Common use of Yield Maintenance Account Clause in Contracts

Yield Maintenance Account. On or prior to the Closing Date, the Trustee shall cause to be established and maintained the Yield Maintenance Account, into which amounts received by the Trustee from the Cap Counterparty pursuant to the Yield Maintenance Agreement shall be deposited for the benefit of the Class 1-A-2 Certificates. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount for the Class 1-A-2 Certificates for such Distribution Date and deposit such amount in the Certificate Account for payment to the Class 1-A-2 Certificates pursuant to Section 4.05(a). Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee shall withdraw from the Yield Maintenance Account and pay to itself any amounts remaining in the Yield Maintenance Account after the Final Yield Maintenance Payment Date. To the extent that it constitutes a “reserve fund” for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “outside reserve fund” as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the Trustee, and the Trustee shall report all amounts of income, deduction, gain or loss accruing therefrom, and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the Trustee. The Servicer shall deliver to the Trustee an annual statement showing (x) the amounts received by the Trustee, in its capacity as owner of the Yield Maintenance Account for income tax purposes, as payments on the Yield Maintenance Agreement, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability of the Trustee, in its capacity as owner of the Yield Maintenance Account for income tax purposes (including the amount of any tax liability resulting from the indemnity payment), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, received by the Trustee from such account.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee Securities Administrator shall cause to be established and maintained the Yield Maintenance Account, into which amounts received by the Trustee from the Cap Counterparty Securities Administrator pursuant to the Yield Maintenance Agreement Agreements shall be deposited for the benefit of the Class 1-A-2 A-1A, Class X-0X, Xxxxx X-0X, Xxxxx X-0X and Class Y Certificates. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount for the Class 1-A-2 Certificates for such Distribution Date and deposit such amount in the Certificate Account for payment to the Class 1-A-2 Certificates pursuant to Section 4.05(a). Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee On each Distribution Date, the Securities Administrator shall withdraw from the Yield Maintenance Account the Yield Maintenance Distributable Amounts then on deposit therein, and deposit such amounts in the Distribution Account for payment to the Class A-1A, Class A-1B, Class A-2A and Class A-2B Certificates. With respect to each Distribution Date on which a Yield Maintenance Payment is received under a Yield Maintenance Agreement, the Securities Administrator, as Paying Agent for the Trustee, will pay to itself any the related Certificateholders from the Yield Maintenance Distributable Amount, up to the amount of Current Interest that each such Class would have been entitled to receive had the applicable note interest rate been calculated at the lesser of (a) One-Month LIBOR plus the applicable margin for the related Accrual Period and (b) 10.50% per annum, to the extent not paid out of the Available Funds for such Payment Date. Each of the Class A-1A, Class A-1B, Class A-2A and Class A-2B will only receive payment from amounts received from the related Yield Maintenance Agreement. Any amounts remaining in the Distribution Account after distributions are made to the Class A-1A, Class A-1B, Class A-2A and Class A-2B Certificates from the Yield Maintenance Account after Distributable Amounts shall be distributed to the Final Class X-2 Certificates. For any Distribution Date on which there is a payment under a Yield Maintenance Agreement and such Yield Maintenance Payment exceeds the related Yield Maintenance Distributable Amount, the amount representing such excess payment shall not be an asset of the Trust Fund and, instead, shall be paid into and distributed out of a separate trust created by this Agreement for the benefit of the Class Y Certificates and shall be distributed to the Class Y Certificates pursuant to this Section 4.05. Under each Yield Maintenance Agreement and for each Distribution Date, the Class Y Certificates shall be entitled to a payment equal to the product of (i) the excess, if any, of (x) LIBOR, subject to a maximum of 10.50%, over (y) the applicable Strike Rate, (ii) the excess, if any, of (x) the applicable Yield Maintenance Notional Balance, over (y) the aggregate balance of the related Certificates on the first day of the related Accrual Period, and (iii) the quotient of the actual number of days in the accrual period divided by 360. To the extent that it constitutes a “"reserve fund” " for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “"outside reserve fund” " as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the TrusteeHolder of the Class Y Certificates, and the Trustee Holder of the Class Y Certificates shall report all amounts of income, deductionreduction, gain or loss accruing therefrom, and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the Trustee. The Servicer shall deliver to the Trustee an annual statement showing (x) the amounts received by the Trustee, in its capacity as owner Holder of the Yield Maintenance Account for income tax purposes, as payments on the Yield Maintenance Agreement, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability of the Trustee, in its capacity as owner of the Yield Maintenance Account for income tax purposes (including the amount of any tax liability resulting from the indemnity payment), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, received by the Trustee from such accountClass Y Certificates.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee Securities Administrator shall cause to be established and maintained the Yield Maintenance Account, into which amounts received by the Trustee from the Cap Counterparty Securities Administrator pursuant to the Yield Maintenance Agreement shall be deposited for the benefit of the Class 1-A-2 Certificates. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein Subordinate Certificates and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount for the Class 1-A-2 Certificates for such Distribution Date and deposit such amount in the Certificate Account for payment to the Class 1-A-2 Certificates pursuant to Section 4.05(a)Y Certificates. Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee Securities Administrator shall deposit all amounts received from the Yield Maintenance Provider under the Yield Maintenance Agreement into the Yield Maintenance Account immediately upon receipt. On each Distribution Date, the Securities Administrator, as Paying Agent for the Trustee, shall withdraw from the Yield Maintenance Account (i) the Yield Maintenance Distributable Amount with respect to the Yield Maintenance Agreement then on deposit therein and pay distribute such amounts in respect of any Basis Risk Shortfalls for the Subordinate Certificates on such Distribution Date, sequentially, to itself the Class B-1, Class B-2, Class B-3, Class B-4, Class B-5 and Class B-6 Certificates, in that order, up to the amount of Basis Risk Shortfalls due for each such Class, and (ii) any amounts remaining in on deposit therein after distributions made pursuant to (i) above, and distribute such amounts to the Class Y Certificates. For any Distribution Date on which there is a payment under the Yield Maintenance Account after the Final Agreement and such Yield Maintenance Payment exceeds the related Yield Maintenance Distributable Amount, the amount representing such excess payment shall not be an asset of the Trust Fund and, instead, shall be paid into and distributed out of a separate trust created by this Agreement for the benefit of the Class Y Certificates and shall be distributed to the Class Y Certificates pursuant to this Section 4.04. Under the Yield Maintenance Agreement and for each Distribution Date, the Class Y Certificates shall be entitled to a distribution equal to the sum of (i) such excess and (ii) the excess of the related Yield Maintenance Distributable Amount over the amount of unpaid Basis Risk Shortfalls with respect to the related Certificates. To the extent that it constitutes a “reserve fund” for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “outside reserve fund” as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the TrusteeHolder of the Class Y Certificates, and the Trustee Holder of the Class Y Certificates shall report all amounts of income, deductionreduction, gain or loss accruing therefrom, and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the TrusteeHolder of the Class Y Certificates. The Servicer Securities Administrator shall deliver terminate the Yield Maintenance Provider upon the occurrence of an event of default or termination event under the Yield Maintenance Agreement of which the Securities Administrator has actual knowledge. In the event that the Yield Maintenance Agreement is canceled or otherwise terminated for any reason (other than the exhaustion of the interest rate protection provided thereby), the Securities Administrator shall, at the direction of Certificateholders evidencing Voting Rights not less than 50% of the Subordinate Certificates, and to the Trustee an annual statement showing extent a replacement contract is available (x) from a counterparty designated by the Depositor and acceptable to Certificateholders evidencing Voting Rights not less than 50% of the Subordinate Certificates), execute a replacement contract comparable to the Yield Maintenance Agreement providing interest rate protection which is equal to the then-existing protection provided by the Yield Maintenance Agreement; provided, however, that the cost of any such replacement contract providing the same interest rate protection may be reduced to a level such that the cost of such replacement contract shall not exceed the amount of any early termination payment received from the Yield Maintenance Provider. On any Distribution Date on or prior to the Distribution Date in October 2009, if the aggregate Class Certificate Principal Balance of the Subordinate Certificates equals zero (but not including the Distribution Date on which such aggregate Class Certificate Principal Balance is reduced to zero), all amounts received by the Trustee, in its capacity as owner of Securities Administrator with respect to the Yield Maintenance Account for income tax purposesAgreement shall be distributed directly to the Class Y Certificateholder. After the Distribution Date in October 2009, as payments on or upon the termination of the Trust, the Yield Maintenance Agreement, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer Agreement shall indemnify the Trustee to the extent that any tax liability of the Trustee, in its capacity as owner of the Yield Maintenance Account for income tax purposes (including the amount of any tax liability resulting from the indemnity payment), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, received by the Trustee from such accountbe terminated.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee shall cause to be established and maintained the Yield Maintenance Account, into which amounts Yield Maintenance Payments received by the Trustee from the Cap Counterparty pursuant to the Yield Maintenance Agreement Agreements shall be deposited for the benefit of the Class 1-A-2 Certificates. On each Distribution DateA-1A, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount for the Class 1-A-2 Certificates for such Distribution Date A-1B, Class 2-A-1A, Class 2-A-1B, Class 2-A-1C and deposit such amount in the Certificate Account for payment to the Class 1-A-2 Certificates pursuant to Section 4.05(a)X-2 Certificates. Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee shall deposit all amounts received from the Yield Maintenance Provider under the Yield Maintenance Agreements into the Yield Maintenance Account immediately upon receipt. On each Distribution Date, the Trustee, shall withdraw from the Yield Maintenance Account (i) the Yield Maintenance Distributable Amount with respect to the Yield Maintenance Agreement related to (i) the Class 1-A-1A and pay to itself Class 1-A-1B Certificates or (ii) the Class 2-A-1A, Class 2-A-1B and Class 2-A-1C Certificates, as applicable, then on deposit therein and distribute such amounts in respect of any Basis Risk Shortfalls for such Class on such Distribution Date, pro rata, based on amounts due and (ii) any amounts remaining in on deposit therein after distributions made pursuant to (i) above, and distribute such amounts to the Class X-2 Certificates. Each of the Class 1-A-1A, Class 1-A-1B, Class 2-A-1A, Class 2-A-1B and Class 2-A-1C Certificates will only receive payment from amounts received from the related Yield Maintenance Agreement. If the Seller or its affiliate is the Holder of a Class 2-A-1A, Class 2-A-1B or Class 2-A-1C Certificates, the Seller or its affiliate shall remit to the Trustee the portion of Yield Maintenance Distributable Amounts received by the Holder of such Certificate on any Distribution Date, and the Trustee will remit such amounts to the Yield Maintenance Account after Provider. For purposes of this Agreement, the Final Yield Maintenance Payment DateTrustee shall have no duty to confirm that each amount received by it from the Seller or its affiliate with respect to the preceding sentence is the correct amount. To the extent that it constitutes a “reserve fund” for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “outside reserve fund” as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the TrusteeHolder of the Class X-2 Certificates, and the Trustee Holder of the Class X-2 Certificates shall report all amounts of income, deductionreduction, gain or loss accruing therefrom, therefrom and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the TrusteeHolder of the Class X-2 Certificates. The Servicer Trustee shall deliver to the Trustee an annual statement showing (x) the amounts received by the Trustee, in its capacity as owner of terminate the Yield Maintenance Account Agreements upon the occurrence of an event of default or termination event under the Yield Maintenance Agreements of which a Responsible Officer of the Trustee has actual knowledge. In the event that a Yield Maintenance Agreement is canceled or otherwise terminated for income tax purposesany reason (other than the exhaustion of the interest rate protection provided thereby), as payments on the Trustee shall, at the direction of Certificateholders evidencing Voting Rights not less than 50% of the Certificates related to such Yield Maintenance Agreement, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability a replacement contract is available (from a counterparty designated by the Depositor and acceptable to Certificateholders evidencing Voting Rights not less than 50% of the Trusteerelated Certificates), in its capacity as owner of execute a replacement contract comparable to such Yield Maintenance Agreement providing interest rate protection which is equal to the then-existing protection provided by the Yield Maintenance Account for income tax purposes (including Agreements as certified to the Trustee by the Depositor; provided, however, that the cost of any such replacement contract providing the same interest rate protection may be reduced to a level such that the cost of such replacement contract shall not exceed the amount of any tax liability resulting early termination payment received from the indemnity paymentYield Maintenance Provider. On any Distribution Date on or prior to the Distribution Date in January 2016, if the aggregate Class Certificate Principal Balance of the Certificates related to a Yield Maintenance Agreement equals zero (but not including the Distribution Date on which such aggregate Class Certificate Principal Balance is reduced to zero), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, all amounts received by the Trustee from with respect to such accountYield Maintenance Agreement shall be distributed directly to the Class X-2 Certificateholder. On the Distribution Date in January 2016 or upon the termination of the Trust, the Yield Maintenance Agreements shall be terminated.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee shall cause to be established and maintained the Yield Maintenance Account, into which amounts received by the Trustee from the Cap Counterparty pursuant to the Yield Maintenance Agreement Agreements shall be deposited for the benefit of the Class 14-A-2 A1A, Class 4-A1B, Class 4-A2, Class B-1 and Class Y Certificates. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount for the Class 1-A-2 Certificates for such Distribution Date and deposit such amount in the Certificate Account for payment to the Class 1-A-2 Certificates pursuant to Section 4.05(a). Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee shall deposit all amounts received from the Yield Maintenance Provider under each Yield Maintenance Agreement into the Yield Maintenance Account immediately upon receipt. On each Distribution Date, the Trustee, shall withdraw from the Yield Maintenance Account (i) the Yield Maintenance Distributable Amount with respect to the Yield Maintenance Agreement related to the Class 4-A1A, Class 4-A1B and pay Class 4-A2 Certificates then on deposit therein and distribute such amounts in respect of any Basis Risk Shortfalls for such Class on such Distribution Date, pro rata, based on amounts due, (ii) the Yield Maintenance Distributable Amount with respect to itself the Yield Maintenance Agreement related to the Class B-1 Certificates then on deposit therein, and distribute such amounts in respect of any Basis Risk Shortfalls for such Class on such Distribution Date, and (iii) any amounts remaining in on deposit therein after distributions made pursuant to (i) and (ii) above, and distribute such amounts to the Class Y Certificates. Each of the Class 4-A1A, Class 4-A1B, Class 4A2 and Class B-1 Certificates will only receive payment from amounts received from the Yield Maintenance Account after the Final Agreement. For any Distribution Date on which there is a payment under a Yield Maintenance Agreement and such Yield Maintenance Payment exceeds the related Yield Maintenance Distributable Amount, the amount representing such excess payment shall not be an asset of the Trust Fund and, instead, shall be paid into and distributed out of a separate trust created by this Agreement for the benefit of the Class Y Certificates and shall be distributed to the Class Y Certificates pursuant to this Section 4.04. Under each Yield Maintenance Agreement and for each Distribution Date, the Class Y Certificates shall be entitled to a distribution equal to the sum of (i) such excess and (ii) the excess of the related Yield Maintenance Distributable Amount over the amount of unpaid Basis Risk Shortfalls with respect to the related Certificates. To the extent that it constitutes a “reserve fund” for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “outside reserve fund” as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the TrusteeHolder of the Class Y Certificates, and the Trustee Holder of the Class Y Certificates shall report all amounts of income, deductionreduction, gain or loss accruing therefrom, and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the TrusteeHolder of the Class Y Certificates. The Servicer Trustee shall deliver to the Trustee an annual statement showing (x) the amounts received by the Trustee, in its capacity as owner of terminate the Yield Maintenance Account Provider upon the occurrence of an event of default or termination event under the Yield Maintenance Agreement of which a Responsible Officer of the Trustee has actual knowledge. In the event that an Yield Maintenance Agreement is canceled or otherwise terminated for income tax purposesany reason (other than the exhaustion of the interest rate protection provided thereby), as payments on the Trustee shall, at the direction of Certificateholders evidencing Voting Rights not less than 50% of the Certificates related to such Yield Maintenance Agreement, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability a replacement contract is available (from a counterparty designated by the Depositor and acceptable to Certificateholders evidencing Voting Rights not less than 50% of the Trusteerelated Certificates), in its capacity as owner of execute a replacement contract comparable to such Yield Maintenance Agreement providing interest rate protection which is equal to the then-existing protection provided by the Yield Maintenance Account for income tax purposes (including Agreement as certified to the Trustee by the Depositor; provided, however, that the cost of any such replacement contract providing the same interest rate protection may be reduced to a level such that the cost of such replacement contract shall not exceed the amount of any tax liability resulting early termination payment received from the indemnity paymentYield Maintenance Provider. On any Distribution Date on or prior to the Distribution Date in July 2015, if the aggregate Class Certificate Principal Balance of the Certificates related to a Yield Maintenance Agreement equals zero (but not including the Distribution Date on which such aggregate Class Certificate Principal Balance is reduced to zero), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, all amounts received by the Trustee from with respect to such accountYield Maintenance Agreement shall be distributed directly to the Class Y Certificateholder. On the Distribution Date in July 2015 or upon the termination of the Trust, the Yield Maintenance Agreements shall be terminated.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee shall cause to be established and maintained the Yield Maintenance Account, into which amounts received by the Trustee from the Cap Counterparty pursuant to the Yield Maintenance Agreement shall be deposited for the benefit of the Class 12-A-2 A1A, Class 2-A1B, Class 2-A2 and Class Y Certificates. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount for the Class 1-A-2 Certificates for such Distribution Date and deposit such amount in the Certificate Account for payment to the Class 1-A-2 Certificates pursuant to Section 4.05(a). Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee shall deposit all amounts received from the Yield Maintenance Provider under the Yield Maintenance Agreement into the Yield Maintenance Account immediately upon receipt. On each Distribution Date, the Trustee, shall withdraw from the Yield Maintenance Account (i) the Yield Maintenance Distributable Amount with respect to the Yield Maintenance Agreement related to the Class 2-A1A, Class 2-A1B and pay to itself Class 2-A2 Certificates then on deposit therein and distribute such amounts in respect of any Basis Risk Shortfalls for such Class on such Distribution Date, pro rata, based on amounts due and (ii) any amounts remaining in on deposit therein after distributions made pursuant to (i) above, and distribute such amounts to the Class Y Certificates. Each of the Class 2-A1A, Class 2-A1B and Class 2-A2 Certificates will only receive payment from amounts received from the Yield Maintenance Account after Agreement. For any Distribution Date on which there is a payment under the Final Yield Maintenance Agreement and such Yield Maintenance Payment exceeds the related Yield Maintenance Distributable Amount, the amount representing such excess payment shall not be an asset of the Trust Fund and, instead, shall be paid into and distributed out of a separate trust created by this Agreement for the benefit of the Class Y Certificates and shall be distributed to the Class Y Certificates pursuant to this Section 4.04. Under the Yield Maintenance Agreement and for each Distribution Date, the Class Y Certificates shall be entitled to a distribution equal to the sum of (i) such excess and (ii) the excess of the related Yield Maintenance Distributable Amount over the amount of unpaid Basis Risk Shortfalls with respect to the related Certificates. To the extent that it constitutes a “reserve fund” for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “outside reserve fund” as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, and (ii) such fund shall be owned for federal tax purposes by the TrusteeHolder of the Class Y Certificates, and the Trustee Holder of the Class Y Certificates shall report all amounts of income, deductionreduction, gain or loss accruing therefrom, and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the Trustee. The Servicer Trustee shall deliver to the Trustee an annual statement showing (x) the amounts received by the Trustee, in its capacity as owner of terminate the Yield Maintenance Account Provider upon the occurrence of an event of default or termination event under the Yield Maintenance Agreement of which a Responsible Officer of the Trustee has actual knowledge. In the event that an Yield Maintenance Agreement is canceled or otherwise terminated for income tax purposesany reason (other than the exhaustion of the interest rate protection provided thereby), as payments on the Trustee shall, at the direction of Certificateholders evidencing Voting Rights not less than 50% of the Certificates related to such Yield Maintenance Agreement, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability a replacement contract is available (from a counterparty designated by the Depositor and acceptable to Certificateholders evidencing Voting Rights not less than 50% of the Trusteerelated Certificates), in its capacity as owner of execute a replacement contract comparable to such Yield Maintenance Agreement providing interest rate protection which is equal to the then-existing protection provided by the Yield Maintenance Account for income tax purposes (including Agreement as certified to the Trustee by the Depositor; provided, however, that the cost of any such replacement contract providing the same interest rate protection may be reduced to a level such that the cost of such replacement contract shall not exceed the amount of any tax liability resulting early termination payment received from the indemnity paymentYield Maintenance Provider. On any Distribution Date on or prior to the Distribution Date in September 2015, if the aggregate Class Certificate Principal Balance of the Certificates related to the Yield Maintenance Agreement equals zero (but not including the Distribution Date on which such aggregate Class Certificate Principal Balance is reduced to zero), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, all amounts received by the Trustee from with respect to such accountYield Maintenance Agreement shall be distributed directly to the Class Y Certificateholder. On the Distribution Date in September 2015 or upon the termination of the Trust, the Yield Maintenance Agreement shall be terminated.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee shall cause to be established and maintained the Yield Maintenance Account, into which amounts Yield Maintenance Payments received by the Trustee from the Cap Counterparty pursuant to the Yield Maintenance Agreement shall be deposited for the benefit of the Class 12-A-2 A1A2 and Class X-2B Certificates. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount for the Class 1-A-2 Certificates for such Distribution Date and deposit such amount in the Certificate Account for payment to the Class 1-A-2 Certificates pursuant to Section 4.05(a). Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee shall deposit all amounts received from the Yield Maintenance Provider under the Yield Maintenance Agreement into the Yield Maintenance Account immediately upon receipt. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account the Yield Maintenance Distributable Amount then on deposit therein with respect to the Class 2-A1A2 Certificates and deposit such amounts in the Distribution Account for payment to the such Class of Certificates. With respect to each Distribution Date on which a Yield Maintenance Payment is received under the Yield Maintenance Agreement, the Trustee will pay to itself any the Class 2-A1A2 Certificateholders from the Yield Maintenance Distributable Amount, up to the amount of current interest that such Class would have been entitled to receive had the applicable note interest rate been calculated at the lesser of (a) One-Month LIBOR plus the applicable Margin for the related Accrual Period and (b) 11.00% per annum, to the extent not paid out of the Available Funds for such Payment Date. Any amounts remaining in the Distribution Account after distributions are made to the Class 2-A1A2 Certificates from the Yield Maintenance Account after Distributable Amounts shall be distributed to the Final Class X-2B Certificates. If the Seller or its affiliate is the Holder of a Class 2-A1A2 Certificate, the Seller or its affiliate shall remit to the Trustee the portion of Yield Maintenance Payment Distributable Amounts received by the Holder of such Certificate on any Distribution Date, and the Trustee will remit such amounts to the Yield Maintenance Provider. For purposes of this Agreement, the Trustee shall have no duty to confirm that each amount received by it from the Seller or its affiliate with respect to the preceding sentence is the correct amount. To the extent that it constitutes a “reserve fund” for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “outside reserve fund” as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the TrusteeHolder of the Class X-2B Certificates, and the Trustee Holder of the Class X-2B Certificates shall report all amounts of income, deductionreduction, gain or loss accruing therefrom, therefrom and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the TrusteeHolder of the Class X-2B Certificates. The Servicer Trustee shall deliver to the Trustee an annual statement showing (x) the amounts received by the Trustee, in its capacity as owner of terminate the Yield Maintenance Account Agreement upon the occurrence of an event of default or termination event under the Yield Maintenance Agreement of which a Responsible Officer of the Trustee has actual knowledge. In the event that the Yield Maintenance Agreement is canceled or otherwise terminated for income tax purposesany reason (other than the exhaustion of the interest rate protection provided thereby), as payments on the Trustee shall, at the direction of Certificateholders evidencing Voting Rights not less than 50% of the Certificates related to such Yield Maintenance Agreement, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability a replacement contract is available (from a counterparty designated by the Depositor and acceptable to Certificateholders evidencing Voting Rights not less than 50% of the Trusteerelated Certificates), in its capacity as owner of execute a replacement contract comparable to such Yield Maintenance Agreement providing interest rate protection which is equal to the then-existing protection provided by the Yield Maintenance Account for income tax purposes (including Agreement as certified to the Trustee by the Depositor; provided, however, that the cost of any such replacement contract providing the same interest rate protection may be reduced to a level such that the cost of such replacement contract shall not exceed the amount of any tax liability resulting early termination payment received from the indemnity paymentYield Maintenance Provider. On any Distribution Date on or prior to the Distribution Date in April 2016, if the Class Certificate Principal Balance of the Certificates related to the Yield Maintenance Agreement equals zero (but not including the Distribution Date on which such Class Certificate Principal Balance is reduced to zero), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, all amounts received by the Trustee from with respect to such accountYield Maintenance Agreement shall be distributed directly to the Class X-2B Certificateholder. After the Distribution Date in April 2016 or upon the termination of the Trust, the Yield Maintenance Agreement shall be terminated.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee Securities Administrator, on behalf of the Trustee, shall cause to be established and maintained the Yield Maintenance Account, into which amounts Yield Maintenance Payments received by the Trustee from the Cap Counterparty Securities Administrator pursuant to the Yield Maintenance Agreement Agreements shall be deposited for the benefit of the Class 1-A-2 Certificates. On each Distribution DateA1, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount for the Class 1-A-2 Certificates for such Distribution Date and deposit such amount in the Certificate Account for payment to the A2, Class 1-A-2 Certificates pursuant to Section 4.05(a)B1, Class 1-B2, Class 2-A1A, Class 2-A1B and Class 2-A1C Certificates. Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee Securities Administrator shall deposit all amounts received from the Yield Maintenance Provider under the Yield Maintenance Agreements into the Yield Maintenance Account immediately upon receipt. On each Distribution Date, the Securities Administrator, as Paying Agent for the Trustee, shall withdraw from the Yield Maintenance Account (i) the Yield Maintenance Distributable Amount with respect to the Yield Maintenance Agreement related to the Class 1-A1 Certificates then on deposit therein and pay to itself distribute such amounts in respect of any Basis Risk Shortfalls for such Class on such Distribution Date and (ii) any amounts remaining in on deposit therein after distributions made pursuant to (i) above shall be distributed amounts to the Class 1-X Certificates. On each Distribution Date, the Securities Administrator, as Paying Agent for the Trustee, shall withdraw from the Yield Maintenance Account after (i) the Final Yield Maintenance Payment Distributable Amount with respect to the Yield Maintenance Agreement related to the Class 1-A2 Certificates then on deposit therein and distribute such amounts in respect of any Basis Risk Shortfalls for such Class on such Distribution Date and (ii) any amounts remaining on deposit therein after distributions made pursuant to (i) above shall be distributed amounts to the Class 1-X Certificates. On each Distribution Date, the Securities Administrator, as Paying Agent for the Trustee, shall withdraw from the Yield Maintenance Account (i) the Yield Maintenance Distributable Amount with respect to the Yield Maintenance Agreement related to the Class 1-B1 Certificates then on deposit therein and distribute such amounts in respect of any Basis Risk Shortfalls for such Class on such Distribution Date and (ii) any amounts remaining on deposit therein after distributions made pursuant to (i) above shall be distributed amounts to the Class 1-X Certificates. On each Distribution Date, the Securities Administrator, as Paying Agent for the Trustee, shall withdraw from the Yield Maintenance Account (i) the Yield Maintenance Distributable Amount with respect to the Yield Maintenance Agreement related to the Class 1-B2 Certificates then on deposit therein and distribute such amounts in respect of any Basis Risk Shortfalls for such Class on such Distribution Date and (ii) any amounts remaining on deposit therein after distributions made pursuant to (i) above shall be distributed amounts to the Class 1-X Certificates. On each Distribution Date, the Securities Administrator, as Paying Agent for the Trustee, shall withdraw from the Yield Maintenance Account (i) the Yield Maintenance Distributable Amount with respect to the Yield Maintenance Agreement related to the Class 2-A1A, Class 2-A1B and Class 2-A1C Certificates then on deposit therein and distribute such amounts in respect of any Basis Risk Shortfalls for such Classes on such Distribution Date, pro rata, based on amounts due and (ii) any amounts remaining on deposit therein after distributions made pursuant to (i) above shall be distributed amounts to the Class 2-X Certificates. If the Seller or its affiliate is the Holder of a Class 1-A1, Class 1-A2, Class 1-B1, Class 1-B2, Class 2-A1A, Class 2-A1B or Class 2-A1C Certificate, the Seller or its affiliate shall remit to the Securities Administrator the portion of Yield Maintenance Distributable Amounts received by the Holder of such Certificate on any Distribution Date, and the Securities Administrator will remit such amounts to the Yield Maintenance Provider. For purposes of this Agreement, the Securities Administrator shall have no duty to confirm that each amount received by it from the Seller or its affiliate with respect to the preceding sentence is the correct amount. To the extent that it constitutes a “reserve fund” for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “outside reserve fund” as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the TrusteeHolders of the Class 1-X (the portion attributable to amounts received under Yield Maintenance Agreements related to Group 1 Certificates) and Class 2-X Certificates (the portion attributable to amounts received under Yield Maintenance Agreements related to Group 2 Certificates), and the Trustee Holders of the Class 1-X and Class 2-X Certificates shall report all amounts of income, deductionreduction, gain or loss accruing therefrom, therefrom and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the TrusteeHolders of the Class 1-X and Class 2-X Certificates. The Servicer Securities Administrator shall deliver to the Trustee an annual statement showing (x) the amounts received by the Trustee, in its capacity as owner of terminate the Yield Maintenance Account Agreements upon the occurrence of an event of default or termination event under the related Yield Maintenance Agreements of which a Responsible Officer of the Securities Administrator has actual knowledge. In the event that a Yield Maintenance Agreement is canceled or otherwise terminated for income tax purposesany reason (other than the exhaustion of the interest rate protection provided thereby), as payments on the Securities Administrator shall, at the direction of Certificateholders evidencing Voting Rights not less than 50% of the Certificates related to such Yield Maintenance Agreement, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability a replacement contract is available (from a counterparty designated by the Depositor and acceptable to Certificateholders evidencing Voting Rights not less than 50% of the Trusteerelated Certificates), in its capacity as owner of the execute a replacement contract comparable to such Yield Maintenance Account for income tax purposes (including Agreement providing interest rate protection which is equal to the then-existing protection provided by such Yield Maintenance Agreement as certified to the Securities Administrator by the Depositor; provided, however, that the cost of any such replacement contract providing the same interest rate protection may be reduced to a level such that the cost of such replacement contract shall not exceed the amount of any tax liability resulting early termination payment received from the indemnity paymentYield Maintenance Provider. On any Distribution Date on or prior to the Distribution Date in January 2011, if the Class Principal Balance of any of the Class 1-A1, Class 1-A2, Class 1-B1 or Class 1-B2 Certificates related to a Yield Maintenance Agreement equals zero (but not including the Distribution Date on which such Class Principal Balance is reduced to zero), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, all amounts received by the Trustee from Securities Administrator with respect to the related Yield Maintenance Agreement shall be distributed directly to the Class 1-X Certificateholders. On the Distribution Date in January 2011 or upon the termination of the Trust, the related Yield Maintenance Agreements shall be terminated. On any Distribution Date on or prior to the Distribution Date in June 2014, if the aggregate Class Principal Balance of the Class 2-A1A, Class 2-A1B or Class 2-A1C Certificates equals zero (but not including the Distribution Date on which such accountaggregate Class Principal Balance is reduced to zero), all amounts received by the Securities Administrator with respect to the related Yield Maintenance Agreement shall be distributed directly to the Class 2-X Certificateholders. On the Distribution Date in June 2014 or upon the termination of the Trust, the related Yield Maintenance Agreement shall be terminated.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee shall cause to be established and maintained the Yield Maintenance Account, into which amounts Yield Maintenance Payments received by the Trustee from the Cap Counterparty pursuant to the Yield Maintenance Agreement Agreements shall be deposited for the benefit of the Class 12-A-2 A-1A, Class 2-A-1B and Class 2-A-1C Certificates. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount for the Class 1-A-2 Certificates for such Distribution Date and deposit such amount in the Certificate Account for payment to the Class 1-A-2 Certificates pursuant to Section 4.05(a). Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee shall deposit all amounts received from the Yield Maintenance Provider under the Yield Maintenance Agreements into the Yield Maintenance Account immediately upon receipt. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account the Yield Maintenance Distributable Amount then on deposit therein with respect to (y) the Class 2-A-1A and Class 2-A-1C Certificates or (z) the Class 2-A-1B Certificates, as applicable, and deposit such amounts in the Distribution Account for payment to the related Classes of Certificates. With respect to each Distribution Date on which a Yield Maintenance Payment is received under a Yield Maintenance Agreement, the Trustee will pay to itself any the related Certificateholders from the related Yield Maintenance Distributable Amount, up to the amount of current interest that each such Class would have been entitled to receive had the applicable note interest rate been calculated at the lesser of (a) One-Month LIBOR plus the applicable Margin for the related Accrual Period and (b) 11.00% per annum, to the extent not paid out of the Available Funds for such Payment Date. Each of the Class 2-A-1A, Class 2-A-1B and Class 2-A-1C Certificates will only receive payment from amounts received from the related Yield Maintenance Agreement. Any amounts remaining in the Distribution Account after distributions are made to the Class 2-A-1A, Class 2-A-1B and Class 2-A-1C Certificates from the Yield Maintenance Account after Distributable Amounts shall be distributed to the Final Class 2-X Certificates. If the Seller or its affiliate is the Holder of a Class 2-A-1A, Class 2-A-1B or Class 2-A-1C Certificate, the Seller or its affiliate shall remit to the Trustee the portion of Yield Maintenance Payment Distributable Amounts received by the Holder of such Certificate on any Distribution Date, and the Trustee will remit such amounts to the Yield Maintenance Provider. For purposes of this Agreement, the Trustee shall have no duty to confirm that each amount received by it from the Seller or its affiliate with respect to the preceding sentence is the correct amount. To the extent that it constitutes a “reserve fund” for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “outside reserve fund” as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the TrusteeHolder of the Class 2-X Certificates, and the Trustee Holder of the Class 2-X Certificates shall report all amounts of income, deductionreduction, gain or loss accruing therefrom, therefrom and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the TrusteeHolder of the Class 2-X Certificates. The Servicer Trustee shall deliver to the Trustee an annual statement showing (x) the amounts received by the Trustee, in its capacity as owner of terminate the Yield Maintenance Account Agreements upon the occurrence of an event of default or termination event under the Yield Maintenance Agreements of which a Responsible Officer of the Trustee has actual knowledge. In the event that a Yield Maintenance Agreement is canceled or otherwise terminated for income tax purposesany reason (other than the exhaustion of the interest rate protection provided thereby), as payments on the Trustee shall, at the direction of Certificateholders evidencing Voting Rights not less than 50% of the Certificates related to such Yield Maintenance Agreement, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability a replacement contract is available (from a counterparty designated by the Depositor and acceptable to Certificateholders evidencing Voting Rights not less than 50% of the Trusteerelated Certificates), in its capacity as owner of the execute a replacement contract comparable to such Yield Maintenance Account for income tax purposes (including Agreement providing interest rate protection which is equal to the then-existing protection provided by the applicable Yield Maintenance Agreement as certified to the Trustee by the Depositor; provided, however, that the cost of any such replacement contract providing the same interest rate protection may be reduced to a level such that the cost of such replacement contract shall not exceed the amount of any tax liability resulting early termination payment received from the indemnity paymentYield Maintenance Provider. On any Distribution Date on or prior to the Distribution Date in February 2014, if the aggregate Class Certificate Principal Balance of the Certificates related to a Yield Maintenance Agreement equals zero (but not including the Distribution Date on which such aggregate Class Certificate Principal Balance is reduced to zero), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, all amounts received by the Trustee from with respect to such accountYield Maintenance Agreement shall be distributed directly to the Class 2-X Certificateholder. On the Distribution Date in March 2014 or upon the termination of the Trust, the Yield Maintenance Agreements shall be terminated.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee Securities Administrator shall cause to be established and maintained the Yield Maintenance Account, into which amounts Yield Maintenance Payments received by the Trustee from the Cap Counterparty Securities Administrator pursuant to the Yield Maintenance Agreement Agreements shall be deposited for the benefit of the Class 1-A-2 A, Class 2-A1A, Class 2-A1B, Class 2-A1C, Class 2-A1D, Class 2-A2 and Class X-2 Certificates. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount for the Class 1-A-2 Certificates for such Distribution Date and deposit such amount in the Certificate Account for payment to the Class 1-A-2 Certificates pursuant to Section 4.05(a). Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee On each Distribution Date, the Securities Administrator shall withdraw from the Yield Maintenance Account the Yield Maintenance Distributable Amount then on deposit therein with respect to (x) the Class 1-A Certificates or (y) the Class 2-A1A, Class 2-A2B, Class 2-A1C, Class 2-A1D and Class 2-A2 Certificates, as applicable, and deposit such amounts in the Distribution Account for payment to the related Classes of Certificates. With respect to each Distribution Date on which a Yield Maintenance Payment is received under a Yield Maintenance Agreement, the Securities Administrator, as Paying Agent for the Trustee, will pay to itself any the related Certificateholders from the related Yield Maintenance Distributable Amount, up to the amount of current interest that each such Class would have been entitled to receive had the applicable note interest rate been calculated at the lesser of (a) One-Month LIBOR plus the applicable Margin for the related Accrual Period and (b) 11.00% per annum, to the extent not paid out of the Available Funds for such Payment Date. Each of the Class 1-A, Class 2-A1A, Class 2-A1B, Class 2-A1C, Class 2-A1D and Class 2-A2 Certificates will only receive payment from amounts received from the related Yield Maintenance Agreement. Any amounts remaining in the Distribution Account after distributions are made to the Class 1-A, Class 2-A1A, Class 2-A1B, Class 2-A1C and Class 2-A2 Certificates from the Yield Maintenance Account after Distributable Amounts shall be distributed to the Final Class X-2 Certificates. The Securities Administrator shall terminate the Yield Maintenance Payment DateAgreements upon the occurrence of an event of default or termination event under the Yield Maintenance Agreements of which a Responsible Officer of the Securities Administrator has actual knowledge. In the event that a Yield Maintenance Agreement is canceled or otherwise terminated for any reason (other than the exhaustion of the interest rate protection provided thereby), the Securities Administrator shall, at the direction of Certificateholders evidencing Voting Rights not less than 50% of the Certificates related to such Yield Maintenance Agreement, and to the extent a replacement contract is available (from a counterparty designated by the Depositor and acceptable to Certificateholders evidencing Voting Rights not less than 50% of the related Certificates), execute (not in its individual capacity, but solely as Securities Administrator on behalf of the Trustee) a replacement contract comparable to such Yield Maintenance Agreement providing interest rate protection which is equal to the then-existing protection provided by the Yield Maintenance Agreement as certified to the Securities Administrator by the Depositor; provided, however, that the cost of any such replacement contract providing the same interest rate protection may be reduced to a level such that the cost of such replacement contract shall not exceed the amount of any early termination payment received from the Yield Maintenance Provider; provided, further, that any costs incurred by the Securities Administrator in association with the termination of the Yield Maintenance Provider or the entering into of a replacement contract will be reimbursed to the Securities Administrator by the Trust Fund. To the extent that it constitutes a “"reserve fund” " for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “"outside reserve fund” " as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the TrusteeHolder of the Class X-2 Certificates, and the Trustee Holder of the Class X-2 Certificates shall report all amounts of income, deductionreduction, gain or loss accruing therefrom, and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the TrusteeHolder of the Class X-2 Certificates. The Servicer If the Seller or its affiliate is the Holder of a Class 1-A, Class 2-A1A, Class 2-A1B, Class 2-A1C, Class 2-A1D or Class 2-A2 Certificate, the Seller or such affiliate shall deliver remit to the Trustee an annual statement showing (x) Securities Administrator the amounts portion of Yield Maintenance Distributable Amounts received by the TrusteeHolder of such Certificate on any Distribution Date 2 days after providing notice to the Securities Administrator of its intent to remit such amount, in its capacity as owner of and the Securities Administrator will remit such amounts to the Yield Maintenance Account for income tax purposes, as payments on Provider 2 days after providing notice to the Yield Maintenance Provider of its intent to remit such amount. For purposes of this Agreement, and (y) the amounts paid Securities Administrator shall have no duty to Certificateholders confirm that each amount received by it from such amounts received. The Servicer shall indemnify the Trustee Seller or its affiliate with respect to the extent that any tax liability preceding sentence is the correct amount. For purposes of this Section, all such remittances made to the TrusteeSecurities Administrator will be made to the following wire account: Xxxxx Fargo Bank, in its capacity as owner of the Yield Maintenance N.A. ABA#: 121 000 248 Account for income tax purposes (including the amount of any tax liability resulting from the indemnity payment)Name: SAS CLEARING Account Number: 0000000000 For further credit to: DSLA 2005-AR4, exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, received by the Trustee from such accountAccount # 00000000.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee Securities Administrator shall cause to be established and maintained the Yield Maintenance Account, into which amounts received by the Trustee from the Cap Counterparty Securities Administrator pursuant to the Yield Maintenance Agreement Agreements shall be deposited for the benefit of the Class 1-A-2 X-0X, Xxxxx X-0X, Xxxxx X-0X, Class X-2 and Class Y Certificates. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount for the Class 1-A-2 Certificates for such Distribution Date and deposit such amount in the Certificate Account for payment to the Class 1-A-2 Certificates pursuant to Section 4.05(a). Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee On each Distribution Date, the Securities Administrator shall withdraw from the Yield Maintenance Account the Yield Maintenance Distributable Amounts then on deposit therein, and deposit such amounts in the Distribution Account for payment to the Class A-1B, Class A-2A and Class A-2B Certificates. With respect to each Distribution Date on which a Yield Maintenance Payment is received under a Yield Maintenance Agreement, the Securities Administrator, as Paying Agent for the Trustee, will pay to itself any the related Certificateholders from the Yield Maintenance Distributable Amount, up to the amount of current interest that each such Class would have been entitled to receive had the applicable note interest rate been calculated at the lesser of (a) One-Month LIBOR plus the applicable margin for the related Accrual Period and (b) 10.50% per annum, to the extent not paid out of the Available Funds for such Payment Date. Each of the Class A-1B, Class A-2A and Class A-2B will only receive payment from amounts received from the related Yield Maintenance Agreement. Any amounts remaining in the Distribution Account after distributions are made to the Class A-1B, Class A-2A and Class A-2B Certificates from the Yield Maintenance Account after Distributable Amounts shall be distributed to the Final Class X-2 Certificates. For any Distribution Date on which there is a payment under the Yield Maintenance Agreement and such Yield Maintenance Payment exceeds the related Yield Maintenance Distributable Amount, the amount representing such excess payment shall not be an asset of the Trust Fund and, instead, shall be paid into and distributed out of a separate trust created by this Agreement for the benefit of the Class Y Certificates and shall be distributed to the Class Y Certificates pursuant to this Section 4.05. Under each Yield Maintenance Agreement and for each Distribution Date, the Class Y Certificates shall be entitled to a payment equal to the product of (i) the excess, if any, of (x) LIBOR, subject to a maximum of 10.50%, over (y) the applicable Strike Rate, (ii) the excess, if any, of (x) the applicable Yield Maintenance Notional Balance, over (y) the aggregate balance of the related Certificates on the first day of the related Accrual Period, and (iii) the quotient of the actual number of days in the accrual period divided by 360. To the extent that it constitutes a “"reserve fund” " for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “"outside reserve fund” " as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the TrusteeHolder of the Class Y Certificates, and the Trustee Holder of the Class Y Certificates shall report all amounts of income, deductionreduction, gain or loss accruing therefrom, and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the Trustee. The Servicer shall deliver to the Trustee an annual statement showing (x) the amounts received by the Trustee, in its capacity as owner Holder of the Yield Maintenance Account for income tax purposes, as payments on the Yield Maintenance Agreement, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability of the Trustee, in its capacity as owner of the Yield Maintenance Account for income tax purposes (including the amount of any tax liability resulting from the indemnity payment), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, received by the Trustee from such accountClass Y Certificates.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee Securities Administrator shall cause to be established and maintained the Yield Maintenance Account, into which amounts received by the Trustee from the Cap Counterparty Securities Administrator pursuant to the Yield Maintenance Agreement Agreements shall be deposited for the benefit of the Class 1-A-2 A, Class 2-A1A, Class 2-A1B, Class 2-A2, Class X-2 and Class Y Certificates. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount for the Class 1-A-2 Certificates for such Distribution Date and deposit such amount in the Certificate Account for payment to the Class 1-A-2 Certificates pursuant to Section 4.05(a). Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee On each Distribution Date, the Securities Administrator shall withdraw from the Yield Maintenance Account the Yield Maintenance Distributable Amount then on deposit therein, and deposit such amounts in the Distribution Account for payment to the Class 1-A, Class 2-A1A, Class 2-A1B and Class 2-A2 Certificates. With respect to each Distribution Date on which a Yield Maintenance Payment is received under a Yield Maintenance Agreement, the Securities Administrator, as Paying Agent for the Trustee, will pay to itself any the related Certificateholders from the Yield Maintenance Distributable Amount, up to the amount of current interest that each such Class would have been entitled to receive had the applicable note interest rate been calculated at the lesser of (a) One-Month LIBOR plus the applicable margin for the related Accrual Period and (b) 10.50% per annum, to the extent not paid out of the Available Funds for such Payment Date. Each of the Class 1-A, Class 2-A1A, Class 2-A1B and Class 2-A2 Certificates will only receive payment from amounts received from the related Yield Maintenance Agreement. Any amounts remaining in the Distribution Account after distributions are made to the Class 1-A, Class 2-A1A, Class 2-A1B and Class 2-A2 Certificates from the Yield Maintenance Account after Distributable Amounts shall be distributed to the Final Class X-2 Certificates. For any Distribution Date on which there is a payment under a Yield Maintenance Agreement and such Yield Maintenance Payment exceeds the Yield Maintenance Distributable Amount for such Distribution Date, the amount representing such excess payment shall not be an asset of the Trust Fund and, instead, shall be paid into and distributed out of a separate trust created by this Agreement for the benefit of the Class Y Certificates and shall be distributed to the Class Y Certificates pursuant to this Section 4.05. Under each Yield Maintenance Agreement and for each Distribution Date, the Class Y Certificates shall be entitled to a payment equal to the product of (i) the excess, if any, of (x) LIBOR, subject to a maximum of 10.50%, over (y) the applicable Strike Rate, (ii) the excess, if any, of (x) the applicable Yield Maintenance Notional Balance, over (y) the aggregate balance of the related Certificates on the first day of the related Accrual Period, and (iii) the quotient of the actual number of days in the accrual period divided by 360. The Securities Administrator shall terminate the Yield Maintenance Provider upon the occurrence of an event of default or termination event under the Yield Maintenance Agreements of which a Responsible Officer of the Securities Administrator has actual knowledge. In the event that a Yield Maintenance Agreement is canceled or otherwise terminated for any reason (other than the exhaustion of the interest rate protection provided thereby), the Securities Administrator shall, at the direction of Certificateholders evidencing Voting Rights not less than 50% of the Certificates related to such Yield Maintenance Agreement, and to the extent a replacement contract is available (from a counterparty designated by the Depositor and acceptable to Certificateholders evidencing Voting Rights not less than 50% of the related Certificates), execute a replacement contract comparable to such Yield Maintenance Agreement providing interest rate protection which is equal to the then-existing protection provided by the Yield Maintenance Agreement as certified to the Securities Administrator by the Depositor; provided, however, that the cost of any such replacement contract providing the same interest rate protection may be reduced to a level such that the cost of such replacement contract shall not exceed the amount of any early termination payment received from the Yield Maintenance Provider; provided, further, that any costs incurred by the Securities Administrator in association with the termination of the Yield Maintenance Provider or the entering into of a replacement contract will be reimbursed to the Securities Administrator by the Trust Fund. To the extent that it constitutes a “reserve fund” for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “outside reserve fund” as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the TrusteeHolder of the Class X-2 Certificates, and the Trustee Holder of the Class X-2 Certificates shall report all amounts of income, deductionreduction, gain or loss accruing therefrom, and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the TrusteeHolder of the Class X-2 Certificates. The Servicer For federal income tax purposes, the Class Y Certificates shall deliver to the Trustee represent an annual statement showing (x) the amounts received by the Trustee, interest in its capacity as owner each of the Yield Maintenance Account Agreements. Accordingly, a Class Y Certificateholder should account for income tax purposes, as payments on its investment in Class Y Certificates under the Yield Maintenance Agreement, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability of the Trustee, rules set forth in its capacity as owner of the Yield Maintenance Account for income tax purposes (including the amount of any tax liability resulting from the indemnity paymentTreasury Regulation Section 1.446-3(c), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, received by the Trustee from such accountwhich concern notional principal contracts.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee Securities Administrator shall cause to be established and maintained the Yield Maintenance Account, into which amounts Yield Maintenance Payments received by the Trustee from the Cap Counterparty Securities Administrator pursuant to the Yield Maintenance Agreement Agreements shall be deposited for the benefit of the Class 1-A-2 Certificates. On each Distribution DateA1A, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount for the Class 1-A-2 Certificates for such Distribution Date A1B and deposit such amount in the Certificate Account for payment to the Class 1-A-2 Certificates pursuant to Section 4.05(a)X-2 Certificates. Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee On each Distribution Date, the Securities Administrator shall withdraw from the Yield Maintenance Account the Yield Maintenance Distributable Amount then on deposit therein with respect to (x) the Class 1-A1A and Class 1-A1B Certificates or (y) the Class 2-A1A and Class 2-A2B Certificates, as applicable, and deposit such amounts in the Distribution Account for payment to the related Classes of Certificates. With respect to each Distribution Date on which a Yield Maintenance Payment is received under a Yield Maintenance Agreement, the Securities Administrator, as Paying Agent for the Trustee, will pay to itself any the related Certificateholders from the related Yield Maintenance Distributable Amount, up to the amount of current interest that each such Class would have been entitled to receive had the applicable note interest rate been calculated at the lesser of (a) One-Month LIBOR plus the applicable Margin for the related Accrual Period and (b) 11.00% per annum, to the extent not paid out of the Available Funds for such Payment Date. Each of the Class 1-A1A, Class 1-A1B, Class 2-A1A and Class 2-A1B Certificates will only receive payment from amounts received from the related Yield Maintenance Agreement. Any amounts received under the Yield Maintenance Agreements remaining in the Distribution Account after distributions are made to the Class 1-A1A, Class 1-A1B, Class 2-A1A and Class 2-A1B Certificates from the Yield Maintenance Account after Distributable Amounts shall be distributed to the Final Class X-2 Certificates. The Securities Administrator shall terminate the Yield Maintenance Payment DateAgreements upon the occurrence of an event of default or termination event under the Yield Maintenance Agreements of which a Responsible Officer of the Securities Administrator has actual knowledge. In the event that a Yield Maintenance Agreement is canceled or otherwise terminated for any reason (other than the exhaustion of the interest rate protection provided thereby), the Securities Administrator shall, at the direction of Certificateholders evidencing Voting Rights not less than 50% of the Certificates related to such Yield Maintenance Agreement, and to the extent a replacement contract is available (from a counterparty designated by the Depositor and acceptable to Certificateholders evidencing Voting Rights not less than 50% of the related Certificates), execute (not in its individual capacity, but solely as Securities Administrator on behalf of the Trustee) a replacement contract comparable to such Yield Maintenance Agreement providing interest rate protection which is equal to the then-existing protection provided by the Yield Maintenance Agreement as certified to the Securities Administrator by the Depositor; provided, however, that the cost of any such replacement contract providing the same interest rate protection may be reduced to a level such that the cost of such replacement contract shall not exceed the amount of any early termination payment received from the Yield Maintenance Provider; provided, further, that any costs incurred by the Securities Administrator in association with the termination of the Yield Maintenance Provider or the entering into of a replacement contract will be reimbursed to the Securities Administrator by the Trust Fund. To the extent that it constitutes a “reserve fund” for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “outside reserve fund” as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the TrusteeHolder of the Class X-2 Certificates, and the Trustee Holder of the Class X-2 Certificates shall report all amounts of income, deductionreduction, gain or loss accruing therefrom, and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the TrusteeHolder of the Class X-2 Certificates. The Servicer If the Seller or its affiliate is the Holder of a Class 1-A1A, Class 1-A1B, Class 2-A1A or Class 2-A1B Certificate, the Seller or such affiliate shall deliver remit to the Trustee an annual statement showing (x) Securities Administrator the amounts portion of Yield Maintenance Distributable Amounts received by the TrusteeHolder of such Certificate on any Distribution Date 2 days after providing notice to the Securities Administrator of its intent to remit such amount, in its capacity as owner of and the Securities Administrator will remit such amounts to the Yield Maintenance Account for income tax purposes, as payments on Provider 2 days after providing notice to the Yield Maintenance Provider of its intent to remit such amount. For purposes of this Agreement, and (y) the amounts paid Securities Administrator shall have no duty to Certificateholders confirm that each amount received by it from such amounts received. The Servicer shall indemnify the Trustee Seller or its affiliate with respect to the extent that any tax liability preceding sentence is the correct amount. For purposes of this Section, all such remittances made to the TrusteeSecurities Administrator will be made to the following wire account: Xxxxx Fargo Bank, in its capacity as owner of the Yield Maintenance N.A. ABA#: 121 000 248 Account for income tax purposes (including the amount of any tax liability resulting from the indemnity payment)Name: SAS CLEARING Account Number: 0000000000 For further credit to: DSLA 2005-AR5, exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, received by the Trustee from such account.Account # 00000000

Yield Maintenance Account. On or prior to the Closing Date, the Trustee shall cause to be established and maintained the Yield Maintenance Account, into which amounts Yield Maintenance Payments received by the Trustee from the Cap Counterparty pursuant to the Yield Maintenance Agreement Agreements shall be deposited for the benefit of the Class 1-A-2 Certificates. On each Distribution DateA1A, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount for the Class 1-A-2 Certificates for such Distribution Date A1B, Class 2-A1A, Class 2-A1B, Class 2-A1C1, Class 2-A1C2 and deposit such amount in the Certificate Account for payment to the Class 1-A-2 Certificates pursuant to Section 4.05(a)X Certificates. Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee shall deposit all amounts received from the Yield Maintenance Provider under the Yield Maintenance Agreements into the Yield Maintenance Account immediately upon receipt. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account the Yield Maintenance Distributable Amount then on deposit therein with respect to (w) the Class 1-A1A Certificates, (x) the Class 1-A1B Certificates, (y) the Class 2-A1A, Class 2-A1B and Class 2-A1C2 Certificates or (z) the Class 2-A1C1 Certificates, as applicable, and deposit such amounts in the Distribution Account for payment to the related Classes of Certificates. With respect to each Distribution Date on which a Yield Maintenance Payment is received under a Yield Maintenance Agreement, the Trustee will pay to itself any the related Certificateholders from the related Yield Maintenance Distributable Amount, up to the amount of current interest that each such Class would have been entitled to receive had the applicable note interest rate been calculated at the lesser of (a) One-Month LIBOR plus the applicable Margin for the related Accrual Period and (b) 11.00% per annum, to the extent not paid out of the Available Funds for such Payment Date. Each of the Class 1-A1A, Class 1-A1B, Class 2-A1A, Class 2-A1B, Class 2-A1C1 and Class 2-A1C2 Certificates will only receive payment from amounts received from the related Yield Maintenance Agreement. Any amounts remaining in the Distribution Account after distributions are made to the Class 1-A1A, Class 1-A1B, Class 2-A1A, Class 2-A1B, Class 2-A1C1 and Class 2-A1C2 Certificates from the Yield Maintenance Account after Distributable Amounts shall be distributed to the Final Class X Certificates. If the Seller or its affiliate is the Holder of a Class 1-A1A, Class 1-A1B, Class 2-A1A, Class 2-A1B, Class 2-A1C1 and Class 2-A1C2 Certificate, the Seller or its affiliate shall remit to the Trustee the portion of Yield Maintenance Payment Distributable Amounts received by the Holder of such Certificate on any Distribution Date, and the Trustee will remit such amounts to the Yield Maintenance Provider. For purposes of this Agreement, the Trustee shall have no duty to confirm that each amount received by it from the Seller or its affiliate with respect to the preceding sentence is the correct amount. To the extent that it constitutes a “reserve fund” for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “outside reserve fund” as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the TrusteeHolder of the Class X Certificates, and the Trustee Holder of the Class X Certificates shall report all amounts of income, deductionreduction, gain or loss accruing therefrom, therefrom and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the TrusteeHolder of the Class X Certificates. The Servicer Trustee shall deliver to the Trustee an annual statement showing (x) the amounts received by the Trustee, in its capacity as owner of terminate the Yield Maintenance Account Agreements upon the occurrence of an event of default or termination event under the Yield Maintenance Agreements of which a Responsible Officer of the Trustee has actual knowledge. In the event that a Yield Maintenance Agreement is canceled or otherwise terminated for income tax purposesany reason (other than the exhaustion of the interest rate protection provided thereby), as payments on the Trustee shall, at the direction of Certificateholders evidencing Voting Rights not less than 50% of the Certificates related to such Yield Maintenance Agreement, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability a replacement contract is available (from a counterparty designated by the Depositor and acceptable to Certificateholders evidencing Voting Rights not less than 50% of the Trusteerelated Certificates), in its capacity as owner of the execute a replacement contract comparable to such Yield Maintenance Account for income tax purposes (including Agreement providing interest rate protection which is equal to the then-existing protection provided by the applicable Yield Maintenance Agreement as certified to the Trustee by the Depositor; provided, however, that the cost of any such replacement contract providing the same interest rate protection may be reduced to a level such that the cost of such replacement contract shall not exceed the amount of any tax liability resulting early termination payment received from the indemnity paymentYield Maintenance Provider. On any Distribution Date on or prior to the Distribution Date in March 2016, if the aggregate Class Certificate Principal Balance of the Certificates related to a Yield Maintenance Agreement equals zero (but not including the Distribution Date on which such aggregate Class Certificate Principal Balance is reduced to zero), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, all amounts received by the Trustee from with respect to such accountYield Maintenance Agreement shall be distributed directly to the Class X Certificateholder. On the Distribution Date in March 2016 or upon the termination of the Trust, the Yield Maintenance Agreements shall be terminated.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee shall cause to be established and maintained the Yield Maintenance Account, into which amounts received by the Trustee from the Cap Counterparty distributed pursuant to the Yield Maintenance Agreement shall be deposited for the benefit of the Class 1-A-2 A and Class Y Certificates. On each Distribution Date, the Trustee shall perform a calculation equal to 1/12th of the product of (i) the excess, if any, of (x) LIBOR, subject to a maximum of 10.50%, over (y) the related Cap Strike Rate and (ii) the Class A Principal Balance immediately prior to such Distribution Date. To the extent amounts received under the Yield Maintenance Agreement exceed such calculated amount, the Trustee shall distribute such excess to the Class Y Certificates pursuant to Section 4.04(a). On each Distribution Date, the Trustee shall then withdraw from the Yield Maintenance AccountAccount the amounts on deposit therein, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount for the Class 1-A-2 Certificates for such Distribution Date and deposit such amount amounts in the Certificate Account for payment to the Class 1-A-2 A and Class Y Certificates pursuant to Section 4.05(a4.04(a). Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee shall withdraw from the Yield Maintenance Account and pay to itself any amounts remaining in the Yield Maintenance Account after the Final Yield Maintenance Payment Date. To the extent that it constitutes a “"reserve fund” " for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “"outside reserve fund” " as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the Trusteeholder of the Class Y Certificate, and the Trustee holder of the Class Y Certificate shall report all amounts of income, deduction, gain or loss accruing therefrom, and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the Trustee. The Servicer shall deliver to the Trustee an annual statement showing (x) the amounts received by the Trustee, in its capacity as owner holder of the Yield Maintenance Account for income tax purposes, as payments on the Yield Maintenance Agreement, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability of the Trustee, in its capacity as owner of the Yield Maintenance Account for income tax purposes (including the amount of any tax liability resulting from the indemnity payment), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, received by the Trustee from such accountClass Y Certificate.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee shall cause to be established and maintained the Yield Maintenance Account, into which amounts Yield Maintenance Payments received by the Trustee from the Cap Counterparty pursuant to the Yield Maintenance Agreement Agreements shall be deposited for the benefit of the Class 1-A-2 Certificates. On each Distribution DateA1A, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount for the Class 1-A-2 Certificates for such Distribution Date and deposit such amount in the Certificate Account for payment to the A1B, Class 1-A-2 Certificates pursuant to Section 4.05(a)A2A, Class 1-A2B, Class 1-A2C and Class 1-X Certificates. Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee shall deposit all amounts received from the Yield Maintenance Provider under the Yield Maintenance Agreements into the Yield Maintenance Account immediately upon receipt. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account the Yield Maintenance Distributable Amount then on deposit therein with respect to (w) the Class 1-A1A Certificates, (x) the Class 1-A1B Certificates, (y) the Class 1-A2A and Class 1-A2B Certificates or (z) the Class 1-A2C Certificates, as applicable, and deposit such amounts in the Distribution Account for payment to the related Classes of Certificates. With respect to each Distribution Date on which a Yield Maintenance Payment is received under a Yield Maintenance Agreement, the Trustee will pay to itself any the related Certificateholders from the related Yield Maintenance Distributable Amount, up to the amount of current interest that each such Class would have been entitled to receive had the applicable note interest rate been calculated at the lesser of (a) One-Month LIBOR plus the applicable Margin for the related Accrual Period and (b) 11.00% per annum, to the extent not paid out of the Available Funds for such Payment Date. Each of the Class 1-A1A, Class 1-A1B, Class 1-A2A, Class 1-A2B and Class 1-A2C Certificates will only receive payment from amounts received from the related Yield Maintenance Agreement. Any amounts remaining in the Distribution Account after distributions are made to the Class 1-A1A, Class 1-A1B, Class 1-A2A, Class 1-A2B and Class 1-A2C Certificates from the Yield Maintenance Account after Distributable Amounts shall be distributed to the Final Class 1-X Certificates. If the Seller or its affiliate is the Holder of a Class 1-A1A, Class 1-A1B, Class 1-A2A, Class 1-A2B or Class 1-A2C Certificate, the Seller or its affiliate shall remit to the Trustee the portion of Yield Maintenance Payment Distributable Amounts received by the Holder of such Certificate on any Distribution Date, and the Trustee will remit such amounts to the Yield Maintenance Provider. For purposes of this Agreement, the Trustee shall have no duty to confirm that each amount received by it from the Seller or its affiliate with respect to the preceding sentence is the correct amount. To the extent that it constitutes a “reserve fund” for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “outside reserve fund” as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the TrusteeHolder of the Class 1-X Certificates, and the Trustee Holder of the Class 1-X Certificates shall report all amounts of income, deductionreduction, gain or loss accruing therefrom, therefrom and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the TrusteeHolder of the Class 1-X Certificates. The Servicer Trustee shall deliver to the Trustee an annual statement showing (x) the amounts received by the Trustee, in its capacity as owner of terminate the Yield Maintenance Account Agreements upon the occurrence of an event of default or termination event under the Yield Maintenance Agreements of which a Responsible Officer of the Trustee has actual knowledge. In the event that a Yield Maintenance Agreement is canceled or otherwise terminated for income tax purposesany reason (other than the exhaustion of the interest rate protection provided thereby), as payments on the Trustee shall, at the direction of Certificateholders evidencing Voting Rights not less than 50% of the Certificates related to such Yield Maintenance Agreement, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability a replacement contract is available (from a counterparty designated by the Depositor and acceptable to Certificateholders evidencing Voting Rights not less than 50% of the Trusteerelated Certificates), in its capacity as owner of the execute a replacement contract comparable to such Yield Maintenance Account for income tax purposes (including Agreement providing interest rate protection which is equal to the then-existing protection provided by the applicable Yield Maintenance Agreement as certified to the Trustee by the Depositor; provided, however, that the cost of any such replacement contract providing the same interest rate protection may be reduced to a level such that the cost of such replacement contract shall not exceed the amount of any tax liability resulting early termination payment received from the indemnity paymentYield Maintenance Provider. On any Distribution Date on or prior to the Distribution Date in February 2016, if the aggregate Class Certificate Principal Balance of the Certificates related to a Yield Maintenance Agreement equals zero (but not including the Distribution Date on which such aggregate Class Certificate Principal Balance is reduced to zero), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, all amounts received by the Trustee from with respect to such accountYield Maintenance Agreement shall be distributed directly to the Class 1-X Certificateholder. On the Distribution Date in March 2016 or upon the termination of the Trust, the Yield Maintenance Agreements shall be terminated.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee shall cause to be established and maintained the Yield Maintenance Account, into which amounts received by the Trustee from the Cap Counterparty pursuant to the Yield Maintenance Agreement Agreements shall be deposited for the benefit of (i) the Class 1-A-2 Certificates. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein A-1 and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount for Class Y Certificates and (ii) the Class 1-A-2 Certificates for such Distribution Date X-0, Xxxxx X-0, Class M-1, Class M-2, Class M-3 and deposit such amount in the Certificate Account for payment to the Class 1-A-2 Certificates pursuant to Section 4.05(a)Y Certificates. Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account the Yield Maintenance Distributable Amounts on deposit therein, and deposit such amounts in the Distribution Account for payment to the Class A-1 or Class X-0, Xxxxx X-0, Class M-1, Class M-2 and Class M-3 Certificates, as applicable, pursuant to Section 4.02. With respect to each Distribution Date on which a Yield Maintenance Payment is received under a Yield Maintenance Agreement, the Trustee will pay to itself any the related Certificateholders from the Yield Maintenance Distributable Amount, up to the amount of current interest that each such Class would have been entitled to receive had the applicable note interest rate been calculated at the lesser of (a) One-Month LIBOR plus the applicable margin for the related Accrual Period and (b) 10.50% per annum, to the extent not paid out of the Available Funds for such Payment Date, other than Net Monthly Excess Cashflow. Any amounts remaining in the Distribution Account after distributions are made to the Class X-0, Xxxxx X-0, Class A-3, Class M-1, Class M-2 and Class M-3 Certificates from the Yield Maintenance Account after Distributable Amounts shall be distributed to the Final Class R Certificates. For any Distribution Date on which there is a payment under the Yield Maintenance Agreement and such Yield Maintenance Payment exceeds the Yield Maintenance Distributable Amount, the amount representing such excess shall be distributed to the Class Y Certificates pursuant to this Section 4.04. Under each Yield Maintenance Agreement and for each Distribution Date, such excess allocable to the Class Y Certificates shall be equal to the product of (i) the excess, if any, of (x) LIBOR, subject to a maximum of 10.50%, over (y) the applicable Strike Rate, (ii) the excess, if any, of (x) the applicable Yield Maintenance Notional Balance, over (y) the aggregate balance of the related Certificates on the first day of the related Accrual Period, and (iii) 12, in the case of the Yield Maintenance Agreement related to the Class A-1 Certificate, and the quotient of the actual number of days in the accrual period divided by 360, in the case of the Yield Maintenance Agreement related to the Class X-0, Xxxxx X-0, Class M-1, Class M-2 and Class M-3 Certificates. To the extent that it constitutes a “"reserve fund” " for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “"outside reserve fund” " as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the TrusteeHolder of the Class Y Certificates, and the Trustee Holder of the Class Y Certificates shall report all amounts of income, deductionreduction, gain or loss accruing therefrom, and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the Trustee. The Servicer shall deliver to the Trustee an annual statement showing (x) the amounts received by the Trustee, in its capacity as owner Holder of the Yield Maintenance Account for income tax purposes, as payments on the Yield Maintenance Agreement, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability of the Trustee, in its capacity as owner of the Yield Maintenance Account for income tax purposes (including the amount of any tax liability resulting from the indemnity payment), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, received by the Trustee from such accountClass Y Certificates.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee shall cause to be established and maintained the Yield Maintenance Account, into which amounts Yield Maintenance Payments received by the Trustee from the Cap Counterparty pursuant to the Yield Maintenance Agreement shall be deposited for the benefit of the Class 12-A-2 A1A, Class 2-A1B, Class 2-A1C, Class 2-A2 and Class X-2 Certificates. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount for the Class 1-A-2 Certificates for such Distribution Date and deposit such amount in the Certificate Account for payment to the Class 1-A-2 Certificates pursuant to Section 4.05(a). Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee shall deposit all amounts received from the Yield Maintenance Provider under the Yield Maintenance Agreement into the Yield Maintenance Account immediately upon receipt. On each Distribution Date, the Trustee, shall withdraw from the Yield Maintenance Account (i) the Yield Maintenance Distributable Amount with respect to the Yield Maintenance Agreement related to the Class 2-A1A, Class 2-A1B, Class 2-A1C and pay to itself Class 2-A2 Certificates then on deposit therein and distribute such amounts in respect of any Basis Risk Shortfalls for such Class on such Distribution Date, pro rata, based on amounts due and (ii) any amounts remaining in on deposit therein after distributions made pursuant to (i) above, and distribute such amounts to the Class X-2 Certificates. Each of the Class 2-A1A, Class 2-A1B, Class 2-A1C and Class 2-A2 Certificates will only receive payment from amounts received from the related Yield Maintenance Agreement. If the Seller or its affiliate is the Holder of a Class 2-A1A, Class 2-A1B, Class 2-A2 or Class 2-A1C Certificates, the Seller or its affiliate shall remit to the Trustee the portion of Yield Maintenance Distributable Amounts received by the Holder of such Certificate on any Distribution Date, and the Trustee will remit such amounts to the Yield Maintenance Account after Provider. For purposes of this Agreement, the Final Yield Maintenance Payment DateTrustee shall have no duty to confirm that each amount received by it from the Seller or its affiliate with respect to the preceding sentence is the correct amount. To the extent that it constitutes a “reserve fund” for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “outside reserve fund” as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the TrusteeHolder of the Class X-2 Certificates, and the Trustee Holder of the Class X-2 Certificates shall report all amounts of income, deductionreduction, gain or loss accruing therefrom, therefrom and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the TrusteeHolder of the Class X-2 Certificates. The Servicer Trustee shall deliver to the Trustee an annual statement showing (x) the amounts received by the Trustee, in its capacity as owner of terminate the Yield Maintenance Account Agreement upon the occurrence of an event of default or termination event under the Yield Maintenance Agreement of which a Responsible Officer of the Trustee has actual knowledge. In the event that a Yield Maintenance Agreement is canceled or otherwise terminated for income tax purposesany reason (other than the exhaustion of the interest rate protection provided thereby), as payments on the Trustee shall, at the direction of Certificateholders evidencing Voting Rights not less than 50% of the Certificates related to the Yield Maintenance Agreement, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability a replacement contract is available (from a counterparty designated by the Depositor and acceptable to Certificateholders evidencing Voting Rights not less than 50% of the Trusteerelated Certificates), in its capacity as owner of execute a replacement contract comparable to the Yield Maintenance Account for income tax purposes (including Agreement providing interest rate protection which is equal to the then-existing protection provided by the Yield Maintenance Agreement as certified to the Trustee by the Depositor; provided, however, that the cost of any such replacement contract providing the same interest rate protection may be reduced to a level such that the cost of such replacement contract shall not exceed the amount of any tax liability resulting early termination payment received from the indemnity paymentYield Maintenance Provider. On any Distribution Date on or prior to the Distribution Date in December 2015, if the aggregate Class Certificate Principal Balance of the Certificates related to the Yield Maintenance Agreement equals zero (but not including the Distribution Date on which such aggregate Class Certificate Principal Balance is reduced to zero), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, all amounts received by the Trustee from such accountwith respect to the Yield Maintenance Agreement shall be distributed directly to the Class X-2 Certificateholder. On the Distribution Date in December 2015 or upon the termination of the Trust, the Yield Maintenance Agreement shall be terminated.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee shall cause to be established and maintained the Yield Maintenance Account, into which amounts received by the Trustee from the Cap Counterparty pursuant to the Yield Maintenance Agreement Agreements shall be deposited for the benefit of the Class 1-A-2 CB-1 and Class CB-6 Certificates. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount Amounts for the Class 1-A-2 CB-1 and Class CB-6 Certificates for such Distribution Date and deposit such amount amounts in the Certificate Account for payment to the Class 1-A-2 such Classes of Certificates pursuant to Section 4.05(a4.04(a). Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee shall withdraw from the Yield Maintenance Account and pay to itself any amounts remaining in the Yield Maintenance Account after the later of the Final Yield Maintenance Payment DateDate for the Class CB-1 Certificates and for the Class CB-6 Certificates. To the extent that it constitutes a “reserve fund” for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “outside reserve fund” as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the Trustee, and the Trustee shall report all amounts of income, deduction, gain or loss accruing therefrom, and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the Trustee. The Servicer shall deliver to the Trustee an annual statement showing (x) the amounts received by the Trustee, in its capacity as owner of the Yield Maintenance Account for income tax purposes, as payments on the Yield Maintenance AgreementAgreements, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability of the Trustee, in its capacity as owner of the Yield Maintenance Account for income tax purposes (including the amount of any tax liability resulting from the indemnity payment), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, received by the Trustee from such account.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee shall cause to be established and maintained the Yield Maintenance Account, into which amounts received by the Trustee from the Cap Counterparty pursuant to the Yield Maintenance Agreement Agreements shall be deposited for the benefit of the Class 1-A-2 CB-3 and Class 2-A-3 Certificates. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount Amounts for the Class 1-A-2 CB-3 and Class 2-A-3 Certificates for such Distribution Date and deposit such amount amounts in the Certificate Account for payment to the Class 1-A-2 such Classes of Certificates pursuant to Section 4.05(a4.04(a). Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee shall withdraw from the Yield Maintenance Account and pay to itself any amounts remaining in the Yield Maintenance Account after the later of the Final Yield Maintenance Payment DateDate for the Class 1-CB-3 Certificates and for the Class 2-A-3 Certificates. To the extent that it constitutes a “reserve fund” for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “outside reserve fund” as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the Trustee, and the Trustee shall report all amounts of income, deduction, gain or loss accruing therefrom, and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the Trustee. The Servicer shall deliver to the Trustee an annual statement showing (x) the amounts received by the Trustee, in its capacity as owner of the Yield Maintenance Account for income tax purposes, as payments on the Yield Maintenance AgreementAgreements, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability of the Trustee, in its capacity as owner of the Yield Maintenance Account for income tax purposes (including the amount of any tax liability resulting from the indemnity payment), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, received by the Trustee from such account.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee shall cause to be established and maintained the Yield Maintenance Account, into which amounts received by the Trustee from the applicable Cap Counterparty pursuant to the Yield Maintenance Agreement Agreements shall be deposited for the benefit of the Class 1CB-1, Class CB-3, Class CB-9, Class CB-13, Class 5-A-2 and Class 5-A-5 Certificates. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount Amounts for the Class 1CB-1, Class CB-3, Class CB-9, Class CB-13, Class 5-A-2 and Class 5-A-5 Certificates for such Distribution Date and deposit such amount amounts in the Certificate Account for payment to the Class 1-A-2 such Classes of Certificates pursuant to Section 4.05(a). Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee shall withdraw from the Yield Maintenance Account and pay to itself any amounts remaining in the Yield Maintenance Account after the later of the Final Yield Maintenance Payment DateDate for the Class CB-1, Class CB-3, Class CB-9, Class CB-13, Class 5-A-2 and Class 5-A-5 Certificates. To the extent that it constitutes a “reserve fund” for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “outside reserve fund” as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the Trustee, and the Trustee shall report all amounts of income, deduction, gain or loss accruing therefrom, and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the Trustee. The Servicer shall deliver to the Trustee an annual statement showing (x) the amounts received by the Trustee, in its capacity as owner of the Yield Maintenance Account for income federal tax purposes, as payments on the Yield Maintenance AgreementAgreements, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability of the Trustee, in its capacity as owner of the Yield Maintenance Account for income federal tax purposes (including the amount of any tax liability resulting from the indemnity payment), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, received by the Trustee from such account.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee Securities Administrator shall cause to be established and maintained the Yield Maintenance Account, into which amounts received by the Trustee from the Cap Counterparty Securities Administrator pursuant to the Yield Maintenance Agreement shall be deposited for the benefit of the Class 12-A-2 A2A, Class 2-A2B, Class X and Class Y Certificates. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount for the Class 1-A-2 Certificates for such Distribution Date and deposit such amount in the Certificate Account for payment to the Class 1-A-2 Certificates pursuant to Section 4.05(a). Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee On each Distribution Date, the Securities Administrator shall withdraw from the Yield Maintenance Account the Yield Maintenance Distributable Amount then on deposit therein, and deposit such amounts in the Distribution Account for payment to the Class 2-A2A and Class 2-A2B Certificates. With respect to each Distribution Date on which a Yield Maintenance Payment is received under the Yield Maintenance Agreement, the Securities Administrator, as Paying Agent for the Trustee, will pay to itself any the related Certificateholders from the Yield Maintenance Distributable Amount, up to the amount of current interest that each such Class would have been entitled to receive had the applicable note interest rate been calculated at the lesser of (a) One-Month LIBOR plus the applicable margin for the related Accrual Period and (b) 11.00% per annum, to the extent not paid out of the Available Funds for such Payment Date. Any amounts remaining in the Distribution Account after distributions are made to the Class 2-A2A and Class 2-A2B Certificates from the Yield Maintenance Account after Distributable Amount shall be distributed to the Final Class X Certificates. For any Distribution Date on which there is a payment under the Yield Maintenance Agreement and such Yield Maintenance Payment exceeds the Yield Maintenance Distributable Amount for such Distribution Date, the amount representing such excess payment shall not be an asset of the Trust Fund and, instead, shall be paid into and distributed out of a separate trust created by this Agreement for the benefit of the Class Y Certificates and shall be distributed to the Class Y Certificates pursuant to this Section 4.05. Under the Yield Maintenance Agreement and for each Distribution Date, the Class Y Certificates shall be entitled to a payment equal to the product of (i) the excess, if any, of (x) LIBOR, subject to a maximum of 11.00%, over (y) the applicable Strike Rate, (ii) the excess, if any, of (x) the applicable Yield Maintenance Notional Balance, over (y) the aggregate balance of the related Certificates on the first day of the related Accrual Period, and (iii) the quotient of the actual number of days in the accrual period divided by 360. To the extent that it constitutes a “"reserve fund” " for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “"outside reserve fund” " as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the TrusteeHolder of the Class Y Certificates, and the Trustee Holder of the Class Y Certificates shall report all amounts of income, deductionreduction, gain or loss accruing therefrom, and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the Trustee. The Servicer shall deliver to the Trustee an annual statement showing (x) the amounts received by the Trustee, in its capacity as owner Holder of the Yield Maintenance Account for income tax purposes, as payments on the Yield Maintenance Agreement, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability of the Trustee, in its capacity as owner of the Yield Maintenance Account for income tax purposes (including the amount of any tax liability resulting from the indemnity payment), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, received by the Trustee from such accountClass Y Certificates.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee Securities Administrator, on behalf of the Trustee, shall cause to be established and maintained the Yield Maintenance Account, into which amounts Yield Maintenance Payments received by the Trustee from the Cap Counterparty Securities Administrator pursuant to the Yield Maintenance Agreement shall be deposited for the benefit of the Class 12-A-2 A1, Class 2-A2A, Class 2-A2B and Class 2-X Certificates. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount for the Class 1-A-2 Certificates for such Distribution Date and deposit such amount in the Certificate Account for payment to the Class 1-A-2 Certificates pursuant to Section 4.05(a). Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee Securities Administrator shall deposit all amounts received from the Yield Maintenance Provider under the Yield Maintenance Agreement into the Yield Maintenance Account immediately upon receipt. On each Distribution Date, the Securities Administrator, as Paying Agent for the Trustee, shall withdraw from the Yield Maintenance Account (i) the Yield Maintenance Distributable Amount with respect to the Yield Maintenance Agreement related to the Class 2-A1, Class 2-A2A and pay to itself Class 2-A2B Certificates then on deposit therein and distribute such amounts in respect of any Basis Risk Shortfalls for such Class on such Distribution Date, pro rata, based on amounts due and (ii) any amounts remaining in on deposit therein after distributions made pursuant to (i) above, and distribute such amounts to the Class 2-X Certificates. If the Seller or its affiliate is the Holder of a Class 2-A1, Class 2-A2A or Class 2-A2B Certificate, the Seller or its affiliate shall remit to the Securities Administrator the portion of Yield Maintenance Distributable Amounts received by the Holder of such Certificate on any Distribution Date, and the Securities Administrator will remit such amounts to the Yield Maintenance Account after Provider. For purposes of this Agreement, the Final Yield Maintenance Payment DateSecurities Administrator shall have no duty to confirm that each amount received by it from the Seller or its affiliate with respect to the preceding sentence is the correct amount. To the extent that it constitutes a “reserve fund” for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “outside reserve fund” as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the TrusteeHolder of the Class 2-X Certificates, and the Trustee Holder of the Class 2-X Certificates shall report all amounts of income, deductionreduction, gain or loss accruing therefrom, therefrom and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the TrusteeHolder of the Class 2-X Certificates. The Servicer Securities Administrator shall deliver to the Trustee an annual statement showing (x) the amounts received by the Trustee, in its capacity as owner of terminate the Yield Maintenance Account Agreement upon the occurrence of an event of default or termination event under the Yield Maintenance Agreement of which a Responsible Officer of the Securities Administrator has actual knowledge. In the event that a Yield Maintenance Agreement is canceled or otherwise terminated for income tax purposesany reason (other than the exhaustion of the interest rate protection provided thereby), as payments on the Securities Administrator shall, at the direction of Certificateholders evidencing Voting Rights not less than 50% of the Certificates related to the Yield Maintenance Agreement, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability a replacement contract is available (from a counterparty designated by the Depositor and acceptable to Certificateholders evidencing Voting Rights not less than 50% of the Trusteerelated Certificates), in its capacity as owner of execute a replacement contract comparable to the Yield Maintenance Account for income tax purposes (including Agreement providing interest rate protection which is equal to the then-existing protection provided by the Yield Maintenance Agreement as certified to the Securities Administrator by the Depositor; provided, however, that the cost of any such replacement contract providing the same interest rate protection may be reduced to a level such that the cost of such replacement contract shall not exceed the amount of any tax liability resulting early termination payment received from the indemnity paymentYield Maintenance Provider. On any Distribution Date on or prior to the Distribution Date in November 2013, if the aggregate Class Certificate Principal Balance of the Certificates related to the Yield Maintenance Agreement equals zero (but not including the Distribution Date on which such aggregate Class Certificate Principal Balance is reduced to zero), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, all amounts received by the Trustee from such accountSecurities Administrator with respect to the Yield Maintenance Agreement shall be distributed directly to the Class 2-X Certificateholder. On the Distribution Date in November 2013 or upon the termination of the Trust, the Yield Maintenance Agreement shall be terminated.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee shall cause to be established and maintained the Yield Maintenance Account, into which amounts Yield Maintenance Payments received by the Trustee from the Cap Counterparty pursuant to the Yield Maintenance Agreement Agreements shall be deposited for the benefit of the Class 12-A-1A, Class 2-A-1B, Class 2-A-1C, Class 2-A-2 and Class Y Certificates. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount for the Class 1-A-2 Certificates for such Distribution Date and deposit such amount in the Certificate Account for payment to the Class 1-A-2 Certificates pursuant to Section 4.05(a). Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee shall deposit all amounts received from the Yield Maintenance Provider under the Yield Maintenance Agreements into the Yield Maintenance Account immediately upon receipt. On each Distribution Date, the Trustee, shall withdraw from the Yield Maintenance Account (i) the Yield Maintenance Distributable Amount with respect to the Yield Maintenance Agreement related to (i) the Class 2-A-1A, Class 2-A-1B and pay to itself Class 2-A-2 Certificates or (ii) the Class 2-A-1C Certificates, as applicable, then on deposit therein and distribute such amounts in respect of any Basis Risk Shortfalls for such Class on such Distribution Date, pro rata, based on amounts due and (ii) any amounts remaining in on deposit therein after distributions made pursuant to (i) above, and distribute such amounts to the Class Y Certificates. Each of the Class 2-A-1A, Class 2-A-1B, Class 2-A-1C and Class 2-A-2 Certificates will only receive payment from amounts received from the related Yield Maintenance Agreement. For any Distribution Date on which there is a payment under the Yield Maintenance Account after the Final Agreements and such Yield Maintenance Payment exceeds the related Yield Maintenance Distributable Amount, the amount representing such excess payment shall not be an asset of the Trust Fund and, instead, shall be paid into and distributed out of a separate trust created by this Agreement for the benefit of the Class Y Certificates and shall be distributed to the Class Y Certificates pursuant to this Section 4.04. Under the Yield Maintenance Agreements and for each Distribution Date, the Class Y Certificates shall be entitled to a distribution equal to the sum of (i) such excess and (ii) the excess of the related Yield Maintenance Distributable Amount over the amount of unpaid Basis Risk Shortfalls with respect to the related Certificates. To the extent that it constitutes a “reserve fund” for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “outside reserve fund” as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the TrusteeHolder of the Class X Certificates, and the Trustee Holder of the Class X Certificates shall report all amounts of income, deductionreduction, gain or loss accruing therefrom, therefrom and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the TrusteeHolder of the Class X Certificates. The Servicer Trustee shall deliver to the Trustee an annual statement showing (x) the amounts received by the Trustee, in its capacity as owner of terminate the Yield Maintenance Account Agreements upon the occurrence of an event of default or termination event under the Yield Maintenance Agreements of which a Responsible Officer of the Trustee has actual knowledge. In the event that a Yield Maintenance Agreement is canceled or otherwise terminated for income tax purposesany reason (other than the exhaustion of the interest rate protection provided thereby), as payments on the Trustee shall, at the direction of Certificateholders evidencing Voting Rights not less than 50% of the Certificates related to such Yield Maintenance Agreement, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability a replacement contract is available (from a counterparty designated by the Depositor and acceptable to Certificateholders evidencing Voting Rights not less than 50% of the Trusteerelated Certificates), in its capacity as owner of execute a replacement contract comparable to such Yield Maintenance Agreement providing interest rate protection which is equal to the then-existing protection provided by the Yield Maintenance Account for income tax purposes (including Agreements as certified to the Trustee by the Depositor; provided, however, that the cost of any such replacement contract providing the same interest rate protection may be reduced to a level such that the cost of such replacement contract shall not exceed the amount of any tax liability resulting early termination payment received from the indemnity paymentYield Maintenance Provider. On any Distribution Date on or prior to the Distribution Date in October 2015, if the aggregate Class Certificate Principal Balance of the Certificates related to a Yield Maintenance Agreement equals zero (but not including the Distribution Date on which such aggregate Class Certificate Principal Balance is reduced to zero), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, all amounts received by the Trustee from with respect to such accountYield Maintenance Agreement shall be distributed directly to the Class Y Certificateholder. On the Distribution Date in October 2015 or upon the termination of the Trust, the Yield Maintenance Agreements shall be terminated.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee Securities Administrator shall cause to be established and maintained the Yield Maintenance Account, into which amounts received by the Trustee from the Cap Counterparty Securities Administrator pursuant to the Yield Maintenance Agreement Agreements shall be deposited for the benefit of the Class 1-A-2 A1A, Class 2-A1A, Class 2-A1B, Class 2-A2A, Class 2-A2B, Class X-2 and Class Y Certificates. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount for the Class 1-A-2 Certificates for such Distribution Date and deposit such amount in the Certificate Account for payment to the Class 1-A-2 Certificates pursuant to Section 4.05(a). Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee On each Distribution Date, the Securities Administrator shall withdraw from the Yield Maintenance Account the Yield Maintenance Distributable Amount then on deposit therein, and deposit such amounts in the Distribution Account for payment to the Class 1-A1A, Class 2-A1A, Class 2-A1B, Class 2-A2A and Class 2-A2B Certificates. With respect to each Distribution Date on which a Yield Maintenance Payment is received under a Yield Maintenance Agreement, the Securities Administrator, as Paying Agent for the Trustee, will pay to itself any the related Certificateholders from the Yield Maintenance Distributable Amount, up to the amount of current interest that each such Class would have been entitled to receive had the applicable note interest rate been calculated at the lesser of (a) One-Month LIBOR plus the applicable margin for the related Accrual Period and (b) (i) 10.50% per annum, in the case of the Class 1-A1A Certificates and (ii) 11.00% per annum, in the case of the Class 2-A1A, Class 2-A1B, Class 2-A2A and Class 2-A2B Certificates, to the extent not paid out of the Available Funds for such Payment Date. Each of the Class 1-A1A, Class 2-A1A, Class 2-A1B, Class 2-A2A and Class 2-A2B Certificates will only receive payment from amounts received from the related Yield Maintenance Agreement. Any amounts remaining in the Distribution Account after distributions are made to the Class 1-A1A, Class 2-A1A, Class 2-A1B, Class 2-A2A and Class 2-A2B Certificates from the Yield Maintenance Account after Distributable Amounts shall be distributed to the Final Class X-2 Certificates. For any Distribution Date on which there is a payment under a Yield Maintenance Agreement and such Yield Maintenance Payment exceeds the Yield Maintenance Distributable Amount for such Distribution Date, the amount representing such excess payment shall not be an asset of the Trust Fund and, instead, shall be paid into and distributed out of a separate trust created by this Agreement for the benefit of the Class Y Certificates and shall be distributed to the Class Y Certificates pursuant to this Section 4.05. Under each Yield Maintenance Agreement and for each Distribution Date, the Class Y Certificates shall be entitled to a payment equal to the product of (i) the excess, if any, of (x) LIBOR, subject to a maximum of 10.50%, in the case of the Class 1-A1A Certificates and 11.00%, in the case of the Class 2-A1A, Class 2-A1B, Class 2-A2A and Class 2-A2B Certificates, over (y) the applicable Strike Rate, (ii) the excess, if any, of (x) the applicable Yield Maintenance Notional Balance, over (y) the aggregate balance of the related Certificates on the first day of the related Accrual Period, and (iii) the quotient of the actual number of days in the accrual period divided by 360. To the extent that it constitutes a “"reserve fund” " for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “"outside reserve fund” " as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the TrusteeHolder of the Class X-2 Certificates, and the Trustee Holder of the Class X-2 Certificates shall report all amounts of income, deductionreduction, gain or loss accruing therefrom, and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the TrusteeHolder of the Class X-2 Certificates. The Servicer For federal income tax purposes, the Class Y Certificates shall deliver to the Trustee represent an annual statement showing (x) the amounts received by the Trustee, interest in its capacity as owner each of the Yield Maintenance Account Agreements. Accordingly, a Class Y Certificateholder should account for income tax purposes, as payments on its investment in Class Y Certificates under the Yield Maintenance Agreement, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability of the Trustee, rules set forth in its capacity as owner of the Yield Maintenance Account for income tax purposes (including the amount of any tax liability resulting from the indemnity paymentTreasury Regulation Section 1.446-3(c), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, received by the Trustee from such accountwhich concern notional principal contracts.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee shall cause to be established and maintained the Yield Maintenance Account, into which amounts received by the Trustee from the Cap Counterparty pursuant to the Yield Maintenance Agreement Agreements shall be deposited for the benefit of the Class 1-A-2 A, Class 2-A1A, Class 2-A1B, Class 2-A2A, Class 2-A2B, Class 2-A3, Class 3-A1A, Class 3-A1B, Class 3-A2A, Class 3-A2B, Class 3-A4 and Class Y Certificates. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount for the Class 1-A-2 Certificates for such Distribution Date and deposit such amount in the Certificate Account for payment to the Class 1-A-2 Certificates pursuant to Section 4.05(a). Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee shall deposit all amounts received from the Yield Maintenance Provider under each Yield Maintenance Agreement into the Yield Maintenance Account immediately upon receipt. On each Distribution Date, the Trustee, shall withdraw from the Yield Maintenance Account (i) the Yield Maintenance Distributable Amount with respect to the Yield Maintenance Agreement related to the Class 1-A, Class 2-A1A, Class 2-A1B, Class 2-A2A, Class 2-A2B and pay Class 2-A3 Certificates then on deposit therein and distribute such amounts in respect of any Basis Risk Shortfalls for such Class on such Distribution Date, pro rata, based on amounts due, (ii) the Yield Maintenance Distributable Amount with respect to itself the Yield Maintenance Agreement related to the Class 3-A1A, Class 3-A1B, Class 3-A2A, Class 3-A2B and Class 3-A4 Certificates then on deposit therein, and distribute such amounts in respect of any Basis Risk Shortfalls for such Class on such Distribution Date, and (iii) any amounts remaining in on deposit therein after distributions made pursuant to (i) and (ii) above, and distribute such amounts to the Class Y Certificates. Each of the Class 1-A, Class 2-A1A, Class 2-A1B, Class 2-A2A, Class 2-A2B, Class 2-A3, Class 3-A1A, Class 3-A1B, Class 3-A2A, Class 3-A2B and Class 3-A4 Certificates will only receive payment from amounts received from the Yield Maintenance Account after the Final Agreement. For any Distribution Date on which there is a payment under a Yield Maintenance Agreement and such Yield Maintenance Payment exceeds the related Yield Maintenance Distributable Amount, the amount representing such excess payment shall not be an asset of the Trust Fund and, instead, shall be paid into and distributed out of a separate trust created by this Agreement for the benefit of the Class Y Certificates and shall be distributed to the Class Y Certificates pursuant to this Section 4.04. Under each Yield Maintenance Agreement and for each Distribution Date, the Class Y Certificates shall be entitled to a distribution equal to the sum of (i) such excess and (ii) the excess of the related Yield Maintenance Distributable Amount over the amount of unpaid Basis Risk Shortfalls with respect to the related Certificates. To the extent that it constitutes a “reserve fund” for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “outside reserve fund” as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, REMIC and (ii) such fund shall be owned for federal tax purposes by the TrusteeHolder of the Class Y Certificates, and the Trustee Holder of the Class Y Certificates shall report all amounts of income, deductionreduction, gain or loss accruing therefrom, and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the Trustee. The Servicer Trustee shall deliver to the Trustee an annual statement showing (x) the amounts received by the Trustee, in its capacity as owner of terminate the Yield Maintenance Account Provider upon the occurrence of an event of default or termination event under the Yield Maintenance Agreement of which a Responsible Officer of the Trustee has actual knowledge. In the event that an Yield Maintenance Agreement is canceled or otherwise terminated for income tax purposesany reason (other than the exhaustion of the interest rate protection provided thereby), as payments on the Trustee shall, at the direction of Certificateholders evidencing Voting Rights not less than 50% of the Certificates related to such Yield Maintenance Agreement, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability a replacement contract is available (from a counterparty designated by the Depositor and acceptable to Certificateholders evidencing Voting Rights not less than 50% of the Trusteerelated Certificates), in its capacity as owner of execute a replacement contract comparable to such Yield Maintenance Agreement providing interest rate protection which is equal to the then-existing protection provided by the Yield Maintenance Account for income tax purposes (including Agreement as certified to the Trustee by the Depositor; provided, however, that the cost of any such replacement contract providing the same interest rate protection may be reduced to a level such that the cost of such replacement contract shall not exceed the amount of any tax liability resulting early termination payment received from the indemnity paymentYield Maintenance Provider. On any Distribution Date prior to the Distribution Date in August 2015, if the aggregate Class Certificate Principal Balance of the Certificates related to a Yield Maintenance Agreement equals zero (but not including the Distribution Date on which such aggregate Class Certificate Principal Balance is reduced to zero), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, all amounts received by the Trustee from with respect to such accountYield Maintenance Agreement shall be distributed directly to the Class Y Certificateholder. Prior to the Distribution Date in August 2015 and upon the termination of the Trust, the Yield Maintenance Agreements shall be terminated.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee shall cause to be established and maintained the Yield Maintenance Account, into which amounts received by the Trustee from the Cap Counterparty pursuant to the Yield Maintenance Agreement Agreements shall be deposited for the benefit of the Class 12-A-2 A-3 and Class 4-CB-3 Certificates. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount Amounts for the Class 12-A-2 A-3 and Class 4-CB-3 Certificates for such Distribution Date and deposit such amount amounts in the Certificate Account for payment to the Class 1-A-2 such Classes of Certificates pursuant to Section 4.05(a). Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee shall withdraw from the Yield Maintenance Account and pay to itself any amounts remaining in the Yield Maintenance Account after the later of the Final Yield Maintenance Payment DateDate for the Class 2-A-3 and Class 4-CB-3 Certificates. To the extent that it constitutes a “reserve fund” for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “outside reserve fund” as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the Trustee, and the Trustee shall report all amounts of income, deduction, gain or loss accruing therefrom, and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the Trustee. The Servicer shall deliver to the Trustee an annual statement showing (x) the amounts received by the Trustee, in its capacity as owner of the Yield Maintenance Account for income tax purposes, as payments on the Yield Maintenance AgreementAgreements, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability of the Trustee, in its capacity as owner of the Yield Maintenance Account for income tax purposes (including the amount of any tax liability resulting from the indemnity payment), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, received by the Trustee from such account.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee Securities Administrator, on behalf of the Trustee, shall cause to be established and maintained the Yield Maintenance Account, into which amounts Yield Maintenance Payments received by the Trustee from the Cap Counterparty Securities Administrator pursuant to the Yield Maintenance Agreement Agreements shall be deposited for the benefit of the Class 1-A-2 Certificates. On each Distribution DateA1A, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount for the Class 1-A-2 Certificates for such Distribution Date A1B, Class 2-A1A1, Class 2-A1A2, Class 2-A1B, Class 2-A1C, Class 3-A1A2, Class 3-A1B and deposit such amount in the Certificate Account for payment to the Class 13-A-2 Certificates pursuant to Section 4.05(a)A1C Certificates. Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee Securities Administrator shall deposit all amounts received from the Yield Maintenance Provider under the Yield Maintenance Agreements into the Yield Maintenance Account immediately upon receipt. On each Distribution Date, the Securities Administrator, as Paying Agent for the Trustee, shall withdraw from the Yield Maintenance Account (i) the Yield Maintenance Distributable Amount with respect to the Yield Maintenance Agreement related to the Class 1-A1A Certificates then on deposit therein and pay to itself distribute such amounts in respect of any Basis Risk Shortfalls for such Class on such Distribution Date and (ii) any amounts remaining in on deposit therein after distributions made pursuant to (i) above shall be distributed amounts to the Class X-1 Certificates. On each Distribution Date, the Securities Administrator, as Paying Agent for the Trustee, shall withdraw from the Yield Maintenance Account after (i) the Final Yield Maintenance Payment Distributable Amount with respect to the Yield Maintenance Agreement related to the Class 1-A1B Certificates then on deposit therein and distribute such amounts in respect of any Basis Risk Shortfalls for such Class on such Distribution Date and (ii) any amounts remaining on deposit therein after distributions made pursuant to (i) above shall be distributed amounts to the Class X-1 Certificates. On each Distribution Date, the Securities Administrator, as Paying Agent for the Trustee, shall withdraw from the Yield Maintenance Account (i) the Yield Maintenance Distributable Amount with respect to the Yield Maintenance Agreement related to the Class 2-A1A1, Class 2-A1A2, Class 2-A1B Certificates and Class 2-A1C Certificates then on deposit therein and distribute such amounts in respect of any Basis Risk Shortfalls for such Classes on such Distribution Date, pro rata, based on amounts due and (ii) any amounts remaining on deposit therein after distributions made pursuant to (i) above shall be distributed amounts to the Class X-2 Certificates. On each Distribution Date, the Securities Administrator, as Paying Agent for the Trustee, shall withdraw from the Yield Maintenance Account (i) the Yield Maintenance Distributable Amount with respect to the Yield Maintenance Agreement related to the Class 3-A1A2, Class 3-A1B Certificates and Class 3-A1C Certificates then on deposit therein and distribute such amounts in respect of any Basis Risk Shortfalls for such Classes on such Distribution Date, pro rata, based on amounts due and (ii) any amounts remaining on deposit therein after distributions made pursuant to (i) above shall be distributed amounts to the Class X-3B Certificates. If the Seller or its affiliate is the Holder of a Class 1-A1A, Class 1-A1B, Class 2-A1A1, Class 2-A1A2, Class 2-A1B, Class 2-A1C, Class 3-A1A2, Class 3-A1B or Class 3-A1C Certificate, the Seller or its affiliate shall remit to the Securities Administrator the portion of Yield Maintenance Distributable Amounts received by the Holder of such Certificate on any Distribution Date, and the Securities Administrator will remit such amounts to the Yield Maintenance Provider. For purposes of this Agreement, the Securities Administrator shall have no duty to confirm that each amount received by it from the Seller or its affiliate with respect to the preceding sentence is the correct amount. To the extent that it constitutes a “reserve fund” for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “outside reserve fund” as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the TrusteeHolders of the Class X-1, Class X-2 and Class X-3B Certificates, and the Trustee Holders of the Class X-1, Class X-2 and Class X-3B Certificates shall report all amounts of income, deductionreduction, gain or loss accruing therefrom, therefrom and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the TrusteeHolders of the Class X-1, Class X-2 and Class X-3B Certificates. The Servicer Securities Administrator shall deliver to the Trustee an annual statement showing (x) the amounts received by the Trustee, in its capacity as owner of terminate the Yield Maintenance Account Agreements upon the occurrence of an event of default or termination event under the related Yield Maintenance Agreements of which a Responsible Officer of the Securities Administrator has actual knowledge. In the event that a Yield Maintenance Agreement is canceled or otherwise terminated for income tax purposesany reason (other than the exhaustion of the interest rate protection provided thereby), as payments on the Securities Administrator shall, at the direction of Certificateholders evidencing Voting Rights not less than 50% of the Certificates related to such Yield Maintenance Agreement, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability a replacement contract is available (from a counterparty designated by the Depositor and acceptable to Certificateholders evidencing Voting Rights not less than 50% of the Trusteerelated Certificates), in its capacity as owner of the execute a replacement contract comparable to such Yield Maintenance Account for income tax purposes (including Agreement providing interest rate protection which is equal to the then-existing protection provided by such Yield Maintenance Agreement as certified to the Securities Administrator by the Depositor; provided, however, that the cost of any such replacement contract providing the same interest rate protection may be reduced to a level such that the cost of such replacement contract shall not exceed the amount of any tax liability resulting early termination payment received from the indemnity paymentYield Maintenance Provider. On any Distribution Date on or prior to the Distribution Date in May 2016, if the aggregate Class Certificate Principal Balance of the Certificates related to a Yield Maintenance Agreement equals zero (but not including the Distribution Date on which such aggregate Class Certificate Principal Balance is reduced to zero), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, all amounts received by the Trustee from Securities Administrator with respect to such accountYield Maintenance Agreement shall be distributed directly to the Class X-1, Class X-2 and Class X-3B Certificateholders, as applicable. On the Distribution Date in June 2016 or upon the termination of the Trust, the Yield Maintenance Agreements shall be terminated.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee shall cause to be established and maintained the Yield Maintenance Account, into which amounts Yield Maintenance Payments received by the Trustee from the Cap Counterparty pursuant to the Yield Maintenance Agreement Agreements shall be deposited for the benefit of the Class 1-A-2 Certificates. On each Distribution DateA1A, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount for the Class 1-A-2 Certificates for such Distribution Date A1B, Class 2-A1A1, Class 2-A1A2, Class 2-A1B, Class 2-A1C and deposit such amount in the Certificate Account for payment to the Class 1-A-2 Certificates pursuant to Section 4.05(a)X Certificates. Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee shall deposit all amounts received from the Yield Maintenance Provider under the Yield Maintenance Agreements into the Yield Maintenance Account immediately upon receipt. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account the Yield Maintenance Distributable Amount then on deposit therein with respect to (w) the Class 1-A1A Certificates, (x) the Class 1-A1B Certificates, (y) the Class 2-A1A1, Class 2-A1A2 and Class 2-A1B Certificates or (z) the Class 2-A1C Certificates, as applicable, and deposit such amounts in the Distribution Account for payment to the related Classes of Certificates. With respect to each Distribution Date on which a Yield Maintenance Payment is received under a Yield Maintenance Agreement, the Trustee will pay to itself any the related Certificateholders from the related Yield Maintenance Distributable Amount, up to the amount of current interest that each such Class would have been entitled to receive had the applicable note interest rate been calculated at the lesser of (a) One-Month LIBOR plus the applicable Margin for the related Accrual Period and (b) 11.00% per annum, to the extent not paid out of the Available Funds for such Payment Date. Each of the Class 1-A1A, Class 1-A1B, Class 2-A1A1, Class 2-A1A2, Class 2-A1B and Class 2-A1C Certificates will only receive payment from amounts received from the related Yield Maintenance Agreement. Any amounts remaining in the Distribution Account after distributions are made to the Class 1-A1A, Class 1-A1B, Class 2-A1A1, Class 2-A1A2, Class 2-A1B and Class 2-A1C Certificates from the Yield Maintenance Account after Distributable Amounts shall be distributed to the Final Class X Certificates. If the Seller or its affiliate is the Holder of a Class 1-A1A, Class 1-A1B, Class 2-A1A1, Class 2-A1A2, Class 2-A1B and Class 2-A1C Certificate, the Seller or its affiliate shall remit to the Trustee the portion of Yield Maintenance Payment Distributable Amounts received by the Holder of such Certificate on any Distribution Date, and the Trustee will remit such amounts to the Yield Maintenance Provider. For purposes of this Agreement, the Trustee shall have no duty to confirm that each amount received by it from the Seller or its affiliate with respect to the preceding sentence is the correct amount. To the extent that it constitutes a “reserve fund” for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “outside reserve fund” as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the TrusteeHolder of the Class X Certificates, and the Trustee Holder of the Class X Certificates shall report all amounts of income, deductionreduction, gain or loss accruing therefrom, therefrom and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the TrusteeHolder of the Class X Certificates. The Servicer Trustee shall deliver to the Trustee an annual statement showing (x) the amounts received by the Trustee, in its capacity as owner of terminate the Yield Maintenance Account Agreements upon the occurrence of an event of default or termination event under the Yield Maintenance Agreements of which a Responsible Officer of the Trustee has actual knowledge. In the event that a Yield Maintenance Agreement is canceled or otherwise terminated for income tax purposesany reason (other than the exhaustion of the interest rate protection provided thereby), as payments on the Trustee shall, at the direction of Certificateholders evidencing Voting Rights not less than 50% of the Certificates related to such Yield Maintenance Agreement, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability a replacement contract is available (from a counterparty designated by the Depositor and acceptable to Certificateholders evidencing Voting Rights not less than 50% of the Trusteerelated Certificates), in its capacity as owner of the execute a replacement contract comparable to such Yield Maintenance Account for income tax purposes (including Agreement providing interest rate protection which is equal to the then-existing protection provided by the applicable Yield Maintenance Agreement as certified to the Trustee by the Depositor; provided, however, that the cost of any such replacement contract providing the same interest rate protection may be reduced to a level such that the cost of such replacement contract shall not exceed the amount of any tax liability resulting early termination payment received from the indemnity paymentYield Maintenance Provider. On any Distribution Date on or prior to the Distribution Date in April 2016, if the aggregate Class Certificate Principal Balance of the Certificates related to a Yield Maintenance Agreement equals zero (but not including the Distribution Date on which such aggregate Class Certificate Principal Balance is reduced to zero), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, all amounts received by the Trustee from with respect to such accountYield Maintenance Agreement shall be distributed directly to the Class X Certificateholder. On the Distribution Date in April 2016 or upon the termination of the Trust, the Yield Maintenance Agreements shall be terminated.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee Securities Administrator shall cause to be established and maintained the Yield Maintenance Account, into which amounts received by the Trustee from the Cap Counterparty Securities Administrator pursuant to the Yield Maintenance Agreement shall be deposited for the benefit of the Class 1-A-2 3A-1, Class 3A-2, Class X and Class Y Certificates. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount for the Class 1-A-2 Certificates for such Distribution Date and deposit such amount in the Certificate Account for payment to the Class 1-A-2 Certificates pursuant to Section 4.05(a). Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee On each Distribution Date, the Securities Administrator shall withdraw from the Yield Maintenance Account the Yield Maintenance Distributable Amount then on deposit therein, and deposit such amounts in the Distribution Account for payment to the Class 3A-1 and Class 3A-2 Certificates. With respect to each Distribution Date on which a Yield Maintenance Payment is received under the Yield Maintenance Agreement, the Securities Administrator, as Paying Agent, will pay to itself any the related Certificateholders from the Yield Maintenance Distributable Amount, up to the amount of current interest that each such Class would have been entitled to receive had the applicable note interest rate been calculated at the lesser of (a) One-Month LIBOR plus the applicable Margin for the related Accrual Period and (b) 10.50% per annum, to the extent not paid out of the Available Funds for such Payment Date. Any amounts remaining in the Distribution Account after distributions are made to the Class 3A-1 and Class 3A-2 Certificates from the Yield Maintenance Account after Distributable Amounts shall be distributed to the Final Class X-2 Certificates. For any Distribution Date on which there is a payment under the Yield Maintenance Agreement and such Yield Maintenance Payment exceeds the related Yield Maintenance Distributable Amount, the amount representing such excess payment shall not be an asset of the Trust Fund and, instead, shall be paid into and distributed out of a separate trust created by this Agreement for the benefit of the Class Y Certificates and shall be distributed to the Class Y Certificates pursuant to this Section 4.04. Under the Yield Maintenance Agreement and for each Distribution Date, the Class Y Certificates shall be entitled to a distribution equal to the sum of (i) such excess and (ii) the excess of the related Yield Maintenance Distributable Amount over the amount of unpaid Basis Risk Shortfalls with respect to the related Certificates. The Securities Administrator shall terminate the Yield Maintenance Provider upon the occurrence of an event of default or termination event under the Yield Maintenance Agreement of which a Responsible Officer of the Securities Administrator has actual knowledge. In the event that the Yield Maintenance Agreement is canceled or otherwise terminated for any reason (other than the exhaustion of the interest rate protection provided thereby), the Securities Administrator shall, at the direction of Certificateholders evidencing Voting Rights not less than 50% of the Certificates related to the Yield Maintenance Agreement, and to the extent a replacement contract is available (from a counterparty designated by the Depositor and acceptable to Certificateholders evidencing Voting Rights not less than 50% of the related Certificates), execute a replacement contract comparable to such Yield Maintenance Agreement providing interest rate protection which is equal to the then-existing protection provided by the Yield Maintenance Agreement as certified to the Securities Administrator by the Depositor; provided, however, that the cost of any such replacement contract providing the same interest rate protection may be reduced to a level such that the cost of such replacement contract shall not exceed the amount of any early termination payment received from the Yield Maintenance Provider; provided, further, that any costs incurred by the Securities Administrator in association with the termination of the Yield Maintenance Provider or the entering into of a replacement contract will be reimbursed to the Securities Administrator by the Trust Fund. To the extent that it constitutes a “"reserve fund” " for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “"outside reserve fund” " as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the TrusteeHolder of the Class X Certificates, and the Trustee Holder of the Class X Certificates shall report all amounts of income, deductionreduction, gain or loss accruing therefrom, and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the TrusteeHolder of the Class X Certificates. The Servicer For federal income tax purposes, the Class Y Certificates shall deliver represent an interest in each of the Yield Maintenance Agreements. Accordingly, a Class Y Certificateholder should account for its investment in Class Y Certificates under the rules set forth in Treasury Regulation Section 1.446-3(c), which concern notional principal contracts. On any Distribution Date on or prior to the Trustee an annual statement showing Distribution Date in February 2013, if the aggregate Class Certificate Principal Balance of the Certificates related to the Yield Maintenance Agreement equals zero (x) but not including the Distribution Date on which such aggregate Class Certificate Principal Balance is reduced to zero), all amounts received by the Trustee, in its capacity as owner of Securities Administrator with respect to the Yield Maintenance Account for income tax purposesAgreement shall be distributed directly to the Class Y Certificateholder. On the Distribution Date in February 2013 or upon the termination of the Trust, as payments on the Yield Maintenance Agreement, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer Agreements shall indemnify the Trustee to the extent that any tax liability of the Trustee, in its capacity as owner of the Yield Maintenance Account for income tax purposes (including the amount of any tax liability resulting from the indemnity payment), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, received by the Trustee from such accountbe terminated.

Yield Maintenance Account. On or prior to the Closing Date, the Trustee shall cause to be established and maintained the Yield Maintenance Account, into which amounts received by the Trustee from the Cap Counterparty pursuant to the Yield Maintenance Agreement Agreements shall be deposited for the benefit of the Class 12-A-3, Class 4-A-2 and Class 5-A-6 Certificates. On each Distribution Date, the Trustee shall withdraw from the Yield Maintenance Account, to the extent funds are available therein and in accordance with the statement received from the Servicer pursuant to Section 4.02(b), the Yield Maintenance Payment Amount Amounts for the Class 12-A-3, Class 4-A-2 and Class 5-A-6 Certificates for such Distribution Date and deposit such amount amounts in the Certificate Account for payment to the Class 1-A-2 such Classes of Certificates pursuant to Section 4.05(a). Amounts on deposit in the Yield Maintenance Account shall not be invested and shall not be held in an interest-bearing account. The Trustee shall withdraw from the Yield Maintenance Account and pay to itself any amounts remaining in the Yield Maintenance Account after the later of the Final Yield Maintenance Payment DateDate for the Class 2-A-3, Class 4-A-2 and Class 5-A-6 Certificates. To the extent that it constitutes a “reserve fund” for purposes of the REMIC Provisions, the Yield Maintenance Account established hereunder shall be an “outside reserve fund” as defined in Treasury Regulation 1.860G-2(h), and in that regard (i) such fund shall be an outside reserve fund and not an asset of any REMIC, (ii) such fund shall be owned for federal tax purposes by the Trustee, and the Trustee shall report all amounts of income, deduction, gain or loss accruing therefrom, and (iii) amounts transferred by the REMIC to the fund shall be treated as distributed by the REMIC to the Trustee. The Servicer shall deliver to the Trustee an annual statement showing (x) the amounts received by the Trustee, in its capacity as owner of the Yield Maintenance Account for income tax purposes, as payments on the Yield Maintenance AgreementAgreements, and (y) the amounts paid to Certificateholders from such amounts received. The Servicer shall indemnify the Trustee to the extent that any tax liability of the Trustee, in its capacity as owner of the Yield Maintenance Account for income tax purposes (including the amount of any tax liability resulting from the indemnity payment), exceeds the net funds (that is, the excess of the amount in clause (x) above over the amount in clause (y) above), if any, received by the Trustee from such account.