Common use of Withdrawals from the Collection Account and Distribution Account Clause in Contracts

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.03; (iii) subject to Section 3.16(d), to pay the Servicer or any Sub-Servicer (a) any unpaid Servicing Fees, (b) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer for any P&I Advance previously made which the Servicer has determined to be a Nonrecoverable P&I Advance in accordance with the provisions of Section 4.03; (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee or the Trust Administrator, as the case may be, for expenses reasonably incurred in connection with any breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this Agreement, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and (x) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer itself (including any successor servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on related Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances with respect to each related Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such related Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the Seller, as the case may be, with respect to each related Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse itself (including any successor to the Servicer for Servicer) for (A) any P&I Advance or Servicing Advance previously made by it which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03 provided however, that the Servicer shall not be entitled to reimbursement for any Servicing Advance made prior to the Cut-off Date if the Servicer determines that such Servicing Advance constitutes a Nonrecoverable Servicing Advance; or (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loan under Section 3.06(a)(iii); (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer itself or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any related Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) to pay to itself any Prepayment Interest Excess on the related Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii); and (xxi) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodians and the Master Servicer amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02; (iv) to pay any Net Swap Payment or Swap Termination Payment payable to the Supplemental Interest Trust (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the Swap Agreement)) owed to the Swap Provider; (v) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v); (vi) to pay the Master Servicing Fee to the Master Servicer; (vii) to pay the Credit Risk Management Fee to the Credit Risk Manager; and (viii) to clear and terminate the Distribution Account pursuant to Section 10.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer itself (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on related Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances with respect to each related Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such related Mortgage Loan are insufficient to reimburse or rental or other income from the Servicer or any Sub-Servicer for Servicing Advancesrelated REO Property; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing FeeFee or any portion thereof payable to the Servicer) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the SellerSponsor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse itself (including any successor to the Servicer for Servicer) for (A) any P&I Advance or Servicing Advance previously made by it which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03; provided however, that the Servicer shall not be entitled to reimbursement for any Servicing Advance made prior to the Cut-off Date if the Servicer determines that such Servicing Advance constitutes a Nonrecoverable Servicing Advance; (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loan under Section 3.08(a)(iii); or (C) any P&I Advance or Servicing Advance made with respect to a delinquent Mortgage Loan which Mortgage Loan has been modified by the Servicer in accordance with the terms of this Agreement; provided that the Servicer shall only reimburse itself for such P&I Advances and Servicing Advances at the time of such modification, or as otherwise provided in this Section 3.09; (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer itself or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any related Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) to pay to itself any Prepayment Interest Excess on the related Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii); and (xxi) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodians and the Master Servicer amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02; (iv) to pay any Net Swap Payment or Swap Termination Payment payable to the Supplemental Interest Trust (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the Swap Agreement)) owed to the Swap Provider; (v) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v); (vi) to pay the Master Servicing Fee to the Master Servicer; (vii) to pay the Credit Risk Management Fee to the Credit Risk Manager; and (viii) to clear and terminate the Distribution Account pursuant to Section 10.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for itself for, without duplication, (a) P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds on the Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.03 or (b) any xxxxxxxxxxxx X&X Advances remaining after the Final Recovery Determination of a Mortgage Loan that are Nonrecoverable P&I Advances not otherwise recoverable pursuant to subsection (ii)(a) hereof; (iii) subject to Section 3.16(d), to pay the Servicer itself or any Sub-Servicer (a) any unpaid Servicing Fees, Fees or (b) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds or other amounts as may be collected by the Servicer from a Mortgagor, or otherwise received with respect to such Mortgage Loan, and Loan or (c) any Nonrecoverable unreimbursed Servicing Advances with respect to made remaining after the final liquidation Final Recovery Determination of a Mortgage LoanLoan that are Nonrecoverable Servicing Advances, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds Collections received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any related Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection AccountAccount pursuant to Section 3.12(b); (v) to pay to the Serviceritself, the Master ServicerOriginator, the Depositor, each Originator Seller or the SellerDepositor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) ), as applicable, all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer itself (A) for any P&I Advance or Servicing Advance previously made which (I) the Servicer has determined to be a Nonrecoverable P&I Advance or Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.034.03 or (II) are outstanding at the time a successor servicer assumes the responsibilities, duties and liabilities of the Servicer and (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loans under Section 3.11(a)(iii); (vii) to reimburse itself, the Servicer Depositor or the Depositor Seller for expenses incurred by or reimbursable to the Servicer Servicer, the Seller or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Serviceritself, the Trustee NIMS Insurer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and; (x) to withdraw funds deposited in error and to clear and terminate the Collection Account pursuant to Section 10.019.01; and (xi) to pay to itself any interest income earned on funds deposited in the Collection Account pursuant to Section 3.12(b). The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Securities Administrator and the NIMS Insurer on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, the following list not setting forth an order of priority: (i) to make distributions to Certificateholders, the Securities Administrator and the Depositor in accordance with Section 4.01; (ii) to pay any Extraordinary Trust Fund Expenses; (iii) Reserved; (iv) to reimburse itself and the Trustee pursuant to Section 7.01 to the extent such amounts in Section 7.01 were not reimbursed by the Servicer; (v) to pay any amounts in respect of taxes pursuant to Section 10.01(g)(iii); (vi) to remit to the Servicer any amount deposited in the Distribution Account by the Servicer but not required to be deposited therein in accordance with Section 3.10(b) or (d); and (vii) to clear and terminate the Distribution Account pursuant to Section 9.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for itself for, without duplication, (a) P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.03 or (b) any xxxxxxxxxxxx X&X Advances remaining after the Final Recovery Determination of a Mortgage Loan that are Nonrecoverable P&I Advances not otherwise recoverable pursuant to subsection (ii)(a) hereof; (iii) subject to Section 3.16(d), to pay the Servicer itself or any Sub-Servicer (a) any unpaid Servicing Fees, Fees or (b) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds or other amounts as may be collected by the Servicer from a Mortgagor, or otherwise received with respect to such Mortgage Loan, and Loan or (c) any Nonrecoverable unreimbursed Servicing Advances with respect to made remaining after the final liquidation Final Recovery Determination of a Mortgage LoanLoan that are Nonrecoverable Servicing Advances, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds Collections received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any related Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection AccountAccount pursuant to Section 3.12(b); (v) to pay to the Serviceritself, the Master ServicerOriginator, the Depositor, each Originator Seller or the SellerDepositor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) ), as applicable, all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer itself (A) for any P&I Advance or Servicing Advance previously made which (I) the Servicer has determined to be a Nonrecoverable P&I Advance or Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.034.03 or (II) are outstanding at the time a successor servicer assumes the responsibilities, duties and liabilities of the Servicer and (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loans under Section 3.11(a)(iii); (vii) to reimburse itself, the Servicer Depositor or the Depositor Seller for expenses incurred by or reimbursable to the Servicer Servicer, the Seller or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Serviceritself, the Trustee NIMS Insurer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and; (x) to withdraw funds deposited in error and to clear and terminate the Collection Account pursuant to Section 10.019.01; and (xi) to pay to itself any interest income earned on funds deposited in the Collection Account pursuant to Section 3.12(b). The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Trustee and the NIMS Insurer on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above. (b) The Trustee shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, with the following list not setting forth an order of priority: (i) to make distributions to Certificateholders, the Trustee and the Depositor in accordance with Section 4.01; (ii) to pay any Extraordinary Trust Fund Expenses; (iii) to deposit into the Supplemental Interest Account the amount of any Net Swap Payment or Swap Termination Payment (other than any Swap Termination Payment resulting from a Swap Provider Trigger Event) owed to the Swap Provider from funds collected and received with respect to the Group 2 Mortgage Loans prior to the determination of Available Funds for Group 2; (iv) to reimburse itself pursuant to Section 7.01 to the extent such amounts in Section 7.01 were not reimbursed by the Servicer; (v) to pay any amounts in respect of taxes pursuant to Section 10.01(g)(iii),; (vi) to remit to the Servicer any amount deposited in the Distribution Account by the Servicer but not required to be deposited therein in accordance with Section 3.10(b) or (d); (vii) to clear and terminate the Distribution Account pursuant to Section 9.01; and (viii) to reimburse itself, the Trust, the Depositor, the Seller or the Servicer for any costs and damages incurred and paid by such party in connection with any violation by a Mortgage Loan of (x) the representation and warranties set forth in Section 2.06(b) of this Agreement or (y) the representations and warranties made in paragraphs (f), (qq), (xx), (hhh), (lll), (mmm) or (ppp) of Schedule 4 attached hereto to the extent that such amount to be reimbursed is included in the Purchase Price.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for itself for, without duplication, (a) P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.03 or (b) any xxxxxxxxxxxx X&X Advances remaining after the Final Recovery Determination of a Mortgage Loan that are Nonrecoverable P&I Advances not otherwise recoverable pursuant to subsection (ii)(a) hereof; (iii) subject to Section 3.16(d), to pay the Servicer itself or any Sub-Servicer (a) any unpaid Servicing Fees, Fees or (b) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds or other amounts as may be collected by the Servicer from a Mortgagor, or otherwise received with respect to such Mortgage Loan, and Loan or (c) any Nonrecoverable unreimbursed Servicing Advances with respect to made remaining after the final liquidation Final Recovery Determination of a Mortgage LoanLoan that are Nonrecoverable Servicing Advances, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds Collections received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any related Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection AccountAccount pursuant to Section 3.12(b); (v) to pay to the Serviceritself, the Master ServicerOriginator, the Depositor, each Originator Seller or the SellerDepositor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) ), as applicable, all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer itself (A) for any P&I Advance or Servicing Advance previously made which (I) the Servicer has determined to be a Nonrecoverable P&I Advance or Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.034.03 or (II) are outstanding at the time a successor servicer assumes the responsibilities, duties and liabilities of the Servicer and (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loans under Section 3.11(a)(iii); (vii) to reimburse itself, the Servicer Depositor or the Depositor Seller for expenses incurred by or reimbursable to the Servicer Servicer, the Seller or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Serviceritself, the Trustee NIMS Insurer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and; (x) to withdraw funds deposited in error and to clear and terminate the Collection Account pursuant to Section 10.019.01; and (xi) to pay to itself any interest income earned on funds deposited in the Collection Account pursuant to Section 3.12(b). The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Securities Administrator and the NIMS Insurer on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, with the following list not setting forth an order of priority: (i) to make distributions to Certificateholders, the Securities Administrator and the Depositor in accordance with Section 4.01; (ii) to pay any Extraordinary Trust Fund Expenses; (iii) to deposit into the Supplemental Interest Account the amount of any Net Swap Payment or Swap Termination Payment (other than any Swap Termination Payment resulting from a Swap Provider Trigger Event) owed to the Swap Provider from funds collected and received with respect to the Group 2 Mortgage Loans prior to the determination of Available Funds; (iv) to reimburse itself and the Trustee pursuant to Section 7.01 to the extent such amounts in Section 7.01 were not reimbursed by the Servicer; (v) to pay any amounts in respect of taxes pursuant to Section 10.01(g)(iii),; (vi) to remit to the Servicer any amount deposited in the Distribution Account by the Servicer but not required to be deposited therein in accordance with Section 3.10(b) or (d); (vii) to clear and terminate the Distribution Account pursuant to Section 9.01; and (viii) to reimburse itself, the Trust, the Depositor, the Seller, the Servicer or the Trustee for any costs and damages incurred and paid by such party in connection with any violation by a Mortgage Loan of (x) the representation and warranties set forth in Section 2.06(b) of this Agreement or (y) the representations and warranties made in paragraphs (f), (qq), (xx), (hhh), (lll), (mmm) or (ppp) of Schedule 4 attached hereto to the extent that such amount to be reimbursed is included in the Purchase Price.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03 of this Agreement: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) of this Agreement or permitted to be so remitted pursuant to the first sentence of Section 3.10(d)3.08(d) of this Agreement; (ii) subject to Section 3.16(d)3.13(c) of this Agreement, to reimburse the Servicer itself (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing FeesFees payable to the Servicer) of Monthly Payments, Liquidation Proceeds Payments or rental and Insurance Proceeds other income from the related REO Property on related Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d)3.13(c) of this Agreement, to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees payable to the Servicer and reimburse itself any unreimbursed Servicing Advances with respect to each related Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such related Mortgage Loan are insufficient to reimburse or rental and other income from the Servicer or any Sub-Servicer for Servicing Advancesrelated REO Property; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing FeeFee payable to the Servicer) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the SellerSponsor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) of this Agreement all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse itself (including any successor to the Servicer for Servicer) for (A) any P&I Advance or Servicing Advance previously made by it which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03; provided however, that no Servicer shall be entitled to reimbursement for any Servicing Advance made prior to the Cut-off Date if the Servicer determines that such Servicing Advance constitutes a Nonrecoverable Servicing Advance of this Agreement; (B) any unpaid Servicing Fees payable to the Servicer to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loan under Section 3.08(a)(iii) of this Agreement; or (C) any P&I Advance or Servicing Advance made with respect to a delinquent Mortgage Loan which Mortgage Loan has been modified by the Servicer in accordance with the terms of this Agreement; provided that the Servicer shall only reimburse itself for such P&I Advances and Servicing Advances at the time of such modification or as otherwise provided in this Section 3.09; (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer itself or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03 of this Agreement; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any related Mortgage Loan pursuant to Section 3.16(b3.13(b) of this Agreement; (x) to pay to itself any Prepayment Interest Excess on the related Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii)) of this Agreement; and (xxi) to clear and terminate the Collection Account pursuant to Section 10.0110.01 of this Agreement. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01 of this Agreement; (ii) to pay to itself, the Custodians and the Master Servicer amounts to which it is entitled pursuant to Section 9.05 of this Agreement or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02 of this Agreement; (iv) to pay any Net Swap Payment or Swap Termination Payment payable to the Supplemental Interest Trust (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the Swap Agreement)) owed to the Swap Provider; (v) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v) of this Agreement; (vi) to pay the Master Servicing Fee to the Master Servicer; (vii) to pay the Credit Risk Management Fee to the Credit Risk Manager; (viii) to pay the Excess Servicing Fee, if any, to the Class CE-2 Certificateholder pursuant to Section 5.01(b); and (ix) to clear and terminate the Distribution Account pursuant to Section 10.01 of this Agreement.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for itself for, without duplication, (a) P&I Advances, but only to the extent of amounts received which represent Late Collections (net of on the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.03 or (b) any xxxxxxxxxxxx X&X Advances remaining after the Final Recovery Determination of a Mortgage Loan that are Nonrecoverable P&I Advances not otherwise recoverable pursuant to subsection (ii)(a) hereof; (iii) subject to Section 3.16(d), to pay the Servicer itself or any Sub-Servicer (a) any unpaid Servicing Fees, Fees or (b) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late CollectionsCollections or other amounts as may be collected by the Servicer from a Mortgagor, Liquidation Proceeds and Insurance Proceeds or otherwise received with respect to such Mortgage Loan, and Loan or (c) any Nonrecoverable unreimbursed Servicing Advances with respect to made remaining after the final liquidation Final Recovery Determination of a Mortgage LoanLoan that are Nonrecoverable Servicing Advances, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds Collections received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any related Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection AccountAccount pursuant to Section 3.12(b); (v) to pay to the Serviceritself, the Master ServicerOriginator, the Depositor, each Originator Seller or the SellerDepositor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) ), as applicable, all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer itself (A) for any P&I Advance or Servicing Advance previously made which (I) the Servicer has determined to be a Nonrecoverable P&I Advance or Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.034.03 or (II) are outstanding at the time a successor Servicer assumes the responsibilities, duties and liabilities of the Servicer and (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loans under Section 3.11(a)(iii); (vii) to reimburse itself, the Servicer Depositor or the Depositor Seller for expenses incurred by or reimbursable to the Servicer Servicer, the Seller or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and; (x) to withdraw funds deposited in error and to clear and terminate the Collection Account pursuant to Section 10.019.01; and (xi) to pay to itself any income or gain realized from the investment of the funds deposited in the Collection Account pursuant to Section 3.12(b). The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Trustee on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above. (b) The Trustee shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders and the Depositor in accordance with Section 4.01; (ii) to pay any Extraordinary Trust Fund Expenses; (iii) [Reserved]; (iv) to reimburse itself pursuant to Section 7.01 to the extent such amounts in Section 7.01 were not reimbursed by the Servicer; (v) to pay any amounts in respect of taxes pursuant to Section 10.01(g)(iii); (vi) to remit to the Servicer any amount deposited in the Distribution Account by the Servicer but not required to be deposited therein in accordance with Section 3.10(b) or (d); (vii) to clear and terminate the Distribution Account pursuant to Section 9.01; (viii) to pay to itself any interest income earned on funds deposited in the Distribution Account pursuant to Section 3.12(c);

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.034.04: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for P&I Advances, but only (a) any unreimbursed Advances to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments), Liquidation Proceeds and Insurance Proceeds on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.04; (b) any unreimbursed Advances with respect to the final liquidation of a Mortgage Loan that are Nonrecoverable Advances, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer for such unreimbursed Advances; (c) any unreimbursed Advances or Servicing Advances previously made on Mortgage Loans modified pursuant to Section 3.07 where (x) such Advance or Servicing Advance is added to the unpaid Stated Principal Balance of such Mortgage Loan or (y) a portion of the unpaid Stated Principal Balance of such Mortgage Loan has been forgiven; (iii) subject to Section 4.04(b), to reimburse the Servicer for any unreimbursed Advances and Servicing Advances to the extent of funds held in the Collection Account for future distribution that were not included in Available Funds for the preceding Distribution Date (provided that such amounts must be deposited into the Collection Account prior to the next Servicer Remittance Date on which such amounts are to be included in Available Funds for the related Distribution Date); (iv) subject to Section 3.16(d), to pay the Servicer or any Sub-Servicer (a) any unpaid Servicing FeesFees (including unpaid Servicing Fees at the time a Mortgage Loan becomes a charged off Mortgage Loan or Liquidated Mortgage Loan), (b) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances made with respect to the final liquidation of a Mortgage LoanLoan that, upon a Final Recovery Determination with respect to such Mortgage Loan are Nonrecoverable Advances, but only to the extent that Late Collections, Liquidation Proceeds, Insurance Proceeds and Insurance Proceeds condemnation proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (ivv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection AccountAccount and any Prepayment Interest Excess (to the extent not previously retained); (vvi) to pay to the Servicer, the Master Servicer, the Depositor, each related Originator or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to the date of purchase or substitution, as and to pay the case may beServicer with respect to each Mortgage Loan that has previously been purchased pursuant to Section 3.16(c) all amounts received thereon subsequent to the date of purchase; (vivii) to reimburse the Servicer for any P&I Advance or Servicing Advance previously made which the Servicer has determined to be a Nonrecoverable P&I Advance in accordance with the provisions of Section 4.03; (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.034.04; (viii) to reimburse the Servicer, the Trustee or the Trust Administrator, as the case may be, for expenses reasonably incurred in connection with any breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this Agreement, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b)3.16; (ix) to reimburse the Servicer for expenses incurred by or reimbursable to the Servicer pursuant to Section 6.03; and (x) to clear and terminate the Collection Account pursuant to Section 10.01. The foregoing requirements for withdrawal from the Collection Account shall be exclusive. In the event the Servicer shall deposit in the Collection Account any amount not required to be deposited therein, it may at any time withdraw such amount from the Collection Account, any provision herein to the contrary notwithstanding. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (iv), (v), (vi), (vii), (viii) and (ix) above. The Servicer shall provide written notification to the Trustee, on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above; provided that an Officers’ Certificate in the form described under Section 4.04(d) shall suffice for such written notification to the Trustee in respect hereof. (b) The Trustee shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions in accordance with Section 4.01; (ii) to pay itself the Trustee Compensation pursuant to Section 8.05; (iii) to pay any amounts in respect of taxes pursuant to Section 9.01(g); (iv) to clear and terminate the Distribution Account pursuant to Section 10.01; (v) to pay any amounts required to be paid to the Trustee pursuant to this Agreement, including but not limited to funds required to be paid pursuant to Section 3.06, Section 7.02 and Section 8.05; and (vi) to pay to the Trustee, any interest or investment income earned on funds deposited in the Distribution Account.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for P&I Monthly Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Monthly Advances were made in accordance with the provisions of Section 4.03; (iii) subject to Section 3.16(d), to pay the Servicer or any Sub-Servicer (a) any unpaid Servicing Fees, (b) Fees and reimburse any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator Depositor or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer for any P&I Monthly Advance or Servicing Advance previously made which the Servicer has determined to be a Nonrecoverable P&I Monthly Advance in accordance with the provisions of Section 4.03; (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee Servicer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and (x) to clear and terminate the Collection Account pursuant to Section 10.01. In addition to the foregoing, the Trustee shall be entitled to withdraw amounts from the Distribution Account and to transfer funds to the Expense Account on the Business Day immediately preceding each Distribution Date pursuant to Section 3.25(b) prior to any payments as required pursuant to Section 4.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Trustee, on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclauses (vi) and (vii) above.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer itself (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient or to reimburse the Servicer or any Sub-Servicer extent of funds held in the Collection Account for Servicing Advancesfuture distribution that were not included in Available Distribution Amount for the preceding Distribution Date; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to not included in the date of purchase Repurchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer itself (including any successor Servicer) for any P&I Advance or Servicing Advance previously made by it which the Servicer it has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03; (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer it or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Repurchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) to pay to itself any Prepayment Interest Excess on the Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii)); and (xxi) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodian, the Master Servicer and the Trustee amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02; (iv) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v); (v) to pay the Credit Risk Management Fee to the Credit Risk Manager; and (vi) to clear and terminate the Distribution Account pursuant to Section 10.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the itself or any Sub-Servicer for for, without duplication, (a) P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Proceeds, condemnation proceeds or Insurance Proceeds on the Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.03 or (b) any xxxxxxxxxxxx X&X Advances remaining after the Final Recovery Determination of a Mortgage Loan that are Nonrecoverable P&I Advances not otherwise recoverable pursuant to subsection (ii)(a) hereof; (iii) subject to Section 3.16(d), to pay the Servicer itself or any Sub-Servicer (a) any unpaid Servicing Fees, Fees or (b) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Proceeds, condemnation proceeds, Insurance Proceeds or other amounts as may be collected by the Servicer from a Mortgagor, or otherwise received with respect to such Mortgage Loan, and Loan or (c) any Nonrecoverable unreimbursed Servicing Advances with respect to made remaining after the final liquidation Final Recovery Determination of a Mortgage LoanLoan that are Nonrecoverable Servicing Advances, but only to the extent that Late Collections, Liquidation Proceeds Proceeds, condemnation proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any related Sub-Servicer for Servicing AdvancesAdvances or (c) in accordance with 4.03(b) any xxxxxxxxxxxx X&X Advances to the extent of funds held in the Collection Account for future distributions that were not included in Available Funds for the preceding Distribution Date; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date the (a) Prepayment Interest Excess and (b) any interest or investment income earned on funds deposited in the Collection AccountAccount pursuant to Section 3.12(b), other than any interest payments received with Principal Prepayments during the period from November 6, 2006 to November 15, 2006 which shall be paid to the Depositor; (v) to pay to the Serviceritself, the Master ServicerOriginator, the Depositor, each Originator Seller or the SellerDepositor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) ), as applicable, all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer itself (A) for any P&I Advance or Servicing Advance previously made which the Servicer has determined to be a Nonrecoverable P&I Advance or Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.034.03 and (B) any unpaid Servicing Fees, to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loans under Section 3.11(a)(iii); (vii) to reimburse itself, the Servicer Depositor or the Depositor Seller for expenses incurred by or reimbursable to the Servicer Servicer, the Seller or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and; (x) to withdraw funds deposited in error or for which amounts previously deposited are returned unpaid by the related Mortgagor and to clear and terminate the Collection Account pursuant to Section 10.019.01; and (xi) to pay to itself any interest income earned on funds deposited in the Collection Account pursuant to Section 3.12(b). The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Trustee on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above. (b) The Trustee shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders and the Depositor in accordance with Section 4.01; (ii) to pay any Extraordinary Trust Fund Expenses; (iii) on or prior to a Distribution Date, to remit to the Loan Performance Advisor the LPA Fee with respect to such Distribution Date; (iv) to reimburse itself pursuant to Section 7.01 to the extent such amounts in Section 7.01 were not reimbursed by the Servicer; (v) to pay any amounts in respect of taxes pursuant to Section 10.01(g)(iii); (vi) to remit to the Servicer any amount deposited in the Distribution Account by the Servicer but not required to be deposited therein in accordance with Section 3.10(b) or (d); (vii) to clear and terminate the Distribution Account pursuant to Section 9.01; and (viii) to pay to itself any interest income earned on funds deposited in the Distribution Account pursuant to Section 3.12(c).

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) any unpaid Servicing Fees, (b) Fees and reimburse the Servicer any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator Servicer or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer (including any successor Servicer) for any P&I Advance or Servicing Advance previously made by it which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03; (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee Servicer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b3.13(b); and (x) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Trustee on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclauses (vi) and (vii) above. (b) The Trustee shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodian, the Master Servicer and the Securities Administrator amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself pursuant to Section 8.02;

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for itself for, without duplication, (a) P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.03 or (b) any unxxxxxxxxxx X&X Xdvances remaining after the Final Recovery Determination of a Mortgage Loan that are Nonrecoverable P&I Advances not otherwise recoverable pursuant to subsection (ii)(a) hereof; (iii) subject to Section 3.16(d), to pay the Servicer itself or any Sub-Servicer (a) any unpaid Servicing Fees, Fees or (b) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds or other amounts as may be collected by the Servicer from a Mortgagor, or otherwise received with respect to such Mortgage Loan, and Loan or (c) any Nonrecoverable unreimbursed Servicing Advances with respect to made remaining after the final liquidation Final Recovery Determination of a Mortgage LoanLoan that are Nonrecoverable Servicing Advances, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds Collections received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any related Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection AccountAccount pursuant to Section 3.12(b); (v) to pay to the Serviceritself, the Master ServicerOriginator, the Depositor, each Originator Seller or the SellerDepositor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) ), as applicable, all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer itself (A) for any P&I Advance or Servicing Advance previously made which (I) the Servicer has determined to be a Nonrecoverable P&I Advance or Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.034.03 or (II) are outstanding at the time a successor servicer assumes the responsibilities, duties and liabilities of the Servicer and (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loans under Section 3.11(a)(iii); (vii) to reimburse itself, the Servicer Depositor or the Depositor Seller for expenses incurred by or reimbursable to the Servicer Servicer, the Seller or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Serviceritself, the Trustee NIMS Insurer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and; (x) to withdraw funds deposited in error and to clear and terminate the Collection Account pursuant to Section 10.019.01; and (xi) to pay to itself any interest income earned on funds deposited in the Collection Account pursuant to Section 3.12(b). The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Trustee and the NIMS Insurer on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above. (b) The Trustee shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, with the following list not setting forth an order of priority: (i) to make distributions to Certificateholders, the Trustee and the Depositor in accordance with Section 4.01; (ii) to pay any Extraordinary Trust Fund Expenses; (iii) to deposit into the Supplemental Interest Account the amount of any Net Swap Payment or Swap Termination Payment (other than any Swap Termination Payment resulting from a Swap Provider Trigger Event) owed to the Swap Provider from funds collected and received with respect to the Group 2 Mortgage Loans prior to the determination of Available Funds; (iv) to reimburse itself pursuant to Section 7.01 to the extent such amounts in Section 7.01 were not reimbursed by the Servicer; (v) to pay any amounts in respect of taxes pursuant to Section 10.01(g)(iii),; (vi) to remit to the Servicer any amount deposited in the Distribution Account by the Servicer but not required to be deposited therein in accordance with Section 3.10(b) or (d); (vii) to clear and terminate the Distribution Account pursuant to Section 9.01; and (viii) to reimburse itself, the Trust, the Depositor, the Seller or the Servicer for any costs and damages incurred and paid by such party in connection with any violation by a Mortgage Loan of (x) the representation and warranties set forth in Section 2.06(b) of this Agreement or (y) the representations and warranties made in paragraphs (f), (qq), (xx), (hhh), (lll), (mmm) or (ppp) of Schedule 4 attached hereto to the extent that such amount to be reimbursed is included in the Purchase Price.

Withdrawals from the Collection Account and Distribution Account. (a) The Master Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Master Servicer for P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.03; (iii) subject to Section 3.16(d), to pay the Master Servicer or any Sub-Servicer (a) SubServicer any unpaid Servicing Fees, (b) Fees and reimburse any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Master Servicer as servicing compensation (in addition to the Servicing Fee) on the Master Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each the Originator or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Master Servicer for any P&I Advance previously made which the Master Servicer has determined to be a Nonrecoverable P&I Advance in accordance with the provisions of Section 4.03; (vii) to reimburse the Master Servicer or the Depositor for expenses incurred by or reimbursable to the Master Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee Master Servicer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Master Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and (x) to clear and terminate the Collection Account pursuant to Section 10.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (iv), (v), (vi), (viii) and (ix) above. The Master Servicer shall provide written notification to the Trustee, on or prior to the next succeeding Master Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03 of this Agreement: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) of this Agreement or permitted to be so remitted pursuant to the first sentence of Section 3.10(d)3.08(d) of this Agreement; (ii) subject to Section 3.16(d)3.13(d) of this Agreement, to reimburse the Servicer itself (including any successor servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments or rental or other income from the related REO Property on related Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d)3.13(d) of this Agreement, to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances with respect to each related Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such related Mortgage Loan are insufficient to reimburse or rental or other income from the Servicer or any Sub-Servicer for Servicing Advancesrelated REO Property; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing FeeFee or any portion thereof payable to the Servicer) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the SellerSponsor, as the case may be, with respect to each related Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) of this Agreement all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse itself (including any successor to the Servicer for Servicer) for (A) any P&I Advance or Servicing Advance previously made by it which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03 of this Agreement; (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loan under Section 3.08(a)(iii) of this Agreement; or (C) any P&I Advance or Servicing Advance made with respect to a delinquent Mortgage Loan which Mortgage Loan has been modified by the Servicer in accordance with the terms of this Agreement; provided that the Servicer shall only reimburse itself for such P&I Advances and Servicing Advances at the time of such modification or as otherwise provided in this Section 3.09; (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer itself or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03 of this Agreement; (viii) to reimburse the Serviceritself, the Trustee NIMS Insurer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any related Mortgage Loan pursuant to Section 3.16(b3.13(b) of this Agreement; (x) to pay to itself any Prepayment Interest Excess on the related Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii)) of this Agreement; (xi) to reimburse itself for unreimbused Servicing Advances made from its own funds or pursuant to, Section 5.03(b), for any xxxxxxxxxxxx X&X Advances made from its own funds from Amounts Held for Future Distribution for such Distribution Date (provided that such amounts must be replaced by the Servicer by deposit in the Collection Account no later than the close of business on the Servicer Remittance Date immediately following the Due Period or Prepayment Period for which such amounts relate); (xii) to the extent not previously reimbursed pursuant to this Agreement, to reimburse itself for litigation expenses incurred in connection with performing its servicing duties hereunder, subject to the Servicer's indemnification obligations under Section 3.26; and (xxiii) to clear and terminate the Collection Account pursuant to Section 10.0110.01 of this Agreement. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) , (x), (xi) and (xii) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01 of this Agreement; (ii) to pay to itself, the Custodians and the Master Servicer amounts to which it is entitled pursuant to Section 9.05 of this Agreement or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.01(a) and Section 8.02 of this Agreement; (iv) to pay any Net Swap Payment or Swap Termination Payment payable to the Supplemental Interest Trust (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the Swap Agreement)) owed to the Swap Provider; (v) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v) of this Agreement; (vi) to pay the Credit Risk Management Fee to the Credit Risk Manager; (vii) to pay the Master Servicing Fee to the Master Servicer; and (viii) to clear and terminate the Distribution Account pursuant to Section 10.01 of this Agreement.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer Ocwen shall, from time to time, make withdrawals from the related Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer itself (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on related Ocwen Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances with respect to each Ocwen Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such related Ocwen Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the related Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the Seller, as the case may be, with respect to each related Ocwen Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer for itself (including any successor to Ocwen) for (A) any P&I Advance or Servicing Advance previously made by it which the Servicer Ocwen has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03 provided however, that Ocwen shall not be entitled to reimbursement for any Servicing Advance made prior to the Cut-off Date if Ocwen determines that such Servicing Advance constitutes a Nonrecoverable Servicing Advance; or (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Ocwen Mortgage Loan under Section 3.06(a)(iii); (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer itself or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Ocwen Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Ocwen Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) to pay to itself any Prepayment Interest Excess on the Ocwen Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii)); and (xxi) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer Ocwen shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodian and the Master Servicer amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02; (iv) to pay to an Advance Financing Person reimbursements for P&I Advances and/or Servicing Advances pursuant to Section 3.25; (v) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v); (vi) to pay the Master Servicing Fee to the Master Servicer; (vii) to pay the Credit Risk Management Fee to the Credit Risk Manager; and (viii) to clear and terminate the Distribution Account pursuant to Section 10.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Master Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Master Servicer for P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.03; (iii) subject to Section 3.16(d), to pay the Master Servicer or any Sub-Servicer (a) SubServicer any unpaid Servicing Fees, (b) Fees and reimburse any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Master Servicer as servicing compensation (in addition to the Servicing Fee) on the Master Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator Depositor or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Master Servicer for any P&I Advance or Servicing Advance previously made which the Master Servicer has determined to be a Nonrecoverable P&I Advance in accordance with the provisions of Section 4.034.03(d); (vii) to reimburse the Master Servicer or the Depositor for expenses incurred by or reimbursable to the Master Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee Master Servicer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Master Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and (x) to clear and terminate the Collection Account pursuant to Section 10.01. In addition to the foregoing, the Trustee shall be entitled to withdraw amounts from the Distribution Account to transfer funds to the Expense Account on the Business Day immediately preceding each Distribution Date pursuant to Section 3.25(b) prior to any payments to Certificateholders and the Certificate Insurer pursuant to Section 4.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (iv), (v), (vi), (viii) and (ix) above. The Master Servicer shall provide written notification to the Trustee, on or prior to the next succeeding Master Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclauses (vi) and (vii) above.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.03; (iii) subject to Section 3.16(d), to pay the Servicer or any Sub-Servicer (a) any unpaid Servicing Fees, (b) Fees and reimburse the Servicer any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator Depositor or the SellerOriginator, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer for any P&I Advance or Servicing Advance previously made which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.03; (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee Servicer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and (x) to clear and terminate the Collection Account pursuant to Section 10.019.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Trustee, on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclauses (vi) and (vii) above. (b) The Trustee shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 4.01; (ii) to pay to itself amounts to which it is entitled pursuant to Section 8.05; (iii) to pay to itself any interest or investment income earned on funds deposited in the Distribution Account pursuant to Section 3.12(b); (iv) to reimburse itself pursuant to Section 7.02; (v) to pay any amounts in respect of taxes pursuant to Section 10.01(g)(iii); and (vi) to clear and terminate the Distribution Account pursuant to Section 9.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the itself or any Sub-Servicer for for, without duplication, (a) P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Proceeds, condemnation proceeds or Insurance Proceeds on the Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.03 or (b) any xxxxxxxxxxxx X&X Advances remaining after the Final Recovery Determination of a Mortgage Loan that are Nonrecoverable P&I Advances not otherwise recoverable pursuant to subsection (ii)(a) hereof; (iii) subject to Section 3.16(d), to pay the Servicer itself or any Sub-Servicer (a) any unpaid Servicing Fees, Fees or (b) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Proceeds, condemnation proceeds, Insurance Proceeds or other amounts as may be collected by the Servicer from a Mortgagor, or otherwise received with respect to such Mortgage Loan, and Loan or (c) any Nonrecoverable unreimbursed Servicing Advances with respect to made remaining after the final liquidation Final Recovery Determination of a Mortgage LoanLoan that are Nonrecoverable Servicing Advances, but only to the extent that Late Collections, Liquidation Proceeds Proceeds, condemnation proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any related Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date the (a) interest payments with Principal Prepayments in full received during the first day through the fifteenth day of a calendar month in a Prepayment Period representing interest accruals for the portion of the Prepayment Period from such first day to the date such prepayment is applied by the Servicer to the extent not previously retained and (b) any interest or investment income earned on funds deposited in the Collection AccountAccount pursuant to Section 3.12(b); (v) to pay to the Serviceritself, the Master ServicerOriginator, the Depositor, each Originator Seller or the SellerDepositor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) ), as applicable, all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer itself (A) for any P&I Advance or Servicing Advance previously made which the Servicer has determined to be a Nonrecoverable P&I Advance or Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.034.03 and (B) any unpaid Servicing Fees, to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loans under Section 3.11(a)(iii); (vii) to reimburse itself, the Servicer Depositor or the Depositor Seller for expenses incurred by or reimbursable to the Servicer Servicer, the Seller or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and; (x) to withdraw funds deposited in error or for which amounts previously deposited are returned unpaid by the related Mortgagor and to clear and terminate the Collection Account pursuant to Section 10.019.01; and (xi) to pay to itself any interest income earned on funds deposited in the Collection Account pursuant to Section 3.12(b). The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Trustee on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above. (b) The Trustee shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders and the Depositor in accordance with Section 4.01; (ii) to pay any Extraordinary Trust Fund Expenses; (iii) on or prior to a Distribution Date, to remit to the Loan Performance Advisor the LPA Fee with respect to such Distribution Date; (iv) to reimburse itself pursuant to Section 7.01 to the extent such amounts in Section 7.01 were not reimbursed by the Servicer; (v) to pay any amounts in respect of taxes pursuant to Section 10.01(g)(iii); (vi) to remit to the Servicer any amount deposited in the Distribution Account by the Servicer but not required to be deposited therein in accordance with Section 3.10(b) or (d); (vii) to clear and terminate the Distribution Account pursuant to Section 9.01; and (viii) to pay to itself any interest income earned on funds deposited in the Distribution Account pursuant to Section 3.12(c).

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03 of this Agreement: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) of this Agreement or permitted to be so remitted pursuant to the first sentence of Section 3.10(d)3.08(d) of this Agreement; (ii) subject to Section 3.16(d)3.13(d) of this Agreement, to reimburse the Servicer itself (including any successor servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on related Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d)3.13(d) of this Agreement, to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances with respect to each related Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such related Mortgage Loan are insufficient to reimburse or rental or other income from the Servicer or any Sub-Servicer for Servicing Advancesrelated REO Property; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the SellerSponsor, as the case may be, with respect to each related Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) of this Agreement all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer for itself (including any successor servicer) for (A) any P&I Advance or Servicing Advance previously made by it which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.03;5.03 of this Agreement provided however, that the Servicer shall be entitled to reimbursement for any Servicing Advance made prior to the Cut-off Date if the Servicer determines that such Servicing Advance constitutes a Nonrecoverable Servicing Advance of this Agreement; or (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loan under Section 3.06(a)(iii) of this Agreement, or (C) to reimburse itself for any P&I Advance made from its own funds from the Amounts Held for Future Distribution and in accordance with Section 5.03(b). (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer itself or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03 of this Agreement; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any related Mortgage Loan pursuant to Section 3.16(b3.13(b) of this Agreement; (x) to pay to itself any Prepayment Interest Excess on the related Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii)) of this Agreement; and (xxi) to clear and terminate the Collection Account pursuant to Section 10.0110.01 of this Agreement. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01 of this Agreement; (ii) to pay to itself, the Custodian and the Master Servicer amounts to which it is entitled pursuant to Section 9.05 of this Agreement or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02 of this Agreement; (iv) to pay any Net Swap Payment or Swap Termination Payment payable to the Supplemental Interest Trust (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the Swap Agreement)) owed to the Swap Provider; (v) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v) of this Agreement; (vi) to pay the Credit Risk Management Fee to the Credit Risk Manager; and (vii) to clear and terminate the Distribution Account pursuant to Section 10.01 of this Agreement.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.03; (iii) subject to Section 3.16(d), to pay the Servicer or any Sub-Servicer (a) any unpaid Servicing Fees, (b) Fees and reimburse the Servicer any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer for any P&I Advance or Servicing Advance previously made which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.03; (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee Trust Administrator or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and (x) to clear and terminate the Collection Account pursuant to Section 10.019.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Trustee and the Trust Administrator, on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclauses (vi) and (vii) above. (b) The Trust Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 4.01; (ii) to pay to itself and the Trustee amounts to which it is entitled pursuant to Section (iii) to pay to itself any interest or investment income earned on funds deposited in the Distribution Account pursuant to Section 3.12(b); (iv) to reimburse itself pursuant to Section 7.02; (v) to pay to an Advancing Person reimbursements for Advances and/or Servicing Advances pursuant to Section 3.28; (vi) to pay any amounts in respect of taxes pursuant to Section 10.01(g)(iii); and (vii) to clear and terminate the Distribution Account pursuant to Section 9.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.03; (iii) subject to Section 3.16(d), to pay the Servicer or any Sub-Servicer (a) any unpaid Servicing Fees, (b) Fees and reimburse the Servicer any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator Servicer or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer for any P&I Advance or Servicing Advance previously made which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.03; (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 3.01 or Section 6.03; (viii) to reimburse the Servicer, the Trustee Trust Administrator or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); (x) to deposit to the Simple Interest Excess Sub-Account any amount required to be deposited therein; (xi) to withdraw from the Collection Account and release from the Trust Fund the amount of any Prepayment Interest Excess; and (xxii) to clear and terminate the Collection Account pursuant to Section 10.019.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Trust Administrator on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclauses (vi) and (vii) above. (b) The Trust Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders and the Certificate Insurer in accordance with Section 4.01; (ii) to pay to the Trust Administrator or to the Trustee amounts to which the Trust Administrator or the Trustee, as the case may be, is entitled pursuant to Section 8.05 and, without duplication, any Extraordinary Trust Fund Expenses; (iii) to reimburse itself pursuant to Section 7.02;

Withdrawals from the Collection Account and Distribution Account. (a) The Each Servicer shall, from time to time, make withdrawals from the related Collection Account for any of the following purposes or as described in Section 4.035.03 of this Agreement: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(c) of this Agreement or permitted to be so remitted pursuant to the first sentence of Section 3.10(d)3.08(e) of this Agreement; (ii) subject to Section 3.16(d)3.13(d) of this Agreement, to reimburse the Servicer itself (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on related Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03 of this Agreement; (iii) subject to Section 3.16(d)3.13(d) of this Agreement, to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances made by the Seller or the related Servicer prior to or following the Cut-off Date with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account and the Simple Interest Excess Sub-Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) of this Agreement all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer for itself (including any successor Servicer) for (A) any P&I Advance or Servicing Advance previously made by it, which the related Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03 of this Agreement; provided however, that a Servicer shall not be entitled to reimbursement for any Servicing Advance made prior to the Cut-off Date if such Servicer determines that such Servicing Advance constitutes a Nonrecoverable Servicing Advance; (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loan under Section 3.08(iii) of this Agreement; or (C) any P&I Advance or Servicing Advance made with respect to a delinquent Mortgage Loan which Mortgage Loan has been modified by the Servicer in accordance with the terms of this Agreement; provided that the Servicer shall only reimburse itself for such P&I Advances and Servicing Advances at the time of such modification. (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer itself or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03 of this Agreement; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b)3.13(b) of this Agreement; (x) to pay to itself any Prepayment Interest Excess on the related Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii) of this Agreement; (xi) to deposit in the Simple Interest Excess Sub-Account any amount required to be deposited therein pursuant to Section 3.08(b) of this Agreement; and (xxii) to clear and terminate the related Collection Account pursuant to Section 10.0110.01 of this Agreement. The Each Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the related Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix), (x) and (xi) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01 of this Agreement; (ii) to pay to itself, the Custodians and the Master Servicer amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02 of this Agreement; (iv) to reimburse WAMU for any overages paid by WAMU in connection with Section 4.20 of this Agreement; (v) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v) of this Agreement; (vi) to pay the Master Servicing Fee to the Master Servicer; (vii) to pay the Credit Risk Management Fee to the Credit Risk Manager; (viii) to pay any Net Swap Payment or Swap Termination Payment payable to the Supplemental Interest Trust (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the Swap Agreement)) owed to the Swap Provider; (ix) to pay the Excess Servicing Fee, if any, to the Class CE-2 Certificateholder pursuant to Section 5.01(f) of this Agreement; and (x) to clear and terminate the Distribution Account pursuant to Section 10.01 of this Agreement.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer itself (including any successor servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on related Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances with respect to each related Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such related Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the Seller, as the case may be, with respect to each related Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse itself (including any successor to the Servicer for Servicer) for (A) any P&I Advance or Servicing Advance previously made by it which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03 provided however, that the Servicer shall not be entitled to reimbursement for any Servicing Advance made prior to the Cut-off Date if the Servicer determines that such Servicing Advance constitutes a Nonrecoverable Servicing Advance; or (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loan under Section 3.06(a)(iii); (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer itself or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any related Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) to pay to itself any Prepayment Interest Excess on the related Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii); and (xxi) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodian and the Master Servicer amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02; (iv) reserved; (v) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v); (vi) to pay the compensation payable to the Master Servicer; (vii) to pay the Credit Risk Management Fee to the Credit Risk Manager; and (viii) to clear and terminate the Distribution Account pursuant to Section 10.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for itself for, without duplication, (a) P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.03 or (b) any xxxxxxxxxxxx X&X Advances remaining after the Final Recovery Determination of a Mortgage Loan that are Nonrecoverable P&I Advances not otherwise recoverable pursuant to subsection (ii)(a) hereof; (iii) subject to Section 3.16(d), to pay the Servicer itself or any Sub-Servicer (a) any unpaid Servicing Fees, Fees or (b) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds or other amounts as may be collected by the Servicer from a Mortgagor, or otherwise received with respect to such Mortgage Loan, and Loan or (c) any Nonrecoverable unreimbursed Servicing Advances with respect to made remaining after the final liquidation Final Recovery Determination of a Mortgage LoanLoan that are Nonrecoverable Servicing Advances, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds Collections received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any related Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection AccountAccount pursuant to Section 3.12(b); (v) to pay to the Serviceritself, the Master ServicerOriginator, the Depositor, each Originator Seller or the SellerDepositor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) ), as applicable, all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer itself (A) for any P&I Advance or Servicing Advance previously made which (I) the Servicer has determined to be a Nonrecoverable P&I Advance or Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.034.03 or (II) are outstanding at the time a successor servicer assumes the responsibilities, duties and liabilities of the Servicer and (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loans under Section 3.11(a)(iii); (vii) to reimburse itself, the Servicer Depositor or the Depositor Seller for expenses incurred by or reimbursable to the Servicer Servicer, the Seller or the Depositor, as the case may be, pursuant to Section 6.036.03 or to reimburse any costs and damages actually incurred and paid by or on behalf of the Trust by the Trust, the Depositor, the Seller, the Servicer, the Trustee or the Securities Administrator in connection with any violation by Mortgage Loan of (i) the representations and warranties set forth in Section 2.06 of this Agreement or (ii) the representations and warranties made in paragraphs (f), (qq), (xx), (yy), (ggg), (hhh), (nnn) or (qqq) of Sechedule 4 attached hereto to the extent such amount to be reimbursed is included in the Purchase Price; (viii) to reimburse the Serviceritself, the Trustee NIMS Insurer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and; (x) to withdraw funds deposited in error and to clear and terminate the Collection Account pursuant to Section 10.019.01; and (xi) to pay to itself any interest income earned on funds deposited in the Collection Account pursuant to Section 3.12(b). The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Securities Administrator and the NIMS Insurer on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, with the following list not setting forth an order of priority: (i) to make distributions to Certificateholders, the Securities Administrator and the Depositor in accordance with Section 4.01; (ii) to pay any Extraordinary Trust Fund Expenses; (iii) to deposit into the Supplemental Interest Account the amount of any Net Swap Payment or Swap Termination Payment (other than any Swap Termination Payment resulting from a Swap Provider Trigger Event) owed to the Swap Provider from funds collected and received with respect to the Mortgage Loans prior to the determination of Available Funds; (iv) to reimburse itself and the Trustee pursuant to Section 7.01 to the extent such amounts in Section 7.01 were not reimbursed by the Servicer; (v) to pay any amounts in respect of taxes pursuant to Section 10.01(g)(iii),; (vi) to remit to the Servicer any amount deposited in the Distribution Account by the Servicer but not required to be deposited therein in accordance with Section 3.10(b) or (d); (vii) to clear and terminate the Distribution Account pursuant to Section 9.01; and (viii) to reimburse itself, the Trust, the Depositor, the Seller, the Servicer or the Trustee for any costs and damages incurred and paid by such party in connection with any violation by a Mortgage Loan of (x) the representation and warranties set forth in Section 2.06 of this Agreement or (y) the representations and warranties made in paragraphs (f), (qq), (xx), (yy), (ggg), (hhh), (nnn) or (qqq) of Sechedule 4 attached hereto to the extent such amount to be reimbursed is included in the Purchase Price.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.03; (iii) subject to Section 3.16(d), to pay the Servicer or any Sub-Servicer (a) any unpaid Servicing Fees, (b) Fees and reimburse the Servicer any unreimbursed Servicing Advances with respect to each Mortgage Loan, but with respect to unreimbursed Servicing Advances only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator Depositor or the SellerAmeriquest, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to not included in the date of purchase or substitution, as the case may bePurchase Price; (vi) to reimburse the Servicer for any P&I Advance or Servicing Advance previously made which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.03; (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee Trust Administrator or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); (x) to pay the PMI Insurer the PMI Policy Premium under the PMI Policy; and (xxi) to clear and terminate the Collection Account pursuant to Section 10.019.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Trustee and the Trust Administrator, on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclauses (vi) and (vii) above. (b) The Trust Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 4.01; (ii) to pay to itself and the Trustee amounts to which it is entitled pursuant to Section 8.05; (iii) to pay to itself any interest or investment income earned on funds deposited in the Distribution Account pursuant to Section 3.12(b); (iv) to reimburse itself pursuant to Section 7.02; (v) to pay any amounts in respect of taxes pursuant to Section 10.01(g)(iii); and (vi) to clear and terminate the Distribution Account pursuant to Section 9.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) any unpaid Servicing Fees, (b) Fees and reimburse the Servicer any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator Servicer or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer for (including any successor Servicer) for (A) any P&I Advance or Servicing Advance previously made by it which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03; or (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loan under Section 3.06(a)(iii); (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee Servicer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) to pay to itself any Prepayment Interest Excess on the Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii)); and (xxi) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodian and the Master Servicer amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02; (iv) to pay to an Advance Financing Person reimbursements for P&I Advances and/or Servicing Advances pursuant to Section 3.25; (v) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v); (vi) to pay the Master Servicing Fee to the Master Servicer; (vii) to pay the Credit Risk Management Fee to the Credit Risk Manager; and (viii) to clear and terminate the Distribution Account pursuant to Section 10.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.03; (iii) subject to Section 3.16(d), to pay the Servicer or any Sub-Servicer (a) any unpaid Servicing Fees, (b) Fees and reimburse the Servicer any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator Servicer or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer for any P&I Advance or Servicing Advance previously made which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.03; (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee Trust Administrator or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and; (x) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, deposit to the extent held by or on behalf of it, pursuant Simple Interest Excess Sub-Account any amount required to subclauses (ii),be deposited therein; and

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse itself for (x) P&I Advances and Servicing Advances; the Servicer for Servicer’s right to reimburse itself pursuant to this subclause (ii) being limited to amounts received on the related Mortgage Loan which represent payments of (a) principal and/or interest respecting which any such P&I AdvancesAdvance was made or (b) Condemnation Proceeds, but only Insurance Proceeds or Liquidation Proceeds respecting which any such Servicing Advance was made or (y) any uxxxxxxxxxxx X&X Advances made to the extent of amounts received which represent Late Collections (net of funds held in the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds on Mortgage Loans with respect to which such P&I Advances Collection Account for future distribution that were made not included in accordance with Available Funds for the provisions of Section 4.03preceding Distribution Date; (iii) subject to Section 3.16(d)reimburse itself for unreimbursed Servicing Advances, to pay the Servicer or any Sub-Servicer (a) any unpaid Servicing Fees, (b) any unreimbursed Servicing Fees and for uxxxxxxxxxxx X&X Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collectionssuch amounts are deemed to be Nonrecoverable Advances, Liquidation Proceeds and Insurance Proceeds received with respect to reimburse itself for such amounts to the extent that such amounts are nonrecoverable from the disposition of REO Property, to reimburse itself for such amounts to the extent that such P&I Advances or Servicing Advances have not been reimbursed at the time a Mortgage Loan are insufficient has been modified and to reimburse the Servicer or itself for a Nonrecoverable Advance in connection with any Sub-Servicer for Servicing Advancesoutstanding advances on a second lien Mortgage Loan that has been written off pursuant to Section 3.07; (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator Depositor or the SellerSponsor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer for any P&I Advance previously made which the Servicer has determined to be a Nonrecoverable P&I Advance in accordance with the provisions of Section 4.03[reserved]; (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee Trust Administrator or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay itself any Prepayment Interest Excess (to the extent not otherwise retained); (x) to pay, or to reimburse the Servicer for Servicing Advances advances in respect of, of expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and; (xxi) to clear and terminate the Collection Account pursuant to Section 10.019.01; and (xii) to withdraw any amounts deposited in the Collection Account in error. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (iv), (v), (viii) and (ix) above. The Servicer shall provide written notification to the Trustee and the Trust Administrator, on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above. (b) The Trust Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 4.01; (ii) to pay to itself any interest income earned on funds deposited in the Distribution Account pursuant to Section 3.12(c); (iii) to reimburse the Trust Administrator or the Trustee pursuant to Section 7.02; (iv) to pay any amounts in respect of taxes pursuant to 10.01(g)(iii); (v) to pay any Extraordinary Trust Fund Expenses; (vi) to reimburse the Trust Administrator or the Trustee for any P&I Advance made by it under Section 7.01 (if not reimbursed by the Servicer) to the same extent the Servicer would be entitled to reimbursement under Section 3.11(a); (vii) [reserved]; and (viii) to clear and terminate the Distribution Account pursuant to Section 9.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Master Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator Paying Agent for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Master Servicer for P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.03; (iii) subject to Section 3.16(d), to pay the Master Servicer or any Sub-Sub- Servicer (aA) any unpaid Servicing Fees and unpaid Administration Fees, (bB) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late CollectionsLiquidation Proceeds, Liquidation Proceeds and Insurance Proceeds or other amounts as may be collected by the Master Servicer from a Mortgagor, or otherwise received with respect to such Mortgage Loan, Loan and (cC) any Nonrecoverable nonrecoverable Servicing Advances with respect to following the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Master Servicer or any Sub-Servicer for such Servicing Advances; (iv) to pay to the Master Servicer as servicing compensation (in addition to the Servicing Fee and the Administration Fee) on the Master Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator Depositor or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Master Servicer for any P&I Advance previously made which the Master Servicer has determined to be a Nonrecoverable P&I Advance in accordance with the provisions of Section 4.03; (vii) to reimburse the Master Servicer or the Depositor for expenses incurred by or reimbursable to the Master Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Master Servicer, the Trustee Trust Administrator or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Master Servicer for Servicing Advances advances in respect of, of expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); (x) [reserved]; and (xxi) to clear and terminate the Collection Account pursuant to Section 10.019.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (iv), (v), (vi), (viii) and (ix) above. The Master Servicer shall provide written notification to the Trustee, the Trust Administrator, the Certificate Insurer, and the Paying Agent, on or prior to the next succeeding Master Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above. (b) The Paying Agent shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 4.01; (ii) to pay to itself any interest income earned on funds deposited in the Distribution Account pursuant to Section 3.12(c); (iii) to reimburse the Trust Administrator or the Trustee pursuant to Section 7.02; (iv) to pay any amounts in respect of taxes pursuant to 10.01(g)(iii); (v) to pay any Extraordinary Trust Fund Expenses; (vi) to reimburse the Paying Agent or the Trustee for any P&I Advance made by it under Section 7.01 (if not reimbursed by the Master Servicer) to the same extent the Master Servicer would be entitled to reimbursement under Section 3.11(a); and (vii) to clear and terminate the Distribution Account pursuant to Section 9.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(c), to reimburse the Servicer (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(c), to pay the Servicer or any Sub-Servicer (a) any unpaid Servicing Fees, (b) Fees and reimburse the Servicer any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator Servicer or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) 3.27 all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer (including any successor Servicer) for any P&I Advance or Servicing Advance previously made by it which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03; (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee Servicer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) to pay the Servicer any Prepayment Interest Excess on the Mortgage Loans (to the extent not retained pursuant to Section 3.08(a)(ii)); and (xxi) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodian, the Master Servicer and the Trustee amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02; (iv) to pay to an Advance Financing Person reimbursements for P&I Advances and/or Servicing Advances pursuant to Section 3.25; (v) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v); (vi) to pay the Master Servicing Fee to the Master Servicer; (vii) to pay the Credit Risk Management Fee to the Credit Risk Manager; and (viii) to clear and terminate the Distribution Account pursuant to Section 10.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for itself for, without duplication, (a) P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.03 or (b) any xxxxxxxxxxxx X&X Advances remaining after the Final Recovery Determination of a Mortgage Loan that are Nonrecoverable P&I Advances not otherwise recoverable pursuant to subsection (ii)(a) hereof; (iii) subject to Section 3.16(d), to pay the Servicer itself or any Sub-Servicer (a) any unpaid Servicing Fees, Fees or (b) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds or other amounts as may be collected by the Servicer from a Mortgagor, or otherwise received with respect to such Mortgage Loan, and Loan or (c) any Nonrecoverable unreimbursed Servicing Advances with respect to made remaining after the final liquidation Final Recovery Determination of a Mortgage LoanLoan that are Nonrecoverable Servicing Advances, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds Collections received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any related Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection AccountAccount pursuant to Section 3.12(b); (v) to pay to the Serviceritself, the Master Servicerrelated Originator, the Depositor, each Originator Seller or the SellerDepositor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) ), as applicable, all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer itself (A) for any P&I Advance or Servicing Advance previously made which (I) the Servicer has determined to be a Nonrecoverable P&I Advance or Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.034.03 or (II) are outstanding at the time a successor servicer assumes the responsibilities, duties and liabilities of the Servicer and (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loans under Section 3.11(a)(iii); (vii) to reimburse itself, the Servicer Depositor or the Depositor Seller for expenses incurred by or reimbursable to the Servicer Servicer, the Seller or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Serviceritself, the Trustee NIMS Insurer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and; (x) to withdraw funds deposited in error and to clear and terminate the Collection Account pursuant to Section 10.019.01; and (xi) to pay to itself any interest income earned on funds deposited in the Collection Account pursuant to Section 3.12(b). The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Securities Administrator and the NIMS Insurer on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, with the following list not setting forth an order of priority: (i) to make distributions to Certificateholders, the Securities Administrator and the Depositor in accordance with Section 4.01; (ii) to pay any Extraordinary Trust Fund Expenses; (iii) to deposit into the Supplemental Interest Account the amount of any Net Swap Payment or Swap Termination Payment (other than any Swap Termination Payment resulting from a Swap Provider Trigger Event) owed to the Swap Provider from funds collected and received with respect to the Mortgage Loans prior to the determination of Available Funds; (iv) to reimburse itself and the Trustee pursuant to Section 7.01 to the extent such amounts in Section 7.01 were not reimbursed by the Servicer; (v) to pay any amounts in respect of taxes pursuant to Section 10.01(g)(iii),; (vi) to remit to the Servicer any amount deposited in the Distribution Account by the Servicer but not required to be deposited therein in accordance with Section 3.10(b) or (d); and (vii) to clear and terminate the Distribution Account pursuant to Section 9.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) any unpaid Servicing Fees, (b) Fees and reimburse the Servicer any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator Servicer or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer (including any successor Servicer) for any P&I Advance or Servicing Advance previously made by it which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03; (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee Master Servicer, the Securities Administrator or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b3.13(b); and (x) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. The Servicer shall provide written notification to the Securities Administrator on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclauses (vi) and (vii) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodian, the Master Servicer and the Trustee amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02;

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer itself (including any successor servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on related Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances with respect to each related Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such related Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the SellerSponsor, as the case may be, with respect to each related Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse itself (including any successor to the Servicer for Servicer) for (A) any P&I Advance or Servicing Advance previously made by it which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03 provided however, that the Servicer shall not be entitled to reimbursement for any Servicing Advance made prior to the Cut-off Date if the Servicer determines that such Servicing Advance constitutes a Nonrecoverable Servicing Advance; (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loan under Section 3.06(a)(iii); or (C) any P&I Advance or Servicing Advance made with respect to a delinquent Mortgage Loan which Mortgage Loan has been modified by the Servicer in accordance with the terms of this Agreement; provided that the Servicer shall only reimburse itself for such P&I Advances and Servicing Advances at the time of such modification; (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer itself or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any related Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) to pay to itself any Prepayment Interest Excess on the related Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii); and (xxi) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodians and the Master Servicer amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02; (iv) to pay any Net Swap Payment or Swap Termination Payment payable to the Supplemental Interest Trust (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the Swap Agreement)) owed to the Swap Provider; (v) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v); (vi) to pay the Master Servicing Fee to the Master Servicer; (vii) to pay the Credit Risk Management Fee to the Credit Risk Manager; and (viii) to clear and terminate the Distribution Account pursuant to Section 10.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03 of this Agreement: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) of this Agreement or permitted to be so remitted pursuant to the first sentence of Section 3.10(d)3.08(d) of this Agreement; (ii) subject to Section 3.16(d)3.13(d) of this Agreement, to reimburse the Servicer itself (including any successor servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on related Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d)3.13(d) of this Agreement, to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances with respect to each related Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such related Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the SellerSponsor, as the case may be, with respect to each related Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) of this Agreement all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse itself (including any successor to the Servicer for Servicer) for (A) any P&I Advance or Servicing Advance previously made by it which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03 of this Agreement; provided, however, that the Servicer shall not be entitled to reimbursement for any Servicing Advance made prior to the Cut-off Date if the Servicer determines that such Servicing Advance constitutes a Nonrecoverable Servicing Advance; or (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loan under Section 3.06(a)(iii) of this Agreement; (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer itself or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03 of this Agreement; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any related Mortgage Loan pursuant to Section 3.16(b3.13(b) of this Agreement; (x) to pay to itself any Prepayment Interest Excess on the related Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii)) of this Agreement; and (xxi) to clear and terminate the Collection Account pursuant to Section 10.0110.01 of this Agreement. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01 of this Agreement; (ii) to pay to itself, the Custodian and the Master Servicer amounts to which it is entitled pursuant to Section 9.05 of this Agreement or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02 of this Agreement; (iv) to pay any Net Swap Payment or Swap Termination Payment payable to the Supplemental Interest Trust (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the Swap Agreement)) owed to the Swap Provider; (v) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v) of this Agreement; (vi) Reserved; (vii) to pay the Credit Risk Management Fee to the Credit Risk Manager; and (viii) to clear and terminate the Distribution Account pursuant to Section 10.01 of this Agreement.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer itself (including any successor servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on related Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances with respect to each related Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such related Mortgage Loan are insufficient to reimburse or rental or other income from the Servicer or any Sub-Servicer for Servicing Advancesrelated REO Property; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the SellerSponsor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse itself (including any successor to the Servicer for Servicer) for (A) any P&I Advance or Servicing Advance previously made by it which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03; provided however, that the Servicer shall not be entitled to reimbursement for any Servicing Advance made prior to the Cut-off Date if the Servicer determines that such Servicing Advance constitutes a Nonrecoverable Servicing Advance; (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loan under Section 3.08(a)(iii); or (C) any P&I Advance or Servicing Advance made with respect to a delinquent Mortgage Loan which Mortgage Loan has been modified by the Servicer in accordance with the terms of this Agreement; provided that the Servicer shall only reimburse itself for such P&I Advances and Servicing Advances at the time of such modification, or as otherwise provided in this Section 3.09; (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer itself or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any related Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) to pay to itself any Prepayment Interest Excess on the related Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii); and (xxi) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodians and the Master Servicer amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02; (iv) to pay any Net Swap Payment or Swap Termination Payment payable to the Supplemental Interest Trust (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the Swap Agreement)) owed to the Swap Provider; (v) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v); (vi) to pay the Master Servicing Fee to the Master Servicer; (vii) to pay the Credit Risk Management Fee to the Credit Risk Manager; and (viii) to clear and terminate the Distribution Account pursuant to Section 10.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) any unpaid Servicing Fees, (b) Fees and reimburse the Servicer any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator Servicer or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer for (including any successor Servicer) for (A) any P&I Advance or Servicing Advance previously made by it which the Servicer has determined to be a Nonrecoverable P&I X&X Xxxxxxx xx x Xxxxxxxxxxxxxx Xervicing Advance in accordance with the provisions of Section 4.035.03; or (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loan under Section 3.06(a)(iii); (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee Servicer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) to pay to itself any Prepayment Interest Excess on the Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii)); and (xxi) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodian and the Master Servicer amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02; (iv) to pay to an Advance Financing Person reimbursements for P&I Advances and/or Servicing Advances pursuant to Section 3.25; (v) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v); (vi) to pay the Master Servicing Fee to the Master Servicer; (vii) to pay the Credit Risk Management Fee to the Credit Risk Manager; and (viii) to clear and terminate the Distribution Account pursuant to Section 10.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer and the Trust Administrator, respectively, shall, from time to time, make withdrawals from the Collection Account or the Distribution Account, as applicable, for any of the following purposes or as described in Section 4.034.01: (i) on or prior to the Remittance Date, to remit to the Trust Administrator for deposit in into the Distribution Account all funds in the amounts required Collection Account on such date less reimbursements to be so remitted made to the Servicer pursuant to this Section 3.10(b) or permitted to be so remitted pursuant to 3.11 in respect of the first sentence of Section 3.10(d)related Distribution Date together with all amounts representing Prepayment Premiums from the Mortgage Loans received during the related Prepayment Period; (ii) subject to Section 3.16(d), to reimburse the Servicer for P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Scheduled Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.01; (iii) subject to Section 3.16(d), to pay the Servicer or any Sub-Servicer Subservicer (aA) any unpaid Servicing Fees, Fees or (bB) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Proceeds, Condemnation Proceeds, Insurance Proceeds received with respect to such Mortgage Loanor other amounts as may be collected by the Servicer from a Mortgagor, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds or otherwise received with respect to such Mortgage Loan are insufficient to reimburse (or the Servicer or any Sub-Servicer for Servicing Advancesrelated REO Property); (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator or the Seller, as the case may beOriginator, with respect to each Mortgage Loan that has previously been purchased repurchased or replaced pursuant to Section 2.03 or Section 3.16(c) this Agreement all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer for (A) any P&I Advance or Servicing Advance previously made which the Servicer has determined to be a Nonrecoverable P&I Advance Fremont 2006-B Pooling & Servicing Agreement or Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.034.01 and (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loan under Section 3.11(a)(iii); (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee or the Trust Administrator, as the case may be, for expenses reasonably incurred in connection with any breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this Agreement, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b)3.15; (viii) to pay to the Master Servicer the Master Servicing Fee; (ix) in the event Wxxxx Fargo Bank, N.A. ceases to be Master Servicer and Trust Administrator hereunder but continues to provide services as custodian of the Mortgage Loans, to pay to Wxxxx Fargo Bank, N.A. the Custodial Fee; (x) to reimburse the Servicer, the Depositor, the Master Servicer, the Trust Administrator (including in its role as Swap Administrator) or the Trustee for expenses incurred by or reimbursable to the Servicer, the Depositor, the Trustee, the Master Servicer or the Trust Administrator, as the case may be, pursuant to this Agreement; (xi) to reimburse the Servicer, the Master Servicer, the Trust Administrator or the Trustee, as the case may be, for expenses reasonably incurred in respect of the breach or defect giving rise to the repurchase obligation under Section 2.03 of this Agreement that were included in the Repurchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the repurchase obligation, to the extent not otherwise paid pursuant to the terms hereof; (xii) to pay to the Trust Administrator, in its role as Swap Administrator, for payment to the Pool I Swap Provider or Pool II Swap Provider, as applicable, any Net Swap Payment or Swap Termination Payment (other than Pool I Swap Termination Payments or Pool II Swap Termination Payments resulting from a Pool I Swap Provider Trigger Event or Pool II Swap Provider Trigger Event, as applicable) owed to the Pool I Swap Provider or Pool II Swap Provider, as applicable, as provided in the Swap Administration Agreement; (xiii) to withdraw any amounts deposited in the Collection Account in error; and (xxiv) to clear and terminate the Collection Account pursuant upon termination of this Agreement. To the extent that the Servicer does not timely make the remittance referred to Section 10.01. in clause (i) above, the Servicer shall pay the Trust Administrator for the account of the Trust Administrator interest on any amount not timely remitted at the prime rate, from and including the applicable Remittance Date to but excluding the date such remittance is actually made. (b) The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (iia)(ii),, (iii), (iv), (v), (vi), (vii), (viii) and (ix) above. The Servicer shall provide written notification to the Depositor, on or prior Fremont 2006-B Pooling & Servicing Agreement to the next succeeding Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (a)(vi) above.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for P&I Advancesitself for, but only to the extent of amounts received which represent Late Collections without duplication, (net of the related Servicing Feesa) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.03 or (b) any xxxxxxxxxxxx X&X Advances remaining after the Final Recovery Determination of a Mortgage Loan that are Nonrecoverable P&I Advances not otherwise recoverable pursuant to subsection (ii)(a) hereof; (iii) subject to Section 3.16(d), to pay the Servicer itself or any Sub-Servicer (a) any unpaid Servicing Fees, Fees or (b) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds or other amounts as may be collected by the Servicer from a Mortgagor, or otherwise received with respect to such Mortgage Loan, and Loan or (c) any Nonrecoverable unreimbursed Servicing Advances with respect to made remaining after the final liquidation Final Recovery Determination of a Mortgage LoanLoan that are Nonrecoverable Servicing Advances, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds Collections received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any related Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection AccountAccount pursuant to Section 3.12(b); (v) to pay to the Serviceritself, the Master ServicerOriginator, the Depositor, each Originator Seller or the SellerDepositor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) ), as applicable, all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer itself (A) for any P&I Advance or Servicing Advance previously made which (I) the Servicer has determined to be a Nonrecoverable P&I Advance or Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.034.03 or (II) are outstanding at the time a successor Servicer assumes the responsibilities, duties and liabilities of the Servicer and (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loans under Section 3.11(a)(iii); (vii) to reimburse itself, the Servicer Depositor or the Depositor Seller for expenses incurred by or reimbursable to the Servicer Servicer, the Seller or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Serviceritself, the Trustee NIMS Insurer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and; (x) to withdraw funds deposited in error and to clear and terminate the Collection Account pursuant to Section 10.019.01; and (xi) to pay to itself any interest income earned on funds deposited in the Collection Account pursuant to Section 3.12(b). The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Securities Administrator and the NIMS Insurer on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, with the following list not setting forth an order of priority: (i) to make distributions to Certificateholders, the Securities Administrator and the Depositor in accordance with Section 4.01; (ii) to pay any Extraordinary Trust Fund Expenses; (iii) Reserved; (iv) to reimburse itself and the Trustee pursuant to Section 7.01 to the extent such amounts in Section 7.01 were not reimbursed by the Servicer; (v) to pay any amounts in respect of taxes pursuant to Section 10.01(g)(iii),; (vi) to remit to the Servicer any amount deposited in the Distribution Account by the Servicer but not required to be deposited therein in accordance with Section 3.10(b) or (d); and (vii) to clear and terminate the Distribution Account pursuant to Section 9.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for itself for, without duplication, (a) P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.03 or (b) any xxxxxxxxxxxx X&X Advances remaining after the Final Recovery Determination of a Mortgage Loan that are Nonrecoverable P&I Advances not otherwise recoverable pursuant to subsection (ii)(a) hereof; (iii) subject to Section 3.16(d), to pay the Servicer itself or any Sub-Servicer (a) any unpaid Servicing Fees, Fees or (b) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds or other amounts as may be collected by the Servicer from a Mortgagor, or otherwise received with respect to such Mortgage Loan, and Loan or (c) any Nonrecoverable unreimbursed Servicing Advances with respect to made remaining after the final liquidation Final Recovery Determination of a Mortgage LoanLoan that are Nonrecoverable Servicing Advances, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds Collections received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any related Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection AccountAccount pursuant to Section 3.12(b); (v) to pay to the Serviceritself, the Master ServicerOriginator, the Depositor, each Originator Seller or the SellerDepositor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) ), as applicable, all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer itself (A) for any P&I Advance or Servicing Advance previously made which (I) the Servicer has determined to be a Nonrecoverable P&I Advance or Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.034.03 or (II) are outstanding at the time a successor servicer assumes the responsibilities, duties and liabilities of the Servicer and (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loans under Section 3.11(a)(iii); (vii) to reimburse itself, the Servicer Depositor or the Depositor Seller for expenses incurred by or reimbursable to the Servicer Servicer, the Seller or the Depositor, as the case may be, pursuant to Section 6.036.03 or to reimburse any costs and damages actually incurred and paid by or on behalf of the Trust by the Trust, the Depositor, the Seller, the Servicer, the Securities Administrator or the Trustee in connection with any violation by Mortgage Loan of (i) the representations and warranties set forth in Section 2.06 of this Agreement or (ii) the representations and warranties made in paragraphs (f), (qq), (xx), (yy), (ggg), (hhh), (nnn) or (qqq) of Sechedule 4 attached hereto to the extent such amount to be reimbursed is included in the Purchase Price; (viii) to reimburse the Serviceritself, the Trustee NIMS Insurer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and; (x) to withdraw funds deposited in error and to clear and terminate the Collection Account pursuant to Section 10.019.01; and (xi) to pay to itself any interest income earned on funds deposited in the Collection Account pursuant to Section 3.12(b). The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Securities Administrator and the NIMS Insurer on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, with the following list not setting forth an order of priority: (i) to make distributions to Certificateholders, the Securities Administrator and the Depositor in accordance with Section 4.01; (ii) to pay any Extraordinary Trust Fund Expenses; (iii) to deposit into the Supplemental Interest Account the amount of any Net Swap Payment or Swap Termination Payment (other than any Swap Termination Payment resulting from a Swap Provider Trigger Event) owed to the Swap Provider from funds collected and received with respect to the Mortgage Loans prior to the determination of Available Funds; (iv) to reimburse itself and the Trustee pursuant to Section 7.01 to the extent such amounts in Section 7.01 were not reimbursed by the Servicer; (v) to pay any amounts in respect of taxes pursuant to Section 10.01(g)(iii),; (vi) to remit to the Servicer any amount deposited in the Distribution Account by the Servicer but not required to be deposited therein in accordance with Section 3.10(b) or (d); (vii) to clear and terminate the Distribution Account pursuant to Section 9.01; and (viii) to reimburse itself, the Trust, the Depositor, the Seller, the Servicer or the Trustee for any costs and damages incurred and paid by such party in connection with any violation by a Mortgage Loan of (x) the representation and warranties set forth in Section 2.06 of this Agreement or (y) the representations and warranties made in paragraphs (f), (qq), (xx), (yy), (ggg), (hhh), (nnn) or (qqq) of Sechedule 4 attached hereto to the extent that such amount to be reimbursed is included in the Purchase Price.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for P&I Monthly Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Monthly Advances were made in accordance with the provisions of Section 4.03; (iii) subject to Section 3.16(d), to pay the Servicer or any Sub-Servicer (a) any unpaid Servicing Fees, (b) Fees and reimburse any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account and the Distribution Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator Depositor or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 2.04 or Section 3.16(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer for any P&I Monthly Advance or Servicing Advance previously made which the Servicer has determined to be a Nonrecoverable P&I Monthly Advance in accordance with the provisions of Section 4.03; (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee or the Trust Administrator, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 2.04 or Section 2.04 2.05 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and (x) to clear and terminate the Collection Account pursuant to Section 10.01. In addition to the foregoing, the Trust Administrator shall be entitled to withdraw amounts from the Distribution Account and to transfer funds to the Expense Account on the Business Day immediately preceding each Distribution Date pursuant to Section 3.25(b) prior to any payments as required pursuant to Section 4.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Trust Administrator, on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclauses (vi) and (vii) above.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for itself for, without duplication, (a) P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.03 or (b) any xxxxxxxxxxxx X&X Advances remaining after the Final Recovery Determination of a Mortgage Loan that are Nonrecoverable P&I Advances not otherwise recoverable pursuant to subsection (ii)(a) hereof; (iii) subject to Section 3.16(d), to pay the Servicer itself or any Sub-Servicer (a) any unpaid Servicing Fees, Fees or (b) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds or other amounts as may be collected by the Servicer from a Mortgagor, or otherwise received with respect to such Mortgage Loan, and Loan or (c) any Nonrecoverable unreimbursed Servicing Advances with respect to made remaining after the final liquidation Final Recovery Determination of a Mortgage LoanLoan that are Nonrecoverable Servicing Advances, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds Collections received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any related Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection AccountAccount pursuant to Section 3.12(b); (v) to pay to the Serviceritself, the Master Servicerrelated Originator, the Depositor, each Originator Seller or the SellerDepositor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) ), as applicable, all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer itself (A) for any P&I Advance or Servicing Advance previously made which (I) the Servicer has determined to be a Nonrecoverable P&I Advance or Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.034.03 or (II) are outstanding at the time a successor servicer assumes the responsibilities, duties and liabilities of the Servicer and (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loans under Section 3.11(a)(iii); (vii) to reimburse itself, the Servicer Depositor or the Depositor Seller for expenses incurred by or reimbursable to the Servicer Servicer, the Seller or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Serviceritself, the Trustee NIMS Insurer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and; (x) to withdraw funds deposited in error and to clear and terminate the Collection Account pursuant to Section 10.019.01; and (xi) to pay to itself any interest income earned on funds deposited in the Collection Account pursuant to Section 3.12(b). The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Securities Administrator and the NIMS Insurer on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, with the following list not setting forth an order of priority: (i) to make distributions to Certificateholders, the Securities Administrator and the Depositor in accordance with Section 4.01; (ii) to pay any Extraordinary Trust Fund Expenses; (iii) Reserved; (iv) to reimburse itself and the Trustee pursuant to Section 7.01 to the extent such amounts in Section 7.01 were not reimbursed by the Servicer; (v) to pay any amounts in respect of taxes pursuant to Section 10.01(g)(iii),; (vi) to remit to the Servicer any amount deposited in the Distribution Account by the Servicer but not required to be deposited therein in accordance with Section 3.10(b) or (d); and (vii) to clear and terminate the Distribution Account pursuant to Section 9.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer itself (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds Payments or rental and Insurance Proceeds other income from the related REO Property on related Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances with respect to each related Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such related Mortgage Loan are insufficient to reimburse or rental or other income from the Servicer or any Sub-Servicer for Servicing Advancesrelated REO Property; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing FeeFee or any portion thereof payable to the Servicer) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the SellerSponsor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse itself (including any successor to the Servicer for Servicer) for (A) any P&I Advance or Servicing Advance previously made by it which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03; (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loan under Section 3.08(a)(iii); or (C) any P&I Advance or Servicing Advance made with respect to a delinquent Mortgage Loan which Mortgage Loan has been modified by the Servicer in accordance with the terms of this Agreement; provided that the Servicer shall only reimburse itself for such P&I Advances and Servicing Advances at the time of such modification, or as otherwise provided in this Section 3.09; (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer itself or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any related Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) to pay to itself any Prepayment Interest Excess on the related Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii); (xi) to reimburse itself pursuant to Section 5.03(b) for any uxxxxxxxxxxx X&X Advances (made from its own funds) from Amounts Held for Future Distribution for such Distribution Date (provided that such amounts must be replaced by the Servicer by deposit in the Collection Account no later than the close of business on the Servicer Remittance Date immediately following the Due Period or Prepayment Period for which such amounts relate); and (xxii) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix), (x) and (xi) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodian and the Master Servicer amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02; (iv) to pay any Net Swap Payment or Swap Termination Payment payable to the Supplemental Interest Trust (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the Swap Agreement)) owed to the Swap Provider; (v) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v); (vi) to pay the Master Servicing Fee to the Master Servicer; (vii) to pay the Credit Risk Management Fee to the Credit Risk Manager; and (viii) to clear and terminate the Distribution Account pursuant to Section 10.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), (A) to reimburse the Servicer for P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.03 or (B) subject to Section 4.03(b), any unreimbursed Advances to the extent of funds held in the Collection Account for future distribution that were not included in the Available Distribution Amount for the preceding Distribution Date; (iii) subject to Section 3.16(d), to pay the Servicer or any Sub-Servicer (a) any unpaid Servicing Fees, (b) Fees and reimburse the Servicer any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer for any P&I Advance or Servicing Advance previously made which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.03; (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 3.01 or Section 6.03; (viii) to reimburse the Servicer, the Trustee Trust Administrator or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and (x) to clear and terminate the Collection Account pursuant to Section 10.019.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Trustee and the Trust Administrator on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclauses (vi) and (vii) above. (b) The Trust Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 4.01; (ii) to pay to the Trust Administrator or to the Trustee amounts to which the Trust Administrator or the Trustee, as the case may be, is entitled pursuant to Section 8.05 and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself pursuant to Section 7.02;

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer itself (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on related Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances made by the Seller or the Servicer prior to or following the Cut-off Date with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer for itself (including any successor Servicer) for (A) any P&I Advance or Servicing Advance previously made which by the Seller or the Servicer prior to or following the Cut-off Date which it has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03; or (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loan under Section 3.06(a)(iii); (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer it or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) to pay to itself any Prepayment Interest Excess on the Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii)); and (xxi) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodian and the Master Servicer amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02; (iv) to pay to an Advance Financing Person reimbursements for P&I Advances and/or Servicing Advances pursuant to Section 3.25; (v) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v); (vi) to pay the Master Servicing Fee to the Master Servicer; (vii) to pay the Credit Risk Management Fee to the Credit Risk Manager; and (viii) to clear and terminate the Distribution Account pursuant to Section 10.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.03; (iii) subject to Section 3.16(d), to pay the Servicer or any Sub-Servicer (a) any unpaid Servicing Fees, (b) Fees and reimburse the Servicer any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each related Originator or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer for any P&I Advance or Servicing Advance previously made which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.03; (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 3.01 or Section 6.03; (viii) to reimburse the Servicer, the Trustee Servicer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and (x) to clear and terminate the Collection Account pursuant to Section 10.019.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Trustee on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclauses (vi) and (vii) above. (b) The Trustee shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 4.01; (ii) to pay to itself amounts to which it is entitled pursuant to Section 8.05 and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself pursuant to Section 7.02; (iv) to pay to an Advance Financing Person reimbursements for Advances and/or Servicing Advances pursuant to Section 3.28; (v) to pay any amounts in respect of taxes pursuant to Section 10.01(g)(iii); and (vi) to clear and terminate the Distribution Account pursuant to Section 9.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for itself for, without duplication, (a) P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds on the Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.03 or (b) any xxxxxxxxxxxx X&X Advances remaining after the Final Recovery Determination of a Mortgage Loan that are Nonrecoverable P&I Advances not otherwise recoverable pursuant to subsection (ii)(a) hereof; (iii) subject to Section 3.16(d), to pay the Servicer itself or any Sub-Servicer (a) any unpaid Servicing Fees, Fees or (b) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds or other amounts as may be collected by the Servicer from a Mortgagor, or otherwise received with respect to such Mortgage Loan, and Loan or (c) any Nonrecoverable unreimbursed Servicing Advances with respect to made remaining after the final liquidation Final Recovery Determination of a Mortgage LoanLoan that are Nonrecoverable Servicing Advances, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds Collections received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any related Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection AccountAccount pursuant to Section 3.12(b); (v) to pay to the Serviceritself, the Master ServicerOriginator, the Depositor, each Originator Seller or the SellerDepositor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) ), as applicable, all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer itself (A) for any P&I Advance or Servicing Advance previously made which (I) the Servicer has determined to be a Nonrecoverable P&I Advance or Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.034.03 or (II) are outstanding at the time a successor servicer assumes the responsibilities, duties and liabilities of the Servicer and (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loans under Section 3.11(a)(iii); (vii) to reimburse itself, the Servicer Depositor or the Depositor Seller for expenses incurred by or reimbursable to the Servicer Servicer, the Seller or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Serviceritself, the Trustee NIMS Insurer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and; (x) to withdraw funds deposited in error and to clear and terminate the Collection Account pursuant to Section 10.019.01; and (xi) to pay to itself any interest income earned on funds deposited in the Collection Account pursuant to Section 3.12(b). The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Securities Administrator and the NIMS Insurer on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders, the Securities Administrator and the Depositor in accordance with Section 4.01; (ii) to pay any Extraordinary Trust Fund Expenses; (iii) Reserved; (iv) to reimburse itself pursuant to Section 7.01 to the extent such amounts in Section 7.01 were not reimbursed by the Servicer; (v) to pay any amounts in respect of taxes pursuant to Section 10.01(g)(iii); (vi) to remit to the Servicer any amount deposited in the Distribution Account by the Servicer but not required to be deposited therein in accordance with Section 3.10(b) or (d); and (vii) to clear and terminate the Distribution Account pursuant to Section 9.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer Ocwen shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or 3.08(c)or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(e); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer itself (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on related Ocwen Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances with respect to each Ocwen Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such related Ocwen Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the its Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the Seller, as the case may be, with respect to each related Ocwen Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer for itself (including any successor to Ocwen) for (A) any P&I Advance or Servicing Advance previously made by it which the Servicer Ocwen has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03 provided however, that Ocwen shall not be entitled to reimbursement for any Servicing Advance made prior to the Cut-off Date if Ocwen determines that such Servicing Advance constitutes a Nonrecoverable Servicing Advance; or (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Ocwen Mortgage Loan under Section 3.06; (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer itself or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Ocwen Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Ocwen Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) to pay itself any Prepayment Interest Excess on the Ocwen Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii); (xi) to deposit in the Simple Interest Excess Sub-Account any amount required to be deposited therein pursuant to Section 3.08(b); and (xxii) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer Ocwen shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodian and the Master Servicer amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02; (iv) to reimburse WMMSC for any overages paid by WMMSC in connection with Section 4.20; (v) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v); (vi) to pay the Master Servicing Fee to the Master Servicer; (vii) to pay the Credit Risk Management Fee to the Credit Risk Manager; and (viii) to clear and terminate the Distribution Account pursuant to Section 10.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for itself for, without duplication, (a) P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds on the Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.03 or (b) any xxxxxxxxxxxx X&X Advances remaining after the Final Recovery Determination of a Mortgage Loan that are Nonrecoverable P&I Advances not otherwise recoverable pursuant to subsection (ii)(a) hereof; (iii) subject to Section 3.16(d), to pay the Servicer itself or any Sub-Servicer (a) any unpaid Servicing Fees, Fees or (b) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds or other amounts as may be collected by the Servicer from a Mortgagor, or otherwise received with respect to such Mortgage Loan, and Loan or (c) any Nonrecoverable unreimbursed Servicing Advances with respect to made remaining after the final liquidation Final Recovery Determination of a Mortgage LoanLoan that are Nonrecoverable Servicing Advances, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds Collections received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any related Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection AccountAccount pursuant to Section 3.12(b); (v) to pay to the Serviceritself, the Master ServicerOriginator, the Depositor, each Originator Seller or the SellerDepositor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) ), as applicable, all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer itself (A) for any P&I Advance or Servicing Advance previously made which (I) the Servicer has determined to be a Nonrecoverable P&I Advance or Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.034.03 or (II) are outstanding at the time a successor Servicer assumes the responsibilities, duties and liabilities of the Servicer and (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loans under Section 3.11(a)(iii); (vii) to reimburse itself, the Servicer Depositor or the Depositor Seller for expenses incurred by or reimbursable to the Servicer Servicer, the Seller or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and; (x) to withdraw funds deposited in error and to clear and terminate the Collection Account pursuant to Section 10.019.01; and (xi) to pay to itself any interest income earned on funds deposited in the Collection Account pursuant to Section 3.12(b). The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Trustee on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above. (b) The Trustee shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders and the Depositor in accordance with Section 4.01; (ii) to pay any Extraordinary Trust Fund Expenses; (iii) [Reserved]; (iv) to reimburse itself pursuant to Section 7.01 to the extent such amounts in Section 7.01 were not reimbursed by the Servicer; (v) to pay any amounts in respect of taxes pursuant to Section 10.01(g)(iii); (vi) to remit to the Servicer any amount deposited in the Distribution Account by the Servicer but not required to be deposited therein in accordance with Section 3.10(b) or (d); (vii) to clear and terminate the Distribution Account pursuant to Section 9.01; and (viii) to pay to itself any interest income earned on funds deposited in the Distribution Account pursuant to Section 3.12(c).

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) any unpaid Servicing Fees, (b) Fees and reimburse the Servicer any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator Servicer or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer (including any successor Servicer) for any P&I Advance or Servicing Advance previously made by it which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03; (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee Servicer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b3.13(b); and (x) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Trustee on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclauses (vi) and (vii) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodian and the Master Servicer amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02;

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d3.18(d), to reimburse the Servicer for P&I Monthly Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Monthly Advances were made in accordance with the provisions of Section 4.03; (iii) subject to Section 3.16(d3.18(d), to pay the Servicer or any Sub-Servicer (a) any unpaid Servicing Fees, (b) Fees and reimburse any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account and the Distribution Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator Depositor or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 2.05 or Section 3.16(c3.18(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer for any P&I Monthly Advance or Servicing Advance previously made which the Servicer has determined to be a Nonrecoverable P&I Monthly Advance in accordance with the provisions of Section 4.03; (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee Servicer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 2.05 or Section 2.04 2.06 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b3.18(b); and (x) to clear and terminate the Collection Account pursuant to Section 10.01. In addition to the foregoing, the Trustee shall be entitled to withdraw amounts from the Distribution Account and to transfer funds to the Expense Account on the Business Day immediately preceding each Distribution Date pursuant to Section 3.27(b) prior to any payments as required pursuant to Section 4.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Trustee, on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclauses (vi) and (vii) above.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for P&I Advancesitself for, but only to the extent of amounts received which represent Late Collections without duplication, (net of the related Servicing Feesa) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.03 or (b) any xxxxxxxxxxxx X&X Advances remaining after the Final Recovery Determination of a Mortgage Loan that are Nonrecoverable P&I Advances not otherwise recoverable pursuant to subsection (ii)(a) hereof; (iii) subject to Section 3.16(d), to pay the Servicer itself or any Sub-Servicer (a) any unpaid Servicing Fees, Fees or (b) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds or other amounts as may be collected by the Servicer from a Mortgagor, or otherwise received with respect to such Mortgage Loan, and Loan or (c) any Nonrecoverable unreimbursed Servicing Advances with respect to made remaining after the final liquidation Final Recovery Determination of a Mortgage LoanLoan that are Nonrecoverable Servicing Advances, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds Collections received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any related Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection AccountAccount pursuant to Section 3.12(b); (v) to pay to the Serviceritself, the Master ServicerOriginator, the Depositor, each Originator Seller or the SellerDepositor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) ), as applicable, all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer itself (A) for any P&I Advance or Servicing Advance previously made which (I) the Servicer has determined to be a Nonrecoverable P&I Advance or Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.034.03 or (II) are outstanding at the time a successor Servicer assumes the responsibilities, duties and liabilities of the Servicer and (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loans under Section 3.11(a)(iii); (vii) to reimburse itself, the Servicer Depositor or the Depositor Seller for expenses incurred by or reimbursable to the Servicer Servicer, the Seller or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and; (x) to withdraw funds deposited in error and to clear and terminate the Collection Account pursuant to Section 10.019.01; and (xi) to pay to itself any interest income earned on funds deposited in the Collection Account pursuant to Section 3.12(b). The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Securities Administrator on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes: (i) to make distributions to Certificateholders, the Securities Administrator and the Depositor in accordance with Section 4.01; (ii) to pay any Extraordinary Trust Fund Expenses; (iii) Reserved; (iv) to reimburse itself and the Trustee pursuant to Section 7.01 to the extent such amounts in Section 7.01 were not reimbursed by the Servicer; (v) to pay any amounts in respect of taxes pursuant to Section 10.01(g)(iii),; (vi) to remit to the Servicer any amount deposited in the Distribution Account by the Servicer but not required to be deposited therein in accordance with Section 3.10(b) or (d); and (vii) to clear and terminate the Distribution Account pursuant to Section 9.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (aA) any unpaid Servicing Fees, (b) Fees and reimburse the Servicer any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan and (B) any unpaid Servicing Fees with respect to second lien Mortgage Loans to the extent the Liquidation Proceeds or Insurance Proceeds are insufficient to reimburse the Servicer or any Sub-Servicer for pay such Servicing AdvancesFees; (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator Servicer or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer (including any successor Servicer) for any P&I Advance or Servicing Advance previously made by it which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03; (vii) to reimburse the Servicer or the Depositor Company for expenses incurred by or reimbursable to the Servicer or the DepositorCompany, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee Servicer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) to pay to the Servicer any Prepayment Interest Excess on the Mortgage Loans (to the extent not retained pursuant to Section 3.08(a)(ii)); (xi) to withdraw funds deposited in error or for which amounts previously deposited are returned due to a "not sufficient funds" or other denial from the related Mortgagor's banking institution; and (xxii) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodian, the Master Servicer and the Trustee amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; provided however, that the maximum amount that the Trustee can be paid pursuant to this clause shall not exceed $200,000 in any calendar year; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02; (iv) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v); (v) to pay the Master Servicing Fee to the Master Servicer; and (vi) to clear and terminate the Distribution Account pursuant to Section 10.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for itself for, without duplication, (a) P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.03 or (b) any xxxxxxxxxxxx X&X Advances remaining after the Final Recovery Determination of a Mortgage Loan that are Nonrecoverable P&I Advances not otherwise recoverable pursuant to subsection (ii)(a) hereof; (iii) subject to Section 3.16(d), to pay the Servicer itself or any Sub-Servicer (a) any unpaid Servicing Fees, Fees or (b) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds or other amounts as may be collected by the Servicer from a Mortgagor, or otherwise received with respect to such Mortgage Loan, and Loan or (c) any Nonrecoverable unreimbursed Servicing Advances with respect to made remaining after the final liquidation Final Recovery Determination of a Mortgage LoanLoan that are Nonrecoverable Servicing Advances, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds Collections received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any related Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection AccountAccount pursuant to Section 3.12(b); (v) to pay to the Serviceritself, the Master ServicerOriginator, the Depositor, each Originator Seller or the SellerDepositor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) ), as applicable, all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer itself (A) for any P&I Advance or Servicing Advance previously made which (I) the Servicer has determined to be a Nonrecoverable P&I Advance or Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.034.03 or (II) are outstanding at the time a successor servicer assumes the responsibilities, duties and liabilities of the Servicer and (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loans under Section 3.11(a)(iii); (vii) to reimburse itself, the Servicer Depositor or the Depositor Seller for expenses incurred by or reimbursable to the Servicer Servicer, the Seller or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Serviceritself, the Trustee NIMS Insurer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and; (x) to withdraw funds deposited in error and to clear and terminate the Collection Account pursuant to Section 10.019.01; and (xi) to pay to itself any interest income earned on funds deposited in the Collection Account pursuant to Section 3.12(b). The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Securities Administrator and the NIMS Insurer on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, with the following list not setting forth an order of priority: (i) to make distributions to Certificateholders, the Securities Administrator and the Depositor in accordance with Section 4.01; (ii) to pay any Extraordinary Trust Fund Expenses; (iii) Reserved; (iv) to reimburse itself and the Trustee pursuant to Section 7.01 to the extent such amounts in Section 7.01 were not reimbursed by the Servicer; (v) to pay any amounts in respect of taxes pursuant to Section 10.01(g)(iii),; (vi) to remit to the Servicer any amount deposited in the Distribution Account by the Servicer but not required to be deposited therein in accordance with Section 3.10(b) or (d); and (vii) to clear and terminate the Distribution Account pursuant to Section 9.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer itself (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds Payments or rental and Insurance Proceeds other income from the related REO Property on related Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances with respect to each related Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such related Mortgage Loan are insufficient to reimburse or rental or other income from the Servicer or any Sub-Servicer for Servicing Advancesrelated REO Property; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing FeeFee or any portion thereof payable to the Servicer) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the SellerSponsor, as the case may be, with respect to each Mortgage Loan serviced by the Servicer that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse itself (including any successor to the Servicer Servicer) for any P&I Advance or Servicing Advance previously made by it which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03; (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer itself or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any related Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) to pay to itself any Recovery Fees in respect of net recoveries received on any Charged Off Loans pursuant to Section 3.13; and (xxi) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders and the Class A Certificate Insurer in accordance with Section 5.01; (ii) to pay to itself, the Custodian and the Master Servicer amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02; (iv) to pay any Net Swap Payment or Swap Termination Payment payable to the Supplemental Interest Trust owed to the Swap Provider; (v) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v); (vi) to pay the Master Servicing Fee to the Master Servicer; (vii) to pay the Credit Risk Management Fee to the Credit Risk Manager; and (viii) to clear and terminate the Distribution Account pursuant to Section 10.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Master Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.034.06: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Master Servicer for P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.06; (iii) subject to Section 3.16(d), to pay the Master Servicer or any Sub-Sub- Servicer (a) any unpaid Servicing Fees, (b) Fees and reimburse any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late CollectionsLiquidation Proceeds, Liquidation Proceeds and Insurance Proceeds received or other amounts as may be collected by the Master Servicer with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Master Servicer as servicing compensation (in addition to the Servicing Fee) on the Master Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator Depositor or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Master Servicer for any P&I Advance previously made which the Master Servicer has determined to be a Nonrecoverable P&I Advance in accordance with the provisions of Section 4.034.06; (vii) to reimburse the Master Servicer or the Depositor for expenses incurred by or reimbursable to the Master Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee Master Servicer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Master Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and; (x) to clear and terminate the Collection Account pursuant to Section 10.01; and (xi) to reimburse the Master Servicer for amounts deposited in error. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (iv), (v), (vi), (viii) and (ix) above. The Master Servicer shall provide written notification to the Trustee, on or prior to the next succeeding Master Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above. (b) The Trustee shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 4.01; (ii) to pay to itself amounts to which it is entitled pursuant to Section 8.05; (iii) to pay itself any interest income earned on funds deposited in the Distribution Account pursuant to Section 3.12(c); (iv) to reimburse itself pursuant to Section 7.02 and 7.01(b); (v) to pay any amounts in respect of taxes pursuant to 10.01(g)(iii); and (vi) to clear and terminate the Distribution Account pursuant to Section 10.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer Servicers shall, from time to time, make withdrawals from the Collection Account Accounts for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the related Servicer (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on related Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the related Servicer or any Sub-Servicer (a) any unpaid Servicing Fees, (b) Fees and reimburse the related Servicer any unreimbursed Servicing Advances with respect to each related Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such related Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the related Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the related Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator related Servicer or the Seller, as the case may be, with respect to each related Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the related Servicer (including any successor Servicer) for any P&I Advance or Servicing Advance previously made by it which the related Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03; (vii) to reimburse the related Servicer or the Depositor for expenses incurred by or reimbursable to the related Servicer or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the related Servicer, the Trustee Master Servicer, the Securities Administrator or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the related Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any related Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) with respect to Ocwen to pay Ocwen any Prepayment Interest Excess on the Ocwen Mortgage Loans (to the extent not retained pursuant to Section 3.08(a)(ii)); and (xxi) to clear and terminate the Collection Account pursuant to Section 10.01. The Each Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodian, the Master Servicer and the Trustee amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02;

Withdrawals from the Collection Account and Distribution Account. (a) The Each Servicer shall, from time to time, make withdrawals from the related Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for itself for, without duplication, (a) P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Proceeds, condemnation proceeds or Insurance Proceeds on the related Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.03 or (b) any unreimbursed P&I Advanxxx xxmaining after the final liquidation of a related Mortgage Loan that are Nonrecoverable P&I Advances not otherwise recoverable to subsection (ii)(a) hereof; (iii) subject to Section 3.16(d), to pay the Servicer itself or any related Sub-Servicer (a) any unpaid Servicing Fees, Fees or (b) any unreimbursed Servicing Advances with respect to each related Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Proceeds, condemnation proceeds, Insurance Proceeds or other amounts as may be collected by such Servicer from a related Mortgagor, or otherwise received with respect to such Mortgage Loan, and Loan or (c) any Nonrecoverable unreimbursed Servicing Advances with respect to made remaining after the final liquidation of a related Mortgage LoanLoan that are Nonrecoverable Servicing Advances, but only to the extent that Late Collections, Liquidation Proceeds Proceeds, condemnation proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the such Servicer or any related Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the related Collection Account; (v) to pay to the Serviceritself, the Master Servicerrelated Originator, the Depositor, each Originator Depositor or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer itself for any P&I Advance or Servicing Advance previously made which the such Servicer has determined to be a Nonrecoverable P&I Advance or Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.03; (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the such Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and; (x) to withdraw funds deposited in error and to clear and terminate the related Collection Account pursuant to Section 10.019.01. The Each Servicer shall keep and maintain separate accounting, on a related Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the related Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (viii) and (ix) above. Each Servicer shall provide written notification to the Trustee on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the related Collection Account pursuant to subclause (vii) above. (b) The Trustee shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders and the Depositor in accordance with Section 4.01; (ii) to pay any Extraordinary Trust Fund Expenses; (iii) [reserved]; (iv) to reimburse itself pursuant to Section 7.02(b) or pursuant to Section 7.01 to the extent such amounts in Section 7.01 were not reimbursed by the related Servicer; (v) to pay any amounts in respect of taxes pursuant to Section 10.01(g)(iii); (vi) to remit to the related Servicer any amount deposited in the Distribution Account by such Servicer but not required to be deposited therein in accordance with Section 3.10(d); and (vii) to clear and terminate the Distribution Account pursuant to Section 9.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for itself for, without duplication, (a) P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.03 or (b) any xxxxxxxxxxxx X&X Advances remaining after the Final Recovery Determination of a Mortgage Loan that are Nonrecoverable P&I Advances not otherwise recoverable pursuant to subsection (ii)(a) hereof; (iii) subject to Section 3.16(d), to pay the Servicer itself or any Sub-Servicer (a) any unpaid Servicing Fees, Fees or (b) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds or other amounts as may be collected by the Servicer from a Mortgagor, or otherwise received with respect to such Mortgage Loan, and Loan or (c) any Nonrecoverable unreimbursed Servicing Advances with respect to made remaining after the final liquidation Final Recovery Determination of a Mortgage LoanLoan that are Nonrecoverable Servicing Advances, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds Collections received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any related Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection AccountAccount pursuant to Section 3.12(b); (v) to pay to the Serviceritself, the Master ServicerOriginator, the Depositor, each Originator Seller or the SellerDepositor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) ), as applicable, all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer itself (A) for any P&I Advance or Servicing Advance previously made which (I) the Servicer has determined to be a Nonrecoverable P&I Advance or Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.034.03 or (II) are outstanding at the time a successor servicer assumes the responsibilities, duties and liabilities of the Servicer and (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loans under Section 3.11(a)(iii); (vii) to reimburse itself, the Servicer Depositor or the Depositor Seller for expenses incurred by or reimbursable to the Servicer Servicer, the Seller or the Depositor, as the case may be, pursuant to Section 6.036.03 or any costs and damages actually incurred and paid by or on behalf of the Trust in connection with any violation by Mortgage Loan of (i) the representations and warranties set forth in Section 2.05(b) of this Agreement, (ii) Section 7.01(f) of the Mortgage Loan Purchase Agreement or (iii) the representations and warranties made in connection with “high-cost” home loans or any predatory or abusive lending laws in the Mortgage Loan Purchase Agreement; (viii) to reimburse the Serviceritself, the Trustee NIMS Insurer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and; (x) to withdraw funds deposited in error and to clear and terminate the Collection Account pursuant to Section 10.019.01; and (xi) to pay to itself any interest income earned on funds deposited in the Collection Account pursuant to Section 3.12(b). The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Securities Administrator and the NIMS Insurer on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, with the following list not setting forth an order of priority: (i) to make distributions to Certificateholders, the Securities Administrator and the Depositor in accordance with Section 4.01; (ii) to pay any Extraordinary Trust Fund Expenses; (iii) to deposit into the Supplemental Interest Account the amount of any Net Swap Payment or Swap Termination Payment (other than any Swap Termination Payment resulting from a Swap Provider Trigger Event) owed to the Swap Provider from funds collected and received with respect to the Mortgage Loans prior to the determination of Available Funds; (iv) to reimburse itself and the Trustee pursuant to Section 7.01 to the extent such amounts in Section 7.01 were not reimbursed by the Servicer; (v) to pay any amounts in respect of taxes pursuant to Section 10.01(g)(iii),; (vi) to remit to the Servicer any amount deposited in the Distribution Account by the Servicer but not required to be deposited therein in accordance with Section 3.10(b) or (d); and (vii) to clear and terminate the Distribution Account pursuant to Section 9.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Master Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Master Servicer for P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.03; (iii) subject to Section 3.16(d), to pay the Master Servicer or any Sub-Sub- Servicer (a) any unpaid Servicing Fees, (b) Fees and reimburse any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Master Servicer as servicing compensation (in addition to the Servicing Fee) on the Master Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each the Originator or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Master Servicer for any P&I Advance previously made which the Master Servicer has determined to be a Nonrecoverable P&I Advance in accordance with the provisions of Section 4.03; (vii) to reimburse the Master Servicer or the Depositor for expenses incurred by or reimbursable to the Master Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee Master Servicer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Master Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and (x) to clear and terminate the Collection Account pursuant to Section 10.019.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (iv), (v), (vi), (viii) and (ix) above. The Master Servicer shall provide written notification to the Trustee, on or prior to the next succeeding Master Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above. (b) The Trustee shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 4.01; (ii) to pay to itself the Trustee's Fee pursuant to Section 3.25 and Section 8.05; (iii) to pay itself any interest income earned on funds deposited in the Distribution Account pursuant to Section 3.12(c); (iv) to reimburse itself pursuant to Section 7.02; (v) to pay any amounts in respect of taxes pursuant to Section 10.01(h)(iii); and (vi) to clear and terminate the Distribution Account pursuant to Section 9.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer and the Trust Administrator, respectively, shall, from time to time, make withdrawals from the Collection Account or the Distribution Account, as applicable, for any of the following purposes or as described in Section 4.034.01: (i) on or prior to the Remittance Date, to remit to the Trust Administrator for deposit in into the Distribution Account all Available Funds in respect of the related Distribution Date together with all amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to representing Prepayment Premiums from the first sentence of Section 3.10(d)Mortgage Loans received during the related Prepayment Period; (ii) subject to Section 3.16(d), to reimburse the Servicer for P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Scheduled Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.01; (iii) subject to Section 3.16(d), to pay the Servicer or any Sub-Servicer Subservicer (aA) any unpaid Servicing Fees, Fees or (bB) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Proceeds, Condemnation Proceeds, Insurance Proceeds received with respect to such Mortgage Loanor other amounts as may be collected by the Servicer from a Mortgagor, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds or otherwise received with respect to such Mortgage Loan are insufficient to reimburse (or the Servicer or any Sub-Servicer for Servicing Advancesrelated REO Property); (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator or the Seller, as the case may beOriginator, with respect to each Mortgage Loan that has previously been purchased repurchased or replaced pursuant to Section 2.03 or Section 3.16(c) this Agreement all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer for (A) any P&I Advance or Servicing Advance previously made which the Servicer has determined to be a Nonrecoverable P&I Advance or Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.034.01 and (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loan under Section 3.11(a)(iii); (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee or the Trust Administrator, as the case may be, for expenses reasonably incurred in connection with any breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this Agreement, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b)3.15; (viii) to pay to the Master Servicer the Master Servicing Fee; Fremont 2006-D Pooling & Servicing Agreement (ix) in the event Wxxxx Fargo Bank, N.A. ceases to be Master Servicer and Trust Administrator hereunder but continues to provide services as custodian of the Mortgage Loans, to pay to Wxxxx Fargo Bank, N.A. the Custodial Fee; (x) to reimburse the Servicer, the Depositor, the Master Servicer, the Swap Administrator, the Trust Administrator or the Trustee for expenses incurred by or reimbursable to the Servicer, the Depositor, the Trustee, the Master Servicer or the Trust Administrator, as the case may be, pursuant to this Agreement; (xi) to reimburse the Servicer, the Master Servicer, the Swap Administrator, the Trust Administrator, the NIM Insurer, if any, or the Trustee, as the case may be, for expenses reasonably incurred in respect of the breach or defect giving rise to the repurchase obligation under Section 2.03 of this Agreement that were included in the Repurchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the repurchase obligation, to the extent not otherwise paid pursuant to the terms hereof; (xii) to pay to the Swap Administrator, for payment to the Swap Provider, any Net Swap Payment or Swap Termination Payment (other than Swap Termination Payments resulting from a Swap Provider Trigger Event) owed to the Swap Provider, as provided in the Swap Administration Agreement; (xiii) to withdraw any amounts deposited in the Collection Account in error; and (xxiv) to clear and terminate the Collection Account pursuant upon termination of this Agreement. To the extent that the Servicer does not timely make the remittance referred to Section 10.01. in clause (i) above, the Servicer shall pay the Trust Administrator for the account of the Trust Administrator interest on any amount not timely remitted at the prime rate, from and including the applicable Remittance Date to but excluding the date such remittance is actually made. (b) The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (iia)(ii),, (iii), (iv), (v), (vi), (vii), (viii) and (ix) above. The Servicer shall provide written notification to the Depositor and the NIM Insurer, if any, on or prior to the next succeeding Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (a)(vi) above.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.03; (iii) subject to Section 3.16(d), to pay the Servicer or any Sub-Servicer (a) any unpaid Servicing Fees, (b) Fees and reimburse the Servicer any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator Depositor or the SellerMortgage Loan Originator, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer for any P&I Advance or Servicing Advance previously made which the Servicer Servicer, as applicable, has determined to be a Nonrecoverable P&I Advance in accordance with the provisions of Section 4.03; (vii) to reimburse the Servicer Servicer, or the Depositor for expenses incurred by or reimbursable to the Servicer Servicer, or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and (x) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Trustee, on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclauses (vi) and (vii) above.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.03; (iii) subject to Section 3.16(d), to pay the Servicer or any Sub-Servicer (aA) any unpaid Servicing Fees, (bB) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late CollectionsLiquidation Proceeds, Liquidation Proceeds and Insurance Proceeds or other amounts as may be collected by the Servicer from a Mortgagor, or otherwise received with respect to such Mortgage Loan, Loan and (cC) any Nonrecoverable Servicing Advances made with respect to a Mortgage Loan that, following the final liquidation of a Mortgage LoanLoan are Nonrecoverable Advances, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for such Servicing Advances; (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator Depositor or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer for any P&I Advance previously made which the Servicer has determined to be a Nonrecoverable P&I Advance in accordance with the provisions of Section 4.03; (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee Trust Administrator or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances advances in respect of, of expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and (x) to clear and terminate the Collection Account pursuant to Section 10.019.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (iv), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Trustee and the Trust Administrator, on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above. (b) The Trust Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 4.01; (ii) to pay to itself any interest income earned on funds deposited in the Distribution Account pursuant to Section 3.12(c); (iii) to reimburse the Trust Administrator or the Trustee pursuant to Section 7.02; (iv) to pay any amounts in respect of taxes pursuant to 10.01(g)(iii); (v) to pay any Extraordinary Trust Fund Expenses; (vi) to reimburse the Trust Administrator or the Trustee for any P&I Advance made by it under Section 7.01 (if not reimbursed by the Servicer) to the same extent the Servicer would be entitled to reimbursement under Section 3.11(a); (vii) to pay the Credit Risk Manager the Credit Risk Manager Fee; and (viii) to clear and terminate the Distribution Account pursuant to Section 9.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Master Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Master Servicer for P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.03; (iii) subject to Section 3.16(d), to pay the Master Servicer or any Sub-Servicer (a) SubServicer any unpaid Servicing Fees, (b) Fees and reimburse any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Master Servicer as servicing compensation (in addition to the Servicing Fee) on the Master Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each the Originator or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Master Servicer for any P&I Advance previously made which the Master Servicer has determined to be a Nonrecoverable P&I Advance in accordance with the provisions of Section 4.03; (vii) to reimburse the Master Servicer or the Depositor for expenses incurred by or reimbursable to the Master Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee Master Servicer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Master Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and (x) to clear and terminate the Collection Account pursuant to Section 10.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (viii) and (ix) above. The Master Servicer shall provide written notification to the Trustee, on or prior to the next succeeding Master Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer itself (including any successor servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on related Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances with respect to each related Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such related Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the Seller, as the case may be, with respect to each related Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse itself (including any successor to the Servicer for Servicer) for (A) any P&I Advance or Servicing Advance previously made by it which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03 provided however, that the Servicer shall not be entitled to reimbursement for any Servicing Advance made prior to the Cut-off Date if the Servicer determines that such Servicing Advance constitutes a Nonrecoverable Servicing Advance; (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loan under Section 3.06(a)(iii); or (C) any P&I Advance or Servicing Advance made with respect to a delinquent Mortgage Loan which Mortgage Loan has been modified by the Servicier in accordance with the terms of this Agreement; provided that the Servicer shall only reimburse itself for such P&I Advances and Servicing Advances at the time of such modification; (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer itself or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any related Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) to pay to itself any Prepayment Interest Excess on the related Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii); and (xxi) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodians and the Master Servicer amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02; (iv) to pay any Net Swap Payment or Swap Termination Payment payable to the Supplemental Interest Trust (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the Swap Agreement)) owed to the Swap Provider; (v) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v); (vi) to pay the Master Servicing Fee to the Master Servicer; (vii) to pay the Credit Risk Management Fee to the Credit Risk Manager; and (viii) to clear and terminate the Distribution Account pursuant to Section 10.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) any unpaid Servicing Fees, (b) Fees and reimburse the Servicer any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator Servicer or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer (including any successor Servicer) for any P&I Advance or Servicing Advance previously made by it which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03; (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee Servicer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) to pay to the Servicer any Prepayment Interest Excess on the Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii)); and (xxi) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodian, the Master Servicer and the Trustee amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02;

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for itself for, without duplication, (a) P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.03 or (b) any xxxxxxxxxxxx X&X Advances remaining after the Final Recovery Determination of a Mortgage Loan that are Nonrecoverable P&I Advances not otherwise recoverable pursuant to subsection (ii)(a) hereof; (iii) subject to Section 3.16(d), to pay the Servicer itself or any Sub-Servicer (a) any unpaid Servicing Fees, Fees or (b) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds or other amounts as may be collected by the Servicer from a Mortgagor, or otherwise received with respect to such Mortgage Loan, and Loan or (c) any Nonrecoverable unreimbursed Servicing Advances with respect to made remaining after the final liquidation Final Recovery Determination of a Mortgage LoanLoan that are Nonrecoverable Servicing Advances, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds Collections received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any related Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection AccountAccount pursuant to Section 3.12(b); (v) to pay to the Serviceritself, the Master ServicerOriginator, the Depositor, each Originator Seller or the SellerDepositor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) ), as applicable, all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer itself (A) for any P&I Advance or Servicing Advance previously made which (I) the Servicer has determined to be a Nonrecoverable P&I Advance or Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.034.03 or (II) are outstanding at the time a successor servicer assumes the responsibilities, duties and liabilities of the Servicer and (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loans under Section 3.11(a)(iii); (vii) to reimburse itself, the Servicer Depositor or the Depositor Seller for expenses incurred by or reimbursable to the Servicer Servicer, the Seller or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Serviceritself, the Trustee NIMS Insurer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and; (x) to withdraw funds deposited in error and to clear and terminate the Collection Account pursuant to Section 10.019.01; and (xi) to pay to itself any interest income earned on funds deposited in the Collection Account pursuant to Section 3.12(b). The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Securities Administrator and the NIMS Insurer on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, with the following list not setting forth an order of priority: (i) to make distributions to Certificateholders, the Securities Administrator and the Depositor in accordance with Section 4.01; (ii) to pay any Extraordinary Trust Fund Expenses; (iii) to deposit into the Supplemental Interest Account the amount of any Net Swap Payment or Swap Termination Payment (other than any Swap Termination Payment resulting from a Swap Provider Trigger Event) owed to the Swap Provider from funds collected and received with respect to the Mortgage Loans prior to the determination of Available Funds; (iv) to reimburse itself and the Trustee pursuant to Section 7.01 to the extent such amounts in Section 7.01 were not reimbursed by the Servicer; (v) to pay any amounts in respect of taxes pursuant to Section 10.01(g)(iii),; (vi) to remit to the Servicer any amount deposited in the Distribution Account by the Servicer but not required to be deposited therein in accordance with Section 3.10(b) or (d); (vii) to clear and terminate the Distribution Account pursuant to Section 9.01; and (viii) to reimburse itself, the Trust, the Depositor, the Seller, the Servicer or the Trustee for any costs and damages incurred and paid by such party in connection with any violation by a Mortgage Loan of (x) the representation and warranties set forth in Section 2.06(b) of this Agreement or (y) the representations and warranties made in paragraphs (f), (qq), (xx), (yy), (ggg), (hhh), (nnn) or (qqq) of Schedule 4 attached hereto to the extent that such amount to be reimbursed is included in the Purchase Price.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer itself (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient or to reimburse the Servicer or any Sub-Servicer extent of funds held in the Collection Account for Servicing Advancesfuture distribution that were not included in the Available Distribution Amount for the preceding Distribution Date; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer itself (including any successor Servicer) for any P&I Advance or Servicing Advance previously made by it which the Servicer it has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03; (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer it or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) to pay to itself any Prepayment Interest Excess on the Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii)); and (xxi) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodian, the Master Servicer and the Trustee amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02; (iv) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v); (v) [Reserved]; (vi) to pay the Credit Risk Management Fee to the Credit Risk Manager; and (vii) to clear and terminate the Distribution Account pursuant to Section 10.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer itself (including any successor servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on related Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances with respect to each related Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such related Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the Seller, as the case may be, with respect to each related Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse itself (including any successor to the Servicer for Servicer) for (A) any P&I Advance or Servicing Advance previously made by it which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.03;5.03; or (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loan under Section 3.08(a)(iii); or (C) any P&I Advance or Servicing Advance made with respect to a delinquent Mortgage Loan which Mortgage Loan has been modified by the Servicer in accordance with the terms of this Agreement; provided that the Servicer shall only reimburse itself for such P&I Advances and Servicing Advances at the time of such modification. (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer itself or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any related Mortgage Loan pursuant to Section 3.16(b3.13(b); and (x) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii) and (ix) above. The Servicer shall provide written notification to the Trustee and the Master Servicer on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclauses (vi) and (vii) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodian and the Master Servicer amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02; (iv) to pay any Net Swap Payment or Swap Termination Payment payable to the Supplemental Interest Trust (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the Swap Agreement)) owed to the Swap Provider; (v) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v); (vi) to pay the Master Servicing Fee to the Master Servicer; and (vii) to clear and terminate the Distribution Account pursuant to Section 10.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer itself (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on related Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances with respect to each related Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such related Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the Seller, as the case may be, with respect to each related Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer for any P&I Advance previously made which the Servicer has determined to be a Nonrecoverable P&I Advance in accordance with the provisions of Section 4.03; (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee or the Trust Administrator, as the case may be, for expenses reasonably incurred in connection with any breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this Agreement, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and (x) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),to

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.034.05 hereof: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) hereof or permitted to be so remitted pursuant to the first sentence of Section 3.10(d)) hereof; (ii) subject to Section 3.16(d)) hereof, to reimburse the Servicer for P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.05; (iii) subject to Section 3.16(d), to pay the Servicer or any Sub-Servicer (a) any unpaid Servicing Fees, (b) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage LoanLoan that are Nonrecoverable Advances, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator Servicer or the Seller, as the case may beapplicable, with respect to each related Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) hereof all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer for any P&I Advance previously made which the Servicer has determined to be a Nonrecoverable P&I Advance in accordance with the provisions of Section 4.034.05; (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee or the Trust Administrator, as the case may be, for expenses reasonably incurred in connection with any breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this Agreement, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances in respect of, of expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b) hereof; (viii) to pay or reimburse the Servicer and the Trustee pursuant to Section 9.01(c) and 9.01(f), respectively; and (xix) to clear and terminate the Collection Account pursuant to Section 10.0110.01 hereof. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (iv), (v), (vi) and (vii) above. The Servicer shall provide written notification to the Trustee, on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vi) above; provided, however, that an Officers' Certificate in the form described under Section 4.05(d) shall suffice for such written notification to the Trustee in respect hereof. (b) The Trustee shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions in accordance with Sections 4.01 and 8.05 hereof; (ii) to pay any amounts in respect of taxes pursuant to Section 9.01(g) hereof; and (iii) to clear and terminate the Distribution Account pursuant to Section 10.01 hereof.

Withdrawals from the Collection Account and Distribution Account. (a) The Each Servicer shall, from time to time, make withdrawals from the related Collection Account for any of the following purposes or as described in Section 4.035.03 of this Agreement: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(c) of this Agreement or permitted to be so remitted pursuant to the first sentence of Section 3.10(d)3.08(e) of this Agreement; (ii) subject to Section 3.16(d)3.13(d) of this Agreement, to reimburse the Servicer itself (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on related Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03 of this Agreement; (iii) subject to Section 3.16(d)3.13(d) of this Agreement, to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances made by the Seller or the related Servicer prior to or following the Cut-off Date with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) of this Agreement all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer for itself (including any successor Servicer) for (A) any P&I Advance or Servicing Advance previously made by it, which the related Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03 of this Agreement; or (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loan under Section 3.06 of this Agreement; (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer itself or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03 of this Agreement; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b)3.13(b) of this Agreement; (x) to pay to itself any Prepayment Interest Excess on the Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii) of this Agreement; (xi) to deposit in the Simple Interest Excess Sub-Account any amount required to be deposited therein pursuant to Section 3.08(b) of this Agreement; and (xxii) to clear and terminate the related Collection Account pursuant to Section 10.0110.01 of this Agreement. The Each Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the related Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix), (x) and (xi) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01 of this Agreement; (ii) to pay to itself, the Custodian and the Master Servicer amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02 of this Agreement; (iv) to reimburse WMMSC for any overages paid by WMMSC in connection with Section 4.20 of this Agreement; (v) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v) of this Agreement;

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03 of this Agreement: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(c) of this Agreement or permitted to be so remitted pursuant to the first sentence of Section 3.10(d)3.08(e) of this Agreement; (ii) subject to Section 3.16(d)3.13(d) of this Agreement, to reimburse the Servicer itself (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing FeesFees payable to the Servicer) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on related Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03 of this Agreement; (iii) subject to Section 3.16(d)3.13(d) of this Agreement, to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees payable to the Servicer and reimburse itself any unreimbursed Servicing Advances made by the Sponsor or the Servicer prior to or following the Cut-off Date with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse or rental or other income from the Servicer or any Sub-Servicer for Servicing Advancesrelated REO Property; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing FeeFee payable to the Servicer) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account and the Simple Interest Excess Sub-Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the SellerSponsor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) of this Agreement all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer for itself (including any successor Servicer) for (A) any P&I Advance or Servicing Advance previously made by it, which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03 of this Agreement; provided however, that the Servicer shall not be entitled to reimbursement for any Servicing Advance made prior to the Cut-off Date if the Servicer determines that such Servicing Advance constitutes a Nonrecoverable Servicing Advance; (B) any unpaid Servicing Fees payable to the Servicer to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loan under Section 3.08(a)(iii) of this Agreement; or (C) any P&I Advance or Servicing Advance made with respect to a delinquent Mortgage Loan which Mortgage Loan has been modified by the Servicer in accordance with the terms of this Agreement; provided that the Servicer shall only reimburse itself for such P&I Advances and Servicing Advances at the time of such modification or as otherwise provided in this Section 3.09. (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer itself or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03 of this Agreement; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b)3.13(b) of this Agreement; (x) to pay to itself any Prepayment Interest Excess on the related Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii) of this Agreement; (xi) to deposit in the Simple Interest Excess Sub-Account any amount required to be deposited therein pursuant to Section 3.08(b) of this Agreement; and (xxii) to clear and terminate the Collection Account pursuant to Section 10.0110.01 of this Agreement. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix), (x) and (xi) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01 of this Agreement; (ii) to pay to itself, the Custodians and the Master Servicer amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02 of this Agreement; (iv) [reserved]; (v) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v) of this Agreement; (vi) to pay the Master Servicing Fee to the Master Servicer; (vii) to pay the Credit Risk Management Fee to the Credit Risk Manager; (viii) to pay the Excess Servicing Fee, if any, to the Class CE-2 Certificateholder pursuant to Section 5.01(b) of this Agreement; and (ix) to clear and terminate the Distribution Account pursuant to Section 10.01 of this Agreement.

Withdrawals from the Collection Account and Distribution Account. (a) The Each Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(c) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(e); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer itself (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on related Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances made by the Seller or the related Servicer prior to or following the Cut-off Date with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer for itself (including any successor Servicer) for (A) any P&I Advance or Servicing Advance previously made by the Seller or the related Servicer prior to or following the Cut-off Date which the Servicer it has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03; or (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loan under Section 3.06(a)(iii); (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer it or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) to pay to itself any Prepayment Interest Excess on the Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii)); (xi) to deposit in the Simple Interest Excess Sub-Account any amount required to be deposited therein pursuant to Section 3.08(b); and (xxii) to clear and terminate the related Collection Account pursuant to Section 10.01. The Each Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the related Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix), (x) and (xi) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodian and the Master Servicer amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02; (iv) to pay to an Advance Financing Person reimbursements for P&I Advances and/or Servicing Advances pursuant to Section 3.25; (v) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v); (vi) to pay the Master Servicing Fee to the Master Servicer; (vii) to pay the Credit Risk Management Fee to the Credit Risk Manager; and (viii) to clear and terminate the Distribution Account pursuant to Section 10.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer itself (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on related Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances with respect to each related Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such related Mortgage Loan are insufficient to reimburse or rental or other income from the Servicer or any Sub-Servicer for Servicing Advancesrelated REO Property; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing FeeFee or any portion thereof payable to the Servicer) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the SellerSponsor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse itself (including any successor to the Servicer for Servicer) for (A) any P&I Advance or Servicing Advance previously made by it which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03; provided however, that the Servicer shall not be entitled to reimbursement for any Servicing Advance made prior to the Cut-off Date if the Servicer determines that such Servicing Advance constitutes a Nonrecoverable Servicing Advance; (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loan under Section 3.08(a)(iii); or (C) any P&I Advance or Servicing Advance made with respect to a delinquent Mortgage Loan which Mortgage Loan has been modified by the Servicer in accordance with the terms of this Agreement; provided that the Servicer shall only reimburse itself for such P&I Advances and Servicing Advances at the time of such modification, or as otherwise provided in this Section 3.09; (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer itself or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any related Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) to pay to itself any Prepayment Interest Excess on the related Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii); and (xxi) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodians and the Master Servicer amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02; (iv) to pay any Net Swap Payment or Swap Termination Payment payable to the Supplemental Interest Trust (unless the Swap Provider is the sole Defaulting Party or the sole Affected Party (as defined in the Swap Agreement)) owed to the Swap Provider; (v) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v); (vi) to pay the Master Servicing Fee to the Master Servicer; (vii) to pay the Credit Risk Management Fee to the Credit Risk Manager; (viii) to pay the Excess Servicing Fee, if any, to the Class CE-2 Certificateholder pursuant to Section 5.01(f); and (ix) to clear and terminate the Distribution Account pursuant to Section 10.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for itself for, without duplication, (a) P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.03 or (b) any xxxxxxxxxxxx X&X Advances remaining after the Final Recovery Determination of a Mortgage Loan that are Nonrecoverable P&I Advances not otherwise recoverable pursuant to subsection (ii)(a) hereof; (iii) subject to Section 3.16(d), to pay the Servicer itself or any Sub-Servicer (a) any unpaid Servicing Fees, Fees or (b) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds or other amounts as may be collected by the Servicer from a Mortgagor, or otherwise received with respect to such Mortgage Loan, and Loan or (c) any Nonrecoverable unreimbursed Servicing Advances with respect to made remaining after the final liquidation Final Recovery Determination of a Mortgage LoanLoan that are Nonrecoverable Servicing Advances, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds Collections received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any related Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection AccountAccount pursuant to Section 3.12(b); (v) to pay to the Serviceritself, the Master Servicerrelated Originator, the Depositor, each Originator Seller or the SellerDepositor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) ), as applicable, all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer itself (A) for any P&I Advance or Servicing Advance previously made which (I) the Servicer has determined to be a Nonrecoverable P&I Advance or Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.034.03 or (II) are outstanding at the time a successor servicer assumes the responsibilities, duties and liabilities of the Servicer and (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loans under Section 3.11(a)(iii); (vii) to reimburse itself, the Servicer Depositor or the Depositor Seller for expenses incurred by or reimbursable to the Servicer Servicer, the Seller or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Serviceritself, the Trustee NIMS Insurer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and; (x) to withdraw funds deposited in error and to clear and terminate the Collection Account pursuant to Section 10.019.01; and (xi) to pay to itself any interest income earned on funds deposited in the Collection Account pursuant to Section 3.12(b). The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Securities Administrator and the NIMS Insurer on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, with the following list not setting forth an order of priority: (i) to make distributions to Certificateholders, the Securities Administrator and the Depositor in accordance with Section 4.01; (ii) to pay any Extraordinary Trust Fund Expenses; (iii) to deposit into the Supplemental Interest Account the amount of any Net Swap Payment or Swap Termination Payment (other than any Swap Termination Payment resulting from a Swap Provider Trigger Event) owed to the Swap Provider from funds collected and received with respect to the Mortgage Loans prior to the determination of Available Funds; (iv) to reimburse itself and the Trustee pursuant to Section 7.01 to the extent such amounts in Section 7.01 were not reimbursed by the Servicer; (v) to pay any amounts in respect of taxes pursuant to Section 10.01(g)(iii),; (vi) to remit to the Servicer any amount deposited in the Distribution Account by the Servicer but not required to be deposited therein in accordance with Section 3.10(b) or (d); (vii) to clear and terminate the Distribution Account pursuant to Section 9.01; and (viii) to reimburse itself, the Trust, the Depositor, the Seller, the Servicer or the Trustee for any costs and damages incurred and paid by such party in connection with any violation by a Mortgage Loan of (x) the representations and warranties set forth in Section 2.06 of this Agreement or (y) (A) the representations and warranties made in paragraphs (f), (qq), (xx), (yy), (ggg), (hhh), (nnn) or (qqq) of Schedule 4 and 9 attached hereto, (B) the representations and warranties made in paragraphs (f), (qq), (xx), (yy), (fff), (jjj) and (kkk) of Schedule 5 attached hereto, (C) the representations and warranties made in paragraphs (f), (pp), (ww), (xx) and (kkk) of Schedule 6 attached hereto, (D) the representations and warranties made in paragraphs (f), (oo), (vv), (ww), (eee), (fff), (lll) and (ooo) of Schedule 7 attached hereto, and (E) the representations and warranties made in paragraphs (f), (qq), (xx), (yy) and (nnn) of Schedule 8 attached hereto to the extent such amount to be reimbursed is included in the Purchase Price.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer itself (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on related Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such related Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the Seller, as the case may be, with respect to each related Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer itself (including any successor Servicer) for any P&I Advance or Servicing Advance previously made by it which the Servicer it has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03; (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer it or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) to pay to itself any Prepayment Interest Excess on the Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii)); (xi) to pay the PMI Insurer the PMI Insurer Fee; and (xxii) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodian, the Master Servicer and the Trustee amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02; (iv) to pay to an Advance Financing Person reimbursements for P&I Advances and/or Servicing Advances pursuant to Section 3.25; (v) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v); (vi) to pay the Master Servicing Fee to the Master Servicer; (vii) to pay the Credit Risk Management Fee to the Credit Risk Manager; and (viii) to clear and terminate the Distribution Account pursuant to Section 10.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Master Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Master Servicer for P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.03; (iii) subject to Section 3.16(d), to pay the Master Servicer or any Sub-Servicer (a) any unpaid Servicing Fees, (b) Fees and reimburse the Master Servicer any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Master Servicer as servicing compensation (in addition to the Servicing Fee) on the Master Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator MLMCI or the SellerMortgage Loan Originator, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Master Servicer for any P&I Advance or Servicing Advance previously made which the Servicer Master Servicer, as applicable, has determined in good faith to be a Nonrecoverable P&I Advance in accordance with the provisions of Section 4.03; (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.03;[reserved] (viii) to reimburse the Master Servicer, the Trustee or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 of this Agreement, or in respect of a breach or defect under Section 2.04 of this Agreement, that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Master Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and (x) to clear and terminate the Collection Account pursuant to Section 10.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (viii) and (ix) above. The Master Servicer shall provide written notification to the Trustee and the Certificate Insurer, on or prior to the next succeeding Master Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vi) above. The Trustee shall withdraw from the Distribution Account on each Distribution Date any interest or investment income earned on funds deposited in the Distribution Account as additional compensation.

Withdrawals from the Collection Account and Distribution Account. (a) The Master Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Master Servicer for P&I Monthly Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Monthly Advances were made in accordance with the provisions of Section 4.03; (iii) subject to Section 3.16(d), to pay the Master Servicer or any Sub-Servicer (a) SubServicer any unpaid Servicing Fees, (b) Fees and reimburse any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Master Servicer as servicing compensation (in addition to the Servicing Fee) on the Master Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator Depositor or the Mortgage Loan Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Master Servicer for any P&I Monthly Advance previously made which the Master Servicer has determined to be a Nonrecoverable P&I Monthly Advance in accordance with the provisions of Section 4.03; (vii) to reimburse the Master Servicer or the Depositor for expenses incurred by or reimbursable to the Master Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee Master Servicer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Master Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and (x) to clear and terminate the Collection Account pursuant to Section 10.01. In addition to the foregoing, the Trustee shall be entitled to withdraw amounts from the Distribution Account to transfer funds to the Expense Account on the Business Day immediately preceding each Distribution Date pursuant to Section 3.25(b) prior to any payments to Certificateholders and the Certificate Insurer pursuant to Section 4.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (viii) and (ix) above. The Master Servicer shall provide written notification to the Trustee, on or prior to the next succeeding Master Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclauses (vi) and (vii) above.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer Servicers shall, from time to time, make withdrawals from the Collection Account Accounts for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the related Servicer (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on related Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the related Servicer or any Sub-Servicer (a) any unpaid Servicing Fees, (b) Fees and reimburse the related Servicer any unreimbursed Servicing Advances with respect to each related Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such related Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the related Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the related Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator related Servicer or the Seller, as the case may be, with respect to each related Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the related Servicer (including any successor Servicer) for any P&I Advance or Servicing Advance previously made by it which the related Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03; (vii) to reimburse the related Servicer or the Depositor for expenses incurred by or reimbursable to the related Servicer or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the related Servicer, the Trustee Master Servicer, the Securities Administrator or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the related Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any related Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) to pay the related Servicer any Prepayment Interest Excess on the Mortgage Loans serviced by such Servicer (to the extent not retained pursuant to Section 3.08(a)(ii)); and (xxi) to clear and terminate the Collection Account pursuant to Section 10.01. The Each Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodian, the Master Servicer and the Trustee amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02;

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.034.05 hereof: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) hereof or permitted to be so remitted pursuant to the first sentence of Section 3.10(d)) hereof; (ii) subject to Section 3.16(d)) hereof, to reimburse the Servicer for P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.05; (iii) subject to Section 3.16(d), to pay the Servicer or any Sub-Servicer (a) any unpaid Servicing Fees, (b) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage LoanLoan that are Nonrecoverable Advances, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator Servicer or the Seller, as the case may beapplicable, with respect to each related Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) hereof all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer for any P&I Advance previously made which the Servicer has determined to be a Nonrecoverable P&I Advance in accordance with the provisions of Section 4.034.05; (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee or the Trust Administrator, as the case may be, for expenses reasonably incurred in connection with any breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this Agreement, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances in respect of, of expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b) hereof; (viii) to pay or reimburse the Servicer and the Trustee pursuant to Section 9.01(c) and 9.01(f); , respectively, and (xix) to clear and terminate the Collection Account pursuant to Section 10.0110.01 hereof. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (iv), (v), (vi) and (vii) above. The Servicer shall provide written notification to the Trustee, on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vi) above; provided, however, that an Officers' Certificate in the form described under Section 4.05(d) shall suffice for such written notification to the Trustee in respect hereof. (b) The Trustee shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions in accordance with Sections 4.01 and 8.05 hereof; (ii) to pay any amounts in respect of taxes pursuant to Section 9.01(g) hereof; and (iii) to clear and terminate the Distribution Account pursuant to Section 10.01 hereof.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.03; (iii) subject to Section 3.16(d), to pay the Servicer or any Sub-Servicer (a) any unpaid Servicing Fees, (b) Fees and reimburse the Servicer any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator Depositor or the SellerNC Capital, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer for any P&I Advance or Servicing Advance previously made which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.03; (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee Trust Administrator or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and (x) to clear and terminate the Collection Account pursuant to Section 10.019.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Trustee and the Trust Administrator, on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclauses (vi) and (vii) above. (b) The Trust Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 4.01; (ii) to pay to itself and the Trustee amounts to which it is entitled pursuant to Section 8.05; (iii) to pay to itself any interest or investment income earned on funds deposited in the Distribution Account pursuant to Section 3.12(b); (iv) to reimburse itself pursuant to Section 7.02; (v) to pay any amounts in respect of taxes pursuant to Section 10.01(g)(iii); and (vi) to clear and terminate the Distribution Account pursuant to Section 9.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer itself (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient or to reimburse the Servicer or any Sub-Servicer extent of funds held in the Collection Account for Servicing Advancesfuture distribution that were not included in Available Funds for the preceding Distribution Date; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer itself (including any successor Servicer) for any P&I Advance or Servicing Advance previously made by it which the Servicer it has determined to be a Xxxxxxxxxxxxxx X&X Advance or a Nonrecoverable P&I Servicing Advance in accordance with the provisions of Section 4.035.03; (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer it or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) to pay to itself any Prepayment Interest Excess on the Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii)); and (xxi) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodian, the Master Servicer and the Trustee amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02; (iv) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v); (v) to pay the Master Servicing Fee to the Master Servicer; (vi) to pay the Credit Risk Management Fee to the Credit Risk Manager; and (vii) to clear and terminate the Distribution Account pursuant to Section 10.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer itself (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on related Litton Mortgage Loans with respect to respxxx xx which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances with respect to each Litton Mortgage Loan, but only to the xx xxx extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such related Litton Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the Seller, as the case may be, with respect to each related Litton Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse itself (including any successor to the Servicer Servicer) for any P&I Advance or Servicing Advance previously made by it which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.03;5.03; or (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer itself or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Litton Mortgage Loan, including any expenses xxx xxpenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Litton Mortgage Loan pursuant pxxxxxxt to Section 3.16(b3.13(b); and (x) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii) and (ix) above. The Servicer shall provide written notification to the Trustee on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclauses (vi) and (vii) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01;

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer itself (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on related Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances with respect to each related Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such related Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the Seller, as the case may be, with respect to each related Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse itself (including any successor to the Servicer for Servicer) for (A) any P&I Advance or Servicing Advance previously made by it which the Servicer has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03 provided however, that the Servicer shall not be entitled to reimbursement for any Servicing Advance made prior to the Cut-off Date if the Servicer determines that such Servicing Advance constitutes a Nonrecoverable Servicing Advance; or (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loan under Section 3.06(a)(iii); (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer itself or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any related Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) to pay to itself any Prepayment Interest Excess on the related Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii); and (xxi) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodians and the Master Servicer amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02; (iv) reserved; (v) to pay any amounts in respect of taxes pursuant to Section 11.01(g)(v); (vi) to pay the Master Servicing Fee to the Master Servicer; (vii) to pay the Credit Risk Management Fee to the Credit Risk Manager; and (viii) to clear and terminate the Distribution Account pursuant to Section 10.01.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer and the Trust Administrator, respectively, shall, from time to time, make withdrawals from the Collection Account or the Distribution Account, as applicable, for any of the following purposes or as described in Section 4.034.01: (i) on or prior to the Remittance Date, to remit to the Trust Administrator for deposit in into the Distribution Account all Available Funds in respect of the related Distribution Date together with all amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to representing Prepayment Premiums from the first sentence of Section 3.10(d);Mortgage Loans received during the related Prepayment Period; Fremont 2006-C Pooling & Servicing Agreement (ii) subject to Section 3.16(d), to reimburse the Servicer for P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Scheduled Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.01; (iii) subject to Section 3.16(d), to pay the Servicer or any Sub-Servicer Subservicer (aA) any unpaid Servicing Fees, Fees or (bB) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Proceeds, Condemnation Proceeds, Insurance Proceeds received with respect to such Mortgage Loanor other amounts as may be collected by the Servicer from a Mortgagor, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds or otherwise received with respect to such Mortgage Loan are insufficient to reimburse (or the Servicer or any Sub-Servicer for Servicing Advancesrelated REO Property); (iv) to pay to the Servicer as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator or the Seller, as the case may beOriginator, with respect to each Mortgage Loan that has previously been purchased repurchased or replaced pursuant to Section 2.03 or Section 3.16(c) this Agreement all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer for (A) any P&I Advance or Servicing Advance previously made which the Servicer has determined to be a Nonrecoverable P&I Advance or Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.034.01 and (B) any unpaid Servicing Fees to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loan under Section 3.11(a)(iii); (vii) to reimburse the Servicer or the Depositor for expenses incurred by or reimbursable to the Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee or the Trust Administrator, as the case may be, for expenses reasonably incurred in connection with any breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this Agreement, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b)3.15; (viii) to pay to the Master Servicer the Master Servicing Fee; (ix) in the event Wxxxx Fargo Bank, N.A. ceases to be Master Servicer and Trust Administrator hereunder but continues to provide services as custodian of the Mortgage Loans, to pay to Wxxxx Fargo Bank, N.A. the Custodial Fee; (x) to reimburse the Servicer, the Depositor, the Master Servicer, the Swap Administrator, the Trust Administrator or the Trustee for expenses incurred by or reimbursable to the Servicer, the Depositor, the Trustee, the Master Servicer or the Trust Administrator, as the case may be, pursuant to this Agreement; (xi) to reimburse the Servicer, the Master Servicer, the Swap Administrator, the Trust Administrator or the Trustee, as the case may be, for expenses reasonably incurred in respect of the breach or defect giving rise to the repurchase obligation under Section 2.03 of this Agreement that were included in the Repurchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the repurchase obligation, to the extent not otherwise paid pursuant to the terms hereof; Fremont 2006-C Pooling & Servicing Agreement (xii) to pay to the Swap Administrator, for payment to the Swap Provider, any Net Swap Payment or Swap Termination Payment (other than Swap Termination Payments resulting from a Swap Provider Trigger Event) owed to the Swap Provider, as provided in the Swap Administration Agreement; (xiii) to withdraw any amounts deposited in the Collection Account in error; and (xxiv) to clear and terminate the Collection Account pursuant upon termination of this Agreement. To the extent that the Servicer does not timely make the remittance referred to Section 10.01. in clause (i) above, the Servicer shall pay the Trust Administrator for the account of the Trust Administrator interest on any amount not timely remitted at the prime rate, from and including the applicable Remittance Date to but excluding the date such remittance is actually made. (b) The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (iia)(ii),, (iii), (iv), (v), (vi), (vii), (viii) and (ix) above. The Servicer shall provide written notification to the Depositor, on or prior to the next succeeding Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (a)(vi) above.

Withdrawals from the Collection Account and Distribution Account. (a) The Master Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Master Servicer for P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.03; (iii) subject to Section 3.16(d), to pay the Master Servicer or any Sub-Servicer (a) SubServicer any unpaid Servicing Fees, (b) Fees and reimburse any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Master Servicer as servicing compensation (in addition to the Servicing Fee) on the Master Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Master Servicer for any P&I Advance previously made which the Master Servicer has determined to be a Nonrecoverable P&I Advance in accordance with the provisions of Section 4.03; (vii) to reimburse the Master Servicer or the Depositor for expenses incurred by or reimbursable to the Master Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee Master Servicer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Master Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and (x) to clear and terminate the Collection Account pursuant to Section 10.019.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (iv), (v), (vi), (viii) and (ix) above. The Master Servicer shall provide written notification to the Trustee, on or prior to the next succeeding Master Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer itself (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) 3.27 all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer itself (including any successor Servicer) for any P&I Advance or Servicing Advance previously made by it which the Servicer it has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03; (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer it or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) to pay to itself any Prepayment Interest Excess on the Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii)); and (xxi) to clear and terminate the Collection Account pursuant to Section 10.01. The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodian, the Master Servicer and the Trustee amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02;

Withdrawals from the Collection Account and Distribution Account. (a) The Master Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Master Servicer for P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.03; (iii) subject to Section 3.16(d), to pay the Master Servicer or any Sub-Servicer (a) SubServicer any unpaid Servicing Fees, (b) Fees and reimburse any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Master Servicer as servicing compensation (in addition to the Servicing Fee) on the Master Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each the Originator or the Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 2.03, Section 3.16(a) or Section 3.16(c) all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Master Servicer for any P&I Advance previously made which the Master Servicer has determined to be a Nonrecoverable P&I Advance in accordance with the provisions of Section 4.03; (vii) to reimburse the Master Servicer or the Depositor for expenses incurred by or reimbursable to the Master Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee Master Servicer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Master Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and (x) to clear and terminate the Collection Account pursuant to Section 10.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (iv), (v), (vi), (viii) and (ix) above. The Master Servicer shall provide written notification to the Trustee, on or prior to the next succeeding Master Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the itself or any Sub-Servicer for for, without duplication, (a) P&I Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Proceeds, condemnation proceeds or Insurance Proceeds on the Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.034.03 or (b) any xxxxxxxxxxxx X&X Advances remaining after the Final Recovery Determination of a Mortgage Loan that are Nonrecoverable P&I Advances not otherwise recoverable pursuant to subsection (ii)(a) hereof; (iii) subject to Section 3.16(d), to pay the Servicer itself or any Sub-Servicer (a) any unpaid Servicing Fees, Fees or (b) any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Proceeds, condemnation proceeds, Insurance Proceeds or other amounts as may be collected by the Servicer from a Mortgagor, or otherwise received with respect to such Mortgage Loan, and Loan or (c) any Nonrecoverable unreimbursed Servicing Advances with respect to made remaining after the final liquidation Final Recovery Determination of a Mortgage LoanLoan that are Nonrecoverable Servicing Advances, but only to the extent that Late Collections, Liquidation Proceeds Proceeds, condemnation proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any related Sub-Servicer for Servicing AdvancesAdvances or (c) in accordance with 4.03(b) any xxxxxxxxxxxx X&X Advances to the extent of funds held in the Collection Account for future distributions that were not included in Available Funds for the preceding Distribution Date; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date the (a) Prepayment Interest Excess and (b) any interest or investment income earned on funds deposited in the Collection AccountAccount pursuant to Section 3.12(b), other than any interest payments received with Principal Prepayments during the period from November 6, 2006 to November 15, 2006 which shall be paid to the Depositor; (v) to pay to the Serviceritself, the Master ServicerOriginator, the Depositor, each Originator Seller or the SellerDepositor, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) ), as applicable, all amounts received thereon subsequent to the date of purchase or substitution, as the case may be; (vi) to reimburse the Servicer itself (A) for any P&I Advance or Servicing Advance previously made which the Servicer has determined to be a Nonrecoverable P&I Advance or Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.034.03 and (B) any unpaid Servicing Fees, to the extent not recoverable from Liquidation Proceeds, Insurance Proceeds or other amounts received with respect to the related Mortgage Loans under Section 3.11(a)(iii); (vii) to reimburse itself, the Servicer Depositor or the Depositor Seller for expenses incurred by or reimbursable to the Servicer Servicer, the Seller or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Serviceritself, the Trustee NIMs Insurer, if any, or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and; (x) to withdraw funds deposited in error or for which amounts previously deposited are returned unpaid by the related Mortgagor and to clear and terminate the Collection Account pursuant to Section 10.019.01; and (xi) to pay to itself any interest income earned on funds deposited in the Collection Account pursuant to Section 3.12(b). The Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (viii) and (ix) above. The Servicer shall provide written notification to the Trustee and the NIMs Insurer, if any, on or prior to the next succeeding Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclause (vii) above. (b) The Trustee shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders and the Depositor in accordance with Section 4.01; (ii) to pay any Extraordinary Trust Fund Expenses; (iii) on or prior to a Distribution Date, to remit to the Loan Performance Advisor the LPA Fee with respect to such Distribution Date; (iv) to reimburse itself pursuant to Section 7.01 to the extent such amounts in Section 7.01 were not reimbursed by the Servicer; (v) to pay any amounts in respect of taxes pursuant to Section 10.01(g)(iii); (vi) to remit to the Servicer any amount deposited in the Distribution Account by the Servicer but not required to be deposited therein in accordance with Section 3.10(b) or (d); (vii) to clear and terminate the Distribution Account pursuant to Section 9.01; and (viii) to pay to itself any interest income earned on funds deposited in the Distribution Account pursuant to Section 3.12(c).

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer shall, from time to time, make withdrawals from the Collection Account for any of the following purposes or as described in Section 4.03: (i) to remit to the Trust Administrator Trustee for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d); (ii) subject to Section 3.16(d), to reimburse the Servicer for P&I Monthly Advances, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on Mortgage Loans with respect to which such P&I Monthly Advances were made in accordance with the provisions of Section 4.03; (iii) subject to Section 3.16(d), to pay the Master Servicer or any Sub-the Servicer (a) any unpaid Master Servicing Fees, (b) Fees or Servicing Fees and reimburse the Servicer any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to (a) the Servicer as servicing compensation (in addition to the Servicing Fee) on the Master Servicer Remittance Date any interest or investment income earned on funds deposited in the Collection AccountAccount and (b) Master Servicer on the Master Servicer Remittance Date, the Master Servicing Fee and all prepayment penalties; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator Depositor or the Mortgage Loan Seller, as the case may be, with respect to each Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer for any P&I Monthly Advance or Servicing Advance previously made which the Servicer has determined to be a Nonrecoverable P&I Advance in accordance with the provisions of Section 4.03; (vii) to reimburse the Master Servicer or the Depositor for expenses incurred by or reimbursable to the Master Servicer or the Depositor, as the case may be, pursuant to Section 6.03; (viii) to reimburse the Servicer, the Trustee Master Servicer or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b); and (x) to clear and terminate the Collection Account pursuant to Section 10.01. The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (viii) and (ix) above. The Master Servicer shall provide written notification to the Trustee, on or prior to the next succeeding Master Servicer Remittance Date, upon making any withdrawals from the Collection Account pursuant to subclauses (vi) and (vii) above.

Withdrawals from the Collection Account and Distribution Account. (a) The Servicer Ocwen shall, from time to time, make withdrawals from the related Collection Account for any of the following purposes or as described in Section 4.035.03: (i) to remit to the Trust Securities Administrator for deposit in the Distribution Account the amounts required to be so remitted pursuant to Section 3.10(b3.08(b) or permitted to be so remitted pursuant to the first sentence of Section 3.10(d3.08(d); (ii) subject to Section 3.16(d3.13(d), to reimburse the Servicer itself (including any successor Servicer) for P&I AdvancesAdvances made by it, but only to the extent of amounts received which represent Late Collections (net of the related Servicing Fees) of Monthly Payments, Liquidation Proceeds and Insurance Proceeds Payments on related Ocwen Mortgage Loans with respect to which such P&I Advances were made in accordance with the provisions of Section 4.035.03; (iii) subject to Section 3.16(d3.13(d), to pay the Servicer or any Sub-Servicer (a) itself any unpaid Servicing Fees, (b) Fees and reimburse itself any unreimbursed Servicing Advances with respect to each Mortgage Loan, but only to the extent of any Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such related Ocwen Mortgage Loan, and (c) any Nonrecoverable Servicing Advances with respect to the final liquidation of a Mortgage Loan, but only to the extent that Late Collections, Liquidation Proceeds and Insurance Proceeds received with respect to such Mortgage Loan are insufficient to reimburse the Servicer or any Sub-Servicer for Servicing Advances; (iv) to pay to the Servicer itself as servicing compensation (in addition to the Servicing Fee) on the Servicer Remittance Date any interest or investment income earned on funds deposited in the related Collection Account; (v) to pay to the Servicer, the Master Servicer, the Depositor, each Originator itself or the Seller, as the case may be, with respect to each related Ocwen Mortgage Loan that has previously been purchased or replaced pursuant to Section 2.03 or Section 3.16(c3.13(c) all amounts received thereon subsequent to not included in the date of purchase Purchase Price or substitution, as the case may beSubstitution Shortfall Amount; (vi) to reimburse the Servicer itself (including any successor Servicer) for any P&I Advance or Servicing Advance previously made by it which the Servicer it has determined to be a Nonrecoverable P&I Advance or a Nonrecoverable Servicing Advance in accordance with the provisions of Section 4.035.03; (vii) to reimburse the Servicer itself or the Depositor for expenses incurred by or reimbursable to the Servicer it or the Depositor, as the case may be, pursuant to Section 6.033.01 or Section 7.03; (viii) to reimburse the Servicer, the Trustee itself or the Trust AdministratorTrustee, as the case may be, for expenses reasonably incurred in connection with any respect of the breach or defect giving rise to the purchase obligation under Section 2.03 or Section 2.04 of this AgreementAgreement that were included in the Purchase Price of the related Ocwen Mortgage Loan, including any expenses arising out of the enforcement of the purchase obligation; (ix) to pay, or to reimburse the Servicer itself for Servicing Advances advances in respect of, expenses incurred in connection with any Mortgage Loan pursuant to Section 3.16(b3.13(b); (x) to pay to itself any Prepayment Interest Excess on the Ocwen Mortgage Loans to the extent not retained pursuant to Section 3.08(a)(ii)); and (xxi) to clear and terminate the related Collection Account pursuant to Section 10.01. The Servicer Ocwen shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal from the Collection Account, to the extent held by or on behalf of it, pursuant to subclauses (ii),, (iii), (v), (vi), (vii), (viii), (ix) and (x) above. (b) The Securities Administrator shall, from time to time, make withdrawals from the Distribution Account, for any of the following purposes, without priority: (i) to make distributions to Certificateholders in accordance with Section 5.01; (ii) to pay to itself, the Custodian, the Master Servicer and the Trustee amounts to which it is entitled pursuant to Section 9.05 or any other provision of this Agreement and any Extraordinary Trust Fund Expenses; (iii) to reimburse itself or the Master Servicer pursuant to Section 8.02;