Common use of The Pre-Funding Accounts Clause in Contracts

The Pre-Funding Accounts. (a) The Trustee shall establish and maintain in its name, as trustee, four trust accounts (each, a “Pre-Funding Account” and together, the “Pre-Funding Accounts”), one applicable to each of Pool 1, Pool 2, Pool 3 and Pool 4, respectively. The Pool 1 Pre-Funding Account shall be entitled “Pool 1 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and the funds therein shall be used solely for the purchase of Subsequent Mortgage Loans for Pool 1. The Pool 2 Pre-Funding Account shall be entitled “Pool 2 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and the funds therein shall be used solely for the purchase of Subsequent Mortgage Loans for Pool 2. The Pool 3 Pre-Funding Account shall be entitled “Pool 3 Pre Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 3. The Pool 4 Pre-Funding Account shall be entitled “Pool 4 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 4. Each Pre-Funding Account shall be an Eligible Account and if any such account ceases to be an Eligible Account, the Trustee shall establish a new Pre-Funding Account that is also an Eligible Account within five Business Days and transfer all funds and investment property on deposit in the applicable Pre-Funding Account into such new Pre-Funding Account. On the Closing Date, the Depositor shall cause to be deposited into Pool 1, $159,843,823.99 of the Pre-Funding Amount, into Pool 2, $67,868,351.00 of the Pre-Funding Amount, into Pool 3, $162,657,120.49 of the Pre-Funding Amount and into Pool 4, $77,004,557.37 of the Pre-Funding Amount. On any subsequent Transfer Date, provided the conditions set forth in Section 2.01(b) have been fully satisfied, the Trustee shall cause to be withdrawn from the applicable Pre-Funding Account an amount equal to the Transfer Price of any Subsequent Mortgage Loans as of any applicable Transfer Date sold to the Trust Fund and to pay such Transfer Price to the Depositor. In no event shall the Trustee withdraw from any Pre-Funding Account an amount in excess of the related Pre-Funding Amount or withdraw funds from any Pre-Funding Account during the Pre-Funding Period for any other purpose. (b) Funds in the Pre-Funding Accounts may be invested by the Trustee in Eligible Investments at the written direction of the Depositor. All income and gain on such investments shall be for the benefit of the Depositor and shall be subject to withdrawal on order by the Depositor from time to time. The amount of any losses incurred in respect of any such investments shall be paid by the Depositor by a deposit in the applicable Pre-Funding Account out of its own funds, without any right of reimbursement therefor, immediately as realized. In the event the Depositor does not provide written direction to the Trustee pursuant to this Section, all funds on deposit in the Pre-Funding Accounts shall be invested in a money market or common trust fund as described in paragraph (ii) of the definition of “Eligible Investments” set forth in Article I. (c) On the Business Day immediately following the end of the Pre-Funding Period, the Trustee shall transfer any amounts on deposit in the Pre-Funding Accounts to the Certificate Account for distribution on the Distribution Date occurring in January 2005 as principal to the Holders of the related Certificates in accordance with Article V. (d) The Pre-Funding Accounts shall be an asset of the Trust Fund but not be an asset of any REMIC created pursuant to this Agreement.

The Pre-Funding Accounts. (a) The Trustee shall establish and maintain in its name, as trustee, four three trust accounts (each, a “Pre-Funding Account” and together, the “Pre-Funding Accounts”), one applicable to each of Pool 1, one applicable to Pool 2, 2 and one applicable to Pool 3 and Pool 4, respectively3. The Pool 1 Pre-Funding Account shall be entitled “Pool 1 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-104” and the funds therein shall be used solely for the purchase of Subsequent Mortgage Loans for Pool 1. The Pool 2 Pre-Funding Account shall be entitled “Pool 2 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-104” and the funds therein shall be used solely for the purchase of Subsequent Mortgage Loans for Pool 2. The Pool 3 Pre-Funding Account shall be entitled “Pool 3 Pre Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 3. The Pool 4 Pre-Funding Account shall be entitled “Pool 4 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-104” and the funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in for Pool 43. Each Pre-Funding Account shall be an Eligible Account and if any such either account ceases to be an Eligible Account, the Trustee shall establish a new Pre-Funding Account that is also an Eligible Account within five Business Days and transfer all funds and investment property on deposit in the applicable Pre-Funding Account into such new Pre-Funding Account. On the Closing Date, the Depositor shall cause to be deposited into Pool 1, $159,843,823.99 179,092,281.42 of the Pre-Funding Amount, into Pool 2, $67,868,351.00 of the Pre-Funding Amount, into Pool 3, $162,657,120.49 16,586,755.57 of the Pre-Funding Amount and into the Pool 43 Pre-Funding Account, $77,004,557.37 45,058,609.89 of the Pre-Funding Amount. On any subsequent Transfer Date, provided the conditions set forth in Section 2.01(b) have been fully satisfied, the Trustee shall cause to be withdrawn from the applicable Pre-Funding Account an amount equal to the Transfer Price of any Subsequent Mortgage Loans as of any applicable Transfer Date sold to the Trust Fund and to pay such Transfer Price to the Depositor. In no event shall the Trustee withdraw from any Pre-Funding Account an amount in excess of the related Pre-Funding Amount or withdraw funds from any Pre-Funding Account during the Pre-Funding Period for any other purpose. (b) Funds in the Pre-Funding Accounts may be invested by the Trustee in Eligible Investments at the written direction of the Depositor. All income and gain on such investments shall be for the benefit of the Depositor and shall be subject to withdrawal on order by the Depositor from time to time. The amount of any losses incurred in respect of any such investments shall be paid by the Depositor by a deposit in the applicable Pre-Funding Account out of its own funds, without any right of reimbursement therefor, immediately as realized. In the event the Depositor does not provide written direction to the Trustee pursuant to this Section, all funds on deposit in the Pre-Funding Accounts shall be invested in a money market or common trust fund as described in paragraph (ii) of the definition of “Eligible Investments” set forth in Article I. (c) On the Business Day immediately following the end of the Pre-Funding Period, the Trustee shall transfer any amounts on deposit in the Pre-Funding Accounts to the Certificate Account for distribution on the Distribution Date occurring in January 2005 June 2004 as principal to the Holders of the related Certificates in accordance with Article V. (d) The Pre-Funding Accounts shall be an asset of the Trust Fund but not be an asset of any REMIC created pursuant to this Agreement.

The Pre-Funding Accounts. (a) The No later than the Closing Date, the Trustee shall establish and maintain in its name, as trustee, four two segregated trust accounts (eachthat are each Eligible Accounts, a “Pre-Funding Account” and together, the “Pre-Funding Accounts”), one applicable to each of Pool 1, Pool 2, Pool 3 and Pool 4, respectively. The Pool 1 Pre-Funding Account which shall be entitled “Pool 1 titled "Group I Pre-Funding Account, LaSalle Deutsche Bank National AssociationTrust Company, as Trustee, in trust as trustee for the benefit registered holders of the Holders of Structured Asset Investment Meritage Mortgage Loan Trust Mortgage Pass2005-Through 1, Asset-Backed Certificates, Series 20042005-10” and 1" (the funds therein shall be used solely for the purchase of Subsequent Mortgage Loans for Pool 1. The Pool 2 "Group I Pre-Funding Account shall be entitled “Pool 2 Account") and "Group II Pre-Funding Account, LaSalle Deutsche Bank National AssociationTrust Company, as Trustee, in trust as trustee for the benefit registered holders of the Holders of Structured Asset Investment Meritage Mortgage Loan Trust Mortgage Pass2005-Through 1, Asset-Backed Certificates, Series 20042005-10” and 1" (the funds therein shall be used solely for the purchase of Subsequent Mortgage Loans for Pool 2. The Pool 3 "Group II Pre-Funding Account shall be entitled “Pool 3 Pre Funding Account, LaSalle Bank National Association, as Trustee, in trust for " and together with the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 3. The Pool 4 Pre-Funding Account shall be entitled “Pool 4 Group I Pre-Funding Account, LaSalle Bank National Associationthe "Pre-Funding Accounts"). The Trustee shall, as Trusteepromptly upon receipt, deposit in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 4. Each Group I Pre-Funding Account shall be an Eligible Account and if any such account ceases to be an Eligible Account, the Trustee shall establish a new Group II Pre-Funding Account that is also an Eligible Account within five Business Days and transfer all funds and investment property on deposit in retain therein the applicable Original Group I Pre-Funding Account into such new Funded Amount and the Original Group II Pre-Funding Account. On Funded Amount, respectively, remitted on the Closing Date, the Depositor shall cause Date to be deposited into Pool 1, $159,843,823.99 of the Pre-Funding Amount, into Pool 2, $67,868,351.00 of the Pre-Funding Amount, into Pool 3, $162,657,120.49 of the Pre-Funding Amount and into Pool 4, $77,004,557.37 of the Pre-Funding Amount. On any subsequent Transfer Date, provided the conditions set forth in Section 2.01(b) have been fully satisfied, the Trustee shall cause to be withdrawn from the applicable Pre-Funding Account an amount equal to the Transfer Price of any Subsequent Mortgage Loans as of any applicable Transfer Date sold to the Trust Fund and to pay such Transfer Price to by the Depositor. In no event shall the Trustee withdraw from any Pre-Funding Account an amount in excess of the related Pre-Funding Amount or withdraw funds from any Pre-Funding Account during the Pre-Funding Period for any other purpose. (b) Funds deposited in the Pre-Funding Accounts may shall be invested held in trust by the Trustee for the Certificateholders for the uses and purposes set forth herein. (b) The Trustee will invest funds deposited in Eligible the Pre-Funding Accounts as directed by the Depositor in Permitted Investments at with a maturity date (i) no later than the written direction Business Day immediately preceding the date on which such funds are required to be withdrawn from such account pursuant to this Agreement, if a Person other than the Trustee or an Affiliate manages or advises such investment, (ii) no later than the date on which such funds are required to be withdrawn from such account pursuant to this Agreement, if the Trustee or an Affiliate manages or advises such investment or (iii) within one Business Day of the DepositorTrustee's receipt thereof. For federal income tax purposes, the Depositor shall be the owner of the Pre-Funding Accounts and shall report all items of income, deduction, gain or loss arising therefrom. All income and gain on such investments realized from investment of funds deposited in the Pre-Funding Accounts shall be for transferred to the benefit of the Depositor and shall be subject to withdrawal on order by the Depositor from time to timeDepositor. The Depositor shall deposit in the Pre-Funding Accounts the amount of any losses net loss incurred in respect of any such investments shall be paid by the Depositor by a deposit in the applicable Pre-Funding Account out Permitted Investment immediately upon realization of its own funds, such loss without any right of reimbursement therefor, immediately as realized. In At no time will the event the Depositor does not provide written direction to the Trustee pursuant to this Section, all funds Pre-Funding Accounts be assets of any REMIC created hereunder. (c) Amounts on deposit in the Pre-Funding Accounts shall be invested in a money market or common trust fund withdrawn by the Trustee as described in paragraph (ii) of the definition of “Eligible Investments” set forth in Article I.follows: (ci) On the Business Day immediately following the end of the Pre-Funding Periodany Subsequent Transfer Date, the Trustee shall withdraw from the Group I Pre-Funding Account or the Group II Pre-Funding Account, as applicable, an amount equal to 100% of the Stated Principal Balances of the Subsequent Group I Mortgage Loans or the Subsequent Group II Mortgage Loans, as applicable, transferred and assigned to the Trustee for deposit in the Mortgage Pool on such Subsequent Transfer Date and pay such amount to or upon the order of the Depositor upon satisfaction of the conditions set forth in Section 2.08 with respect to such transfer any amounts and assignment; (ii) If the amount on deposit in the Pre-Funding Accounts (exclusive of any investment income therein) has not been reduced to zero during the Funding Period, on the day immediately following the termination of the Funding Period, the Trustee shall deposit into the Distribution Account any amounts remaining in the Pre-Funding Accounts (exclusive of any investment income therein) for distribution in accordance with the terms hereof; (iii) To distribute to the Certificate Interest Coverage Account for distribution on any income and gain realized from the investment of funds in the Pre-Funding Accounts; (iv) To withdraw any amount not required to be deposited in the Pre-Funding Accounts or deposited therein in error; and (v) To clear and terminate the Pre-Funding Accounts upon the earlier to occur of (A) the Distribution Date occurring in January 2005 as principal immediately following the end of the Funding Period and (B) the termination of this Agreement, with any amounts remaining on deposit therein being paid to the Holders of the related Certificates then entitled to distributions in accordance with Article V. respect of principal. Withdrawals pursuant to clauses (di), (ii) The Pre-Funding Accounts and (iii) shall be an asset treated as contributions of cash to REMIC 1 on the Trust Fund but not be an asset date of any REMIC created pursuant to this Agreementwithdrawal.

The Pre-Funding Accounts. (a) The Trustee Securities Administrator, as Paying Agent for the Trustee, shall establish and maintain two Eligible Accounts, each to be held in its nametrust for the benefit of Certificateholders, as trustee, four trust accounts (each, a “the first such Eligible Account entitled "Pool 1 Pre-Funding Account” Account of HSBC Bank, USA, as Trustee, for the benefit of Sequoia Mortgage Trust 2003-7 Holders of Mortgage Pass-Through Certificates" and together, the “second entitled "Pool 2 Pre-Funding Accounts”)Account of HSBC Bank, one applicable to each USA, as Trustee, for the benefit of Pool 1, Pool 2, Pool 3 and Pool 4, respectively. Sequoia Mortgage Trust 2003-7 Holders of Mortgage Pass-Through Certificates." The Pool Pooling 1 Pre-Funding Account shall be comprised of two Sub Accounts, the first entitled “Pool 1 Prethe "1M Sub-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” account" and the funds therein shall be used solely for second entitled the purchase of Subsequent Mortgage Loans for Pool 1. The Pool 2 Pre"6M Sub-Funding Account shall be entitled “Pool 2 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and the funds therein shall be used solely for the purchase of Subsequent Mortgage Loans for Pool 2. The Pool 3 Pre-Funding Account shall be entitled “Pool 3 Pre Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 3. The Pool 4 Pre-Funding Account shall be entitled “Pool 4 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 4. Each Pre-Funding Account shall be an Eligible Account and if any such account ceases to be an Eligible Account, the Trustee shall establish a new Pre-Funding Account that is also an Eligible Account within five Business Days and transfer all funds and investment property on deposit in the applicable Pre-Funding Account into such new Pre-Funding Account. account." (b) On the Closing Date, the Depositor shall will cause to be deposited into to the Pool 1, $159,843,823.99 of the 1 Pre-Funding Amount, into Account the Original Pre-Funded Amount relating to Pool 2, $67,868,351.00 of 1 and to the Pool 2 Pre-Funding Amount, into Account the Original Pre-Funded Amount relating to Pool 3, 2. The Original Pre-Funded Amount relating to Pool 1 shall be further allocated between the 1M Sub-account and the 6M Sub-account as follows: $162,657,120.49 11,699,526.19 to the 1M Sub-account; and $27,087,938.69 to the 6M Sub-account. (c) Amounts on deposit in the 1M Sub-account (exclusive of investment earnings thereon) shall solely be applied to acquire Subsequent Mortgage Loans for inclusion in Pool 1 which constitute One-Month LIBOR Loans. Amounts on deposit in the 6M Sub-account (exclusive of investment earnings thereon) shall solely be applied to acquire Subsequent Mortgage Loans for inclusion in Pool 1 which constitute Six-Month LIBOR Loans. Amounts on deposit in the Pool 2 Pre-Funding Amount and into Account (exclusive of investment earnings thereon) shall solely be applied to acquire Subsequent Mortgage Loans for inclusion in Pool 4, $77,004,557.37 of the 2. Funds on deposit in either Pre-Funding Amount. Account (or Sub Account) may not be commingled with funds on deposit in the other Pre-Funding Account (or Sub Account). (d) On any subsequent Subsequent Transfer Date, provided the conditions set forth Depositor shall instruct the Securities Administrator, in Section 2.01(b) have been fully satisfiedwriting, the Trustee shall cause to be withdrawn withdraw funds from the applicable Pre-Funding Account (specifying the applicable Sub Account in the case of Pool 1) in an amount equal to the Transfer Price of any for the Subsequent Mortgage Loans as of any applicable to be acquired on such Subsequent Transfer Date sold to the Trust Fund Date, and to pay such Transfer Price amount to the order of the Depositor. In no event shall the Trustee Securities Administrator withdraw from any the related Pre-Funding Account an amount in excess of the related Original Pre-Funding Funded Amount (or withdraw funds from any Pre-Funding portion thereof) deposited to such Account during (or Sub Account thereof) on the Closing Date. (e) During the Pre-Funding Period for any other purpose. (b) Funds Period, amounts on deposit in the Pre-Funding Accounts may be invested in Permitted Investments by the Trustee in Eligible Investments Securities Administrator at the written direction of the Depositor, or in absence of direction from the Depositor, in money market funds described in paragraph (ix) of the definition of Permitted Investments in Article I. All such Permitted Investments shall be made in the name of the Trustee (in its capacity as such) or its nominee. All income and gain Any investment earnings on such investments shall be for the benefit of the Depositor and shall be subject to withdrawal on order by the Depositor from time to time. The amount of any losses incurred in respect of any such investments shall be paid by the Depositor by a deposit in the applicable Pre-Funding Account out of its own funds, without any right of reimbursement therefor, immediately as realized. In the event the Depositor does not provide written direction to the Trustee pursuant to this Section, all funds on deposit Permitted Investments held in the Pre-Funding Accounts shall be invested in a money market or common trust fund as described in paragraph (ii) immediately transferred to the Distribution Account and constitute part of the definition of “Eligible Investments” set forth in Article I.Available Distribution Amount for distribution to the related Certificateholders on the next succeeding Distribution Date. (cf) On the Business Day Distribution Date immediately following the end close of the Pre-Funding Period, the Trustee Securities Administrator, as Paying Agent, shall transfer any amounts remaining Pool 1 Pre-Funded Amount or Pool 2 Pre-Funded Amount on deposit in the related Pre-Funding Accounts Account (or Sub Account thereof) to the Certificate Distribution Account for distribution to the Related Certificate Group as principal on the such Distribution Date occurring in January 2005 as principal to the Holders of the related Certificates in accordance with Article V.the priorities set forth in Section 5.02 and terminate such Account. (dg) The Pre-Funding Accounts shall be an asset of the Trust Fund but not be an asset of any REMIC created pursuant to under this Agreement.

The Pre-Funding Accounts. (a) The No later than the Closing Date, the Trustee shall establish and maintain in its name, as trustee, four two segregated trust accounts (eachthat are each Eligible Accounts, a “Pre-Funding Account” and together, the “Pre-Funding Accounts”), one applicable to each of Pool 1, Pool 2, Pool 3 and Pool 4, respectively. The Pool 1 Pre-Funding Account which shall be entitled “Pool 1 titled "Group I Pre-Funding Account, LaSalle Deutsche Bank National AssociationTrust Company, as Trustee, in trust as trustee for the benefit registered holders of the Holders of Structured Asset Investment Meritage Mortgage Loan Trust Mortgage Pass2005-Through 2, Asset-Backed Certificates, Series 20042005-10” and 2" (the funds therein shall be used solely for the purchase of Subsequent Mortgage Loans for Pool 1. The Pool 2 "Group I Pre-Funding Account shall be entitled “Pool 2 Account") and "Group II Pre-Funding Account, LaSalle Deutsche Bank National AssociationTrust Company, as Trustee, in trust as trustee for the benefit registered holders of the Holders of Structured Asset Investment Meritage Mortgage Loan Trust Mortgage Pass2005-Through 2, Asset-Backed Certificates, Series 20042005-10” and 2" (the funds therein shall be used solely for the purchase of Subsequent Mortgage Loans for Pool 2. The Pool 3 "Group II Pre-Funding Account shall be entitled “Pool 3 Pre Funding Account, LaSalle Bank National Association, as Trustee, in trust for " and together with the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 3. The Pool 4 Pre-Funding Account shall be entitled “Pool 4 Group I Pre-Funding Account, LaSalle Bank National Associationthe "Pre-Funding Accounts"). The Trustee shall, as Trusteepromptly upon receipt, deposit in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 4. Each Group I Pre-Funding Account shall be an Eligible Account and if any such account ceases to be an Eligible Account, the Trustee shall establish a new Group II Pre-Funding Account that is also an Eligible Account within five Business Days and transfer all funds and investment property on deposit in retain therein the applicable Original Group I Pre-Funding Account into such new Funded Amount and the Original Group II Pre-Funding Account. On Funded Amount, respectively, remitted on the Closing Date, the Depositor shall cause Date to be deposited into Pool 1, $159,843,823.99 of the Pre-Funding Amount, into Pool 2, $67,868,351.00 of the Pre-Funding Amount, into Pool 3, $162,657,120.49 of the Pre-Funding Amount and into Pool 4, $77,004,557.37 of the Pre-Funding Amount. On any subsequent Transfer Date, provided the conditions set forth in Section 2.01(b) have been fully satisfied, the Trustee shall cause to be withdrawn from the applicable Pre-Funding Account an amount equal to the Transfer Price of any Subsequent Mortgage Loans as of any applicable Transfer Date sold to the Trust Fund and to pay such Transfer Price to by the Depositor. In no event shall the Trustee withdraw from any Pre-Funding Account an amount in excess of the related Pre-Funding Amount or withdraw funds from any Pre-Funding Account during the Pre-Funding Period for any other purpose. (b) Funds deposited in the Pre-Funding Accounts may shall be invested held in trust by the Trustee for the Certificateholders for the uses and purposes set forth herein. (b) The Trustee will invest funds deposited in Eligible the Pre-Funding Accounts as directed by the Depositor in Permitted Investments at with a maturity date (i) no later than the written direction Business Day immediately preceding the date on which such funds are required to be withdrawn from such account pursuant to this Agreement, if a Person other than the Trustee or an Affiliate manages or advises such investment, (ii) no later than the date on which such funds are required to be withdrawn from such account pursuant to this Agreement, if the Trustee or an Affiliate manages or advises such investment or (iii) within one Business Day of the DepositorTrustee's receipt thereof. For federal income tax purposes, the Depositor shall be the owner of the Pre-Funding Accounts and shall report all items of income, deduction, gain or loss arising therefrom. All income and gain on such investments realized from investment of funds deposited in the Pre-Funding Accounts shall be for transferred to the benefit of the Depositor and shall be subject to withdrawal on order by the Depositor from time to timeDepositor. The Depositor shall deposit in the Pre-Funding Accounts the amount of any losses net loss incurred in respect of any such investments shall be paid by the Depositor by a deposit in the applicable Pre-Funding Account out Permitted Investment immediately upon realization of its own funds, such loss without any right of reimbursement therefor, immediately as realized. In At no time will the event the Depositor does not provide written direction to the Trustee pursuant to this Section, all funds Pre-Funding Accounts be assets of any REMIC created hereunder. (c) Amounts on deposit in the Pre-Funding Accounts shall be invested withdrawn by the Trustee as follows: (i) On any Subsequent Transfer Date, the Trustee shall withdraw from the Group I Pre-Funding Account or the Group II Pre-Funding Account, as applicable, an amount equal to 100% of the Stated Principal Balances of the Subsequent Group I Mortgage Loans or the Subsequent Group II Mortgage Loans, as applicable, transferred and assigned to the Trustee for deposit in a money market the Mortgage Pool on such Subsequent Transfer Date and pay such amount to or common trust fund as described upon the order of the Depositor upon satisfaction of the conditions set forth in paragraph Section 2.08 with respect to such transfer and assignment; (ii) of Immediately prior to the definition of “Eligible Investments” set forth Distribution Date in Article I. (c) On the Business Day immediately month following the end of the Funding Period relating to each Pre-Funding PeriodAccount, the Trustee shall transfer any amounts remaining amount on deposit in the Pre-Funding Accounts to (exclusive of any investment income therein) shall be deposited by the Certificate Trustee into the Distribution Account for distribution on in accordance with the terms hereof; (iii) To distribute to the Depositor any income and gain realized from the investment of funds in the Pre-Funding Accounts; (iv) To withdraw any amount not required to be deposited in the Pre-Funding Accounts or deposited therein in error; and (v) To clear and terminate the Pre-Funding Accounts upon the earlier to occur of (A) the Distribution Date occurring in January 2005 as principal immediately following the end of the Funding Period and (B) the termination of this Agreement, with any amounts remaining on deposit therein being paid to the Holders of the related Certificates then entitled to distributions in accordance with Article V. respect of principal. Withdrawals pursuant to clauses (di), (ii) The Pre-Funding Accounts and (iii) shall be an asset treated as contributions of cash to REMIC 1 on the Trust Fund but not be an asset date of any REMIC created pursuant to this Agreementwithdrawal.

The Pre-Funding Accounts. (a) The Trustee shall establish and maintain in its name, as trustee, four two trust accounts (each, a “Pre-Funding Account” and together, the “Pre-Funding Accounts”), one applicable to each of Pool 1, 1 and one applicable to Pool 2, Pool 3 and Pool 4, respectively. The Pool 1 Pre-Funding Account shall be entitled “Pool 1 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-106” and the funds therein shall be used solely for the purchase of Subsequent Mortgage Loans for Pool 1. The Pool 2 Pre-Funding Account shall be entitled “Pool 2 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-106” and the funds therein shall be used solely for the purchase of Subsequent Mortgage Loans for Pool 2. The Pool 3 Pre-Funding Account shall be entitled “Pool 3 Pre Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 3. The Pool 4 Pre-Funding Account shall be entitled “Pool 4 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 4. Each Pre-Funding Account shall be an Eligible Account and if any such either account ceases to be an Eligible Account, the Trustee shall establish a new Pre-Funding Account that is also an Eligible Account within five Business Days and transfer all funds and investment property on deposit in the applicable Pre-Funding Account into such new Pre-Funding Account. On the Closing Date, the Depositor shall cause to be deposited into Pool 1, $159,843,823.99 of the Pre-Funding Amount, into Pool 2, $67,868,351.00 of the Pre-Funding Amount, into Pool 3, $162,657,120.49 33,101,657.10 of the Pre-Funding Amount and into Pool 42, $77,004,557.37 53,581,417.53 of the Pre-Funding Amount. On any subsequent Transfer Date, provided the conditions set forth in Section 2.01(b) have been fully satisfied, the Trustee shall cause to be withdrawn from the applicable Pre-Funding Account an amount equal to the Transfer Price of any Subsequent Mortgage Loans as of any applicable Transfer Date sold to the Trust Fund and to pay such Transfer Price to the Depositor. In no event shall the Trustee withdraw from any Pre-Funding Account an amount in excess of the related Pre-Funding Amount or withdraw funds from any Pre-Funding Account during the Pre-Funding Period for any other purpose. (b) Funds in the Pre-Funding Accounts may be invested by the Trustee in Eligible Investments at the written direction of the Depositor. All income and gain on such investments shall be for the benefit of the Depositor and shall be subject to withdrawal on order by the Depositor from time to time. The amount of any losses incurred in respect of any such investments shall be paid by the Depositor by a deposit in the applicable Pre-Funding Account out of its own funds, without any right of reimbursement therefor, immediately as realized. In the event the Depositor does not provide written direction to the Trustee pursuant to this Section, all funds on deposit in the Pre-Funding Accounts shall be invested in a money market or common trust fund as described in paragraph (ii) of the definition of “Eligible Investments” set forth in Article I. (c) On the Business Day immediately following the end of the Pre-Funding Period, the Trustee shall transfer any amounts on deposit in the Pre-Funding Accounts to the Certificate Account for distribution on the Distribution Date occurring in January 2005 September 2004 as principal to the Holders of the related Certificates in accordance with Article V. (d) The Pre-Funding Accounts shall be an asset of the Trust Fund but not be an asset of any REMIC created pursuant to this Agreement.

The Pre-Funding Accounts. (a) The Trustee Securities Administrator, as Paying Agent for the Trustee, shall establish and maintain two Eligible Accounts, each to be held in its nametrust for the benefit of Certificateholders, as trustee, four trust accounts (each, a “the first such Eligible Account entitled "Pool 1 Pre-Funding Account” Account of HSBC Bank, USA, as Trustee, for the benefit of Sequoia Mortgage Trust 9 Holders of Mortgage Pass-Through Certificates" and together, the “second entitled "Pool 2 Pre-Funding Accounts”)Account of HSBC Bank, one applicable to each USA, as Trustee, for the benefit of Pool 1, Pool 2, Pool 3 and Pool 4, respectively. Sequoia Mortgage Trust 9 Holders of Mortgage Pass-Through Certificates." The Pool Pooling 1 Pre-Funding Account shall be comprised of two Sub-accounts, the first entitled “Pool 1 Prethe "1M Sub-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” account" and the funds therein shall be used solely for second entitled the purchase of Subsequent Mortgage Loans for Pool 1. The Pool 2 Pre"6M Sub-Funding Account shall be entitled “Pool 2 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and the funds therein shall be used solely for the purchase of Subsequent Mortgage Loans for Pool 2. The Pool 3 Pre-Funding Account shall be entitled “Pool 3 Pre Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 3. The Pool 4 Pre-Funding Account shall be entitled “Pool 4 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 4. Each Pre-Funding Account shall be an Eligible Account and if any such account ceases to be an Eligible Account, the Trustee shall establish a new Pre-Funding Account that is also an Eligible Account within five Business Days and transfer all funds and investment property on deposit in the applicable Pre-Funding Account into such new Pre-Funding Account. account." (b) On the Closing Date, the Depositor shall will cause to be deposited into to the Pool 1, $159,843,823.99 of the 1 Pre-Funding Amount, into Account the Original Pre-Funded Amount relating to Pool 2, $67,868,351.00 of 1 and to the Pool 2 Pre-Funding Amount, into Account the Original Pre-Funded Amount relating to Pool 3, 2. The Original Pre-Funded Amount relating to Pool 1 shall be further allocated between the 1M Sub-account and the 6M Sub-account as follows: $162,657,120.49 65,708,072.84 to the 1M Sub-account; and $57,374,252.83 to the 6M Sub-account. (c) Amounts on deposit in the 1M Sub-account (exclusive of investment earnings thereon) shall solely be applied to acquire Subsequent Mortgage Loans for inclusion in Pool 1 which constitute One-Month LIBOR Loans. Amounts on deposit in the 6M Sub-account (exclusive of investment earnings thereon) shall solely be applied to acquire Subsequent Mortgage Loans for inclusion in Pool 1 which constitute Six-Month LIBOR Loans. Amounts on deposit in the Pool 2 Pre-Funding Amount and into Account (exclusive of investment earnings thereon) shall solely be applied to acquire Subsequent Mortgage Loans for inclusion in Pool 4, $77,004,557.37 of the 2. Funds on deposit in either Pre-Funding Amount. Account (or Sub-account) may not be commingled with funds on deposit in the other Pre-Funding Account (or Sub-account). (d) On any subsequent Subsequent Transfer Date, provided the conditions set forth Depositor shall instruct the Securities Administrator, in Section 2.01(b) have been fully satisfiedwriting, the Trustee shall cause to be withdrawn withdraw funds from the applicable Pre-Funding Account (specifying the applicable Sub-account in the case of Pool 1) in an amount equal to the Transfer Price of any for the Subsequent Mortgage Loans as of any applicable to be acquired on such Subsequent Transfer Date sold to the Trust Fund Date, and to pay such Transfer Price amount to the order of the Depositor. In no event shall the Trustee Paying Agent withdraw from any the related Pre-Funding Account an amount in excess of the related Original Pre-Funding Funded Amount (or withdraw funds from any Preportion thereof) deposited to such Account (or Sub-Funding Account during account thereof) on the Closing Date. (e) During the Pre-Funding Period for any other purpose. (b) Funds Period, amounts on deposit in the Pre-Funding Accounts may be invested in Permitted Investments by the Trustee in Eligible Investments Paying Agent at the written direction of the Depositor, or in absence of direction from the Depositor, in money market funds described in paragraph (ix) of the definition of Permitted Investments in Article I. All such Permitted Investments shall be made in the name of the Trustee (in it capacity as such) or its nominee. All income and gain Any investment earnings on such investments shall be for the benefit of the Depositor and shall be subject to withdrawal on order by the Depositor from time to time. The amount of any losses incurred in respect of any such investments shall be paid by the Depositor by a deposit in the applicable Pre-Funding Account out of its own funds, without any right of reimbursement therefor, immediately as realized. In the event the Depositor does not provide written direction to the Trustee pursuant to this Section, all funds on deposit Permitted Investments held in the Pre-Funding Accounts shall be invested in a money market or common trust fund as described in paragraph (ii) immediately transferred to the Distribution Account and constitute part of the definition of “Eligible Investments” set forth in Article I.Available Distribution Amount for distribution to the related Certificateholders on the next succeeding Distribution Date. (cf) On the Business Day Distribution Date immediately following the end close of the Pre-Funding Period, the Trustee Securities Administrator, as Paying Agent, shall transfer any amounts remaining Pool 1 Pre-Funded Amount or Pool 2 Pre-Funded Amount on deposit in the related Pre-Funding Accounts Account (or Sub-account thereof) to the Certificate Distribution Account for distribution to the Related Certificate Group as principal on the such Distribution Date occurring in January 2005 as principal to the Holders of the related Certificates in accordance with Article V.the priorities set forth in Section 5.02 and terminate such Account. (dg) The Pre-Funding Accounts shall be an asset of the Trust Fund but not be an asset of any REMIC created pursuant to under this Agreement.

The Pre-Funding Accounts. (a) The Trustee shall establish and maintain in its name, as trustee, four two trust accounts (each, a “Pre-Funding Account” and together, the “Pre-Funding Accounts”), one applicable to each of Pool 1, 1 and Pool 2, Pool 3 and Pool 4, respectively. The Pool 1 Pre-Funding Account shall be entitled “Pool 1 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10BNC2” and the funds therein shall be used solely for the purchase of Subsequent Mortgage Loans for Pool 1. The Pool 2 Pre-Funding Account shall be entitled “Pool 2 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10BNC2” and the funds therein shall be used solely for the purchase of Subsequent Mortgage Loans for Pool 2. The Pool 3 Pre-Funding Account shall be entitled “Pool 3 Pre Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 3. The Pool 4 Pre-Funding Account shall be entitled “Pool 4 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 4. Each Pre-Funding Account shall be an Eligible Account and if any such account ceases to be an Eligible Account, the Trustee shall establish a new Pre-Funding Account that is also an Eligible Account within five Business Days and transfer all funds and investment property on deposit in the applicable Pre-Funding Account into such new Pre-Funding Account. On the Closing Date, the Depositor shall cause to be deposited into the Pool 1, $159,843,823.99 of the 1 Pre-Funding Amount, into Pool 2Account, $67,868,351.00 of the Pre-Funding Amount, into Pool 3, $162,657,120.49 1,471,491.36 of the Pre-Funding Amount and into the Pool 42 Pre-Funding Account, $77,004,557.37 123,264.53 of the Pre-Funding Amount. On any subsequent Transfer Date, provided the conditions set forth in Section 2.01(b) have been fully satisfied, the Trustee shall cause to be withdrawn from the applicable Pre-Funding Account an amount equal to the Transfer Price of any Subsequent Mortgage Loans as of any applicable Transfer Date sold to the Trust Fund and to pay such Transfer Price to the Depositor. In no event shall the Trustee withdraw from any Pre-Funding Account an amount in excess of the related Pre-Funding Amount or withdraw funds from any Pre-Funding Account during the Pre-Funding Period for any other purpose. (b) Funds in the Pre-Funding Accounts may will be invested by the Trustee in Eligible Investments at the written direction of the Depositor. All income and gain on such investments shall be for the benefit of the Depositor and shall be subject to withdrawal on order by the Depositor from time to time. The amount of any losses incurred in respect of any such investments shall be paid by the Depositor by a deposit in the applicable Pre-Funding Account out of its own funds, without any right of reimbursement therefor, immediately as realized. In the event the Depositor does not provide written direction to the Trustee pursuant to this Section, all funds on deposit in the Pre-Funding Accounts shall be invested in a money market or common trust fund as described in paragraph (ii) of the definition of “Eligible Investments” set forth in Article I.uninvested. (c) On the Business Day immediately following the end of the Pre-Funding Period, the Trustee shall transfer any amounts on deposit in the Pre-Funding Accounts to the Certificate Account for distribution on the Distribution Date occurring in January 2005 December 2004 as principal to the Holders of the related Certificates in accordance with Article V. (d) V. The Pre-Funding Accounts shall be an asset of the Trust Fund but not be an asset of any REMIC created pursuant to this Agreement.

The Pre-Funding Accounts. (a) The No later than the Closing Date, the Trustee shall establish and maintain in its name, as trustee, four two segregated trust accounts (eachthat are each Eligible Accounts, a “Pre-Funding Account” and together, the “Pre-Funding Accounts”), one applicable to each of Pool 1, Pool 2, Pool 3 and Pool 4, respectively. The Pool 1 Pre-Funding Account which shall be entitled “Pool 1 titled "Group I Pre-Funding Account, LaSalle Deutsche Bank National AssociationTrust Company, as Trustee, in trust as trustee for the benefit registered holders 115 of the Holders of Structured Asset Investment Meritage Mortgage Loan Trust Mortgage Pass2004-Through 1, Asset-Backed Certificates, Series 2004-10” and 1" (the funds therein shall be used solely for the purchase of Subsequent Mortgage Loans for Pool 1. The Pool 2 "Group I Pre-Funding Account shall be entitled “Pool 2 Account") and "Group II Pre-Funding Account, LaSalle Deutsche Bank National AssociationTrust Company, as Trustee, in trust as trustee for the benefit registered holders of the Holders of Structured Asset Investment Meritage Mortgage Loan Trust Mortgage Pass2004-Through 1, Asset-Backed Certificates, Series 2004-10” and 1" (the funds therein shall be used solely for the purchase of Subsequent Mortgage Loans for Pool 2. The Pool 3 "Group II Pre-Funding Account shall be entitled “Pool 3 Pre Funding Account, LaSalle Bank National Association, as Trustee, in trust for " and together with the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 3. The Pool 4 Pre-Funding Account shall be entitled “Pool 4 Group I Pre-Funding Account, LaSalle Bank National Associationthe "Pre-Funding Accounts"). The Trustee shall, as Trusteepromptly upon receipt, deposit in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 4. Each Group I Pre-Funding Account shall be an Eligible Account and if any such account ceases to be an Eligible Account, the Trustee shall establish a new Group II Pre-Funding Account that is also an Eligible Account within five Business Days and transfer all funds and investment property on deposit in retain therein the applicable Original Group I Pre-Funding Account into such new Funded Amount and the Original Group II Pre-Funding Account. On Funded Amount, respectively, remitted on the Closing Date, the Depositor shall cause Date to be deposited into Pool 1, $159,843,823.99 of the Pre-Funding Amount, into Pool 2, $67,868,351.00 of the Pre-Funding Amount, into Pool 3, $162,657,120.49 of the Pre-Funding Amount and into Pool 4, $77,004,557.37 of the Pre-Funding Amount. On any subsequent Transfer Date, provided the conditions set forth in Section 2.01(b) have been fully satisfied, the Trustee shall cause to be withdrawn from the applicable Pre-Funding Account an amount equal to the Transfer Price of any Subsequent Mortgage Loans as of any applicable Transfer Date sold to the Trust Fund and to pay such Transfer Price to by the Depositor. In no event shall the Trustee withdraw from any Pre-Funding Account an amount in excess of the related Pre-Funding Amount or withdraw funds from any Pre-Funding Account during the Pre-Funding Period for any other purpose. (b) Funds deposited in the Pre-Funding Accounts may shall be invested held in trust by the Trustee for the Certificateholders for the uses and purposes set forth herein. (b) The Trustee will invest funds deposited in Eligible the Pre-Funding Accounts as directed by the Depositor in Permitted Investments at with a maturity date (i) no later than the written direction Business Day immediately preceding the date on which such funds are required to be withdrawn from such account pursuant to this Agreement, if a Person other than the Trustee or an Affiliate manages or advises such investment, (ii) no later than the date on which such funds are required to be withdrawn from such account pursuant to this Agreement, if the Trustee or an Affiliate manages or advises such investment or (iii) within one Business Day of the DepositorTrustee's receipt thereof. For federal income tax purposes, the Depositor shall be the owner of the Pre-Funding Accounts and shall report all items of income, deduction, gain or loss arising therefrom. All income and gain on such investments realized from investment of funds deposited in the Pre-Funding Accounts shall be for transferred to the benefit of the Depositor and shall be subject to withdrawal on order by the Depositor from time to timeDepositor. The Depositor shall deposit in the Pre-Funding Accounts the amount of any losses net loss incurred in respect of any such investments shall be paid by the Depositor by a deposit in the applicable Pre-Funding Account out Permitted Investment immediately upon realization of its own funds, such loss without any right of reimbursement therefor, immediately as realized. In At no time will the event the Depositor does not provide written direction to the Trustee pursuant to this Section, all funds Pre-Funding Accounts be assets of any REMIC created hereunder. (c) Amounts on deposit in the Pre-Funding Accounts shall be invested in a money market or common trust fund withdrawn by the Trustee as described in paragraph (ii) of the definition of “Eligible Investments” set forth in Article I.follows: (ci) On the Business Day immediately following the end of the Pre-Funding Periodany Subsequent Transfer Date, the Trustee shall withdraw from the Group I Pre-Funding Account or the Group II Pre-Funding Account, as applicable, an amount equal to 100% of the Stated Principal Balances of the Subsequent Group I Mortgage Loans or of the Subsequent Group II Mortgage Loans transferred and assigned to the Trustee for deposit in the Mortgage Pool on such Subsequent Transfer Date and pay such amount to or upon the order of the Depositor upon satisfaction of the conditions set forth in Section 2.08 with respect to such transfer any amounts and assignment; (ii) If the amount on deposit in the Pre-Funding Accounts (exclusive of any investment income therein) has not been reduced to zero during the Certificate Funding Period, on the day immediately following the termination of the Funding Period, the Trustee shall deposit into the Distribution Account any amounts remaining in the Pre-Funding Accounts (exclusive of any investment income therein) for distribution on in accordance with the terms hereof; (iii) To withdraw any amount not required to be deposited in the Pre-Funding Accounts or deposited therein in error; and (iv) To clear and terminate the Pre-Funding Accounts upon the earlier to occur of (A) the Distribution Date occurring in January 2005 as principal immediately following the end of the Funding Period and (B) the termination of this Agreement, with any amounts remaining on deposit therein being paid to the Holders of the related Certificates then entitled to distributions in accordance with Article V. respect of principal. Withdrawals pursuant to clauses (di), (ii) The Pre-Funding Accounts and (iii) shall be an asset treated as contributions of cash to REMIC 1 on the Trust Fund but not be an asset date of any REMIC created pursuant to this Agreementwithdrawal.

The Pre-Funding Accounts. (a) The No later than the Closing Date, the Trustee shall establish and maintain in its name, as trustee, four two segregated trust accounts (eachthat are each Eligible Accounts, a “Pre-Funding Account” and together, the “Pre-Funding Accounts”), one applicable to each of Pool 1, Pool 2, Pool 3 and Pool 4, respectively. The Pool 1 Pre-Funding Account which shall be entitled “Pool 1 titled "Group I Pre-Funding Account, LaSalle Deutsche Bank National AssociationTrust Company, as Trustee, in trust as trustee for the benefit registered holders of the Holders of Structured Asset Investment Meritage Mortgage Loan Trust Mortgage Pass2004-Through 2, Asset-Backed Certificates, Series 2004-10” 2" (the "Group I Pre- Funding Account") and the funds therein shall be used solely for the purchase of Subsequent Mortgage Loans for Pool 1. The Pool 2 Pre-Funding Account shall be entitled “Pool 2 "Group II Pre-Funding Account, LaSalle Deutsche Bank National AssociationTrust Company, as Trustee, in trust as trustee for the benefit registered holders of the Holders of Structured Asset Investment Meritage Mortgage Loan Trust Mortgage Pass2004-Through 2, Asset-Backed Certificates, Series 2004-10” 2" (the "Group II Pre-Funding Account" and together with the funds therein shall be used solely for Group I Pre- Funding Account, the purchase of Subsequent Mortgage Loans for Pool 2"Pre-Funding Accounts"). The Pool 3 Trustee shall, promptly upon receipt, deposit in the Group I Pre-Funding Account shall be entitled “Pool 3 Pre Funding Account, LaSalle Bank National Association, as Trustee, in trust for and the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 3. The Pool 4 Group II Pre-Funding Account shall be entitled “Pool 4 and retain therein the Original Group I Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for Funded Amount and the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 4. Each Original Group II Pre-Funding Account shall be an Eligible Account and if any such account ceases Funded Amount, respectively, remitted on the Closing 126 Date to be an Eligible Account, the Trustee shall establish a new Pre-Funding Account that is also an Eligible Account within five Business Days and transfer all funds and investment property on deposit in the applicable Pre-Funding Account into such new Pre-Funding Account. On the Closing Date, the Depositor shall cause to be deposited into Pool 1, $159,843,823.99 of the Pre-Funding Amount, into Pool 2, $67,868,351.00 of the Pre-Funding Amount, into Pool 3, $162,657,120.49 of the Pre-Funding Amount and into Pool 4, $77,004,557.37 of the Pre-Funding Amount. On any subsequent Transfer Date, provided the conditions set forth in Section 2.01(b) have been fully satisfied, the Trustee shall cause to be withdrawn from the applicable Pre-Funding Account an amount equal to the Transfer Price of any Subsequent Mortgage Loans as of any applicable Transfer Date sold to the Trust Fund and to pay such Transfer Price to by the Depositor. In no event shall the Trustee withdraw from any Pre-Funding Account an amount in excess of the related Pre-Funding Amount or withdraw funds from any Pre-Funding Account during the Pre-Funding Period for any other purpose. (b) Funds deposited in the Pre-Funding Accounts may shall be invested held in trust by the Trustee for the Certificateholders for the uses and purposes set forth herein. (b) The Trustee will invest funds deposited in Eligible the Pre-Funding Accounts as directed by the Depositor in Permitted Investments at with a maturity date (i) no later than the written direction Business Day immediately preceding the date on which such funds are required to be withdrawn from such account pursuant to this Agreement, if a Person other than the Trustee or an Affiliate manages or advises such investment, (ii) no later than the date on which such funds are required to be withdrawn from such account pursuant to this Agreement, if the Trustee or an Affiliate manages or advises such investment or (iii) within one Business Day of the DepositorTrustee's receipt thereof. For federal income tax purposes, the Depositor shall be the owner of the Pre-Funding Accounts and shall report all items of income, deduction, gain or loss arising therefrom. All income and gain on such investments realized from investment of funds deposited in the Pre-Funding Accounts shall be for transferred to the benefit of the Depositor and shall be subject to withdrawal on order by the Depositor from time to timeDepositor. The Depositor shall deposit in the Pre-Funding Accounts the amount of any losses net loss incurred in respect of any such investments shall be paid by the Depositor by a deposit in the applicable Pre-Funding Account out Permitted Investment immediately upon realization of its own funds, such loss without any right of reimbursement therefor, immediately as realized. In At no time will the event the Depositor does not provide written direction to the Trustee pursuant to this Section, all funds Pre-Funding Accounts be assets of any REMIC created hereunder. (c) Amounts on deposit in the Pre-Funding Accounts shall be invested in a money market or common trust fund withdrawn by the Trustee as described in paragraph (ii) of the definition of “Eligible Investments” set forth in Article I.follows: (ci) On the Business Day immediately following the end of the Pre-Funding Periodany Subsequent Transfer Date, the Trustee shall withdraw from the Group I Pre-Funding Account or the Group II Pre-Funding Account, as applicable, an amount equal to 100% of the Stated Principal Balances of the Subsequent Group I Mortgage Loans or the Subsequent Group II Mortgage Loans, as applicable, transferred and assigned to the Trustee for deposit in the Mortgage Pool on such Subsequent Transfer Date and pay such amount to or upon the order of the Depositor upon satisfaction of the conditions set forth in Section 2.08 with respect to such transfer any amounts and assignment; (ii) If the amount on deposit in the Pre-Funding Accounts (exclusive of any investment income therein) has not been reduced to zero during the Certificate Funding Period, on the day immediately following the termination of the Funding Period, the Trustee shall deposit into the Distribution Account any amounts remaining in the Pre-Funding Accounts (exclusive of any investment income therein) for distribution on in accordance with the terms hereof; (iii) To withdraw any amount not required to be deposited in the Pre-Funding Accounts or deposited therein in error; and (iv) To clear and terminate the Pre-Funding Accounts upon the earlier to occur of (A) the Distribution Date occurring in January 2005 as principal immediately following the end of the Funding Period and (B) the termination of this Agreement, with any amounts remaining on deposit therein being paid to the Holders of the related Certificates then entitled to distributions in accordance with Article V. respect of principal. Withdrawals pursuant to clauses (di), (ii) The Pre-Funding Accounts and (iii) shall be an asset treated as contributions of cash to REMIC 1 on the Trust Fund but not be an asset date of any REMIC created pursuant to this Agreementwithdrawal.

The Pre-Funding Accounts. (a) The Indenture Trustee shall establish and maintain in its namewith itself two separate, as trustee, four non-interest bearing trust accounts (each, a entitled “Group I Pre-Funding Account, Deutsche Bank National Trust Company, as Indenture Trustee, in trust for the registered holders of GreenPoint Mortgage Funding Trust 2005-HE4, Asset-Backed Notes, Series 2005-HE4” (the “Group I Pre-Funding Account”) and together“Group II Pre-Funding Account, Deutsche Bank National Trust Company, as Indenture Trustee, in trust for the registered holders of GreenPoint Mortgage Funding Trust 2005-HE4, Asset-Backed Notes, Series 2005-HE4” (the “Group II Pre-Funding Account”, and together with the Group I Pre-Funding Account, the “Pre-Funding Accounts”), one applicable to each of Pool 1, Pool 2, Pool 3 and Pool 4, respectively. The Pool 1 Pre-Funding Account shall be entitled “Pool 1 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and the funds therein shall be used solely for the purchase of Subsequent Mortgage Loans for Pool 1. The Pool 2 Pre-Funding Account shall be entitled “Pool 2 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and the funds therein shall be used solely for the purchase of Subsequent Mortgage Loans for Pool 2. The Pool 3 Pre-Funding Account shall be entitled “Pool 3 Pre Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 3. The Pool 4 Pre-Funding Account shall be entitled “Pool 4 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 4. Each Pre-Funding Account shall be an Eligible Account and if any such account ceases to be an Eligible Account, the Trustee shall establish a new Pre-Funding Account that is also an Eligible Account within five Business Days and transfer all funds and investment property on deposit in the applicable Pre-Funding Account into such new Pre-Funding Account. On the Closing Date, the Depositor shall cause to be deposited into Pool 1, $159,843,823.99 of the Pre-Funding Amount, into Pool 2, $67,868,351.00 of the Pre-Funding Amount, into Pool 3, $162,657,120.49 of the Pre-Funding Amount and into Pool 4, $77,004,557.37 of the Pre-Funding Amount. On any subsequent Transfer Date, provided the conditions set forth in Section 2.01(b) have been fully satisfied, the Trustee shall cause to be withdrawn from the applicable Pre-Funding Account an amount equal to the Transfer Price of any Subsequent Mortgage Loans as of any applicable Transfer Date sold to the Trust Fund and to pay such Transfer Price to the Depositor. In no event shall the Trustee withdraw from any Pre-Funding Account an amount in excess of the related Pre-Funding Amount or withdraw funds from any Pre-Funding Account during the Pre-Funding Period for any other purpose. (b) Funds The Depositor may cause the institution maintaining the Pre-Funding Accounts to invest any funds in the Pre-Funding Accounts may be invested by the Trustee in Eligible Investments at which shall mature or otherwise be available not later than the written direction Business Day next preceding the Payment Date or, with the approval of the DepositorRating Agencies, on the Payment Date next following the date of such investment (except that any investment in an obligation of the institution with which the Pre-Funding Account is maintained may mature on or before 12:00 noon, New York time, on such Payment Date) and shall not be sold or disposed of prior to its maturity. At any time when the Indenture Trustee is maintaining the Pre-Funding Accounts, any request by the Depositor to invest funds on deposit in either Pre-Funding Account shall be in writing, shall be delivered to the Indenture Trustee at or before 10:30 a.m., New York time, if such investment is to be made on such day, and shall certify that the requested investment is an Eligible Investment which matures at or prior to the time required hereby. Any such investment shall be registered in the name of the Indenture Trustee, as trustee hereunder or in the name of its nominee, and to the extent such investments are certificated they shall be maintained in the possession of the Indenture Trustee. All income and gain on realized from any such investments investment shall be for the benefit of the Depositor and shall be subject to withdrawal on order by the Depositor from time to timeDepositor. The amount of any losses incurred in respect of the principal amount of any such investments investment shall be paid deposited in the Pre-Funding Accounts by the Depositor by a deposit in the applicable Pre-Funding Account out of its own funds, without any right of reimbursement therefor, funds immediately as realized. In the event the Depositor does not provide written direction to the Trustee pursuant to this Section, all funds Any investment earnings on deposit in the Pre-Funding Accounts shall be invested in a money market or common trust fund treated as described in paragraph (ii) of owned by the definition of “Eligible Investments” set forth in Article I.Depositor for federal and state income tax purposes. (c) On the Business Day immediately following Closing Date, the end Indenture Trustee (as instructed by the Depositor) will deposit into the Group I Pre-Funding Account and the Group II Pre-Funding Account from the proceeds of the sale of the Notes, on behalf of the Noteholders, the Original Group I Pre-Funded Amount and the Original Group II Pre-Funded Amount, respectively. (d) On each Subsequent Transfer Date, the Depositor shall instruct the Indenture Trustee to withdraw from the Pre-Funding Accounts an amount equal to 100% of the aggregate Principal Balances of the Subsequent Mortgage Loans transferred to the Trust on such Subsequent Transfer Date and pay such amount to or upon the order of the Depositor upon satisfaction of the conditions set forth in Section 2.05 of this Agreement with respect to such transfer. (e) If (x) the Original Pre-Funded Amounts have not been reduced to zero by the Payment Date occurring in December 2005 or (y) the Original Pre-Funded Amounts have been reduced to $10,000 or less on any Payment Date occurring during the Pre-Funding Period, in either case after giving effect to any reductions in the Original Pre-Funded Amounts on or before such Payment Date, the Depositor shall instruct the Indenture Trustee to withdraw from the Pre-Funding Accounts and deposit to the Payment Account the difference, if any, between (A) the Original Pre-Funded Amounts and (B) all amounts theretofore withdrawn from the Pre-Funding Accounts with respect to Subsequent Mortgage Loans. (f) The Indenture Trustee shall transfer have not obligation to invest and reinvest any amounts on deposit cash held in the Pre-Funding Accounts to in the Certificate Account absence of timely and specific written investment directions from the Depositor. In no event shall the Indenture Trustee be liable for distribution on the Distribution Date occurring selection of investments or for investment losses incurred thereon. The Indenture Trustee shall have no liability in January 2005 respect of losses incurred as principal to the Holders a result of the related Certificates in accordance with Article V. (d) The Pre-Funding Accounts shall be an asset liquidation of any investment prior to its stated maturity or the failure of the Trust Fund but not be an asset of any REMIC created pursuant Depositor to this Agreementprovide timely written investment direction.

The Pre-Funding Accounts. (a) The Trustee Securities Administrator shall establish and maintain in its namethe name of the Trustee or in the name of the Trust, as trustee, four trust accounts (each, a “Pre-Funding Account” and together, the “Pre-Funding Accounts”), one applicable to each of Pool 1, Pool 2, Pool 3 and Pool 4, respectively. The Pool 1 Pre-Funding Account shall be entitled “Pool 1 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Xxxxxxxxx Mortgage Securities Trust 2005-3, Mortgage Loan Trust Mortgage Pass-Through Certificates, Series 20042005-103” and the funds therein shall be used solely for the purchase of Subsequent Mortgage Loans for Pool 1. The Pool 2 Pre-Funding Account shall be entitled “Pool 2 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Xxxxxxxxx Mortgage Securities Trust 2005-3, Mortgage Loan Trust Mortgage Pass-Through Certificates, Series 20042005-103” and the funds therein shall be used solely for the purchase of Subsequent Mortgage Loans for Pool 2. The Pool 3 Pre-Funding Account shall be entitled “Pool 3 Pre Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Xxxxxxxxx Mortgage Securities Trust 2005-3, Mortgage Loan Trust Mortgage Pass-Through Certificates, Series 20042005-103” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 3. The Pool 4 Pre-Funding Account shall be entitled “Pool 4 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Xxxxxxxxx Mortgage Securities Trust 2005-3, Mortgage Loan Trust Mortgage Pass-Through Certificates, Series 20042005-103” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 4. Each Pre-Funding Account shall be an Eligible Account and if any such account ceases to be an Eligible Account, the Trustee Securities Administrator shall establish a new Pre-Funding Account that is also an Eligible Account within five Business Days and transfer all funds and investment property on deposit in the applicable Pre-Funding Account into such new Pre-Funding Account. On the Closing Date, the Depositor Seller shall cause to be deposited into Pool 1, $159,843,823.99 14,320,916.00 of the Pre-Funding Amount, into Pool 2, $67,868,351.00 153,900,766.20 of the Pre-Funding Amount, into Pool 3, $162,657,120.49 77,119,445.11 of the Pre-Funding Amount and into Pool 4, $77,004,557.37 136,144,858.56 of the Pre-Funding Amount. On any subsequent Transfer Date, provided the conditions set forth in Section 2.01(b) have been fully satisfied, the Trustee Securities Administrator shall cause to be withdrawn from the applicable Pre-Funding Account an amount equal to the Transfer Price of any Subsequent Mortgage Loans as of any applicable Transfer Date sold to the Trust Fund and to pay such Transfer Price to the Depositor. In no event shall the Trustee Securities Administrator withdraw from any Pre-Funding Account an amount in excess of the related Pre-Funding Amount or withdraw funds from any Pre-Funding Account during the Pre-Funding Period for any other purpose. (b) Funds in the Pre-Funding Accounts may be invested by the Trustee Securities Administrator in Eligible Investments at the written direction of the DepositorSeller. All income and gain on such investments shall be for the benefit of the Depositor Seller and shall be subject to withdrawal on order by the Depositor Seller from time to time. The amount of any losses incurred in respect of any such investments shall be paid by the Depositor Seller by a deposit in the applicable Pre-Funding Account out of its own funds, without any right of reimbursement therefor, immediately as realized. In the event the Depositor Seller does not provide written direction to the Trustee Securities Administrator pursuant to this Section, all funds on deposit in the Pre-Funding Accounts shall be invested in a money market or common trust fund as described in paragraph (iiviii) of the definition of “Eligible Investments” set forth in Article I. (c) On the Business Day immediately following the end of the Pre-Funding Period, the Trustee Securities Administrator shall transfer any amounts on deposit in the Pre-Funding Accounts to the Certificate Account for distribution on the Distribution Date occurring in January November 2005 as principal to the Holders of the related Certificates in accordance with Article V. (d) The Pre-Funding Accounts shall be an asset of the Trust Fund but not be an asset of any REMIC created pursuant to this Agreement.

The Pre-Funding Accounts. (a) The Trustee Securities Administrator, as Paying Agent for the Trustee, shall establish and maintain two Eligible Accounts, each to be held in its nametrust for the benefit of Certificateholders, as trustee, four trust accounts (each, a “the first such Eligible Account entitled "Pool 1 Pre-Funding Account” Account of HSBC Bank, USA, as Trustee, for the benefit of Sequoia Mortgage Trust 2003-2 Holders of Mortgage Pass-Through Certificates" and together, the “second entitled "Pool 2 Pre-Funding Accounts”)Account of HSBC Bank, one applicable to each USA, as Trustee, for the benefit of Pool 1, Pool 2, Pool 3 and Pool 4, respectively. Sequoia Mortgage Trust 2003-2 Holders of Mortgage Pass-Through Certificates." The Pool Pooling 1 Pre-Funding Account shall be comprised of two Sub-accounts, the first entitled “Pool 1 Prethe "1M Sub-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” account" and the funds therein shall be used solely for second entitled the purchase of Subsequent Mortgage Loans for Pool 1. The Pool 2 Pre"6M Sub-Funding Account shall be entitled “Pool 2 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and the funds therein shall be used solely for the purchase of Subsequent Mortgage Loans for Pool 2. The Pool 3 Pre-Funding Account shall be entitled “Pool 3 Pre Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 3. The Pool 4 Pre-Funding Account shall be entitled “Pool 4 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 4. Each Pre-Funding Account shall be an Eligible Account and if any such account ceases to be an Eligible Account, the Trustee shall establish a new Pre-Funding Account that is also an Eligible Account within five Business Days and transfer all funds and investment property on deposit in the applicable Pre-Funding Account into such new Pre-Funding Account. account." (b) On the Closing Date, the Depositor shall will cause to be deposited into to the Pool 1, $159,843,823.99 of the 1 Pre-Funding Amount, into Account the Original Pre-Funded Amount relating to Pool 2, $67,868,351.00 of 1 and to the Pool 2 Pre-Funding Amount, into Account the Original Pre-Funded Amount relating to Pool 3, 2. The Original Pre-Funded Amount relating to Pool 1 shall be further allocated between the 1M Sub-account and the 6M Sub-account as follows: $162,657,120.49 22,572,502.58 to the 1M Sub-account; and $56,964,309.58 to the 6M Sub-account. (c) Amounts on deposit in the 1M Sub-account (exclusive of investment earnings thereon) shall solely be applied to acquire Subsequent Mortgage Loans for inclusion in Pool 1 which constitute One-Month LIBOR Loans. Amounts on deposit in the 6M Sub-account (exclusive of investment earnings thereon) shall solely be applied to acquire Subsequent Mortgage Loans for inclusion in Pool 1 which constitute Six-Month LIBOR Loans. Amounts on deposit in the Pool 2 Pre-Funding Amount and into Account (exclusive of investment earnings thereon) shall solely be applied to acquire Subsequent Mortgage Loans for inclusion in Pool 4, $77,004,557.37 of the 2. Funds on deposit in either Pre-Funding Amount. Account (or Sub-account) may not be commingled with funds on deposit in the other Pre-Funding Account (or Sub-account). (d) On any subsequent Subsequent Transfer Date, provided the conditions set forth Depositor shall instruct the Securities Administrator, in Section 2.01(b) have been fully satisfiedwriting, the Trustee shall cause to be withdrawn withdraw funds from the applicable Pre-Funding Account (specifying the applicable Sub-account in the case of Pool 1) in an amount equal to the Transfer Price of any for the Subsequent Mortgage Loans as of any applicable to be acquired on such Subsequent Transfer Date sold to the Trust Fund Date, and to pay such Transfer Price amount to the order of the Depositor. In no event shall the Trustee Securities Administrator withdraw from any the related Pre-Funding Account an amount in excess of the related Original Pre-Funding Funded Amount (or withdraw funds from any Preportion thereof) deposited to such Account (or Sub-Funding Account during account thereof) on the Closing Date. (e) During the Pre-Funding Period for any other purpose. (b) Funds Period, amounts on deposit in the Pre-Funding Accounts may be invested in Permitted Investments by the Trustee in Eligible Investments Securities Administrator at the written direction of the Depositor, or in absence of direction from the Depositor, in money market funds described in paragraph (ix) of the definition of Permitted Investments in Article I. All such Permitted Investments shall be made in the name of the Trustee (in it capacity as such) or its nominee. All income and gain Any investment earnings on such investments shall be for the benefit of the Depositor and shall be subject to withdrawal on order by the Depositor from time to time. The amount of any losses incurred in respect of any such investments shall be paid by the Depositor by a deposit in the applicable Pre-Funding Account out of its own funds, without any right of reimbursement therefor, immediately as realized. In the event the Depositor does not provide written direction to the Trustee pursuant to this Section, all funds on deposit Permitted Investments held in the Pre-Funding Accounts shall be invested in a money market or common trust fund as described in paragraph (ii) immediately transferred to the Distribution Account and constitute part of the definition of “Eligible Investments” set forth in Article I.Interest Remittance Amount for distribution to the related Certificateholders on the next succeeding Distribution Date. (cf) On the Business Day Distribution Date immediately following the end close of the Pre-Funding Period, the Trustee Securities Administrator, as Paying Agent, shall transfer any amounts remaining Pool 1 Pre-Funded Amount or Pool 2 Pre-Funded Amount on deposit in the related Pre-Funding Accounts Account (or Sub-account thereof) to the Certificate Distribution Account for distribution to the Related Certificate Group as principal on the such Distribution Date occurring in January 2005 as principal to the Holders of the related Certificates in accordance with Article V.the priorities set forth in Section 5.02 and terminate such Account. (dg) The Pre-Funding Accounts shall be an asset of the Trust Fund but not be an asset of any REMIC created pursuant to under this Agreement.

The Pre-Funding Accounts. (a) The Trustee Securities Administrator, as Paying Agent for the Trustee, shall establish and maintain two Eligible Accounts, each to be held in its nametrust for the benefit of Certificateholders, as trustee, four trust accounts (each, a “the first such Eligible Account entitled "Pool 1 Pre-Funding Account” Account of HSBC Bank, USA, as Trustee, for the benefit of Sequoia Mortgage Trust 2003-1 Holders of Mortgage Pass-Through Certificates" and together, the “second entitled "Pool 2 Pre-Funding Accounts”)Account of HSBC Bank, one applicable to each USA, as Trustee, for the benefit of Pool 1, Pool 2, Pool 3 and Pool 4, respectively. Sequoia Mortgage Trust 2003-1 Holders of Mortgage Pass-Through Certificates." The Pool Pooling 1 Pre-Funding Account shall be comprised of two Sub-accounts, the first entitled “Pool 1 Prethe "1M Sub-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” account" and the funds therein shall be used solely for second entitled the purchase of Subsequent Mortgage Loans for Pool 1. The Pool 2 Pre"6M Sub-Funding Account shall be entitled “Pool 2 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and the funds therein shall be used solely for the purchase of Subsequent Mortgage Loans for Pool 2. The Pool 3 Pre-Funding Account shall be entitled “Pool 3 Pre Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 3. The Pool 4 Pre-Funding Account shall be entitled “Pool 4 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 4. Each Pre-Funding Account shall be an Eligible Account and if any such account ceases to be an Eligible Account, the Trustee shall establish a new Pre-Funding Account that is also an Eligible Account within five Business Days and transfer all funds and investment property on deposit in the applicable Pre-Funding Account into such new Pre-Funding Account. account." (b) On the Closing Date, the Depositor shall will cause to be deposited into to the Pool 1, $159,843,823.99 of the 1 Pre-Funding Amount, into Account the Original Pre-Funded Amount relating to Pool 2, $67,868,351.00 of 1 and to the Pool 2 Pre-Funding Amount, into Account the Original Pre-Funded Amount relating to Pool 3, 2. The Original Pre-Funded Amount relating to Pool 1 shall be further allocated between the 1M Sub-account and the 6M Sub-account as follows: $162,657,120.49 22,089,344.59 to the 1M Sub-account; and $87,016,421.05 to the 6M Sub-account. (c) Amounts on deposit in the 1M Sub-account (exclusive of investment earnings thereon) shall solely be applied to acquire Subsequent Mortgage Loans for inclusion in Pool 1 which constitute One-Month LIBOR Loans. Amounts on deposit in the 6M Sub-account (exclusive of investment earnings thereon) shall solely be applied to acquire Subsequent Mortgage Loans for inclusion in Pool 1 which constitute Six-Month LIBOR Loans. Amounts on deposit in the Pool 2 Pre-Funding Amount and into Account (exclusive of investment earnings thereon) shall solely be applied to acquire Subsequent Mortgage Loans for inclusion in Pool 4, $77,004,557.37 of the 2. Funds on deposit in either Pre-Funding Amount. Account (or Sub-account) may not be commingled with funds on deposit in the other Pre-Funding Account (or Sub-account). (d) On any subsequent Subsequent Transfer Date, provided the conditions set forth Depositor shall instruct the Securities Administrator, in Section 2.01(b) have been fully satisfiedwriting, the Trustee shall cause to be withdrawn withdraw funds from the applicable Pre-Funding Account (specifying the applicable Sub-account in the case of Pool 1) in an amount equal to the Transfer Price of any for the Subsequent Mortgage Loans as of any applicable to be acquired on such Subsequent Transfer Date sold to the Trust Fund Date, and to pay such Transfer Price amount to the order of the Depositor. In no event shall the Trustee Securities Administrator withdraw from any the related Pre-Funding Account an amount in excess of the related Original Pre-Funding Funded Amount (or withdraw funds from any Preportion thereof) deposited to such Account (or Sub-Funding Account during account thereof) on the Closing Date. (e) During the Pre-Funding Period for any other purpose. (b) Funds Period, amounts on deposit in the Pre-Funding Accounts may be invested in Permitted Investments by the Trustee in Eligible Investments Securities Administrator at the written direction of the Depositor, or in absence of direction from the Depositor, in money market funds described in paragraph (ix) of the definition of Permitted Investments in Article I. All such Permitted 70478 Sequoia 2003-1 Pooling and Servicing Agreement Investments shall be made in the name of the Trustee (in it capacity as such) or its nominee. All income and gain Any investment earnings on such investments shall be for the benefit of the Depositor and shall be subject to withdrawal on order by the Depositor from time to time. The amount of any losses incurred in respect of any such investments shall be paid by the Depositor by a deposit in the applicable Pre-Funding Account out of its own funds, without any right of reimbursement therefor, immediately as realized. In the event the Depositor does not provide written direction to the Trustee pursuant to this Section, all funds on deposit Permitted Investments held in the Pre-Funding Accounts shall be invested in a money market or common trust fund as described in paragraph (ii) immediately transferred to the Distribution Account and constitute part of the definition of “Eligible Investments” set forth in Article I.Available Distribution Amount for distribution to the related Certificateholders on the next succeeding Distribution Date. (cf) On the Business Day Distribution Date immediately following the end close of the Pre-Funding Period, the Trustee Securities Administrator, as Paying Agent, shall transfer any amounts remaining Pool 1 Pre-Funded Amount or Pool 2 Pre-Funded Amount on deposit in the related Pre-Funding Accounts Account (or Sub-account thereof) to the Certificate Distribution Account for distribution to the Related Certificate Group as principal on the such Distribution Date occurring in January 2005 as principal to the Holders of the related Certificates in accordance with Article V.the priorities set forth in Section 5.02 and terminate such Account. (dg) The Pre-Funding Accounts shall be an asset of the Trust Fund but not be an asset of any REMIC created pursuant to under this Agreement.

The Pre-Funding Accounts. (a) The Trustee shall establish and maintain in its name, as trustee, four two trust accounts (each, a “Pre-Funding Account” and together, the “Pre-Funding Accounts”), one applicable to each of Pool 1, 1 and the other applicable to Pool 2, Pool 3 and Pool 4, respectively. The Pool 1 Pre-Funding Account shall be entitled “Pool 1 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 20042003-10BC11” and the funds therein shall be used solely for the purchase of Subsequent Mortgage Loans for Pool 1. The Pool 2 Pre-Funding Account shall be entitled “Pool 2 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 20042003-10BC11” and the funds therein shall be used solely for the purchase of Subsequent Mortgage Loans for Pool 2. The Pool 3 Pre-Funding Account shall be entitled “Pool 3 Pre Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 3. The Pool 4 Pre-Funding Account shall be entitled “Pool 4 Pre-Funding Account, LaSalle Bank National Association, as Trustee, in trust for the benefit of the Holders of Structured Asset Investment Loan Trust Mortgage Pass-Through Certificates, Series 2004-10” and funds therein shall be used solely for the purchase of Subsequent Mortgage Loans in Pool 4. Each Pre-Funding Account shall be an Eligible Account and if any such either account ceases to be an Eligible Account, the Trustee shall establish a new Pre-Funding Account that is also an Eligible Account within five Business Days and transfer all funds and investment property on deposit in the applicable Pre-Funding Account into such new Pre-Funding Account. On the Closing Date, the Depositor shall cause to be deposited into the Pool 1, $159,843,823.99 of the 1 Pre-Funding Amount, into Pool 2Account, $67,868,351.00 of the Pre-Funding Amount, into Pool 3, $162,657,120.49 126,982,427 of the Pre-Funding Amount and into the Pool 42 Pre-Funding Account, $77,004,557.37 45,964,009 of the Pre-Funding Amount. On any subsequent Transfer Date, provided the conditions set forth in Section 2.01(b) have been fully satisfied, the Trustee shall cause to be withdrawn from the applicable Pre-Funding Account an amount equal to the Transfer Price of any Subsequent Mortgage Loans as of any applicable Transfer Date sold to the Trust Fund and to pay such Transfer Price to the Depositor. In no event shall the Trustee withdraw from any either Pre-Funding Account an amount in excess of the related Pre-Funding Amount or withdraw funds from any either Pre-Funding Account during the Pre-Funding Period for any other purpose. (b) Funds in the Pre-Funding Accounts may be invested by the Trustee in Eligible Investments at the written direction of the Depositor. All income and gain on such investments shall be for the benefit of the Depositor and shall be subject to withdrawal on order by the Depositor from time to time. The amount of any losses incurred in respect of any such investments shall be paid by the Depositor by a deposit in the applicable Pre-Funding Account out of its own funds, without any right of reimbursement therefor, immediately as realized. In the event the Depositor does not provide written direction to the Trustee pursuant to this Section, all funds on deposit in the Pre-Funding Accounts shall be invested in a money market or common trust fund as described in paragraph (iiviii) of the definition of “Eligible Investments” set forth in Article I. (c) On the Business Day immediately following the end of the Pre-Funding Period, the Trustee shall transfer any amounts on deposit in the Pre-Funding Accounts to the Certificate Account for distribution on the Distribution Date occurring in January 2005 December 2003 as principal to the Holders of the related Certificates in accordance with Article V. (d) The Pre-Funding Accounts shall be an asset of the Trust Fund but not be an asset of any REMIC created pursuant to this Agreement.