Common use of The Corridor Contract Clause in Contracts

The Corridor Contract. CHL shall cause The Bank of New York to enter into the Corridor Contract Administration Agreement and shall assign all of its right, title and interest in and to the interest rate corridor transaction evidenced by the Corridor Contract to, and shall cause all of its obligations in respect of such transaction to be assumed by, the Corridor Contract Administrator, on the terms and conditions set forth in the Corridor Contract Assignment Agreement. The Trustee's rights to receive certain proceeds of the Corridor Contract as provided in the Corridor Contract Administration Agreement will be an asset of the Trust Fund but will not be an asset of any REMIC. The Trustee shall deposit any amounts received from time to time with respect to the Corridor Contract into the Carryover Reserve Fund. The Master Servicer shall deposit any amounts received on behalf of the Trustee from time to time with respect to the Corridor Contract into the Carryover Reserve Fund. No later than two Business Days following each Distribution Date, the Trustee shall provide the Corridor Contract Administrator with information regarding the Certificate Principal Balance of the Class A-1 Certificates after all distributions on such Distribution Date. The Trustee shall direct the Corridor Contract Administrator to terminate the Corridor Contract upon the occurrence of certain events of default or termination events to the extent specified thereunder. Upon any such termination, the Corridor Contract Counterparty will be obligated to pay the Corridor Contract Administrator an amount in respect of such termination, and the portion of such amount that is distributable to the Trust Fund pursuant to the Corridor Contract Administration Agreement and received by the Trustee or the Master Servicer for the benefit of the Trust Fund, as the case may be, in respect of such termination shall be deposited and held in the Carryover Reserve Fund to pay Net Rate Carryover for the Class A-1 Certificates as provided in Section 4.04(d) on the Distribution Dates following such termination to and including the Corridor Contract Termination Date, but shall not be available for distribution to the Class C Certificates pursuant to Section 4.07(c) until such Corridor Contract Termination Date. On the Corridor Contract Termination Date, after all other distributions on such date, if any such amount in respect of early termination of the Corridor Contract remains in the Carryover Reserve Fund, such amounts shall be distributed by the Trustee to the Class C Certificates.

The Corridor Contract. CHL shall cause The Bank of New York to enter into the Corridor Contract Administration Agreement and Countrywide shall assign all of its right, title and interest in and to the interest rate corridor transaction evidenced by the Corridor Contract to, and shall cause all of its obligations in respect of such transaction to be assumed by, by the Corridor Contract Administrator, on the terms and conditions set forth in the Corridor Contract Assignment Novation Agreement. The Trustee's rights to receive certain proceeds of Countrywide, the Corridor Contract as provided in Administrator and the Trustee will enter into the Corridor Contract Administration Agreement pursuant to which the Corridor Contract Administrator will be an asset allocate any payments received under each Corridor Contract between the Trustee and Countrywide. The Master Servicer, on behalf of the Trust Fund but will not be an asset of any REMIC. The Trustee Trustee, shall deposit any amounts received allocated from time to time to the Trustee with respect to the Corridor Contract into the Carryover Reserve Fund. The parties hereto acknowledge and agree that the Corridor Contract Administrator is directed and authorized to sign the Corridor Contract Novation Agreement and the Corridor Contract Administration Agreement and shall be fully protected in relying thereon. The Master Servicer shall deposit any amounts received Servicer, on behalf of the Trustee from time Trustee, shall prepare and deliver any notices required to time with respect to be delivered under the Corridor Contract. The Master Servicer, on behalf of the Corridor Contract into the Carryover Reserve Fund. No later than two Business Days following each Distribution DateAdministrator, the Trustee shall provide the Corridor Contract Administrator with information regarding the Certificate Principal Balance of the Class A-1 Certificates after all distributions on such Distribution Date. The Trustee act as calculation agent and/or shall direct the Corridor Contract Administrator to terminate the Corridor Contract Contract, in each case upon the occurrence of certain events of default or termination events to the extent specified thereunder. Upon any such termination, the Corridor Contract Counterparty will be obligated to pay the Corridor Contract Administrator an amount in respect of such termination, and the portion of such amount that is distributable . Any amounts allocated to the Trust Fund pursuant to Trustee by the Corridor Contract Administration Agreement and received by the Trustee or the Master Servicer for the benefit of the Trust Fund, as the case may be, Administrator in respect of such termination shall be deposited and held in the Carryover Reserve Fund to pay Net Rate Carryover for the Class A-1 applicable Certificates (by deposit of the amount of any such Net Rate Carryover in the Carryover Reserve Fund for payment to the related Certificateholders) as provided in Section 4.04(d4.04(a) on the Distribution Dates following such termination to and including the Corridor Contract Termination Date, but shall not be available for distribution to the Class C Certificates pursuant to Section 4.07(c) until such Corridor Contract Termination Date. On the Corridor Contract Termination Date, after all other distributions on such date, if any such amount amounts in respect of early termination of the Corridor Contract remains remain in the Carryover Reserve Fund, such amounts shall be distributed by the Trustee to the Class C CertificatesCertificateholder.

The Corridor Contract. CHL shall cause The Bank of New York to enter into the Corridor Contract Administration Agreement and shall assign all of its right, title and interest in and to the interest rate corridor transaction transactions evidenced by the Corridor Contract to, and shall cause all of its obligations in respect of such transaction transactions to be assumed by, the Corridor Contract AdministratorTrustee on behalf of the Trust Fund, on the terms and conditions set forth in the Corridor Contract Assignment Agreement. The Trustee's rights to receive certain proceeds of the Corridor Contract as provided in the Corridor Contract Administration Agreement will be an asset of the Trust Fund but will not be an asset of any REMIC. The Trustee Master Servicer, on behalf of the Trustee, shall deposit any amounts received from time to time with respect to the Corridor Contract into the Carryover Reserve Fund. The Master Servicer shall deposit any amounts received Servicer, on behalf of the Trustee from time Trustee, shall prepare and deliver any notices required to time with respect to be delivered under the Corridor Contract into the Carryover Reserve FundContract. No later than two Business Days following each Distribution DateThe Master Servicer, the Trustee shall provide the Corridor Contract Administrator with information regarding the Certificate Principal Balance on behalf of the Class A-1 Certificates after all distributions on such Distribution Date. The Trustee Trustee, shall direct the Corridor Contract Administrator to act as calculation agent and/or shall terminate the Corridor Contract Contract, in each case upon the occurrence of certain events of default or termination events to the extent specified thereunder. Upon any such termination, the Corridor Contract Counterparty will be obligated to pay the Corridor Contract Administrator Trustee or the Master Servicer for the benefit of the Trust Fund an amount in respect of such termination, and the portion of such amount that is distributable to the Trust Fund pursuant to the Corridor Contract Administration Agreement and . Any amounts received by the Trustee or the Master Servicer for the benefit of the Trust Fund, as the case may be, in respect of such termination shall be deposited and held in the Carryover Reserve Fund to pay Net Rate Carryover for the Class A-1 applicable Classes of Certificates as provided in Section 4.04(d4.04(e) on the Distribution Dates following such termination to and including the Corridor Contract Termination Date, but shall not be available for distribution to the Class C Certificates pursuant to Section 4.07(c4.08(c) until such the Corridor Contract Termination Date. On the Corridor Contract Termination Date, after all other distributions on such date, if any such amount amounts in respect of early termination of the Corridor Contract remains remain in the Carryover Reserve Fund, such amounts shall be distributed by the Trustee to the Class C Certificates.

The Corridor Contract. CHL shall cause The Bank of New York to enter into the Corridor Contract Administration Agreement and shall assign all of its right, title and interest in and to the interest rate corridor transaction evidenced by the Corridor Contract to, and shall cause all of its obligations in respect of such transaction to be assumed by, the Corridor Contract Administrator, on the terms and conditions set forth in the Corridor Contract Assignment Agreement. The Trustee's rights to receive certain proceeds of the Corridor Contract as provided in the Corridor Contract Administration Agreement will be an asset of the Trust Fund but will not be an asset of any REMIC. The Trustee shall deposit any amounts received from time to time with respect to the Corridor Contract into the Carryover Reserve Fund. The Master Servicer shall deposit any amounts received on behalf of the Trustee from time to time with respect to the Corridor Contract into the Carryover Reserve Fund. No later than two Business Days following each Distribution Date, the Trustee shall provide the Corridor Contract Administrator with information regarding the Certificate Principal Balance of the Class A-1 A-1-A Certificates after all distributions on such Distribution Date. The Trustee shall direct the Corridor Contract Administrator to terminate the Corridor Contract upon the occurrence of certain events of default or termination events to the extent specified thereunder. Upon any such termination, the Corridor Contract Counterparty will be obligated to pay the Corridor Contract Administrator an amount in respect of such termination, and the portion of such amount that is distributable to the Trust Fund pursuant to the Corridor Contract Administration Agreement and received by the Trustee or the Master Servicer for the benefit of the Trust Fund, as the case may be, in respect of such termination shall be deposited and held in the Carryover Reserve Fund to pay Net Rate Carryover for the Class A-1 A-1-A Certificates as provided in Section 4.04(d4.04(e) on the Distribution Dates following such termination to and including the Corridor Contract Termination Date, but and shall not be available for distribution to the Class C Certificates pursuant to Section 4.07(c4.08(c) until such Corridor Contract Termination Date. On the Corridor Contract Termination Date, after all other distributions on such date, if any such amount in respect of early termination of the Corridor Contract remains in the Carryover Reserve Fund, such amounts shall be distributed by the Trustee to the Class C Certificates.

The Corridor Contract. CHL shall cause The Bank of New York to enter into the Corridor Contract Administration Agreement and shall assign all of its right, title and interest in and to the interest rate corridor transaction evidenced by the Corridor Contract to, and shall cause all of its obligations in respect of such transaction to be assumed by, the Corridor Contract Administrator, on the terms and conditions set forth in the Corridor Contract Assignment Agreement. The Trustee's rights to receive certain proceeds of the Corridor Contract as provided in the Corridor Contract Administration Agreement will be an asset of the Trust Fund a separate trust but will not be an asset of any REMICREMIC created hereunder and any amounts received thereon shall be taxable to the Class C Certificateholder. The Trustee shall treat the Corridor Contract as having a nominal (zero) value for the Holders of the Class A Certificates. (a) The Trustee shall deposit any amounts received from time to time with respect to the Corridor Contract on a Corridor Payment Date into the Carryover Basis Risk Reserve Fund. The Master Servicer shall deposit Notwithstanding anything in this paragraph to the contrary, for any amounts received Distribution Date on behalf of the Trustee from time to time with respect to which there is a payment under the Corridor Contract into the Carryover Reserve Fund. No later than two Business Days following each Distribution Date, the Trustee shall provide the Corridor Contract Administrator with information regarding the Certificate Principal Balance based on a notional amount in excess of the Class A-1 A Certificate Principal Balance, the amount representing such excess payment shall not be an asset of the Trust and, instead, shall be paid into and distributed out of a separate trust created by this Agreement for the benefit of the Class C Certificates after all distributions on such Distribution Date. and shall be distributed to the Class C Certificates directly. (b) The Trustee shall direct the Corridor Contract Administrator to terminate the Corridor Contract upon the occurrence of certain events an event of default or termination events event under the Corridor Contract of which a Responsible Officer of the Trustee has actual knowledge. In the event that the Corridor Contract is canceled or otherwise terminated for any reason (other than the exhaustion of the interest rate protection provided thereby), the Trustee shall, at the direction of Certificateholders evidencing Voting Rights of not less than 50% of the Class A Certificates, and to the extent specified thereunder. Upon any a replacement contract is available (from a counterparty designated by the Seller and acceptable to Certificateholders evidencing Voting Rights of not less than 50% of the Class A Certificates), execute a replacement contract comparable to such termination, Corridor Contract providing interest rate protection which is equal to the then-existing protection provided by the Corridor Contract Counterparty will at the expense of the Seller; provided, however, that the cost of any such replacement contract providing the same interest rate protection may be obligated reduced to pay a level such that the cost of such replacement contract shall not exceed the amount of any early termination payment received from the Corridor Contract Administrator an amount in respect of such termination, and the portion of such amount that is distributable Counterparty. (c) On any Distribution Date prior to the Trust Fund pursuant to the Corridor Contract Administration Agreement and received by the Trustee or the Master Servicer for the benefit of the Trust Fund, as the case may be, in respect of such termination shall be deposited and held in the Carryover Reserve Fund to pay Net Rate Carryover for the Class A-1 Certificates as provided in Section 4.04(d) on the Distribution Dates following such termination to and including the Corridor Contract Termination Date, but if the Class A Certificate Principal Balance equals zero, all amounts received by the Trustee with respect to the Corridor Contract shall not be available for distribution distributed directly to the Class C Certificates pursuant Certificateholder. Prior to Section 4.07(c) until such Corridor Contract Termination Date. On the Corridor Contract Termination Date, after all other distributions on such date, if any such amount in respect of early Date and upon the termination of the Trust, the Corridor Contract remains in the Carryover Reserve Fund, such amounts shall be distributed by the Trustee assigned to the Class C CertificatesCertificateholder.

The Corridor Contract. CHL shall cause The Bank of New York to enter into the Corridor Contract Administration Agreement and shall assign all of its right, title and interest in and to the interest rate corridor transaction evidenced by the Corridor Contract to, and shall cause all of its obligations in respect of such transaction to be assumed by, the Corridor Contract Administrator, on the terms and conditions set forth in the Corridor Contract Assignment Agreement. The Trustee's rights to receive certain proceeds of the Corridor Contract as provided in the Corridor Contract Administration Agreement will be an asset of the Trust Fund but will not be an asset of any REMIC. The Trustee shall deposit any amounts received from time to time with respect to the Corridor Contract into the Carryover Reserve Fund. The Master Servicer shall deposit any amounts received on behalf of the Trustee from time to time with respect to the Corridor Contract into the Carryover Reserve Fund. No later than two Business Days following each Distribution Date, the Trustee shall provide the Corridor Contract Administrator with information regarding the Certificate Principal Balance of the Class A-1 Certificates after all distributions on such Distribution Date. The Trustee shall direct the Corridor Contract Administrator to terminate the Corridor Contract upon the occurrence of certain events of default or termination events to the 100 extent specified thereunder. Upon any such termination, the Corridor Contract Counterparty will be obligated to pay the Corridor Contract Administrator an amount in respect of such termination, and the portion of such amount that is distributable to the Trust Fund pursuant to the Corridor Contract Administration Agreement and received by the Trustee or the Master Servicer for the benefit of the Trust Fund, as the case may be, in respect of such termination shall be deposited and held in the Carryover Reserve Fund to pay Net Rate Carryover for the Class A-1 Certificates as provided in Section 4.04(d4.04(f) on the Distribution Dates following such termination to and including the Corridor Contract Termination Date, but and shall not be available for distribution to the Class C Certificates pursuant to Section 4.07(c4.08(c) until such Corridor Contract Termination Date. On the Corridor Contract Termination Date, after all other distributions on such date, if any such amount in respect of early termination of the Corridor Contract remains in the Carryover Reserve Fund, such amounts shall be distributed by the Trustee to the Class C Certificates.

The Corridor Contract. CHL Countrywide shall cause The Bank of New York to enter into the Corridor Contract Administration Agreement and shall assign all of its right, title and interest in and to the interest rate corridor transaction transactions evidenced by the Corridor Contract to, and shall cause all of its obligations in respect of such transaction transactions to be assumed by, the Corridor Contract Administrator, on the terms and conditions set forth in the Corridor Contract Assignment Agreement. The Trustee's ’s rights to receive certain proceeds of the Corridor Contract as provided in the Corridor Contract Administration Agreement will be an asset assets of the Trust Fund but will not be an asset assets of any REMIC. The Trustee shall deposit any amounts received from time to time with respect to the Corridor Contract into the Carryover Corridor Contract Reserve Fund. The Master Servicer shall deposit any amounts received on behalf of the Trustee from time to time with respect to the Corridor Contract into the Carryover Corridor Contract Reserve Fund. No later than two Business Days following each Distribution Date, the Trustee shall provide the Corridor Contract Administrator with information regarding the aggregate Class Certificate Principal Balance of the Class 1-A-1 Certificates after all distributions on such Distribution Date. The Trustee shall direct the Corridor Contract Administrator to terminate the Corridor Contract upon the occurrence of certain events of default or termination events to the extent specified thereunder. Upon any such termination, the Corridor Contract Counterparty will be obligated to pay the Corridor Contract Administrator an amount in respect of such termination, and the portion of such amount that is distributable to the Trust Fund pursuant to the Corridor Contract Administration Agreement and received by the Trustee or the Master Servicer for the benefit of the Trust Fund, as the case may be, in respect of such termination shall be deposited and held in the Carryover Corridor Contract Reserve Fund and applied on future Distribution Dates to pay Net Rate Carryover for any Yield Supplement Amount on the Class 1-A-1 Certificates as provided Certificates. Any amounts remaining in Section 4.04(d) on the Distribution Dates following such termination to and including the Corridor Contract Reserve Fund, after the earlier of (i) the date on which the Class Certificate Balance of the Class 1-A-1 Certificates have been reduced to zero and (ii) the Corridor Contract Scheduled Termination Date, but shall not will be available for distribution distributed to the Class C Certificates pursuant to Section 4.07(c) until such Corridor Contract Termination Date. On the Corridor Contract Termination Date, after all other distributions on such date, if any such amount in respect of early termination of the Corridor Contract remains in the Carryover Reserve Fund, such amounts shall be distributed by the Trustee to the Class C CertificatesUnderwriter.

The Corridor Contract. CHL shall cause The Bank of New York to enter into the Corridor Contract Administration Agreement and shall assign all of its right, title and interest in and to the interest rate corridor transaction evidenced by the Corridor Contract to, and shall cause all of its obligations in respect of such transaction to be assumed by, the Corridor Contract Administrator, on the terms and conditions set forth in the Corridor Contract Assignment Agreement. The Trustee's rights to receive certain proceeds of the Corridor Contract as provided in the Corridor Contract Administration Agreement will be an asset of the Trust Fund but will not be an asset of any REMIC. The Trustee shall deposit any amounts received from time to time with respect to the Corridor Contract into the Carryover Reserve Fund. The Master Servicer shall deposit any amounts received on behalf of the Trustee from time to time with respect to the Corridor Contract into the Carryover Reserve Fund. No later than two Business Days following each Distribution Date, the Trustee shall provide the Corridor Contract Administrator with information regarding the Certificate Principal Balance of the Class A-1 Certificates after all distributions on such Distribution Date. The Trustee shall direct the Corridor Contract Administrator to terminate the Corridor Contract upon the occurrence of certain events of default or termination events to the extent specified thereunder. Upon any such termination, the Corridor Contract Counterparty will be obligated to pay the Corridor Contract Administrator an amount in respect of such termination, and the portion of such amount that is distributable to the Trust Fund pursuant to the Corridor Contract Administration Agreement and received by the Trustee or the Master Servicer for the benefit of the Trust Fund, as the case may be, in respect of such termination shall be deposited and held in the Carryover Reserve Fund to pay Net Rate Carryover for the Class A-1 Certificates as provided in Section 4.04(d4.04(f) on the Distribution Dates following such termination 105 to and including the Corridor Contract Termination Date, but and shall not be available for distribution to the Class C Certificates pursuant to Section 4.07(c) until such Corridor Contract Termination Date. On the Corridor Contract Termination Date, after all other distributions on such date, if any such amount in respect of early termination of the Corridor Contract remains in the Carryover Reserve Fund, such amounts shall be distributed by the Trustee to the Class C Certificates.

The Corridor Contract. CHL shall cause The Bank of New York to enter into the Corridor Contract Administration Agreement and Countrywide shall assign all of its right, title and interest in and to the interest rate corridor transaction evidenced by the Class 2-A-1 Corridor Contract to, and shall cause all of its obligations in respect of such transaction to be assumed by, the Corridor Contract AdministratorSupplemental Interest Trustee on behalf of the Supplemental Interest Trust, on the terms and conditions set forth in the Corridor Contract Assignment Agreement. The Supplemental Interest Trustee will enter into the Class 2-A-6 Corridor Contract with the applicable Corridor Contract Counterparty for the benefit of the Class 2-A-6 Certificates. The Corridor Contracts and the Supplemental Interest Trustee's ’s rights to receive certain proceeds of under the Corridor Contract as provided in the Corridor Contract Administration Assignment Agreement will not be an asset assets of the Trust Fund but will not be an asset of or any REMIC. The Trustee Corridor Contracts and the Supplemental Interest Trustee’s rights under the Corridor Contract Assignment Agreement instead will be assets of the Supplemental Interest Trust. The Trustee, on behalf of the Supplemental Interest Trust, shall deposit cause to be deposited any amounts received from time to time with respect to the Corridor Contract Contracts into the Carryover Corridor Contract Reserve Fund. The Master Servicer shall deposit any amounts received Trustee, on behalf of the Trustee from time to time with respect to the Supplemental Interest Trust, shall act as calculation agent and/or shall terminate any Corridor Contract into the Carryover Reserve Fund. No later than two Business Days following each Distribution DateContract, the Trustee shall provide the Corridor Contract Administrator with information regarding the Certificate Principal Balance of the Class A-1 Certificates after all distributions on such Distribution Date. The Trustee shall direct the Corridor Contract Administrator to terminate the Corridor Contract upon the occurrence of certain events of default or termination events to the extent specified thereunder. Upon any such termination, the applicable Corridor Contract Counterparty will be obligated to pay the Corridor Contract Administrator Trustee, for the benefit of the Supplemental Interest Trust, an amount in respect of such termination, and the portion of such amount that is distributable to the Trust Fund pursuant to the Corridor Contract Administration Agreement and . Any amounts received by the Trustee or the Master Servicer for the benefit of the Supplemental Interest Trust Fund, as the case may be, in respect of such the termination of a Corridor Contract shall be deposited and held in the Carryover Corridor Contract Reserve Fund and applied on future Distribution Dates to pay Net Rate Carryover for the Yield Supplement Amount on the related Class A-1 Certificates as provided of Covered Certificates. Any amounts remaining in Section 4.04(d) the Corridor Contract Reserve Fund on the Distribution Dates Date immediately following such termination to and including the earlier of (x) the latest Corridor Contract Scheduled Termination DateDate and (y) the date on which the aggregate Class Certificate Balance of the Covered Certificates has been reduced to zero, but shall will be distributed to Countrywide, and will not be available for distribution to payment of any Yield Supplement Amounts on the Class C Certificates pursuant to Section 4.07(c) until such Corridor Contract Termination Date. On the Corridor Contract Termination Date, after all other distributions on such date, if any such amount in respect of early termination of the Corridor Contract remains in the Carryover Reserve Fund, such amounts shall be distributed by the Trustee to the Class C Covered Certificates.

The Corridor Contract. CHL Countrywide shall cause The Bank of New York to enter into the Corridor Contract Administration Agreement and shall assign all of its right, title and interest in and to the interest rate corridor transaction evidenced by the Corridor Contract to, and shall cause all of its obligations in respect of such transaction transactions to be assumed by, the Corridor Contract Administrator, on the terms and conditions set forth in the Corridor Contract Assignment Agreement. The Supplemental Interest Trustee's rights to receive certain the proceeds of the Corridor Contract as provided in the Corridor Contract Administration Agreement will be an asset assets of the Supplemental Interest Trust but will not be assets of the Trust Fund but will not be an asset of or any REMIC. The Supplemental Interest Trustee shall deposit any amounts received from time to time with respect to the Corridor Contract into the Carryover Corridor Contract Reserve Fund. The Master Servicer shall deposit any amounts received on behalf of the Supplemental Interest Trustee from time to time with respect to the Corridor Contract into the Carryover Corridor Contract Reserve Fund. No later than two Business Days following each Distribution Date, the Trustee shall provide the Corridor Contract Administrator with information regarding the Class Certificate Principal Balance of the Class A-1 of Certificates related to the Corridor Contract after all distributions on such Distribution Date. The Trustee shall direct the Corridor Contract Administrator to shall, upon receipt of direction from Countrywide, terminate the Corridor Contract upon the occurrence of certain events of default or termination events to the extent specified thereunder. Upon any such termination, the Corridor Contract Counterparty will be obligated to pay the Corridor Contract Administrator an amount in respect of such termination, and the portion of such amount that is distributable to the Supplemental Interest Trust Fund pursuant to the Corridor Contract Administration Agreement and received by the Supplemental Interest Trustee or the Master Servicer for the benefit of the Supplemental Interest Trust Fund, as the case may be, in respect of such termination shall be deposited and held in the Carryover Corridor Contract Reserve Fund and applied on future Distribution Dates to pay Net Rate Carryover for any related Yield Supplement Amount on the Class A-1 Certificates as provided of Covered Certificates. Any amounts remaining in Section 4.04(d) on the Distribution Dates following such termination to and including the Corridor Contract Reserve Fund, after the earlier of (i) the date on which the Class Certificate Balance of the Covered Certificates has been reduced to zero and (ii) the Corridor Contract Scheduled Termination Date, but shall not be available for distribution to the Class C Certificates pursuant to Section 4.07(c) until such Corridor Contract Termination Date. On the Corridor Contract Termination Date, after all other distributions on such date, if any such amount in respect of early termination of the Corridor Contract remains in the Carryover Reserve Fund, such amounts shall will be distributed by the Trustee to the Class C CertificatesCountrywide Securities Corporation.

The Corridor Contract. CHL Countrywide shall cause The Bank of New York to enter into the Corridor Contract Administration Agreement and shall assign all of its right, title and interest in and to the interest rate corridor transaction transactions evidenced by the Corridor Contract to, and shall cause all of its obligations in respect of such transaction transactions to be assumed by, the Corridor Contract Administrator, on the terms and conditions set forth in the Corridor Contract Assignment Agreement. The Trustee's rights to receive certain proceeds of the Corridor Contract as provided in the Corridor Contract Administration Agreement will be an asset assets of the Trust Fund but will not be an asset assets of any REMIC. The Trustee shall deposit any amounts received from time to time with respect to the Corridor Contract into the Carryover Shortfall Reserve Fund. The Master Servicer shall deposit any amounts received on behalf of the Trustee from time to time with respect to the Corridor Contract into the Carryover Shortfall Reserve Fund. No later than two Business Days following each Distribution Date, the Trustee shall provide the Corridor Contract Administrator with information regarding the aggregate Class Certificate Principal Balance of the Class A-1 Class(es) of Certificates related to the Corridor Contract after all distributions on such Distribution Date. The Trustee shall direct the Corridor Contract Administrator to shall, upon receipt of direction from Countrywide, terminate the Corridor Contract upon the occurrence of certain events of default or termination events to the extent specified thereunder. Upon any such termination, the Corridor Contract Counterparty will be obligated to pay the Corridor Contract Administrator an amount in respect of such termination, and the portion of such amount that is distributable to the Trust Fund pursuant to the Corridor Contract Administration Agreement and received by the Trustee or the Master Servicer for the benefit of the Trust Fund, as the case may be, in respect of such termination shall be deposited and held in the Carryover Shortfall Reserve Fund and applied on future Distribution Dates to pay Net Rate Carryover for the Class A-1 Certificates as provided in Section 4.04(d) any related Yield Supplement Amount on the Distribution Dates following such termination to and including the Corridor Contract Termination Date, but shall not be available for distribution to the Class C Certificates pursuant to Section 4.07(c) until such Corridor Contract Termination Date. On the Corridor Contract Termination Date, after all other distributions on such date, if any such amount in respect of early termination of the Corridor Contract remains in the Carryover Reserve Fund, such amounts shall be distributed by the Trustee to the Class C LIBOR Certificates.

The Corridor Contract. CHL Countrywide shall cause The Bank of New York to enter into the Corridor Contract Administration Agreement and shall assign all of its right, title and interest in and to the interest rate corridor transaction transactions evidenced by the Corridor Contract Contracts to, and shall cause all of its obligations in respect of such transaction transactions to be assumed by, the Corridor Contract Administrator, on the terms and conditions set forth in the Corridor Contract Assignment Agreement. The Trustee's rights to receive certain proceeds of the Corridor Contract Contracts as provided in the Corridor Contract Administration Agreement will be an asset assets of the Trust Fund but will not be an asset assets of any REMIC. The Trustee shall deposit any amounts received from time to time with respect to the any Corridor Contract into the Carryover Shortfall Reserve Fund. The Master Servicer shall deposit any amounts received on behalf of the Trustee from time to time with respect to the any Corridor Contract into the Carryover Shortfall Reserve Fund. No later than two Business Days following each Distribution Date, the Trustee shall provide the Corridor Contract Administrator with information regarding the aggregate Class Certificate Principal Balance of the Class A-1 Class(es) of Certificates related to each Corridor Contract after all distributions on such Distribution Date. The Trustee shall direct the Corridor Contract Administrator to shall, upon receipt of direction from Countrywide, terminate the a Corridor Contract upon the occurrence of certain events of default or termination events to the extent specified thereunder. Upon any such termination, the Corridor Contract Counterparty will be obligated to pay the Corridor Contract Administrator an amount in respect of such termination, and the portion of such amount that is distributable to the Trust Fund pursuant to the Corridor Contract Administration Agreement and received by the Trustee or the Master Servicer for the benefit of the Trust Fund, as the case may be, in respect of such termination shall be deposited and held in the Carryover Shortfall Reserve Fund and applied on future Distribution Dates to pay Net Rate any related Carryover for the Class A-1 Certificates as provided in Section 4.04(d) Shortfall Amounts on the Distribution Dates following such termination to and including the Corridor Contract Termination Date, but shall not be available for distribution to the Class C Certificates pursuant to Section 4.07(capplicable Class(es) until such Corridor Contract Termination Date. On the Corridor Contract Termination Date, after all other distributions on such date, if any such amount in respect of early termination of the Corridor Contract remains in the Carryover Reserve Fund, such amounts shall be distributed by the Trustee to the Class C LIBOR Certificates.

The Corridor Contract. CHL shall cause The Bank of New York to enter into the Corridor Contract Administration Agreement and shall assign all of its right, title and interest in and to the interest rate corridor transaction evidenced by the Corridor Contract to, and shall cause all of its obligations in respect of such transaction to be assumed by, the Corridor Contract Administrator, on the terms and conditions set forth in the Corridor Contract Assignment Agreement. The Trustee's rights to receive certain proceeds of the Corridor Contract as provided in the Corridor Contract Administration Agreement will be an asset of the Trust Fund but will not be an asset of any REMIC. The Trustee shall deposit any amounts received from time to time with respect to the Corridor Contract into the Carryover Reserve Fund. The Master Servicer shall deposit any amounts received on behalf of the Trustee from time to time with respect to the Corridor Contract into the Carryover Reserve Fund. No later than two Business Days following each Distribution Date, the Trustee shall provide the Corridor Contract Administrator with information regarding the Certificate Principal Balance of the Class A-1 Certificates after all distributions on such Distribution Date. The Trustee shall direct the Corridor Contract Administrator to terminate the Corridor Contract upon the occurrence of certain events of default or termination events to the 101 extent specified thereunder. Upon any such termination, the Corridor Contract Counterparty will be obligated to pay the Corridor Contract Administrator an amount in respect of such termination, and the portion of such amount that is distributable to the Trust Fund pursuant to the Corridor Contract Administration Agreement and received by the Trustee or the Master Servicer for the benefit of the Trust Fund, as the case may be, in respect of such termination shall be deposited and held in the Carryover Reserve Fund to pay Net Rate Carryover for the Class A-1 Certificates as provided in Section 4.04(d4.04(f) on the Distribution Dates following such termination to and including the Corridor Contract Termination Date, but and shall not be available for distribution to the Class C Certificates pursuant to Section 4.07(c4.08(c) until such Corridor Contract Termination Date. On the Corridor Contract Termination Date, after all other distributions on such date, if any such amount in respect of early termination of the Corridor Contract remains in the Carryover Reserve Fund, such amounts shall be distributed by the Trustee to the Class C Certificates.

The Corridor Contract. CHL shall cause The Bank of New York to enter into the Corridor Contract Administration Agreement and shall assign all of its right, title and interest in and to the interest rate corridor transaction evidenced by the Corridor Contract to, and shall cause all of its obligations in respect of such transaction to be assumed by, the Corridor Contract Administrator, on the terms and conditions set forth in the Corridor Contract Assignment Agreement. The Trustee's rights to receive certain proceeds of the Corridor Contract as provided in the Corridor Contract Administration Agreement will be an asset of the Trust Fund a separate trust but will not be an asset of any REMICREMIC and any amounts received thereon shall be taxable to the Class R Certificateholder. The Trustee shall treat the Corridor Contract as having a nominal (zero) value for the Holders of the Class A Certificates. (a) The Trustee shall deposit any amounts received from time to time with respect to the Corridor Contract on a Corridor Payment Date into the Carryover Basis Risk Reserve Fund. Notwithstanding anything in this paragraph to the contrary, for any Distribution Date on which there is a payment under the Corridor Contract based on a notional amount in excess of the Class A Principal Balance, the amount representing such excess payment shall not be an asset of the Trust and, instead, shall be paid into and distributed out of a separate trust created by this Agreement for the benefit of the Class R Certificates and shall be distributed to the Class R Certificates directly. (b) The Master Servicer Trustee shall deposit any amounts received on behalf terminate the Corridor Contract Counterparty upon the occurrence of an event of default or termination event under the Corridor Contract of which a Responsible Officer of the Trustee has actual knowledge. In the event that the Corridor Contract is canceled or otherwise terminated for any reason (other than the exhaustion of the interest rate protection provided thereby), the Trustee shall, at the direction of Certificateholders evidencing Voting Rights of not less than 50% of the Class A Certificates, and to the extent a replacement contract is available (from time a counterparty designated by the Seller and acceptable to time Certificateholders evidencing Voting Rights of not less than 50% of the Class A Certificates), execute a replacement contract comparable to such Corridor Contract providing interest rate protection which is equal to the then-existing protection provided by the Corridor Contract at the expense of the Seller; provided, however, that the cost of any such replacement contract providing the same interest rate protection may be reduced to a level such that the cost of such replacement contract shall not exceed the amount of any early termination payment received from the Corridor Contract Counterparty. (c) On any Distribution Date prior to the Corridor Contract Termination Date, if the Class A Principal Balance equals zero, all amounts received by the Trustee with respect to the Corridor Contract into shall be distributed directly to the Carryover Reserve Fund. No later than two Business Days following each Distribution Date, the Trustee shall provide Class R Certificateholder. (d) Prior to the Corridor Contract Administrator with information regarding Termination Date and upon the Certificate Principal Balance termination of the Class A-1 Certificates after all distributions on such Distribution Date. The Trustee shall direct the Corridor Contract Administrator to terminate the Corridor Contract upon the occurrence of certain events of default or termination events to the extent specified thereunder. Upon any such terminationTrust, the Corridor Contract Counterparty will be obligated to pay the Corridor Contract Administrator an amount in respect of such termination, and the portion of such amount that is distributable to the Trust Fund pursuant to the Corridor Contract Administration Agreement and received by the Trustee or the Master Servicer for the benefit of the Trust Fund, as the case may be, in respect of such termination shall be deposited and held in the Carryover Reserve Fund to pay Net Rate Carryover for the Class A-1 Certificates as provided in Section 4.04(d) on the Distribution Dates following such termination to and including the Corridor Contract Termination Date, but shall not be available for distribution assigned to the Class C Certificates pursuant to Section 4.07(c) until such Corridor Contract Termination Date. On the Corridor Contract Termination Date, after all other distributions on such date, if any such amount in respect of early termination of the Corridor Contract remains in the Carryover Reserve Fund, such amounts shall be distributed by the Trustee to the Class C CertificatesR Certificateholder.

The Corridor Contract. CHL The Master Servicer shall cause The Bank of New York UBS Real Estate Securities, Inc. to enter into the Corridor Contract Administration Agreement and shall assign all of its respective right, title and interest in and to the interest rate corridor transaction evidenced by the Corridor Contract to, and shall cause all of its UBS Real Estate Securities, Inc.'s obligations in respect of such transaction to be assumed by, the Corridor Contract AdministratorTrustee on behalf of the Trust Fund, on the terms and conditions set forth in the Corridor Contract Assignment Agreement. The Trustee's rights to receive certain proceeds of the Corridor Contract as provided in the Corridor Contract Administration Agreement will be an asset assets of the Trust Fund but will not be an asset assets of any REMIC. The Trustee Master Servicer, on behalf of the Trustee, shall deposit cause to be deposited any amounts received from time to time with respect to the Corridor Contract into the Carryover Corridor Contract Reserve Fund. The Master Servicer shall deposit any amounts received Servicer, on behalf of the Trustee from time Trustee, shall prepare and deliver any notices required to time with respect to be delivered under the Corridor Contract into the Carryover Reserve FundContract. No later than two Business Days following each Distribution DateThe Master Servicer, the Trustee shall provide the Corridor Contract Administrator with information regarding the Certificate Principal Balance on behalf of the Class A-1 Certificates after all distributions on such Distribution Date. The Trustee Trustee, shall direct the Corridor Contract Administrator to act as calculation agent and/or shall terminate the Corridor Contract Contract, upon the occurrence of certain events of default or termination events to the extent specified thereunder. Upon any such termination, the Corridor Contract Counterparty will be obligated to pay the Corridor Contract Administrator an amount in respect of such terminationTrustee, and the portion of such amount that is distributable to the Trust Fund pursuant to the Corridor Contract Administration Agreement and received by the Trustee or the Master Servicer for the benefit of the Trust Fund, as the case may be, an amount in respect of such termination. Any amounts received by the Trustee for the benefit of the Trust Fund in respect of the termination of a Corridor Contract shall be deposited and held in the Carryover Corridor Contract Reserve Fund and applied on future Distribution Dates to pay Net Rate Carryover for the Class A-1 Certificates as provided Yield Supplement Amount on the Covered Certificates. Any amounts remaining in Section 4.04(d) the Corridor Contract Reserve Fund on the Distribution Dates Date immediately following such termination to and including the earlier of (x) the Corridor Contract Scheduled Termination DateDate and (y) the date on which the Class Certificate Balance of the Covered Certificates has been reduced to zero, but shall will be distributed to UBS Securities LLC, and will not be available for distribution to the Class C Certificates pursuant to Section 4.07(c) until such Corridor Contract Termination Date. On the Corridor Contract Termination Date, after all other distributions on such date, if any such amount in respect of early termination payment of the Corridor Contract remains in Yield Supplement Amount on the Carryover Reserve Fund, such amounts shall be distributed by the Trustee to the Class C Covered Certificates.

The Corridor Contract. CHL Countrywide shall cause The Bank of New York to enter into the Corridor Contract Administration Agreement and shall assign all of its right, title and interest in and to the interest rate corridor transaction evidenced by the Corridor Contract to, and shall cause all of its obligations in respect of such transaction to be assumed by, the Corridor Contract Administrator, Administrator on the terms and conditions set forth in the Corridor Contract Assignment Agreement. The Trustee's rights to receive certain proceeds of the Corridor Contract as provided in the Corridor Contract Administration Agreement will be an asset of the Trust Fund but will not be an asset of any REMIC. The Trustee shall deposit any amounts received from time to time with respect to the Corridor Contract into the Carryover Reserve Fund. The Master Servicer shall deposit any amounts received on behalf of the Trustee from time to time with respect to the Corridor Contract into the Carryover Reserve Fund. No later than two Business Days following each Distribution Date, the Trustee shall provide the Corridor Contract Administrator with information regarding the aggregate Class Certificate Principal Balance of the Class A-1 LIBOR Certificates after all distributions on such Distribution Date. The Trustee shall direct the Corridor Contract Administrator to terminate the Corridor Contract upon the occurrence of certain events of default or termination events to the extent specified thereunder. Upon any such termination, the Corridor Contract Counterparty will be obligated to pay the Corridor Contract Administrator an amount in respect of such termination, termination and the portion of such amount that is distributable to the Trust Fund pursuant to the Corridor Contract Administration Agreement and received by the Trustee or the Master Servicer for the benefit of the Trust Fund, as the case may be, in respect of such termination shall be deposited and held in the Carryover Reserve Fund to pay Net Rate Carryover for the Class A-1 LIBOR Certificates as provided in Section 4.04(d4.02(e) hereof on the Distribution Dates following such termination to and including the Corridor Contract Termination Date, but shall not be available for distribution to the Class C Certificates pursuant to Section 4.07(c4.02(d) hereof until such the Corridor Contract Termination Date. On the Corridor Contract Termination Date, after all other distributions on such date, if any such amount amounts in respect of early termination of the Corridor Contract remains remain in the Carryover Reserve Fund, such amounts shall be distributed by the Trustee to the Class C Certificates.

The Corridor Contract. CHL shall cause The Bank of New York to enter into the Corridor Contract Administration Agreement and shall assign all of its right, title and interest in and to the interest rate corridor transaction evidenced by the Corridor Contract to, and shall cause all of its obligations in respect of such transaction transactions to be assumed by, the Corridor Contract AdministratorAdministrator pursuant to, and on the terms and conditions set forth in in, the Corridor Contract Assignment Agreement. The Trustee's rights to receive certain proceeds of the Corridor Contract as provided in the Corridor Contract Administration Agreement will be an asset of the Trust Fund but will not be an asset of any REMIC. The Trustee shall deposit any amounts received from time to time with respect to the Corridor Contract into the Carryover Reserve Fund. The Master Servicer shall deposit any amounts received on behalf of the Trustee from time to time with respect to the Corridor Contract into the Carryover Reserve Fund. No later than two Business Days following each Distribution Date, the Trustee shall provide the Corridor Contract Administrator with information regarding the aggregate Certificate Principal Balance of the Class A-1 Interest-Bearing Certificates after all distributions on such Distribution Date. The Trustee shall direct the Corridor Contract Administrator to terminate the Corridor Contract upon the occurrence of certain events of default or termination events to the extent specified thereunder. Upon any such termination, the Corridor Contract Counterparty will be obligated to pay the Corridor Contract Administrator an amount in respect of such termination, and the portion of such amount that is distributable to the Trust Fund pursuant to the Corridor Contract Administration Agreement and received by the Trustee or the Master Servicer for the benefit of the Trust Fund, as the case may be, in respect of such termination shall be deposited and held in the Carryover Reserve Fund to pay Net Rate Carryover for the Class A-1 applicable Classes of Certificates as provided in Section 4.04(d4.04(e) on the Distribution Dates following such termination to and including the Corridor Contract Termination Date, but shall not be available for distribution to the Class C Certificates pursuant to Section 4.07(c4.08(c) until such the Corridor Contract Termination Date. On the Corridor Contract Termination Date, after all other distributions on such date, if any such amount amounts in respect of early termination of the Corridor Contract remains remain in the Carryover Reserve Fund, such amounts shall be distributed by the Trustee to the Class C Certificates.

The Corridor Contract. CHL The Master Servicer shall cause The Bank of New York the Underwriter (or its relevant affiliate) to enter into the Corridor Contract Administration Agreement and shall assign all of its right, title and interest in and to the interest rate corridor transaction Corridor Contract evidenced by the Corridor Contract Confirmation to, and shall cause all of its the Underwriter's obligations in respect of such transaction transactions to be assumed by, the Corridor Contract AdministratorTrustee on behalf of the Trust Fund, on the terms and conditions set forth in the Corridor Contract Assignment Agreement. The Trustee's rights to receive certain proceeds of the Corridor Contract as provided in the Corridor Contract Administration Agreement will be an asset of the Trust Fund but will not be an asset of any REMIC. The Trustee Master Servicer, on behalf of the Trustee, shall deposit cause to be deposited any amounts received from time to time with respect to the Corridor Contract into the Carryover Shortfall Reserve Fund. The Master Servicer shall deposit any amounts received Servicer, on behalf of the Trustee from time Trustee, shall prepare and deliver any notices required to time with respect to be delivered under the Corridor Contract into the Carryover Reserve FundContract. No later than two Business Days following each Distribution DateThe Master Servicer, the Trustee shall provide the Corridor Contract Administrator with information regarding the Certificate Principal Balance on behalf of the Class A-1 Certificates after all distributions on such Distribution Date. The Trustee Trustee, shall direct the Corridor Contract Administrator to act as calculation agent and/or shall terminate the Corridor Contract Contract, in each case upon the occurrence of certain events of default or termination events to the extent specified thereunderin or pursuant to the Corridor Contract Assignment Agreement. Upon any such termination, the Corridor Contract Counterparty will be obligated to pay the Corridor Contract Administrator Trustee or the Master Servicer for the benefit of the Trust Fund an amount in respect of such termination, and the portion of such amount that is distributable to the Trust Fund pursuant to the Corridor Contract Administration Agreement and . Any amounts received by the Trustee or the Master Servicer for the benefit of the Trust Fund, as the case may be, in respect of such termination shall be deposited and held in the Carryover Shortfall Reserve Fund to pay Net Rate Carryover Shortfall Amounts for the Class A-1 Certificates A-3 and Class A-4 Certificates, as provided in Section 4.04(d) 4.09 hereof on the Distribution Dates following such termination to and including the Corridor Contract Termination Date, but shall not be available for distribution to the Class C Certificates pursuant to Section 4.07(c) until such Corridor Contract Scheduled Termination Date. On the any Corridor Contract Scheduled Termination Date, after all other distributions to be made on such datedate have been made pursuant to the terms of this Agreement, if any such amount amounts received by the Trustee or the Master Servicer with respect thereto in respect of early such termination of the Corridor Contract remains remain in the Carryover Shortfall Reserve Fund, such amounts shall be distributed by the Trustee to the Class C Certificates.Deutsche Bank Securities Inc.

The Corridor Contract. CHL shall cause The Bank of New York to enter into the Corridor Contract Administration Agreement and Seller shall assign all of its right, title and interest in and to the interest rate corridor transaction Corridor Contract evidenced by the Corridor Contract Confirmation to, and shall cause all of its obligations in respect of such transaction transactions to be assumed by, the Corridor Contract AdministratorTrustee on behalf of the Trust Fund, on the terms and conditions set forth in the Corridor Contract Assignment Agreement. The Trustee's rights to receive certain proceeds of the Corridor Contract as provided in the Corridor Contract Administration Agreement will be an asset of the Trust Fund but will not be an asset of any REMIC. The Trustee Master Servicer, on behalf of the Trustee, shall deposit any amounts received from time to time with respect to the Corridor Contract into the Carryover Reserve Fund. The Master Servicer shall deposit any amounts received Servicer, on behalf of the Trustee from time Trustee, shall prepare and deliver any notices required to time with respect to be delivered under the Corridor Contract into the Carryover Reserve FundContract. No later than two Business Days following each Distribution DateThe Master Servicer, the Trustee shall provide the Corridor Contract Administrator with information regarding the Certificate Principal Balance on behalf of the Class A-1 Certificates after all distributions on such Distribution Date. The Trustee Trustee, shall direct the Corridor Contract Administrator to act as calculation agent and/or shall terminate the Corridor Contract Contract, in each case upon the occurrence of certain events of default or termination events to the extent specified thereunder. Upon any such termination, the -77- Corridor Contract Counterparty will be obligated to pay the Corridor Contract Administrator Trustee or the Master Servicer for the benefit of the Trust Fund an amount in respect of such termination, and the portion of such amount that is distributable to the Trust Fund pursuant to the Corridor Contract Administration Agreement and . Any amounts received by the Trustee or the Master Servicer for the benefit of the Trust Fund, as the case may be, in respect of such termination shall be deposited and held in the Carryover Reserve Fund to pay Net Rate Carryover for the Class A-1 applicable Classes of Certificates as provided in Section 4.04(d4.04(e) on the Distribution Dates following such termination to and including the Corridor Contract Termination Date, but shall not be available for distribution to the Class C A-IO Certificates pursuant to Section 4.07(c4.09(c) until such the Corridor Contract Termination Date. On the Corridor Contract Termination Date, after all other distributions on such datedate have been made hereunder, if any such amount amounts received by the Trustee for the benefit of the Trust Fund in respect of early termination of the Corridor Contract remains remain in the Carryover Reserve Fund, such amounts shall be distributed by the Trustee to the Class C A-IO Certificates.