the 25th day of the month preceding the month of such final distribution specifying (i) the Distribution Date upon which final payment on the Certificates will be made upon presentation and surrender of Certificates at the office or agency of the Trustee or the Certificate Registrar therein designated, (ii) the amount of any such final payment and (iii) that the Record Date otherwise applicable to such Distribution Date is not applicable, payments being made only upon presentation and surrender of the Certificates at the office or agency of the Trustee or the Certificate Registrar therein specified. The Trustee or its agent shall give such notice to the Certificate Registrar and each Rating Agency at the time such notice is given to the Certificateholders. Upon any such termination, the duties of the Certificate Registrar shall also terminate. In the event such notice is given in connection with Depositor's election to purchase, the Depositor shall deposit in the Certificate Account on the related Withdrawal Date an amount equal to the above-described purchase price and upon such deposit Certificateholders will be entitled to the amount of such purchase price but not amounts in excess thereof, all as provided herein. With respect to the Certificates, upon presentation and surrender of the Certificates pursuant to any termination under this Section 9.1, the Trustee or Paying Agent shall cause to be distributed to Certificateholders an amount equal to (a) the amount otherwise distributable on such Distribution Date, if not in connection with a purchase; or (b) if the Depositor elected to so purchase, the purchase price calculated as above provided. Upon any termination pursuant to clause (ii) above, or upon certification to the Trustee by a Servicing Officer following such final deposit, the Trustee and any Custodian shall promptly release to the Servicer the Mortgage Files for the remaining Loans, and the Trustee shall execute all assignments, endorsements and other instruments necessary to effectuate such transfer. In the event that all of the Certificateholders shall not surrender their Certificates for cancellation within three months after the time specified in the above-mentioned written notice, the Trustee or its agent shall give a second written notice to the remaining Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within three months after the second notice all the Certificates shall not have been surrendered for cancellation, the Trustee or its agent shall take appropriate and reasonable steps as directed by the Servicer, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds and other assets which remain in trust hereunder.

TERMINATION UPON PURCHASE BY THE SERVICER OR LIQUIDATION OF ALL LOANS. The respective obligations and responsibilities of the Servicer and the Trustee created hereby (other than the obligation to make payments to Certificateholders as hereafter set forth in this Section 9.1 and obligations to the Trustee in Sections 8.4 and 8.6) shall terminate upon the earlier of (i) the later of the final payment or other liquidation (or any Advance with respect thereto) of the last Loan remaining in the Trust Fund and the disposition of all property acquired in respect of any Loan or (ii) the purchase by the Servicer of all Loans at a price equal to the sum of (a) the principal balance of each Loan plus accrued interest thereon at the applicable Mortgage Interest Rate to, but not including, the next scheduled Due Date and (b) the fair market value of all acquired property in respect of Loans, such fair market value to be determined by an appraiser selected by the Trustee; PROVIDED, HOWEVER, that in no event shall the trust created hereby continue beyond the expiration of 21 years from the death of the last survivor of the descendants of Xxxxxx X. Xxxxxxx, the late ambassador of the United States to the Court of St. Xxxxx, living on the date hereof; and PROVIDED, FURTHER, that a "plan of liquidation" of the REMIC I and REMIC II in accordance with Section 860F of the Code must be adopted in conjunction with any termination effected pursuant to subclauses (i) or (ii) of this Section 9.1. The purchase price paid by the Servicer shall also include any amounts owed by Seller pursuant to the final paragraph of Section 2.3 of the Agreement in respect of any liability, penalty or expense that resulted from a breach of the representation and warranty set forth in clause (vi) of such Section, that remain unpaid on the date of such purchase. The Servicer is hereby granted the right to purchase the Loans pursuant to clause (ii) above, PROVIDED, HOWEVER, that such right shall be conditioned upon (a) the Principal Balances of such Loans, at the time of any such purchase, aggregating an amount less than 10% of the aggregate Principal Balance of the Loans on the Cut-Off Date, after deduction of payments due on or before such date, and (b) the aggregate price in clause (ii) above must not be greater than the aggregate fair market value of the Loans and all such acquired property. Notice of any termination pursuant to clause (i) or (ii) above, specifying the Distribution Date upon which all Certificateholders may surrender their Certificates to the Trustee or its agent for payment and cancellation, shall be given promptly by the Trustee or its agent (upon direction by the Servicer no less than 10 days prior to the date such notice is to be mailed) by letter to Certificateholders and each Rating Agency mailed by first class mail no later than the 25th day of the month preceding the month of such final distribution specifying (i) the Distribution Date upon which final payment on the Certificates will be made upon presentation and surrender of Certificates at the office or agency of the Trustee or the Certificate Registrar therein designated, (ii) the amount of any such final payment and (iii) that the Record Date otherwise applicable to such Distribution Date is not applicable, payments being made only upon presentation and surrender of the Certificates at the office or agency of the Trustee or the Certificate Registrar therein specified. The Trustee or its agent shall give such notice to the Certificate Registrar and each Rating Agency at the time such notice is given to the Certificateholders. Upon any such termination, the duties of the Certificate Registrar shall also terminate. In the event such notice is given in connection with Depositor's election to purchase, the Depositor shall deposit in the Certificate Account on the related Withdrawal Date an amount equal to the above-described purchase price and upon such deposit Certificateholders will be entitled to the amount of such purchase price but not amounts in excess thereof, all as provided herein. With respect to the Certificates, upon presentation and surrender of the Certificates pursuant to any termination under this Section 9.1, the Trustee or Paying Agent shall cause to be distributed to Certificateholders an amount equal to (a) the amount otherwise distributable on such Distribution Date, if not in connection with a purchase; or (b) if the Depositor elected to so purchase, the purchase price calculated as above provided. Upon any termination pursuant to clause (ii) above, or upon certification to the Trustee by a Servicing Officer following such final deposit, the Trustee and any Custodian shall promptly release to the Servicer the Mortgage Files for the remaining Loans, and the Trustee shall execute all assignments, endorsements and other instruments necessary to effectuate such transfer. In the event that all of the Certificateholders shall not surrender their Certificates for cancellation within three months after the time specified in the above-mentioned written notice, the Trustee or its agent shall give a second written notice to the remaining Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within three months after the second notice all the Certificates shall not have been surrendered for cancellation, the Trustee or its agent shall take appropriate and reasonable steps as directed by the Servicer, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds and other assets which remain in trust hereunder.

TERMINATION UPON PURCHASE BY THE SERVICER OR LIQUIDATION OF ALL LOANS. The respective obligations and responsibilities of the Servicer and the Trustee created hereby (other than the obligation to make payments to Certificateholders as hereafter set forth in this Section 9.1 and obligations to the Trustee in Sections 8.4 and 8.6) shall terminate upon the earlier of (i) the later of the final payment or other liquidation (or any Advance with respect thereto) of the last Loan remaining in the Trust Fund and the disposition of all property acquired in respect of any Loan or (ii) the purchase by the Servicer of all Loans at a price equal to the sum of (a) the principal balance of each Loan plus accrued interest thereon at the applicable Mortgage Interest Rate to, but not including, to the next scheduled Installment Due Date and (b) the fair market value of all acquired property in respect of Loans, such fair market value to be determined by an appraiser selected by the Trustee; PROVIDED, HOWEVER, that in no event shall the trust created hereby continue beyond the expiration of 21 years from the death of the last survivor of the descendants of Xxxxxx X. XxxxxxxJoseph P. Kennedy, the late ambassador of the United States to the Court of St. XxxxxXxxxx xx Xx. Xxxes, living on the date hereof; and PROVIDED, FURTHER, that a "plan of pxxx xf liquidation" of the each of REMIC I and REMIC II in accordance with Section 860F of the Code must be adopted in conjunction with any termination effected pursuant to subclauses (i) ), (ii), or (iiiii) of this Section 9.1. The Servicer is hereby granted the right to purchase the Loans pursuant to clause (ii) above, PROVIDED, HOWEVER, that such right shall be conditioned upon (a) the Principal Balances of such Loans, at the time of any such purchase, aggregating an amount less than 10% of the aggregate Principal Balance of the Loans on the Cut-Off off Date, after deduction of payments due on or before such date, and (b) the aggregate price in clause (ii) above must be not be greater less than the aggregate fair market value of the Loans and all such acquired property. Notice of any termination pursuant to clause (i), (ii) or (iiiii) above, specifying the Distribution Date upon which all Certificateholders may surrender their Certificates to the Trustee or its agent for payment and cancellation, shall be given promptly by the Trustee or its agent (upon direction by the Servicer no less than 10 days prior to the date such notice is to be mailed) by letter to Certificateholders and each Rating Agency mailed by first class mail no later than the 25th day of the month preceding the month of such final distribution specifying (i) the Distribution Date upon which final payment on the Certificates will be made upon presentation and surrender of Certificates at the office or agency of the Trustee or the Certificate Registrar therein designated, (ii) the amount of any such final payment and (iii) that the Record Date otherwise applicable to such Distribution Date is not applicable, payments being made only upon presentation and surrender of the Certificates at the office or agency of the Trustee or the Certificate Registrar therein specified. The Trustee or its agent shall give such notice to the Certificate Registrar and each Rating Agency at the time such notice is given to the Certificateholders. Upon any such termination, the duties of the Certificate Registrar shall also terminate. In the event such notice is given in connection with Depositor's election to purchase, the Depositor shall deposit in the Certificate Account on the related Withdrawal Date an amount equal to the above-described purchase price and upon such deposit Certificateholders will be entitled to the amount of such purchase price but not amounts in excess thereof, all as provided herein. With respect to the Certificates, upon presentation and surrender of the Certificates pursuant to any termination under this Section 9.1, the Trustee or Paying Agent shall cause to be distributed to Certificateholders an amount equal to (a) the amount otherwise distributable on such Distribution Date, if not in connection with a purchase; or (b) if the Depositor elected to so purchase, the purchase price calculated as above provided. Upon any termination pursuant to clause (iiiii) above, or upon certification to the Trustee by a Servicing Officer following such final deposit, the Trustee and any Custodian shall promptly release to the Servicer the Mortgage Files for the remaining Loans, and the Trustee shall execute all assignments, endorsements and other instruments necessary to effectuate such transfer. In the event that all of the Certificateholders shall not surrender their Certificates for cancellation within three months after the time specified in the above-mentioned written notice, the Trustee or its agent shall give a second written notice to the remaining Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within three months after the second notice all the Certificates shall not have been surrendered for cancellation, the Trustee or its agent shall take appropriate and reasonable steps as directed by the Servicer, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds and other assets which remain in trust hereunder.

TERMINATION UPON PURCHASE BY THE SERVICER OR LIQUIDATION OF ALL LOANS. The respective obligations and responsibilities of the Servicer and the Trustee created hereby (other than the obligation to make payments to Certificateholders as hereafter set forth in this Section 9.1 and obligations to the Trustee in Sections 8.4 and 8.6) shall terminate upon the earlier of (i) the later of the final payment or other liquidation (or any Advance with respect thereto) of the last Loan remaining in the Trust Fund and the disposition of all property acquired in respect of any Loan or (ii) the purchase by the Servicer of all Loans at a price equal to the sum of (a) the principal balance of each Loan plus accrued interest thereon at the applicable Mortgage Interest Rate to, but not including, to the next scheduled Installment Due Date and (b) the fair market value of all acquired property in respect of Loans, such fair market value to be determined by an appraiser selected by the Trustee; PROVIDED, HOWEVER, that in no event shall the trust created hereby continue beyond the expiration of 21 years from the death of the last survivor of the descendants of Xxxxxx X. XxxxxxxJoseph P. Kennedy, the late ambassador of the United States to the Court of St. XxxxxXxxxx xx Xx. Xxxes, living on the date hereof; and PROVIDED, FURTHER, that a "plan of pxxx xf liquidation" of the REMIC I and REMIC II in accordance with Section 860F of the Code must be adopted in conjunction with any termination effected pursuant to subclauses (i) ), (ii), or (iiiii) of this Section 9.1. The Servicer is hereby granted the right to purchase the Loans pursuant to clause (ii) above, PROVIDED, HOWEVER, that such right shall be conditioned upon (a) the Principal Balances of such Loans, at the time of any such purchase, aggregating an amount less than 10% of the aggregate Principal Balance of the Loans on the Cut-Off off Date, after deduction of payments due on or before such date, and (b) the aggregate price in clause (ii) above must not be greater than the aggregate fair market value of the Loans and all such acquired property. Notice of any termination pursuant to clause (i), (ii) or (iiiii) above, specifying the Distribution Date upon which all Certificateholders may surrender their Certificates to the Trustee or its agent for payment and cancellation, shall be given promptly by the Trustee or its agent (upon direction by the Servicer no less than 10 days prior to the date such notice is to be mailed) by letter to Certificateholders and each Rating Agency mailed by first class mail no later than the 25th day of the month preceding the month of such final distribution specifying (i) the Distribution Date upon which final payment on the Certificates will be made upon presentation and surrender of Certificates at the office or agency of the Trustee or the Certificate Registrar therein designated, (ii) the amount of any such final payment and (iii) that the Record Date otherwise applicable to such Distribution Date is not applicable, payments being made only upon presentation and surrender of the Certificates at the office or agency of the Trustee or the Certificate Registrar therein specified. The Trustee or its agent shall give such notice to the Certificate Registrar and each Rating Agency at the time such notice is given to the Certificateholders. Upon any such termination, the duties of the Certificate Registrar shall also terminate. In the event such notice is given in connection with Depositor's election to purchase, the Depositor shall deposit in the Certificate Account on the related Withdrawal Date an amount equal to the above-described purchase price and upon such deposit Certificateholders will be entitled to the amount of such purchase price but not amounts in excess thereof, all as provided herein. With respect to the Certificates, upon presentation and surrender of the Certificates pursuant to any termination under this Section 9.1, the Trustee or Paying Agent shall cause to be distributed to Certificateholders an amount equal to (a) the amount otherwise distributable on such Distribution Date, if not in connection with a purchase; or (b) if the Depositor elected to so purchase, the purchase price calculated as above provided. Upon any termination pursuant to clause (iiiii) above, or upon certification to the Trustee by a Servicing Officer following such final deposit, the Trustee and any Custodian shall promptly release to the Servicer the Mortgage Files for the remaining Loans, and the Trustee shall execute all assignments, endorsements and other instruments necessary to effectuate such transfer. In the event that all of the Certificateholders shall not surrender their Certificates for cancellation within three months after the time specified in the above-mentioned written notice, the Trustee or its agent shall give a second written notice to the remaining Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within three months after the second notice all the Certificates shall not have been surrendered for cancellation, the Trustee or its agent shall take appropriate and reasonable steps as directed by the Servicer, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds and other assets which remain in trust hereunder.

TERMINATION UPON PURCHASE BY THE SERVICER OR LIQUIDATION OF ALL LOANS. The respective obligations and responsibilities of the Servicer and the Trustee created hereby (other than the obligation to make payments to Certificateholders as hereafter set forth in this Section 9.1 and obligations to the Trustee in Sections 8.4 and 8.6) shall terminate upon the earlier of (i) the later of the final payment or other liquidation (or any Advance with respect thereto) of the last Loan remaining in the Trust Fund and the disposition of all property acquired in respect of any Loan or (ii) the purchase by the Servicer of all Loans at a price equal to the sum of (a) the principal balance of each Loan plus accrued interest thereon at the applicable Mortgage Interest Rate to, but not including, to the next scheduled Installment Due Date and (b) the fair market value of all acquired property in respect of Loans, such fair market value to be determined by an appraiser selected by the Trustee; PROVIDED, HOWEVER, that in no event shall the trust created hereby continue beyond the expiration of 21 years from the death of the last survivor of the descendants of Xxxxxx X. Xxxxxxx, the late ambassador of the United States to the Court of St. Xxxxx, living on the date hereof; and PROVIDED, FURTHER, that a "plan of liquidation" of the each of REMIC I I, REMIC II, REMIC III and REMIC II IV in accordance with Section 860F of the Code must be adopted in conjunction with any termination effected pursuant to subclauses (i), (ii) or (iiIii) of this Section 9.1. The Servicer is hereby granted the right to purchase the Loans pursuant to clause (ii) above, PROVIDED, HOWEVER, that such right shall be conditioned upon (a) the Principal Balances of such Loans, at the time of any such purchase, aggregating an amount less than 105% of the aggregate Principal Balance of the Loans on the Cut-Off off Date, after deduction of payments due on or before such date, and (b) the aggregate price in clause (ii) above must not be greater than the aggregate fair market value of the Loans and all such acquired property. Notice of any termination pursuant to clause (i), (ii) or (iiiii) above, specifying the Distribution Date upon which all Certificateholders may surrender their Certificates to the Trustee or its agent for payment and cancellation, shall be given promptly by the Trustee or its agent (upon direction by the Servicer no less than 10 days prior to the date such notice is to be mailed) by letter to Certificateholders and each Rating Agency mailed by first class mail no later than the 25th day of the month preceding the month of such final distribution specifying (i) the Distribution Date upon which final payment on the Certificates will be made upon presentation and surrender of Certificates at the office or agency of the Trustee or the Certificate Registrar therein designated, (ii) the amount of any such final payment and (iii) that the Record Date otherwise applicable to such Distribution 117 Date is not applicable, payments being made only upon presentation and surrender of the Certificates at the office or agency of the Trustee or the Certificate Registrar therein specified. The Trustee or its agent shall give such notice to the Certificate Registrar and each Rating Agency at the time such notice is given to the Certificateholders. Upon any such termination, the duties of the Certificate Registrar shall also terminate. In the event such notice is given in connection with Depositor's election to purchase, the Depositor shall deposit in the Certificate Account on the related Withdrawal Date an amount equal to the above-described purchase price and upon such deposit Certificateholders will be entitled to the amount of such purchase price but not amounts in excess thereof, all as provided herein. With respect to the Certificates, upon presentation and surrender of the Certificates pursuant to any termination under this Section 9.1, the Trustee or Paying Agent shall cause to be distributed to Certificateholders an amount equal to (a) the amount otherwise distributable on such Distribution Date, if not in connection with a purchase; or (b) if the Depositor elected to so purchase, the purchase price calculated as above provided. Upon any termination pursuant to clause (iiiii) above, or upon certification to the Trustee by a Servicing Officer following such final deposit, the Trustee and any Custodian shall promptly release to the Servicer the Mortgage Files for the remaining Loans, and the Trustee shall execute all assignments, endorsements and other instruments necessary to effectuate such transfer. In the event that all of the Certificateholders shall not surrender their Certificates for cancellation within three months after the time specified in the above-mentioned written notice, the Trustee or its agent shall give a second written notice to the remaining Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within three months after the second notice all the Certificates shall not have been surrendered for cancellation, the Trustee or its agent shall take appropriate and reasonable steps as directed by the Servicer, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds and other assets which remain in trust hereunder.

TERMINATION UPON PURCHASE BY THE SERVICER OR LIQUIDATION OF ALL LOANS. The respective obligations and responsibilities of the Servicer and the Trustee created hereby (other than the obligation to make payments to Certificateholders as hereafter set forth in this Section 9.1 and obligations to the Trustee in Sections 8.4 and 8.6) shall terminate upon the earlier of (i) the later of the final payment or other liquidation (or any Advance with respect thereto) of the last Loan remaining in the Trust Fund and the disposition of all property acquired in respect of any Loan or (ii) the purchase by the Servicer of all Loans at a price equal to the sum of (a) the principal balance of each Loan plus accrued interest thereon at the applicable Mortgage Interest Rate to, but not including, to the next scheduled Installment Due Date and Date, (b) the fair market value of all acquired property in respect of Loans, such fair market value to be determined by an appraiser selected by the TrusteeTrustee and (c) the amount of any MBIA Reimbursement Amount due to MBIA; PROVIDED, HOWEVER, that in no event shall the trust created hereby continue beyond the expiration of 21 years from the death of the last survivor of the descendants of Xxxxxx X. XxxxxxxJoseph P. Kennedy, the late ambassador of the United States to the Court of St. XxxxxXxxxx xx Xx. Xxxes, living on the date hereof; and PROVIDEDprovided, FURTHERfurther, that a "plan of pxxx xf liquidation" of the each of REMIC I I, REMIC II, REMIC III and REMIC II IV in accordance with Section 860F of the Code must be adopted in conjunction with any termination effected pursuant to subclauses (i) or (ii) of this Section 9.1. The Servicer is hereby granted the right to purchase the Loans pursuant to clause (ii) above, PROVIDED, HOWEVER, that such right shall be conditioned upon (a) the Principal Balances of such Loans, at the time of any such purchase, aggregating an amount less than 10% of the aggregate Principal Balance of the Loans on the Cut-Off off Date, after deduction of payments due on or before such date, and (b) the aggregate price in clause (ii) above must be not be greater than the aggregate fair market value of the Loans and all such acquired property. Notice of any termination pursuant to clause (i), (ii) or (iiiii) above, specifying the Distribution Date upon which all Certificateholders may surrender their Certificates to the Trustee or its agent for payment and cancellation, shall be given promptly by the Trustee or its agent (upon direction by the Servicer no less than 10 days prior to the date such notice is to be mailed) by letter to Certificateholders Certificateholders, MBIA and each Rating Agency mailed by first class mail no later than the 25th day of the month preceding the month of such final distribution specifying (i) the Distribution Date upon which final payment on the Certificates will be made upon presentation and surrender of Certificates at the office or agency of the Trustee or the Certificate Registrar therein designated, (ii) the amount of any such final payment and (iii) that the Record Date otherwise applicable to such Distribution Date is not applicable, payments being made only upon presentation and surrender of the Certificates at the office or agency of the Trustee or the Certificate Registrar therein specified. The Trustee or its agent shall give such notice to the Certificate Registrar and each Rating Agency at the time such notice is given to the Certificateholders. Upon any such termination, the duties of the Certificate Registrar shall also terminate. In the event such notice is given, the Trustee shall cause all funds on deposit in the Reserve Fund in excess of amounts to be distributed to the Insured Certificateholders on the final Distribution Date, to be distributed to Credit Suisse First Boston Corporation, the beneficial owner of the Reserve Fund, and all funds on deposit in the Rounding Account to be distributed to Credit Suisse First Boston Corporation, the beneficial owner of the Rounding Account, at the addresses supplied by Credit Suisse First Boston Corporation to the Trustee for such purpose. In the event such notice is given in connection with Depositor's election to purchase, the Depositor shall deposit in the Certificate Account on the related Withdrawal Date an amount equal to the above-described purchase price and upon such deposit Certificateholders and MBIA will be entitled to the amount of such purchase price but not amounts in excess thereof, all as provided herein. With respect to the Certificates, upon presentation and surrender of the Certificates pursuant to any termination under this Section 9.1, the Trustee or Paying Agent shall cause to be distributed to Certificateholders and MBIA an amount equal to (a) the amount otherwise distributable on such Distribution Date, if not in connection with a purchase; or (b) if the Depositor elected to so purchase, the purchase price calculated as above provided. Upon any termination pursuant to clause (iiiii) above, or upon certification to the Trustee by a Servicing Officer following such final deposit, the Trustee and any Custodian shall promptly release to the Servicer the Mortgage Files for the remaining Loans, and the Trustee shall execute all assignments, endorsements and other instruments necessary to effectuate such transfer. In the event that all of the Certificateholders shall not surrender their Certificates for cancellation within three months after the time specified in the above-mentioned written notice, the Trustee or its agent shall give a second written notice to the remaining Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within three months after the second notice all the Certificates shall not have been surrendered for cancellation, the Trustee or its agent shall take appropriate and reasonable steps as directed by the Servicer, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds and other assets which remain in trust hereunder.

TERMINATION UPON PURCHASE BY THE SERVICER OR LIQUIDATION OF ALL LOANS. The respective obligations and responsibilities of the Servicer and the Trustee created hereby (other than the obligation to make payments to Certificateholders as hereafter set forth in this Section 9.1 and obligations to the Trustee in Sections 8.4 and 8.6) shall terminate upon the earlier of (i) the later of the final payment or other liquidation (or any Advance with respect thereto) of the last Loan remaining in the Trust Fund and the disposition of all property acquired in respect of any Loan or (ii) the purchase by the Servicer of all Loans at a price equal to the sum of (a) the principal balance of each Loan plus accrued interest thereon at the applicable Mortgage Interest Rate to, but not including, to the next scheduled Due Date and (b) the fair market value of all acquired property in respect of Loans, such fair market value to be determined by an appraiser selected by the Trustee; PROVIDED, HOWEVER, that in no event shall the trust created hereby continue beyond the expiration of 21 years from the death of the last survivor of the descendants of Xxxxxx X. Xxxxxxx, the late ambassador of the United States to the Court of St. Xxxxx, living on the date hereof; and PROVIDED, FURTHER, that a "plan of liquidation" of the each of REMIC I and REMIC II in accordance with Section 860F of the Code must be adopted in conjunction with any termination effected pursuant to subclauses (i) or (ii) of this Section 9.1. The Servicer is hereby granted the right to purchase the Loans pursuant to clause (ii) above, PROVIDEDprovided, HOWEVERhowever, that such right shall be conditioned upon (a) the Principal Balances of such Loans, at the time of any such purchase, aggregating an amount less than 105% of the aggregate Principal Balance of the Loans on the Cut-Off off Date, after deduction of payments due on or before such date, and (b) the aggregate price in clause (ii) above must be not be greater than the aggregate fair market value of the Loans and all such acquired property. Notice of any termination pursuant to clause (i) or (ii) above, specifying the Distribution Date upon which all Certificateholders may surrender their Certificates to the Trustee or its agent for payment and cancellation, shall be given promptly by the Trustee or its agent (upon direction by the Servicer no less than 10 days prior to the date such notice is to be mailed) by letter to Certificateholders and each Rating Agency mailed by first class mail no later than the 25th day of the month preceding the month of such final distribution specifying (i) the Distribution Date upon which final payment on the Certificates will be made upon presentation and surrender of Certificates at the office or agency of the Trustee or the Certificate Registrar therein designated, (ii) the amount of any such final payment and (iii) that the Record Date otherwise applicable to such Distribution Date is not applicable, payments being made only upon presentation and surrender of the Certificates at the office or agency of the Trustee or the Certificate Registrar therein specified. The Trustee or its agent shall give such notice to the Certificate Registrar and each Rating Agency at the time such notice is given to the Certificateholders. Upon any such termination, the duties of the Certificate Registrar shall also terminate. In the event such notice is given in connection with DepositorServicer's election to purchase, the Depositor Servicer shall deposit in the Certificate Account on the related Withdrawal Date an amount equal to the above-described purchase price and upon such deposit Certificateholders will be entitled to the amount of such purchase price but not amounts in excess thereof, all as provided herein. With respect to the Certificates, upon presentation and surrender of the Certificates pursuant to any termination under this Section 9.1, the Trustee or Paying Agent shall cause to be distributed to Certificateholders an amount equal to (a) the amount otherwise distributable on such Distribution Date, if not in connection with a purchase; or (b) if the Depositor Servicer elected to so purchase, the purchase price calculated as above provided. Upon any termination pursuant to clause (ii) above, or upon certification to the Trustee by a Servicing Officer following such final deposit, the Trustee and any Custodian shall promptly release to the Servicer the Mortgage Files for the remaining Loans, and the Trustee shall execute all assignments, endorsements and other instruments necessary to effectuate such transfer. In the event that all of the Certificateholders shall not surrender their Certificates for cancellation within three months after the time specified in the above-mentioned written notice, the Trustee or its agent shall give a second written notice to the remaining Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within three months after the second notice all the Certificates shall not have been surrendered for cancellation, the Trustee or its agent shall take appropriate and reasonable steps as directed by the Servicer, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds and other assets which remain in trust hereunder.

TERMINATION UPON PURCHASE BY THE SERVICER OR LIQUIDATION OF ALL LOANS. The respective obligations and responsibilities of the Servicer and the Trustee created hereby (other than the obligation to make payments to Certificateholders as hereafter set forth in this Section 9.1 and obligations to the Trustee in Sections 8.4 and 8.6) shall terminate upon the earlier of (i) the later of the final payment or other liquidation (or any Advance with respect thereto) of the last Loan remaining in the Trust Fund and the disposition of all property acquired in respect of any Loan or (ii) the purchase by the Servicer of all Loans at a price equal to the sum of (a) the principal balance of each Loan plus accrued interest thereon at the applicable Mortgage Interest Rate to, but not including, to the next scheduled Installment Due Date and (b) the fair market value of all acquired property in respect of Loans, such fair market value to be determined by an appraiser selected by the Trustee; PROVIDED, HOWEVER, that in no event shall the trust created hereby continue beyond the expiration of 21 years from the death of the last survivor of the descendants of Xxxxxx X. Xxxxxxx, the late ambassador of the United States to the Court of St. Xxxxx, living on the date hereof; and PROVIDED, FURTHER, that a "plan of liquidation" of the each of REMIC I and REMIC II in accordance with Section 860F of the Code must be adopted in conjunction with any termination effected pursuant to subclauses (i) ), (ii), or (iiiii) of this Section 9.1. The Servicer is hereby granted the right to purchase the Loans pursuant to clause (ii) above, PROVIDED, HOWEVER, that such right shall be conditioned upon (a) the Principal Balances of such Loans, at the time of any such purchase, aggregating an amount less than 10% of the aggregate Principal Balance of the Loans on the Cut-Off off Date, after deduction of payments due on or before such date, and (b) the aggregate price in clause (ii) above must not be greater than the aggregate fair market value of the Loans and all such acquired property. Notice of any termination pursuant to clause (i), (ii) or (iiiii) above, specifying the Distribution Date upon which all Certificateholders may surrender their Certificates to the Trustee or its agent for payment and cancellation, shall be given promptly by the Trustee or its agent (upon direction by the Servicer no less than 10 days prior to the date such notice is to be mailed) by letter to Certificateholders and each Rating Agency mailed by first class mail no later than the 25th day of the month preceding the month of such final distribution specifying (i) the Distribution Date upon which final payment on the Certificates will be made upon presentation and surrender of Certificates at the office or agency of the Trustee or the Certificate Registrar therein designated, (ii) the amount of any such final payment and (iii) that the Record Date otherwise applicable to such Distribution Date is not applicable, payments being made only upon presentation and surrender of the Certificates at the office or agency of the Trustee or the Certificate Registrar therein specified. The Trustee or its agent shall give such notice to the Certificate Registrar and each Rating Agency at the time such notice is given to the Certificateholders. Upon any such termination, the duties of the Certificate Registrar shall also terminate. In the event such notice is given in connection with Depositor's election to purchase, the Depositor shall deposit in the Certificate Account on the related Withdrawal Date an amount equal to the above-described purchase price and upon such deposit Certificateholders will be entitled to the amount of such purchase price but not amounts in excess thereof, all as provided herein. With respect to the Certificates, upon presentation and surrender of the Certificates pursuant to any termination under this Section 9.1, the Trustee or Paying Agent shall cause to be distributed to Certificateholders an amount equal to (a) the amount otherwise distributable on such Distribution Date, if not in connection with a purchase; or (b) if the Depositor elected to so purchase, the purchase price calculated as above provided. Upon any termination pursuant to clause (iiiii) above, or upon certification to the Trustee by a Servicing Officer following such final deposit, the Trustee and any Custodian shall promptly release to the Servicer the Mortgage Files for the remaining Loans, and the Trustee shall execute all assignments, endorsements and other instruments necessary to effectuate such transfer. In the event that all of the Certificateholders shall not surrender their Certificates for cancellation within three months after the time specified in the above-mentioned written notice, the Trustee or its agent shall give a second written notice to the remaining Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within three months after the second notice all the Certificates shall not have been surrendered for cancellation, the Trustee or its agent shall take appropriate and reasonable steps as directed by the Servicer, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds and other assets which remain in trust hereunder.

TERMINATION UPON PURCHASE BY THE SERVICER OR LIQUIDATION OF ALL LOANS. The respective obligations and responsibilities of the Servicer and the Trustee created hereby (other than the obligation to make payments to Certificateholders as hereafter set forth in this Section 9.1 and obligations to the Trustee in Sections 8.4 and 8.6) shall terminate upon the earlier of (i) the later of the final payment or other liquidation (or any Advance with respect thereto) of the last Loan remaining in the Trust Fund and the disposition of all property acquired in respect of any Loan or (ii) the purchase by the Servicer of all Loans at a price equal to the sum of (a) the principal balance of each Loan plus accrued interest thereon at the applicable Mortgage Interest Rate to, but not including, to the next scheduled Due Date and (b) the fair market value of all acquired property in respect of Loans, Loans such fair market value to be determined by an appraiser selected by the Trustee; PROVIDEDprovided, HOWEVERhowever, that in no event shall the trust created hereby continue beyond the expiration of 21 years from the death of the last survivor of the descendants of Xxxxxx X. XxxxxxxJoseph P. Kennedy, the late ambassador of the United States to the Court of St. XxxxxXxxxx xx Xx. Xxxes, living on the date hereof; and PROVIDEDprovided, FURTHERfurther, that a "plan of pxxx xf liquidation" of the each of REMIC I and REMIC II in accordance with Section 860F of the Code must be adopted in conjunction with any termination effected pursuant to subclauses (i) or (ii) of this Section 9.1. The Servicer is hereby granted the right to purchase the Loans pursuant to clause (ii) above, PROVIDEDprovided, HOWEVERhowever, that such right shall be conditioned upon (a) the Principal Balances of such Loans, at the time of any such purchase, aggregating an amount less than 105% of the aggregate Principal Balance of the Loans on the Cut-Off off Date, after deduction of payments due on or before such date, and (b) the aggregate price in clause (ii) above must be not be greater than the aggregate fair market value of the Loans and all such acquired property. Notice of any termination pursuant to clause (i) or (ii) above, specifying the Distribution Date upon which all Certificateholders may surrender their Certificates to the Trustee or its agent for payment and cancellation, shall be given promptly by the Trustee or its agent (upon direction by the Servicer no less than 10 days prior to the date such notice is to be mailed) by letter to Certificateholders and each Rating Agency mailed by first class mail no later than the 25th day of the month preceding the month of such final distribution specifying (i) the Distribution Date upon which final payment on the Certificates will be made upon presentation and surrender of Certificates at the office or agency of the Trustee or the Certificate Registrar therein designated, (ii) the amount of any such final payment and (iii) that the Record Date otherwise applicable to such Distribution Date is not applicable, payments being made only upon presentation and surrender of the Certificates at the office or agency of the Trustee or the Certificate Registrar therein specified. The Trustee or its agent shall give such notice to the Certificate Registrar and each Rating Agency at the time such notice is given to the Certificateholders. Upon any such termination, the duties of the Certificate 108 Registrar shall also terminate. In the event such notice is given in connection with DepositorServicer's election to purchase, the Depositor Servicer shall deposit in the Certificate Account on the related Withdrawal Date an amount equal to the above-described purchase price and upon such deposit Certificateholders will be entitled to the amount of such purchase price but not amounts in excess thereof, all as provided herein. With respect to the Certificates, upon presentation and surrender of the Certificates pursuant to any termination under this Section 9.1, the Trustee or Paying Agent shall cause to be distributed to Certificateholders an amount equal to (a) the amount otherwise distributable on such Distribution Date, if not in connection with a purchase; or (b) if the Depositor Servicer elected to so purchase, the purchase price calculated as above provided. Upon any termination pursuant to clause (ii) above, or upon certification to the Trustee by a Servicing Officer following such final deposit, the Trustee and any Custodian shall promptly release to the Servicer the Mortgage Files for the remaining Loans, and the Trustee shall execute all assignments, endorsements and other instruments necessary to effectuate such transfer. In the event that all of the Certificateholders shall not surrender their Certificates for cancellation within three months after the time specified in the above-mentioned written notice, the Trustee or its agent shall give a second written notice to the remaining Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within three months after the second notice all the Certificates shall not have been surrendered for cancellation, the Trustee or its agent shall take appropriate and reasonable steps as directed by the Servicer, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds and other assets which remain in trust hereunder.

TERMINATION UPON PURCHASE BY THE SERVICER OR LIQUIDATION OF ALL LOANS. The respective obligations and responsibilities of the Servicer and the Trustee created hereby (other than the obligation to make payments to Certificateholders as hereafter set forth in this Section 9.1 and obligations to the Trustee in Sections 8.4 and 8.6) shall terminate upon the earlier of (i) the later of the final payment or other liquidation (or any Advance with respect thereto) of the last Loan remaining in the Trust Fund and the disposition of all property acquired in respect of any Loan or (ii) the purchase by the Servicer of all Loans at a price equal to the sum of (a) the principal balance of each Loan plus accrued interest thereon at the applicable Mortgage Interest Rate to, but not including, to the next scheduled Installment Due Date Date, and (b) the fair market value of all acquired property in respect of Loans, such fair market value to be determined by an appraiser selected by the Trustee; PROVIDED, HOWEVER, that in no event shall the trust created hereby continue beyond the expiration of 21 years from the death of the last survivor of the descendants of Xxxxxx X. XxxxxxxJoseph P. Kennedy, the late ambassador of the United States to the Court of St. XxxxxXxxxx xx Xx. Xxxes, living on the date hereof; and PROVIDEDprovided, FURTHERfurther, that a "plan of pxxx xf liquidation" of the each of REMIC I I, REMIC II and REMIC II III in accordance with Section 860F of the Code must be adopted in conjunction with any termination effected pursuant to subclauses (i) or (ii) of this Section 9.1. The Servicer is hereby granted the right to purchase the Loans pursuant to clause (ii) above, PROVIDED, HOWEVER, that such right shall be conditioned upon (a) the Principal Balances of such Loans, at the time of any such purchase, aggregating an amount less than 10% of the aggregate Principal Balance of the Loans on the Cut-Off off Date, after deduction of payments due on or before such date, and (b) the aggregate price in clause (ii) above must be not be greater than the aggregate fair market value of the Loans and all such acquired property. Notice of any termination pursuant to clause (i), (ii) or (iiiii) above, specifying the Distribution Date upon which all Certificateholders may surrender their Certificates to the Trustee or its agent for payment and cancellation, shall be given promptly by the Trustee or its agent (upon direction by the Servicer no less than 10 days prior to the date such notice is to be mailed) by letter to Certificateholders and each Rating Agency mailed by first class mail no later than the 25th day of the month preceding the month of such final distribution specifying (i) the Distribution Date upon which final payment on the Certificates will be made upon presentation and surrender of Certificates at the office or agency of the Trustee or the Certificate Registrar therein designated, (ii) the amount of any such final payment and (iii) that the Record Date otherwise applicable to such Distribution Date is not applicable, payments being made only upon presentation and surrender of the Certificates at the office or agency of the Trustee or the Certificate Registrar therein specified. The Trustee or its agent shall give such notice to the Certificate Registrar and each Rating Agency at the time such notice is given to the Certificateholders. Upon any such termination, the duties of the Certificate Registrar shall also terminate. In the event such notice is given in connection with Depositor's election to purchase, the Depositor shall deposit in the Certificate Account on the related Withdrawal Date an amount equal to the above-described purchase price and upon such deposit Certificateholders will be entitled to the amount of such purchase price but not amounts in excess thereof, all as provided herein. With respect to the Certificates, upon presentation and surrender of the Certificates pursuant to any termination under this Section 9.1, the Trustee or Paying Agent shall cause to be distributed to Certificateholders an amount equal to (a) the amount otherwise distributable on such Distribution Date, if not in connection with a purchase; or (b) if the Depositor elected to so purchase, the purchase price calculated as above provided. Upon any termination pursuant to clause (iiiii) above, or upon certification to the Trustee by a Servicing Officer following such final deposit, the Trustee and any Custodian shall promptly release to the Servicer the Mortgage Files for the remaining Loans, and the Trustee shall execute all assignments, endorsements and other instruments necessary to effectuate such transfer. In the event that all of the Certificateholders shall not surrender their Certificates for cancellation within three months after the time specified in the above-mentioned written notice, the Trustee or its agent shall give a second written notice to the remaining Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within three months after the second notice all the Certificates shall not have been surrendered for cancellation, the Trustee or its agent shall take appropriate and reasonable steps as directed by the Servicer, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds and other assets which remain in trust hereunder.

TERMINATION UPON PURCHASE BY THE SERVICER OR LIQUIDATION OF ALL LOANS. The respective obligations and responsibilities of the Servicer and the Trustee created hereby (other than the obligation to make payments to Certificateholders as hereafter set forth in this Section 9.1 and obligations to the Trustee in Sections 8.4 and 8.6) shall terminate upon the earlier of (i) the later of the final payment or other liquidation (or any Advance with respect thereto) of the last Loan remaining in the Trust Fund and the disposition of all property acquired in respect of any Loan or (ii) the purchase by the Servicer of all Loans at a price equal to the sum of (a) the principal balance of each Loan plus accrued interest thereon at the applicable Mortgage Interest Rate to, but not including, to the next scheduled Due Date and (b) the fair market value of all acquired property in respect of Loans, such fair market value to be determined by an appraiser selected by the Trustee; PROVIDEDprovided, HOWEVERhowever, that in no event shall the trust created hereby continue beyond the expiration of 21 years from the death of the last survivor of the descendants of Xxxxxx X. XxxxxxxJoseph P. Kennedy, the late ambassador of the United States to the Court of St. Xxxxxtxx Xxxxx xx Xx. Xames, living on the date hereof; and PROVIDEDprovided, FURTHERfurther, that a "plan xxxx of liquidation" of the each of REMIC I I, REMIC II and REMIC II III in accordance with Section 860F of the Code must be adopted in conjunction with any termination effected pursuant to subclauses (i) ), (ii), or (iiiii) of this Section 9.1. The Servicer is hereby granted the right to purchase the Loans pursuant to clause (ii) above, PROVIDEDprovided, HOWEVERhowever, that such right shall be conditioned upon (a) the Principal Balances of such Loans, at the time of any such purchase, aggregating an amount less than 10% of the aggregate Principal Balance of the Loans on the Cut-Off off Date, after deduction of payments due on or before such date, and (b) the aggregate price in clause (ii) above must not be greater than the aggregate fair market value of the Loans and all such acquired property. Notice of any termination pursuant to clause (i), (ii) or (iiiii) above, specifying the Distribution Date upon which all Certificateholders may surrender their Certificates to the Trustee or its agent for payment and cancellation, shall be given promptly by the Trustee or its agent (upon direction by the Servicer no less than 10 days prior to the date such notice is to be mailed) by letter to Certificateholders and each Rating Agency mailed by first class mail no later than the 25th day of the month preceding the month of such final distribution specifying (i) the Distribution Date upon which final payment on the Certificates will be made upon presentation and surrender of Certificates at the office or agency of the Trustee or the Certificate Registrar therein designated, (ii) the amount of any such final payment and (iii) that the Record Date otherwise applicable to such Distribution Date is not applicable, payments being made only upon presentation and surrender of the Certificates at the office or agency of the Trustee or the Certificate Registrar therein specified. The Trustee or its agent shall give such notice to the Certificate Registrar and each Rating Agency at the time such notice is given to the Certificateholders. Upon any such termination, the duties of the Certificate Registrar shall also terminate. In the event such notice is given in connection with Depositor's election to purchase, the Depositor shall deposit in the Certificate Account on the related Withdrawal Date an amount equal to the above-described purchase price and upon such deposit Certificateholders will be entitled to the amount of such purchase price but not amounts in excess thereof, all as provided herein. With respect to the Certificates, upon presentation and surrender of the Certificates pursuant to any termination under this Section 9.1, the Trustee or Paying Agent shall cause to be distributed to Certificateholders an amount equal to (a) the amount otherwise distributable on such Distribution Date, if not in connection with a purchase; or (b) if the Depositor elected to so purchase, the purchase price calculated as above provided. Upon any termination pursuant to clause (iiiii) above, or upon certification to the Trustee by a Servicing Officer following such final deposit, the Trustee and any Custodian shall promptly release to the Servicer the Mortgage Files for the remaining Loans, and the Trustee shall execute all assignments, endorsements and other instruments necessary to effectuate such transfer. In the event that all of the Certificateholders shall not surrender their Certificates for cancellation within three months after the time specified in the above-mentioned written notice, the Trustee or its agent shall give a second written notice to the remaining Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within three months after the second notice all the Certificates shall not have been surrendered for cancellation, the Trustee or its agent shall take appropriate and reasonable steps as directed by the Servicer, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds and other assets which remain in trust hereunder.

TERMINATION UPON PURCHASE BY THE SERVICER OR LIQUIDATION OF ALL LOANS. The respective obligations and responsibilities of the Servicer and the Trustee created hereby (other than the obligation to make payments to Certificateholders as hereafter set forth in this Section 9.1 and obligations to the Trustee in Sections 8.4 and 8.6) shall terminate upon the earlier of (i) the later of the final payment or other liquidation (or any Advance with respect thereto) of the last Loan remaining in the Trust Fund and the disposition of all property acquired in respect of any Loan or (ii) the purchase by the Servicer of all Loans at a price equal to the sum of (a) the principal balance of each Loan plus accrued interest thereon at the applicable Mortgage Interest Rate to, but not including, to the next scheduled Installment Due Date and (b) the fair market value of all acquired property in respect of Loans, Loans such fair market value to be determined by an appraiser selected by the Trustee; PROVIDEDprovided, HOWEVERhowever, that in no event shall the trust created hereby continue beyond the expiration of 21 years from the death of the last survivor of the descendants of Xxxxxx X. XxxxxxxJoseph P. Kennedy, the late ambassador of the United States to the Court of St. XxxxxXxxxx xx Xx. Xxxes, living on the date hereof; and PROVIDEDprovided, FURTHERfurther, that a "plan of pxxx xf liquidation" of the each of REMIC I and REMIC II in accordance with Section 860F of the Code must be adopted in conjunction with any termination effected pursuant to subclauses (i) or (ii) of this Section 9.1. The Servicer is hereby granted the right to purchase the Loans pursuant to clause (ii) above, PROVIDEDprovided, HOWEVERhowever, that such right shall be conditioned upon (a) the Principal Balances of such Loans, at the time of any such purchase, aggregating an amount less than 105% of the aggregate Principal Balance of the Loans on the Cut-Off off Date, after deduction of payments due on or before such date, and (b) the aggregate price in clause (ii) above must be not be greater than the aggregate fair market value of the Loans and all such acquired property. Notice of any termination pursuant to clause (i) or (ii) above, specifying the Distribution Date upon which all Certificateholders may surrender their Certificates to the Trustee or its agent for payment and cancellation, shall be given promptly by the Trustee or its agent (upon direction by the Servicer no less than 10 days prior to the date such notice is to be mailed) by letter to Certificateholders and each Rating Agency mailed by first class mail no later than the 25th day of the month preceding the month of such final distribution specifying (i) the Distribution Date upon which final payment on the Certificates will be made upon presentation and surrender of Certificates at the office or agency of the Trustee or the Certificate Registrar therein designated, (ii) the amount of any such final payment and (iii) that the Record Date otherwise applicable to such Distribution Date is not applicable, payments being made only upon presentation and surrender of the Certificates at the office or agency of the Trustee or the Certificate Registrar therein specified. The Trustee or its agent shall give such notice to the Certificate Registrar and each Rating Agency at the time such notice is given to the Certificateholders. Upon any such termination, 107 the duties of the Certificate Registrar shall also terminate. In the event such notice is given in connection with DepositorServicer's election to purchase, the Depositor Servicer shall deposit in the Certificate Account on the related Withdrawal Date an amount equal to the above-described purchase price and upon such deposit Certificateholders will be entitled to the amount of such purchase price but not amounts in excess thereof, all as provided herein. With respect to the Certificates, upon presentation and surrender of the Certificates pursuant to any termination under this Section 9.1, the Trustee or Paying Agent shall cause to be distributed to Certificateholders an amount equal to (a) the amount otherwise distributable on such Distribution Date, if not in connection with a purchase; or (b) if the Depositor Servicer elected to so purchase, the purchase price calculated as above provided. Upon any termination pursuant to clause (ii) above, or upon certification to the Trustee by a Servicing Officer following such final deposit, the Trustee and any Custodian shall promptly release to the Servicer the Mortgage Files for the remaining Loans, and the Trustee shall execute all assignments, endorsements and other instruments necessary to effectuate such transfer. In the event that all of the Certificateholders shall not surrender their Certificates for cancellation within three months after the time specified in the above-mentioned written notice, the Trustee or its agent shall give a second written notice to the remaining Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within three months after the second notice all the Certificates shall not have been surrendered for cancellation, the Trustee or its agent shall take appropriate and reasonable steps as directed by the Servicer, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds and other assets which remain in trust hereunder.

TERMINATION UPON PURCHASE BY THE SERVICER OR LIQUIDATION OF ALL LOANS. The respective obligations and responsibilities of the Servicer and the Trustee created hereby (other than the obligation to make payments to Certificateholders as hereafter set forth in this Section 9.1 and obligations to the Trustee in Sections 8.4 and 8.6) shall terminate upon the earlier of (i) the later of the final payment or other liquidation (or any Advance with respect thereto) of the last Loan remaining in the Trust Fund and the disposition of all property acquired in respect of any Loan or (ii) the purchase by the Servicer of all Loans at a price equal to the sum of (a) the principal balance of each Loan plus accrued interest thereon at the applicable Mortgage Interest Rate to, but not including, to the next scheduled Due Date Date, and (b) the fair market value of all acquired property in respect of Loans, such fair market value to be determined by an appraiser selected by the Trustee; PROVIDED, HOWEVER, that in no event shall the trust created hereby continue beyond the expiration of 21 years from the death of the last survivor of the descendants of Xxxxxx X. XxxxxxxJoseph P. Kennedy, the late ambassador of the United States to the Court of St. XxxxxXxxxx xx Xx. Xxxes, living on the date hereof; and PROVIDEDprovided, FURTHERfurther, that a "plan of pxxx xf liquidation" of the each of REMIC I I, REMIC II and REMIC II III in accordance with Section 860F of the Code must be adopted in conjunction with any termination effected pursuant to subclauses (i) or (ii) of this Section 9.1. The Servicer is hereby granted the right to purchase the Loans pursuant to clause (ii) above, PROVIDED, HOWEVER, that such right shall be conditioned upon (a) the Principal Balances of such Loans, at the time of any such purchase, aggregating an amount less than 10% of the aggregate Principal Balance of the Loans on the Cut-Off off Date, after deduction of payments due on or before such date, and (b) the aggregate price in clause (ii) above must be not be greater than the aggregate fair market value of the Loans and all such acquired property. Notice of any termination pursuant to clause (i) or (ii) above, specifying the Distribution Date upon which all Certificateholders may surrender their Certificates to the Trustee or its agent for payment and cancellation, shall be given promptly by the Trustee or its agent (upon direction by the Servicer no less than 10 days prior to the date such notice is to be mailed) by letter to Certificateholders and each Rating Agency mailed by first class mail no later than the 25th day of the month preceding the month of such final distribution specifying (i) the Distribution Date upon which final payment on the Certificates will be made upon presentation and surrender of Certificates at the office or agency of the Trustee or the Certificate Registrar therein designated, (ii) the amount of any such final payment and (iii) that the Record Date otherwise applicable to such Distribution Date is not applicable, payments being made only upon presentation and surrender of the Certificates at the office or agency of the Trustee or the Certificate Registrar therein specified. The Trustee or its agent shall give such notice to the Certificate Registrar and each Rating Agency at the time such notice is given to the Certificateholders. Upon any such termination, the duties of the Certificate Registrar shall also terminate. In the event such notice is given in connection with Depositor's election to purchase, the Depositor shall deposit in the Certificate Account on the related Withdrawal Date an amount equal to the above-described purchase price and upon such deposit Certificateholders will be entitled to the amount of such purchase price but not amounts in excess thereof, all as provided herein. With respect to the Certificates, upon presentation and surrender of the Certificates pursuant to any termination under this Section 9.1, the Trustee or Paying Agent shall cause to be distributed to Certificateholders an amount equal to (a) the amount otherwise distributable on such Distribution Date, if not in connection with a purchase; or (b) if the Depositor elected to so purchase, the purchase price calculated as above provided. Upon any termination pursuant to clause (iiiii) above, or upon certification to the Trustee by a Servicing Officer following such final deposit, the Trustee and any Custodian shall promptly release to the Servicer the Mortgage Files for the remaining Loans, and the Trustee shall execute all assignments, endorsements and other instruments necessary to effectuate such transfer. In the event that all of the Certificateholders shall not surrender their Certificates for cancellation within three months after the time specified in the above-mentioned written notice, the Trustee or its agent shall give a second written notice to the remaining Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within three months after the second notice all the Certificates shall not have been surrendered for cancellation, the Trustee or its agent shall take appropriate and reasonable steps as directed by the Servicer, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds and other assets which remain in trust hereunder.