Common use of Payment of Principal and/or Interest; Defaulted Interest Clause in Contracts

Payment of Principal and/or Interest; Defaulted Interest. (a) Each Note shall accrue interest at the Note Interest Rate, and such interest shall be payable on each Payment Date as specified in EXHIBIT A hereto, subject to Section 3.01 hereof. Any installment of interest or principal, if any, payable on any Note that is punctually paid or duly provided for by the Issuer on the applicable Payment Date shall be paid to the Person in the name of which such Note (or one or more Predecessor Notes) is registered on the Record Date by check mailed first-class postage prepaid to such Person's address as it appears on the Note Register on such Record Date, except that, unless Definitive Notes have been issued pursuant to Section 2.12 hereof, with respect to Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payment will be made by wire transfer in immediately available funds to the account designated by such nominee and except for the final installment of principal payable with respect to such Note on a Payment Date or on the Maturity Date (and except for the Termination Price for any Note called for redemption pursuant to Section 10.01 hereof), which shall be payable as provided in Section 2.06(B) below. The funds represented by any such checks returned undelivered shall be held in accordance with Section 3.03 hereof. (b) The principal of each Note shall be payable in installments on each Payment Date as provided in the form of Note set forth in EXHIBIT A hereto. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes shall be due and payable, if not previously paid, on the earlier of (i) the Maturity Date, (ii) the Redemption Date or (iii) the date on which an Event of Default shall have occurred and be continuing, if the Indenture Trustee or the Majority Noteholders [or the Securities Insurer] shall have declared the Notes to be immediately due and payable in the manner provided; however, that if on the date any such Event of Default occurs[, no Securities Insurer Default exists and is continuing, the Securities Insurer,] in its sole discretion, may determine whether or not to accelerate payment on the Notes. All principal payments on the Notes shall be made pro rata to the Noteholders. The Indenture Trustee shall notify the Person in the name of which a Note is registered at the close of business on the Record Date preceding the Payment Date on which the Issuer expects that the final installment of principal of and interest on such Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Payment Date and shall specify that such final installment will be payable only upon presentation and surrender of such Note and shall specify the place where such Note may be presented and surrendered for payment of such installment. [A copy of such form of notice shall be sent to the Securities Insurer by the Indenture Trustee.] Notices in connection with redemptions of Notes shall be mailed to Noteholders as provided in Section 10.02 hereof. [Promptly following the date on which all principal of and interest on the Notes has been paid in full and the Notes have been surrendered to the Indenture Trustee, the Indenture Trustee shall, if the Securities Insurer has paid any amount in respect of the Notes under the Guaranty Policy that has not been reimbursed to the Securities Insurer, deliver such surrendered Notes to the Securities Insurer.]

Payment of Principal and/or Interest; Defaulted Interest. (a) Each Note The Notes shall accrue interest at the Note Interest Rate, and such interest shall be payable on each Payment Date as specified in EXHIBIT A heretoDate, subject to Section 3.01 hereof. Any installment of interest or principal, if any, payable on any Note that is punctually paid or duly provided for by the Issuer on the applicable Payment Date shall be paid to the Person in the name of which such Note (or one or more Predecessor Notes) is registered on the next preceding Record Date by check mailed first-class postage prepaid to such Person's address as it appears based on the Note Register on such Record DatePercentage Interest represented by its respective Note, without preference or priority of any kind, and, except that, unless Definitive Notes have been issued pursuant to Section 2.12 hereof, with respect to Notes registered on the Record Date as otherwise provided in the name of the nominee of the Clearing Agency (initiallynext succeeding sentence, such nominee to be Cede & Co.), payment will shall be made by wire transfer in of immediately available funds to the account designated of such Noteholder, if such Noteholder shall own of record Notes having a Percentage Interest of at least 20% and shall have so notified the Paying Agent and the Indenture Trustee, and otherwise by check mailed to the address of such nominee and except for Noteholder appearing in the Note Register no less than five days preceding the related Record Date. The final installment of principal payable with respect to such Note on a Payment Date or on the Maturity Date (and except for the Termination Price for any Note called for redemption pursuant to Section 10.01 hereof), which shall be payable as provided in Section 2.06(B2.06(b) below. The funds represented by any such checks returned undelivered shall be held in accordance with Section 3.03 hereof. (b) The principal of each Note shall be payable in installments on each Payment Date as provided in Sections 5.01 and 5.02 of the form of Note set forth in EXHIBIT A heretoSale and Servicing Agreement and Section 5.04(b) hereof. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes shall be due and payable, if not previously paid, on the earlier of (i) the Maturity Date, (ii) the Redemption Date or Date, (iii) the Final Put Date and (iv) the date on which an Event of Default shall have occurred and be continuing, if the Indenture Trustee or the Majority Noteholders [or the Securities Insurer] shall have declared the Notes to be immediately due and payable in the manner provided; however, that if on the date any such Event of Default occurs[, no Securities Insurer Default exists and is continuing, the Securities Insurer,] provided in its sole discretion, may determine whether or not to accelerate payment on the NotesSection 5.02 hereof. All principal payments on the Notes shall be made pro rata to the NoteholdersNoteholders based on their respective Percentage Interests. The Indenture Trustee Paying Agent shall notify the Person in the name of which a Note is registered at the close of business on the Record Date preceding the Payment Date on which the Issuer expects that the final installment of principal of and interest on such Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Payment Date and shall specify that such final installment will be payable only upon presentation and surrender of such Note and shall specify the place where such Note may be presented and surrendered for payment of such installment. [A copy of such form of notice shall be sent to the Securities Insurer by the Indenture Trustee.] Notices in connection with redemptions of Notes shall be mailed provided to Noteholders as provided set forth in Section 10.02 hereof. [Promptly following the date on which all principal of and interest on the Notes has been paid in full and the Notes have been surrendered to the Indenture Trustee, the Indenture Trustee shall, if the Securities Insurer has paid any amount in respect of the Notes under the Guaranty Policy that has not been reimbursed to the Securities Insurer, deliver such surrendered Notes to the Securities Insurer.]

Payment of Principal and/or Interest; Defaulted Interest. (a) Each Note The Notes shall accrue interest at the Note Interest Rate, and such interest shall be payable on each Payment Date as specified in EXHIBIT A heretoDate, subject to Section 3.01 hereof. Any installment of interest or principal, if any, payable on any Note that is punctually paid or duly provided for by the Issuer on the applicable Payment Date shall be paid to the Person in the name of which such Note (or one or more Predecessor Notes) is registered on the next preceding Record Date by check mailed first-class postage prepaid to such Person's address as it appears based on the Note Register on such Record DatePercentage Interest represented by its respective Note, without preference or priority of any kind, and, except that, unless Definitive Notes have been issued pursuant to Section 2.12 hereof, with respect to Notes registered on the Record Date as otherwise provided in the name of the nominee of the Clearing Agency (initiallynext succeeding sentence, such nominee to be Cede & Co.), payment will shall be made by wire transfer in of immediately available funds to the account designated of such Noteholder, if such Noteholder shall have so notified the Paying Agent and the Indenture Trustee, and otherwise by check mailed to the address of such nominee and except for Noteholder appearing in the Note Register no less than five days preceding the related Record Date. The final installment of principal payable with respect to such Note on a Payment Date or on the Maturity Date (and except for the Termination Price for any Note called for redemption pursuant to Section 10.01 hereof), which shall be payable as provided in Section 2.06(B2.06(b) below. The funds represented by any such checks returned undelivered shall be held in accordance with Section 3.03 hereof. (b) The principal of each Note shall be payable in installments on each Payment Date as provided in Sections 5.01 and 5.02 of the form of Note set forth in EXHIBIT A heretoSale and Servicing Agreement and Section 5.04(b) hereof. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes shall be due and payable, if not previously paid, on the earlier of (i) the Maturity Termination Date, (ii) the Redemption Date or and (iii) the date on which an Event of Default shall have occurred and be continuing, if the Indenture Trustee or the Majority Noteholders [or the Securities Insurer] shall have declared the Notes to be immediately due and payable in the manner provided; however, that if on the date any such Event of Default occurs[, no Securities Insurer Default exists and is continuing, the Securities Insurer,] provided in its sole discretion, may determine whether or not to accelerate payment on the NotesSection 5.02 hereof. All principal payments on the Notes shall be made pro rata to the NoteholdersNoteholders based on their respective Percentage Interests. The Indenture Trustee Paying Agent shall notify the Person in the name of which a Note is registered at the close of business on the Record Date preceding the Payment Date on which the Issuer expects that the final installment of principal of and interest on such Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Payment Date and shall specify that such final installment will be payable only upon presentation and surrender of such Note and shall specify the place where such Note may be presented and surrendered for payment of such installment. [A copy of such form of notice shall be sent to the Securities Insurer by the Indenture Trustee.] Notices in connection with redemptions of Notes shall be mailed provided to Noteholders as provided set forth in Section 10.02 hereof. [Promptly following the date on which all principal of and interest on the Notes has been paid in full and the Notes have been surrendered to the Indenture Trustee, the Indenture Trustee shall, if the Securities Insurer has paid any amount in respect of the Notes under the Guaranty Policy that has not been reimbursed to the Securities Insurer, deliver such surrendered Notes to the Securities Insurer.]

Payment of Principal and/or Interest; Defaulted Interest. (a) Each Note Class of Notes shall accrue interest at the related Note Interest Rate, and such interest shall be payable on each Payment Date as specified in EXHIBIT Exhibit A hereto, subject to Section 3.01 hereof. With respect to the Class A-1 Notes, the Indenture Trustee shall determine LIBOR for each applicable Accrual Period on the second London Business Day prior thereto. Any installment of interest or principal, if any, payable on any Note that is punctually paid or duly provided for by the Issuer on the applicable Payment Date shall be paid to the Person in the name of which such Note (or one or more Predecessor Notes) is registered on the Record Date by check mailed first-class postage prepaid to such Person's address as it appears on the Note Register on such Record Date, except that, unless Definitive Notes have been issued pursuant to Section 2.12 hereof, with respect to Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payment will be made by wire transfer in immediately available funds to the account designated by such nominee and except for the final installment of principal payable with respect to such Note on a Payment Date or on the applicable Maturity Date for such Class of Notes (and except for the Termination Price for any Note called for redemption pursuant to Section 10.01 10.01) hereof), which shall be payable as provided in Section 2.06(B2.06(b) below. The funds represented by any such checks returned undelivered shall be held in accordance with Section 3.03 hereof. (b) The principal of each Note other than the Class A-4 IO Notes shall be payable in installments on each Payment Date as provided in the form forms of Note the Notes set forth in EXHIBIT Exhibit A hereto. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes together with the amount of any Loss Reimbursement Deficiency in respect thereof of a Class of Notes other than the Class A-4 IO Notes shall be due and payable, if not previously paid, on the earlier of (i) the applicable Maturity DateDate of such Class, (ii) the Redemption Date or (iii) the date on which an Event of Default shall have occurred and be continuing, if the Indenture Trustee or the Majority Highest Priority Classes Noteholders [or the Securities Insurer] shall have declared the Notes to be immediately due and payable in the manner provided; however, that if on the date any such Event provided in Section 5.02 hereof. The Class A-4 IO Notes are "interest only" and shall receive no payments in respect of Default occurs[, no Securities Insurer Default exists and is continuing, the Securities Insurer,] in its sole discretion, may determine whether or not to accelerate payment on the Notesprincipal. All principal payments on each Class of Notes other than the Class A-4 IO Notes shall be made pro rata to the NoteholdersNoteholders of such Class entitled thereto. The Indenture Trustee shall notify the Person in the name of which a Note is registered at the close of business on the Record Date preceding the Payment Date on which the Issuer expects that the final installment of principal of and interest on such Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Payment Date and shall specify that such final installment will be payable only upon presentation and surrender of such Note and shall specify the place where such Note may be presented and surrendered for payment of such installment. [A copy of such form of notice shall be sent to the Securities Insurer by the Indenture Trustee.] Notices in connection with redemptions of Notes shall be mailed to Noteholders as provided in Section 10.02 hereof. [Promptly following the date on which all principal of and interest on the Notes has been paid in full and the Notes have been surrendered to the Indenture Trustee, the Indenture Trustee shall, if the Securities Insurer has paid any amount in respect of the Notes under the Guaranty Policy that has not been reimbursed to the Securities Insurer, deliver such surrendered Notes to the Securities Insurer.]

Payment of Principal and/or Interest; Defaulted Interest. (a) Each Note shall accrue interest at the Note Interest Rate, and such interest shall be payable on each Payment Date as specified in EXHIBIT Exhibit A hereto, subject to Section 3.01 hereof. Any installment of interest or principal, if any, payable on any Note that is punctually paid or duly provided for by the Issuer on the applicable Payment Date shall be paid to the Person in the name of which such Note (or one or more Predecessor Notes) is registered on the Record Date by check mailed first-class postage prepaid to such Person's address as it appears on the Note Register on such Record Date, except that, unless Definitive Notes have been issued pursuant to Section 2.12 hereof, with respect to Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payment will be made by wire transfer in immediately available funds to the account designated by such nominee and except for the final installment of principal payable with respect to such Note on a Payment Date or on the Maturity Date (and except for the Termination Price for any Note called for redemption pursuant to Section 10.01 hereof), which shall be payable as provided in Section 2.06(B2.06(b) below. The funds represented by any such checks returned undelivered shall be held in accordance with Section 3.03 hereof. (b) The principal of each Note shall be payable in installments on each Payment Date as provided in the form of Note set forth in EXHIBIT Exhibit A hereto. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes shall be due and payable, if not previously paid, on the earlier of (i) the Maturity Date, (ii) the Redemption Date or (iii) the date on which an Event of Default shall have occurred and be continuing, if the Indenture Trustee or the Majority Noteholders [or the Securities Insurer] Insurer shall have declared the Notes to be immediately due and payable in the manner provided; however, that if on the date any such Event of Default occurs[, no Securities Insurer Default exists and is continuing, the Securities Insurer,] , in its sole discretion, may determine whether or not to accelerate payment on the Notes. All principal payments on the Notes shall be made pro rata to the Noteholders. The Indenture Trustee shall notify the Person in the name of which a Note is registered at the close of business on the Record Date preceding the Payment Date on which the Issuer expects that the final installment of principal of and interest on such Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Payment Date and shall specify that such final installment will be payable only upon presentation and surrender of such Note and shall specify the place where such Note may be presented and surrendered for payment of such installment. [A copy of such form of notice shall be sent to the Securities Insurer by the Indenture Trustee.] . Notices in connection with redemptions of Notes shall be mailed to Noteholders as provided in Section 10.02 hereof. [Promptly following the date on which all principal of and interest on the Notes has been paid in full and the Notes have been surrendered to the Indenture Trustee, the Indenture Trustee shall, if the Securities Insurer has paid any amount in respect of the Notes under the Guaranty Policy that has not been reimbursed to the Securities Insurer, deliver such surrendered Notes to the Securities Insurer.]

Payment of Principal and/or Interest; Defaulted Interest. (a) Each Note Class of Notes shall accrue interest at the related Note Interest Rate, and such interest shall be payable on each Payment Date as specified in EXHIBIT Exhibit A hereto, subject to Section 3.01 hereof. With respect to the Class A-1 Notes and each Payment Date other than the first Payment Date, the Indenture Trustee shall determine LIBOR for each applicable Accrual Period on the second LIBOR Business Day prior thereto. Any installment of interest or principal, if any, payable on any Note that is punctually paid or duly provided for by the Issuer on the applicable Payment Date shall be paid to the Person in the name of which such Note (or one or more Predecessor Notes) is registered on the Record Date by check mailed first-class postage prepaid to such Person's address as it appears on the Note Register on such Record Date, except that, unless Definitive Notes have been issued pursuant to Section 2.12 hereof, with respect to Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payment will be made by wire transfer in immediately available funds to the account designated by such nominee and except for the final installment of principal payable with respect to such Note on a Payment Date or on the applicable Maturity Date for such Class of Notes (and except for the Termination Price for any Note called for redemption pursuant to Section 10.01 10.01) hereof), which shall be payable as provided in Section 2.06(B2.06(b) below. The funds represented by any such checks returned undelivered shall be held in accordance with Section 3.03 hereof. (b) The principal of each Note other than the Class A-IO Notes shall be payable in installments on each Payment Date as provided in the form forms of Note the Notes set forth in EXHIBIT Exhibit A hereto. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes together with the amount of any Loss Reimbursement Deficiency in respect thereof of a Class of Notes other than the Class A-IO Notes shall be due and payable, if not previously paid, on the earlier of (i) the applicable Maturity DateDate of such Class, (ii) the Redemption Date or (iii) the date on which an Event of Default shall have occurred and be continuing, if the Indenture Trustee or the Majority Highest Priority Classes Noteholders [or the Securities Insurer] shall have declared the Notes to be immediately due and payable in the manner provided; however, that if on the date any such Event provided in Section 5.02 hereof. The Class A-IO Notes are "interest only" and shall receive no payments in respect of Default occurs[, no Securities Insurer Default exists and is continuing, the Securities Insurer,] in its sole discretion, may determine whether or not to accelerate payment on the Notesprincipal. All principal payments on each Class of Notes other than the Class A-IO Notes shall be made pro rata to the NoteholdersNoteholders of such Class entitled thereto. The Indenture Trustee shall notify the Person in the name of which a Note is registered at the close of business on the Record Date preceding the Payment Date on which the Issuer expects that the final installment of principal of and interest on such Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Payment Date and shall specify that such final installment will be payable only upon presentation and surrender of such Note and shall specify the place where such Note may be presented and surrendered for payment of such installment. [A copy of such form of notice shall be sent to the Securities Insurer by the Indenture Trustee.] Notices in connection with redemptions of Notes shall be mailed to Noteholders as provided in Section 10.02 hereof. [Promptly following the date on which all principal of and interest on the Notes has been paid in full and the Notes have been surrendered to the Indenture Trustee, the Indenture Trustee shall, if the Securities Insurer has paid any amount in respect of the Notes under the Guaranty Policy that has not been reimbursed to the Securities Insurer, deliver such surrendered Notes to the Securities Insurer.]

Payment of Principal and/or Interest; Defaulted Interest. (a) Each Note The Notes shall accrue interest at the Note Interest Rate, and such interest shall be payable on each Payment Date as specified in EXHIBIT A heretoDate, subject to Section 3.01 hereof. Any installment of interest or principal, if any, payable on any Note that is punctually paid or duly provided for by the Issuer on the applicable Payment Date shall be paid to the Person in the name of which such Note (or one or more Predecessor Notes) is registered on the next preceding Record Date by check mailed first-class postage prepaid to such Person's address as it appears based on the Note Register on such Record DatePercentage Interest represented by its respective Note, without preference or priority of any kind, and, except that, unless Definitive Notes have been issued pursuant to Section 2.12 hereof, with respect to Notes registered on the Record Date as otherwise provided in the name of the nominee of the Clearing Agency (initiallynext succeeding sentence, such nominee to be Cede & Co.), payment will shall be made by wire transfer in of immediately available funds to the account designated of such Noteholder, if such Noteholder shall own of record Notes having a Percentage Interest of at least 20% and shall have so notified the Paying Agent and the Indenture Trustee, and otherwise by check mailed to the address of such nominee and except for Noteholder appearing in the Note Register no less than five days preceding the related Record Date. The final installment of principal payable with respect to such Note on a Payment Date or on the Maturity Date (and except for the Termination Price for any Note called for redemption pursuant to Section 10.01 hereof), which shall be payable as provided in Section 2.06(B2.06(b) below. The funds represented by any such checks returned undelivered shall be held in accordance with Section 3.03 hereof. (b) The principal of each Note shall be payable in installments on each Payment Date as provided in Sections 5.01 and 5.02 of the form of Note set forth in EXHIBIT A heretoSale and Servicing Agreement and Section 5.04(b) hereof. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes shall be due and payable, if not previously paid, on the earlier of (i) the Maturity Date, (ii) the Redemption Date or Date, (iii) the Final Put Date and (iv) the date on which an Event of Default shall have occurred and be continuing, if the Indenture Trustee or the Majority Noteholders [or the Securities Insurer] shall have declared the Notes to be immediately due and payable in the manner provided; however, that if on the date any such Event of Default occurs[, no Securities Insurer Default exists and is continuing, the Securities Insurer,] provided in its sole discretion, may determine whether or not to accelerate payment on the NotesSection 5.02 hereof. All principal payments on the Notes shall be made pro rata to the NoteholdersNoteholders based on their respective Percentage Interests. The Indenture Trustee Paying Agent shall notify the Person in the name of which a Note is registered at the close of business on the Record Date preceding the Payment Date on which the Issuer expects that the final installment of principal of and interest on such Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Payment Date and shall specify that such final installment will be payable only upon presentation and surrender of such Note and shall specify the place where such Note may be presented and surrendered for payment of such installment. [A copy of such form of notice shall be sent to the Securities Insurer by the Indenture Trustee.] Notices in connection with redemptions redemption of Notes shall be mailed provided to Noteholders as provided set forth in Section 10.02 hereof. [Promptly following the date on which all principal of and interest on the Notes has been paid in full and the Notes have been surrendered to the Indenture Trustee, the Indenture Trustee shall, if the Securities Insurer has paid any amount in respect of the Notes under the Guaranty Policy that has not been reimbursed to the Securities Insurer, deliver such surrendered Notes to the Securities Insurer.]

Payment of Principal and/or Interest; Defaulted Interest. (a) Each Note Class of Notes shall accrue interest at the related Note Interest Rate, and such interest shall be payable on each Payment Date as specified in EXHIBIT A hereto, subject to Section SECTION 3.01 hereof. With respect to the Class A-1 Notes and each Payment Date other than the first Payment Date, the Indenture Trustee shall determine LIBOR for each applicable Accrual Period on the second LIBOR Business Day prior thereto. Any installment of interest or principal, if any, payable on any Note that is punctually paid or duly provided for by the Issuer on the applicable Payment Date shall be paid to the Person in the name of which such Note (or one or more Predecessor Notes) is registered on the Record Date by check mailed first-class postage prepaid to such Person's address as it appears on the Note Register on such Record Date, except that, unless Definitive Notes have been issued pursuant to Section SECTION 2.12 hereof, with respect to Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payment will be made by wire transfer in immediately available funds to the account designated by such nominee and except for the final installment of principal payable with respect to such Note on a Payment Date or on the applicable Maturity Date for such Class of Notes (and except for the Termination Price for any Note called for redemption pursuant to Section 10.01 SECTION 10.01) hereof), which shall be payable as provided in Section SECTION 2.06(B) below. The funds represented by any such checks returned undelivered shall be held in accordance with Section SECTION 3.03 hereof. (b) The principal of each Note shall be payable in installments on each Payment Date as provided in the form forms of Note the Notes set forth in EXHIBIT A hereto. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes together with the amount of any Loss Reimbursement Deficiency in respect thereof of a Class of Notes shall be due and payable, if not previously paid, on the earlier of (i) the applicable Maturity DateDate of such Class, (ii) the Redemption Date or (iii) the date on which an Event of Default shall have occurred and be continuing, if the Indenture Trustee or the Majority Highest Priority Classes Noteholders [or the Securities Insurer] shall have declared the Notes to be immediately due and payable in the manner provided; however, that if on the date any such Event of Default occurs[, no Securities Insurer Default exists and is continuing, the Securities Insurer,] in its sole discretion, may determine whether or not to accelerate payment on the Notes. All principal payments on the Notes shall be made pro rata to the Noteholders. The Indenture Trustee shall notify the Person in the name of which a Note is registered at the close of business on the Record Date preceding the Payment Date on which the Issuer expects that the final installment of principal of and interest on such Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Payment Date and shall specify that such final installment will be payable only upon presentation and surrender of such Note and shall specify the place where such Note may be presented and surrendered for payment of such installment. [A copy of such form of notice shall be sent to the Securities Insurer by the Indenture Trustee.] Notices in connection with redemptions of Notes shall be mailed to Noteholders as provided in Section 10.02 hereof. [Promptly following the date on which all principal of and interest on the Notes has been paid in full and the Notes have been surrendered to the Indenture Trustee, the Indenture Trustee shall, if the Securities Insurer has paid any amount in respect of the Notes under the Guaranty Policy that has not been reimbursed to the Securities Insurer, deliver such surrendered Notes to the Securities Insurer.]SECTION 5.02

Payment of Principal and/or Interest; Defaulted Interest. (a) Each Note shall accrue interest at the Note Interest Rate, and such interest shall be payable on each Payment Date as specified in EXHIBIT A hereto, subject to Section 3.01 hereof. Any installment of interest or principal, if any, payable on any Note that is punctually paid or duly provided for by the Issuer on the applicable Payment Date shall be paid to the Person in the name of which such Note (or one or more Predecessor Notes) is registered on the Record Date by check mailed first-class postage prepaid to such Person's ’s address as it appears on the Note Register on such Record Date, except that, unless Definitive Notes have been issued pursuant to Section 2.12 hereof, with respect to Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payment will be made by wire transfer in immediately available funds to the account designated by such nominee and except for the final installment of principal payable with respect to such Note on a Payment Date or on the Maturity Date (and except for the Termination Price for any Note called for redemption pursuant to Section 10.01 hereof), which shall be payable as provided in Section 2.06(B) below. The funds represented by any such checks returned undelivered shall be held in accordance with Section 3.03 hereof. (b) The principal of each Note shall be payable in installments on each Payment Date as provided in the form of Note set forth in EXHIBIT A hereto. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes shall be due and payable, if not previously paid, on the earlier of (i) the Maturity Date, (ii) the Redemption Date or (iii) the date on which an Event of Default shall have occurred and be continuing, if the Indenture Trustee or the Majority Noteholders [or the Securities Insurer] shall have declared the Notes to be immediately due and payable in the manner provided; however, that if on the date any such Event of Default occurs[, no Securities Insurer Default exists and is continuing, the Securities Insurer,] in its sole discretion, may determine whether or not to accelerate payment on the Notes. All principal payments on the Notes shall be made pro rata to the Noteholders. The Indenture Trustee shall notify the Person in the name of which a Note is registered at the close of business on the Record Date preceding the Payment Date on which the Issuer expects that the final installment of principal of and interest on such Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Payment Date and shall specify that such final installment will be payable only upon presentation and surrender of such Note and shall specify the place where such Note may be presented and surrendered for payment of such installment. [A copy of such form of notice shall be sent to the Securities Insurer by the Indenture Trustee.] Notices in connection with redemptions of Notes shall be mailed to Noteholders as provided in Section 10.02 hereof. [Promptly following the date on which all principal of and interest on the Notes has been paid in full and the Notes have been surrendered to the Indenture Trustee, the Indenture Trustee shall, if the Securities Insurer has paid any amount in respect of the Notes under the Guaranty Policy that has not been reimbursed to the Securities Insurer, deliver such surrendered Notes to the Securities Insurer.]

Payment of Principal and/or Interest; Defaulted Interest. (a) Each Note shall accrue interest at the Note Interest Rate, and such interest shall be payable on each Payment Date as specified in EXHIBIT A hereto, subject to Section SECTION 3.01 hereof. Any installment of interest or principal, if any, payable on any Note that is punctually paid or duly provided for by the Issuer on the applicable Payment Date shall be paid to the Person in the name of which such Note (or one or more Predecessor Notes) is registered on the Record Date by check mailed first-class postage prepaid to such Person's address as it appears on the Note Register on such Record Date, except that, unless Definitive Notes have been issued pursuant to Section SECTION 2.12 hereof, with respect to Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payment will be made by wire transfer in immediately available funds to the account designated by such nominee and except for the final installment of principal payable with respect to such Note on a Payment Date or on the Maturity Date (and except for the Termination Price for any Note called for redemption pursuant to Section SECTION 10.01 hereof), which shall be payable as provided in Section SECTION 2.06(B) below. The funds represented by any such checks returned undelivered shall be held in accordance with Section SECTION 3.03 hereof. (b) The principal of each Note shall be payable in installments on each Payment Date as provided in the form of Note set forth in EXHIBIT A hereto. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes shall be due and payable, if not previously paid, on the earlier of (i) the Maturity Date, (ii) the Redemption Date or (iii) the date on which an Event of Default shall have occurred and be continuing, if the Indenture Trustee or the Majority Noteholders [or the Securities Insurer] shall have declared the Notes to be immediately due and payable in the manner provided; however, that if on the date any such Event of Default occurs[, no Securities Insurer Default exists and is continuing, the Securities Insurer,] in its sole discretion, may determine whether or not to accelerate payment on the Notes. All principal payments on the Notes shall be made pro rata to the Noteholders. The Indenture Trustee shall notify the Person in the name of which a Note is registered at the close of business on the Record Date preceding the Payment Date on which the Issuer expects that the final installment of principal of and interest on such Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Payment Date and shall specify that such final installment will be payable only upon presentation and surrender of such Note and shall specify the place where such Note may be presented and surrendered for payment of such installment. [A copy of such form of notice shall be sent to the Securities Insurer by the Indenture Trustee.] Notices in connection with redemptions of Notes shall be mailed to Noteholders as provided in Section SECTION 10.02 hereof. [Promptly following the date on which all principal of and interest on the Notes has been paid in full and the Notes have been surrendered to the Indenture Trustee, the Indenture Trustee shall, if the Securities Insurer has paid any amount in respect of the Notes under the Guaranty Policy that has not been reimbursed to the Securities Insurer, deliver such surrendered Notes to the Securities Insurer.]

Payment of Principal and/or Interest; Defaulted Interest. (a) Each Note Class of Notes shall accrue interest at the related Note Interest Rate, and such interest shall be payable on each Payment Date as specified in EXHIBIT Exhibit A hereto, subject to Section 3.01 hereof. With respect to the Class A-1 Notes, the Indenture Trustee shall determine LIBOR for each applicable Accrual Period on the second LIBOR Business Day prior thereto. Any installment of interest or principal, if any, payable on any Note that is punctually paid or duly provided for by the Issuer on the applicable Payment Date shall be paid to the Person in the name of which such Note (or one or more Predecessor Notes) is registered on the Record Date by check mailed first-class postage prepaid to such Person's address as it appears on the Note Register on such Record Date, except that, unless Definitive Notes have been issued pursuant to Section 2.12 hereof, with respect to Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payment will be made by wire transfer in immediately available funds to the account designated by such nominee and except for the final installment of principal payable with respect to such Note on a Payment Date or on the applicable Maturity Date for such Class of Notes (and except for the Termination Price for any Note called for redemption pursuant to Section 10.01 10.01) hereof), which shall be payable as provided in Section 2.06(B2.06(b) below. The funds represented by any such checks returned undelivered shall be held in accordance with Section 3.03 hereof. (b) The principal of each Note shall be payable in installments on each Payment Date as provided in the form forms of Note the Notes set forth in EXHIBIT Exhibit A hereto. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes together with the amount of any Loss Reimbursement Deficiency in respect thereof of a Class of Notes shall be due and payable, if not previously paid, on the earlier of (i) the applicable Maturity DateDate of such Class, (ii) the Redemption Date or (iii) the date on which an Event of Default shall have occurred and be continuing, if the Indenture Trustee or the Majority Highest Priority Classes Noteholders [or the Securities Insurer] shall have declared the Notes to be immediately due and payable in the manner provided; however, that if on the date any such Event of Default occurs[, no Securities Insurer Default exists and is continuing, the Securities Insurer,] provided in its sole discretion, may determine whether or not to accelerate payment on the NotesSection 5.02 hereof. All principal payments on the each Class of Notes shall be made pro rata to the NoteholdersNoteholders of such Class entitled thereto. The Indenture Trustee shall notify the Person in the name of which a Note is registered at the close of business on the Record Date preceding the Payment Date on which the Issuer expects that the final installment of principal of and interest on such Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Payment Date and shall specify that such final installment will be payable only upon presentation and surrender of such Note and shall specify the place where such Note may be presented and surrendered for payment of such installment. [A copy of such form of notice shall be sent to the Securities Insurer by the Indenture Trustee.] Notices in connection with redemptions of Notes shall be mailed to Noteholders as provided in Section 10.02 hereof. [Promptly following the date on which all principal of and interest on the Notes has been paid in full and the Notes have been surrendered to the Indenture Trustee, the Indenture Trustee shall, if the Securities Insurer has paid any amount in respect of the Notes under the Guaranty Policy that has not been reimbursed to the Securities Insurer, deliver such surrendered Notes to the Securities Insurer.]

Payment of Principal and/or Interest; Defaulted Interest. (a) Each Note The Notes shall accrue interest at the Note Interest Rate, and such interest shall be payable on each Payment Date as specified in EXHIBIT A heretoDate, subject to Section 3.01 hereof. Any installment of interest or principal, if any, payable on any Note that is punctually paid or duly provided for by the Issuer on the applicable Payment Date shall be paid to the Person in the name of which such Note (or one or more Predecessor Notes) is registered on the next preceding Record Date by check mailed first-class postage prepaid to such Person's address as it appears based on the Note Register on such Record DatePercentage Interest represented by its respective Note, without preference or priority of any kind, and, except that, unless Definitive Notes have been issued pursuant to Section 2.12 hereof, with respect to Notes registered on the Record Date as otherwise provided in the name of the nominee of the Clearing Agency (initiallynext succeeding sentence, such nominee to be Cede & Co.), payment will shall be made by wire transfer in of immediately available funds to the account designated of such Noteholder, if such Noteholder shall own of record Notes having a Percentage Interest of at least 20% and shall have so notified the Paying Agent and the Indenture Trustee, and otherwise by check mailed to the address of such nominee and except for Noteholder appearing in the Note Register no less than five days preceding the related Record Date. The final installment of principal payable with respect to such Note on a Payment Date or on the Maturity Date (and except for the Termination Price for any Note called for redemption pursuant to Section 10.01 hereof), which shall be payable as provided in Section 2.06(B2.06(b) below. The funds represented by any such checks returned undelivered shall be held in accordance with Section 3.03 hereof. (b) The principal of each Note shall be payable in installments on each Payment Date as provided in Sections 5.01 and 5.02 of the form of Note set forth in EXHIBIT A heretoSale and Servicing Agreement and Section 5.04(b) hereof. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes shall be due and payable, if not previously paid, on the earlier of (i) the Maturity Date, (ii) the Redemption Date or Date, (iii) the Final Put Date and (iv) the date on which an Event of Default shall have occurred and be continuing, if the Indenture Trustee or the Majority Noteholders [or the Securities Insurer] shall have declared the Notes to be immediately due and payable in the manner provided; however, that if on the date any such Event of Default occurs[, no Securities Insurer Default exists and is continuing, the Securities Insurer,] in its sole discretion, may determine whether or not to accelerate payment on the Notes. All principal payments on the Notes shall be made pro rata to the Noteholders. The Indenture Trustee shall notify the Person in the name of which a Note is registered at the close of business on the Record Date preceding the Payment Date on which the Issuer expects that the final installment of principal of and interest on such Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Payment Date and shall specify that such final installment will be payable only upon presentation and surrender of such Note and shall specify the place where such Note may be presented and surrendered for payment of such installment. [A copy of such form of notice shall be sent to the Securities Insurer by the Indenture Trustee.] Notices in connection with redemptions of Notes shall be mailed to Noteholders as provided in Section 10.02 hereof. [Promptly following the date on which all principal of and interest on the Notes has been paid in full and the Notes have been surrendered to the Indenture Trustee, the Indenture Trustee shall, if the Securities Insurer has paid any amount in respect of the Notes under the Guaranty Policy that has not been reimbursed to the Securities Insurer, deliver such surrendered Notes to the Securities Insurer.]5.02

Payment of Principal and/or Interest; Defaulted Interest. (a) Each Note Class of Notes shall accrue interest at the related Note Interest Rate, and such interest shall be payable on each Payment Date as specified in EXHIBIT Exhibit A hereto, subject to Section 3.01 hereof. With respect to the Class A-1 Notes, the Indenture Trustee shall determine LIBOR for each applicable Accrual Period on the second Libor Business Day prior thereto. Any installment of interest or principal, if any, payable on any Note that is punctually paid or duly provided for by the Issuer on the applicable Payment Date shall be paid to the Person in the name of which such Note (or one or more Predecessor Notes) is registered on the Record Date by check mailed first-class postage prepaid to such Person's address as it appears on the Note Register on such Record Date, except that, unless Definitive Notes have been issued pursuant to Section 2.12 hereof, with respect to Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payment will be made by wire transfer in immediately available funds to the account designated by such nominee and except for the final installment of principal payable with respect to such Note on a Payment Date or on the applicable Maturity Date for such Class of Notes (and except for the Termination Price for any Note called for redemption pursuant to Section 10.01 10.01) hereof), which shall be payable as provided in Section 2.06(B2.06(b) below. The funds represented by any such checks returned undelivered shall be held in accordance with Section 3.03 hereof. (b) The principal of each Note shall be payable in installments on each Payment Date as provided in the form forms of Note the Notes set forth in EXHIBIT Exhibit A hereto. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes together with the amount of any Loss Reimbursement Deficiency in respect thereof of a Class of Notes shall be due and payable, if not previously paid, on the earlier of (i) the applicable Maturity DateDate of such Class, (ii) the Redemption Date or (iii) the date on which an Event of Default shall have occurred and be continuing, if the Indenture Trustee or the Majority Highest Priority Classes Noteholders [or the Securities Insurer] shall have declared the Notes to be immediately due and payable in the manner provided; however, that if on the date any such Event of Default occurs[, no Securities Insurer Default exists and is continuing, the Securities Insurer,] provided in its sole discretion, may determine whether or not to accelerate payment on the NotesSection 5.02 hereof. All principal payments on the each Class of Notes shall be made pro rata to the NoteholdersNoteholders of such Class entitled thereto. The Indenture Trustee shall notify the Person in the name of which a Note is registered at the close of business on the Record Date preceding the Payment Date on which the Issuer expects that the final installment of principal of and interest on such Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Payment Date and shall specify that such final installment will be payable only upon presentation and surrender of such Note and shall specify the place where such Note may be presented and surrendered for payment of such installment. [A copy of such form of notice shall be sent to the Securities Insurer by the Indenture Trustee.] Notices in connection with redemptions of Notes shall be mailed to Noteholders as provided in Section 10.02 hereof. [Promptly following the date on which all principal of and interest on the Notes has been paid in full and the Notes have been surrendered to the Indenture Trustee, the Indenture Trustee shall, if the Securities Insurer has paid any amount in respect of the Notes under the Guaranty Policy that has not been reimbursed to the Securities Insurer, deliver such surrendered Notes to the Securities Insurer.]

Payment of Principal and/or Interest; Defaulted Interest. (a) Each Note The Notes shall accrue interest at the Note Interest Rate, and such interest shall be payable on each Payment Date as specified in EXHIBIT A heretoDate, subject to Section 3.01 hereof. Any installment of interest or principal, if any, payable on any Note that is punctually paid or duly provided for by the Issuer on the applicable Payment Date shall be paid to the Person in the name of which such Note (or one or more Predecessor Notes) is registered on the next preceding Record Date by check mailed first-class postage prepaid to such Person's address as it appears based on the Note Register on such Record DatePercentage Interest represented by its respective Note, without preference or priority of any kind, and, except that, unless Definitive Notes have been issued pursuant to Section 2.12 hereof, with respect to Notes registered on the Record Date as otherwise provided in the name of the nominee of the Clearing Agency (initiallynext succeeding sentence, such nominee to be Cede & Co.), payment will shall be made by wire transfer in of immediately available funds to the account designated of such Noteholder, if such Noteholder shall own of record Notes having a Percentage Interest of at least 20% and shall have so notified the Paying Agent and the Indenture Trustee, and otherwise by check mailed to the address of such nominee and except for Noteholder appearing in the Note Register no less than five days preceding the related Record Date. The final installment of principal payable with respect to such Note on a Payment Date or on the Maturity Date (and except for the Termination Price for any Note called for redemption pursuant to Section 10.01 hereof), which shall be payable as provided in Section 2.06(B2.06(b) below. The funds represented by any such checks returned undelivered shall be held in accordance with Section 3.03 hereof. (b) The principal of each Note shall be payable in installments on each Payment Date as provided in Sections 5.01 and 5.02 of the form of Note set forth in EXHIBIT A heretoSale and Servicing Agreement and Section 5.04(b) hereof. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes shall be due and payable, if not previously paid, on the earlier of (i) the Maturity Date, (ii) the Redemption Date or and (iii) the date on which an Event of Default shall have occurred and be continuing, if the Indenture Trustee or the Majority Noteholders [or the Securities Insurer] shall have declared the Notes to be immediately due and payable in the manner provided; however, that if on the date any such Event of Default occurs[, no Securities Insurer Default exists and is continuing, the Securities Insurer,] in its sole discretion, may determine whether or not to accelerate payment on the Notes. All principal payments on the Notes shall be made pro rata to the Noteholders. The Indenture Trustee shall notify the Person in the name of which a Note is registered at the close of business on the Record Date preceding the Payment Date on which the Issuer expects that the final installment of principal of and interest on such Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Payment Date and shall specify that such final installment will be payable only upon presentation and surrender of such Note and shall specify the place where such Note may be presented and surrendered for payment of such installment. [A copy of such form of notice shall be sent to the Securities Insurer by the Indenture Trustee.] Notices in connection with redemptions of Notes shall be mailed to Noteholders as provided in Section 10.02 hereof. [Promptly following the date on which all principal of and interest on the Notes has been paid in full and the Notes have been surrendered to the Indenture Trustee, the Indenture Trustee shall, if the Securities Insurer has paid any amount in respect of the Notes under the Guaranty Policy that has not been reimbursed to the Securities Insurer, deliver such surrendered Notes to the Securities Insurer.]5.02

Payment of Principal and/or Interest; Defaulted Interest. (a) Each Note Class of Notes shall accrue interest at the related Note Interest RateRate for such Class, and such interest shall be payable on each Payment Date as specified in EXHIBIT A Exhibits ▇-▇, ▇-▇ ▇▇▇ ▇-▇ hereto, subject to Section 3.01 ------------------------- ------------ hereof. With respect to the Class A-2 and the Class A-3 Notes and each Payment Date other than the first Payment Date, the Indenture Trustee shall determine LIBOR for each applicable Accrual Period on the LIBOR Determination Date. Any installment of interest or principal, if any, payable on any Note that is punctually paid or duly provided for by the Issuer on the applicable Payment Date shall be paid to the Person in the name of which such Note (or one or more Predecessor Notes) is registered on the Record Date by check mailed first-class postage prepaid to such Person's address as it appears on the Note Register on such Record Date, except that, unless Definitive Notes have been issued pursuant to Section 2.12 hereof, with respect to Notes registered on the Record Date in ------------ the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payment will be made by wire transfer in immediately available funds to the account designated by such nominee and except for the final installment of principal payable with respect to such Note on a Payment Date or on the applicable Maturity Date for such Class of Notes (and except for the Termination Price for any Note called for redemption pursuant to Section 10.01 ------------- hereof), which shall be payable as provided in Section 2.06(B) below. The funds represented by any such checks returned undelivered shall be held in accordance with Section 3.03 hereof. (b) The principal of each Note shall be payable in installments on each Payment Date as provided in the form of Note set forth in EXHIBIT A hereto. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes shall be due and payable, if not previously paid, on the earlier of (i) the Maturity Date, (ii) the Redemption Date or (iii) the date on which an Event of Default shall have occurred and be continuing, if the Indenture Trustee or the Majority Noteholders [or the Securities Insurer] shall have declared the Notes to be immediately due and payable in the manner provided; however, that if on the date any such Event of Default occurs[, no Securities Insurer Default exists and is continuing, the Securities Insurer,] in its sole discretion, may determine whether or not to accelerate payment on the Notes. All principal payments on the Notes shall be made pro rata to the Noteholders. The Indenture Trustee shall notify the Person in the name of which a Note is registered at the close of business on the Record Date preceding the Payment Date on which the Issuer expects that the final installment of principal of and interest on such Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Payment Date and shall specify that such final installment will be payable only upon presentation and surrender of such Note and shall specify the place where such Note may be presented and surrendered for payment of such installment. [A copy of such form of notice shall be sent to the Securities Insurer by the Indenture Trustee.] Notices in connection with redemptions of Notes shall be mailed to Noteholders as provided in Section 10.02 hereof. [Promptly following the date on which all principal of and interest on the Notes has been paid in full and the Notes have been surrendered to the Indenture Trustee, the Indenture Trustee shall, if the Securities Insurer has paid any amount in respect of the Notes under the Guaranty Policy that has not been reimbursed to the Securities Insurer, deliver such surrendered Notes to the Securities Insurer.]2.06(b)

Payment of Principal and/or Interest; Defaulted Interest. (a) Each Note The Notes shall accrue interest at the Note Interest Rate, and such interest shall be payable on each Payment Date as specified in EXHIBIT A heretoDate, subject to Section 3.01 hereof. All principal payments on the Notes shall be made pro rata to the Noteholders based on their respective Percentage Interests. Any installment of interest or principal, if any, payable on any Note that is punctually paid or duly provided for by the Issuer on the applicable Payment Date shall be paid to the Person in the name of which such Note (or one or more Predecessor Notes) is registered on the preceding Record Date by check mailed first-class postage prepaid to such Person's address as it appears based on the Note Register on such Record DatePercentage Interest represented by its respective Note, without preference or priority of any kind, and, except that, unless Definitive Notes have been issued pursuant to Section 2.12 hereof, with respect to Notes registered on the Record Date as otherwise provided in the name of the nominee of the Clearing Agency (initiallynext succeeding sentence, such nominee to be Cede & Co.), payment will shall be made by wire transfer in of immediately available funds to the account designated of such Noteholder, if such Noteholder shall have so notified the Paying Agent and the Indenture Trustee in writing at least seven Business Days prior to the related Payment Date, and otherwise by check mailed to the address of such nominee and except for Noteholder appearing in the Note Register no less than five days preceding the related Record Date. The final installment of principal payable with respect to such Note on a Payment Date or on the Maturity Date (and except for the Termination Price for any Note called for redemption pursuant to Section 10.01 hereof), which shall be payable as provided in Section 2.06(B2.06(b) below. The funds represented by any such checks returned undelivered shall be held in accordance with Section 3.03 hereof. (b) The principal of each Note shall be payable in installments to the extent of amounts available therefor on each Payment Date as provided in Sections 5.01 and 5.02 of the form of Note set forth in EXHIBIT A heretoSale and Servicing Agreement and Section 5.04(b) hereof. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes shall be due and payable, if not previously paid, on the earlier of (i) the Maturity Termination Date, (ii) the Redemption Date or and (iii) the date on which (x) an Event of Default of the type specified in Section 5.01(g) or (h) hereof shall have occurred and be continuingoccurred, if or (y) the Indenture Trustee or the Majority Noteholders [or the Securities Insurer] shall have declared the Notes to be immediately due and payable in the manner provided; however, that if on provided in Section 5.02 hereof after the date any such occurrence of an Event of Default occurs[, no Securities Insurer Default exists and is continuing, of the Securities Insurer,] type specified in its sole discretion, may determine whether Section 5.01(a)-(f) or not to accelerate payment on the Notes. All principal payments on the Notes shall be made pro rata to the Noteholders. (i) hereof. (c) The Indenture Trustee Paying Agent shall notify the Person in the name of which a Note is registered at the close of business on the Record Date preceding the Payment Date on which the Issuer expects that the final installment of principal of and interest on such Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Payment Date and shall specify that such final installment will be payable only upon presentation and surrender of such Note and shall specify the place where such Note may be presented and surrendered for payment of such installment. [A copy of such form of notice shall be sent to the Securities Insurer by the Indenture Trustee.] Notices in connection with redemptions of Notes shall be mailed provided to Noteholders as provided set forth in Section 10.02 hereof. [Promptly following the date on which all principal of and interest on the Notes has been paid in full and the Notes have been surrendered to the Indenture Trustee, the Indenture Trustee shall, if the Securities Insurer has paid any amount in respect of the Notes under the Guaranty Policy that has not been reimbursed to the Securities Insurer, deliver such surrendered Notes to the Securities Insurer.]

Payment of Principal and/or Interest; Defaulted Interest. (a) Each Note Class of Notes shall accrue interest at the related Note Interest Rate, and such interest shall be payable on each Payment Date as specified in EXHIBIT Exhibit A hereto, subject to Section 3.01 hereof. With respect to the Class A-1 Notes and each Payment Date other than the first Payment Date, the Indenture Trustee shall determine LIBOR for each applicable Accrual Period on the second LIBOR Business Day prior thereto. Any installment of interest or principal, if any, payable on any Note that is punctually paid or duly provided for by the Issuer on the applicable Payment Date shall be paid to the Person in the name of which such Note (or one or more Predecessor Notes) is registered on the Record Date by check mailed first-class postage prepaid to such Person's address as it appears on the Note Register on such Record Date, except that, unless Definitive Notes have been issued pursuant to Section 2.12 hereof, with respect to Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payment will be made by wire transfer in immediately available funds to the account designated by such nominee and except for the final installment of principal payable with respect to such Note on a Payment Date or on the applicable Maturity Date for such Class of Notes (and except for the Termination Price for any Note called for redemption pursuant to Section 10.01 10.01) hereof), which shall be payable as provided in Section 2.06(B2.06(b) below. The funds represented by any such checks returned undelivered shall be held in accordance with Section 3.03 hereof. (b) The principal of each Note shall be payable in installments on each Payment Date as provided in the form forms of Note the Notes set forth in EXHIBIT Exhibit A hereto. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes together with the amount of any Loss Reimbursement Deficiency in respect thereof of a Class of Notes shall be due and payable, if not previously paid, on the earlier of (i) the applicable Maturity DateDate of such Class, (ii) the Redemption Date or (iii) the date on which an Event of Default shall have occurred and be continuing, if the Indenture Trustee or the Majority Highest Priority Classes Noteholders [or the Securities Insurer] shall have declared the Notes to be immediately due and payable in the manner provided; however, that if on the date any such Event of Default occurs[, no Securities Insurer Default exists and is continuing, the Securities Insurer,] provided in its sole discretion, may determine whether or not to accelerate payment on the NotesSection 5.02 hereof. All principal payments on the each Class of Notes shall be made pro rata to the NoteholdersNoteholders of such Class entitled thereto. The Indenture Trustee shall notify the Person in the name of which a Note is registered at the close of business on the Record Date preceding the Payment Date on which the Issuer expects that the final installment of principal of and interest on such Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Payment Date and shall specify that such final installment will be payable only upon presentation and surrender of such Note and shall specify the place where such Note may be presented and surrendered for payment of such installment. [A copy of such form of notice shall be sent to the Securities Insurer by the Indenture Trustee.] Notices in connection with redemptions of Notes shall be mailed to Noteholders as provided in Section 10.02 hereof. [Promptly following the date on which all principal of and interest on the Notes has been paid in full and the Notes have been surrendered to the Indenture Trustee, the Indenture Trustee shall, if the Securities Insurer has paid any amount in respect of the Notes under the Guaranty Policy that has not been reimbursed to the Securities Insurer, deliver such surrendered Notes to the Securities Insurer.]

Payment of Principal and/or Interest; Defaulted Interest. (a) Each Note The Notes shall accrue interest at the Note Interest Rate, and such interest shall be payable on each Payment Date as specified in EXHIBIT A heretoDate, subject to Section 3.01 hereof. Any installment of interest or principal, if any, payable on any Note that is punctually paid or duly provided for by the Issuer on the applicable Payment Date shall be paid to the Person in the name of which such Note (or one or more Predecessor Notes) is registered on the next preceding Record Date by check mailed first-class postage prepaid to such Person's address as it appears based on the Note Register on such Record DatePercentage Interest represented by its respective Note, without preference or priority of any kind, and, except that, unless Definitive Notes have been issued pursuant to Section 2.12 hereof, with respect to Notes registered on the Record Date as otherwise provided in the name of the nominee of the Clearing Agency (initiallynext succeeding sentence, such nominee to be Cede & Co.), payment will shall be made by wire transfer in of immediately available funds to the account designated of such Noteholder, if such Noteholder shall own of record Notes having a Percentage Interest of at least 20% and shall have so notified the Paying Agent and the Indenture Trustee, and otherwise by check mailed to the address of such nominee and except for Noteholder appearing in the Note Register no less than five days preceding the related Record Date. The final installment of principal payable with respect to such Note on a Payment Date or on the Maturity Date (and except for the Termination Price for any Note called for redemption pursuant to Section 10.01 hereof), which shall be payable as provided in Section 2.06(B2.06(b) below. The funds represented by any such checks returned undelivered shall be held in accordance with Section 3.03 hereof. (b) The principal of each Note shall be payable in installments on each Payment Date as provided in Sections 5.01 and 5.02 of the form of Note set forth in EXHIBIT A heretoSale and Servicing Agreement and Section 5.04(b) hereof. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes shall be due and payable, if not previously paid, on the earlier of (i1) the Maturity Date, (ii) the Redemption Date or Date, (iii) the Final Put Date and (iv) the date on which an Event of Default shall have occurred and be continuing, if the Indenture Trustee or the Majority Noteholders [or the Securities Insurer] shall have declared the Notes to be immediately due and payable in the manner provided; however, that if on the date any such Event of Default occurs[, no Securities Insurer Default exists and is continuing, the Securities Insurer,] in its sole discretion, may determine whether or not to accelerate payment on the Notes. All principal payments on the Notes shall be made pro rata to the Noteholders. The Indenture Trustee shall notify the Person in the name of which a Note is registered at the close of business on the Record Date preceding the Payment Date on which the Issuer expects that the final installment of principal of and interest on such Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Payment Date and shall specify that such final installment will be payable only upon presentation and surrender of such Note and shall specify the place where such Note may be presented and surrendered for payment of such installment. [A copy of such form of notice shall be sent to the Securities Insurer by the Indenture Trustee.] Notices in connection with redemptions of Notes shall be mailed to Noteholders as provided in Section 10.02 hereof. [Promptly following the date on which all principal of and interest on the Notes has been paid in full and the Notes have been surrendered to the Indenture Trustee, the Indenture Trustee shall, if the Securities Insurer has paid any amount in respect of the Notes under the Guaranty Policy that has not been reimbursed to the Securities Insurer, deliver such surrendered Notes to the Securities Insurer.]5.02

Payment of Principal and/or Interest; Defaulted Interest. (a) Each Note The Notes shall accrue interest at the Note Interest Rate, and such interest shall be payable on each Payment Date as specified in EXHIBIT A heretoDate, subject to Section SECTION 3.01 hereof. Any installment of interest or principal, if any, payable on any Note that is punctually paid or duly provided for by the Issuer on the applicable Payment Date shall be paid to the Person in the name of which such Note (or one or more Predecessor Notes) is registered on the Record Date by wire transfer if written instructions therefor are provided to the Indenture Trustee no later than five Business Days prior to such Payment Date, and otherwise by check mailed first-class postage prepaid to such Person's address as it appears on the Note Register on such Record Date, except that, unless Definitive Notes have been issued pursuant to Section 2.12 hereof, that with respect to Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.)Initial Noteholder, payment will be made by wire transfer in immediately available funds to the account designated by such nominee and except for the final installment of principal payable with respect to such Note on a Payment Date or on the Maturity Date (and except for the Termination Price for any Note called for redemption pursuant to Section 10.01 SECTION 10.01) hereof), which shall be payable as provided in Section SECTION 2.06(B) below. The funds represented by any such checks returned undelivered shall be held in accordance with Section SECTION 3.03 hereof. (b) The principal of each Note shall be payable in installments on each Payment Date as provided in the form of Note the Notes set forth in EXHIBIT A hereto. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes shall be due and payable, if not previously paid, on the earlier of (i) the Maturity Date, (ii) the Redemption Date or (iii) the date on which an Event of Default shall have occurred and be continuing, if the Indenture Trustee or the Majority Noteholders [or the Securities Insurer] shall have declared the Notes to be immediately due and payable in the manner provided; however, that if on the date any such Event of Default occurs[, no Securities Insurer Default exists and is continuing, the Securities Insurer,] in its sole discretion, may determine whether or not to accelerate payment on the Notes. All principal payments on the Notes shall be made pro rata to the Noteholders. The Indenture Trustee shall notify the Person in the name of which a Note is registered at the close of business on the Record Date preceding the Payment Date on which the Issuer expects that the final installment of principal of and interest on such Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Payment Date and shall specify that such final installment will be payable only upon presentation and surrender of such Note and shall specify the place where such Note may be presented and surrendered for payment of such installment. [A copy of such form of notice shall be sent to the Securities Insurer by the Indenture Trustee.] Notices in connection with redemptions of Notes shall be mailed to Noteholders as provided in Section 10.02 hereof. [Promptly following the date on which all principal of and interest on the Notes has been paid in full and the Notes have been surrendered to the Indenture Trustee, the Indenture Trustee shall, if the Securities Insurer has paid any amount in respect of the Notes under the Guaranty Policy that has not been reimbursed to the Securities Insurer, deliver such surrendered Notes to the Securities Insurer.]SECTION 5.02

Payment of Principal and/or Interest; Defaulted Interest. (a) Each Note Class of Notes shall accrue interest at the related Note Interest Rate, and such interest shall be payable on each Payment Date as specified in EXHIBIT Exhibit A hereto, subject to Section 3.01 hereof. With respect to the Class A-1 Notes, the Indenture Trustee shall determine LIBOR for each applicable Accrual Period on the second Libor Business Day prior thereto. Any installment of interest or principal, if any, payable on any Note that is punctually paid or duly provided for by the Issuer on the applicable Payment Date shall be paid to the Person in the name of which such Note (or one or more Predecessor Notes) is registered on the Record Date by check mailed first-class postage prepaid to such Person's address as it appears on the Note Register on such Record Date, except that, unless Definitive Notes have been issued pursuant to Section 2.12 hereof, with respect to Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payment will be made by wire transfer in immediately available funds to the account designated by such nominee and except for the final installment of principal payable with respect to such Note on a Payment Date or on the applicable Maturity Date for such Class of Notes (and except for the Termination Price for any Note called for redemption pursuant to Section 10.01 10.01) hereof), which shall be payable as provided in Section 2.06(B2.06(b) below. The funds represented by any such checks returned undelivered shall be held in accordance with Section 3.03 hereof. (b) The principal of each Note other than the Class A-4 IO Notes shall be payable in installments on each Payment Date as provided in the form forms of Note the Notes set forth in EXHIBIT Exhibit A hereto. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes together with the amount of any Loss Reimbursement Deficiency in respect thereof of a Class of Notes other than the Class A-4 IO Notes shall be due and payable, if not previously paid, on the earlier of (i) the applicable Maturity DateDate of such Class, (ii) the Redemption Date or (iii) the date on which an Event of Default shall have occurred and be continuing, if the Indenture Trustee or the Majority Highest Priority Classes Noteholders [or the Securities Insurer] shall have declared the Notes to be immediately due and payable in the manner provided; however, that if on the date any such Event provided in Section 5.02 hereof. The Class A-4 IO Notes are "interest only" and shall receive no payments in respect of Default occurs[, no Securities Insurer Default exists and is continuing, the Securities Insurer,] in its sole discretion, may determine whether or not to accelerate payment on the Notesprincipal. All principal payments on each Class of Notes other than the Class A-4 IO Notes shall be made pro rata to the NoteholdersNoteholders of such Class entitled thereto. The Indenture Trustee shall notify the Person in the name of which a Note is registered at the close of business on the Record Date preceding the Payment Date on which the Issuer expects that the final installment of principal of and interest on such Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Payment Date and shall specify that such final installment will be payable only upon presentation and surrender of such Note and shall specify the place where such Note may be presented and surrendered for payment of such installment. [A copy of such form of notice shall be sent to the Securities Insurer by the Indenture Trustee.] Notices in connection with redemptions of Notes shall be mailed to Noteholders as provided in Section 10.02 hereof. [Promptly following the date on which all principal of and interest on the Notes has been paid in full and the Notes have been surrendered to the Indenture Trustee, the Indenture Trustee shall, if the Securities Insurer has paid any amount in respect of the Notes under the Guaranty Policy that has not been reimbursed to the Securities Insurer, deliver such surrendered Notes to the Securities Insurer.]

Payment of Principal and/or Interest; Defaulted Interest. (a) Each Note Class of Notes shall accrue interest at the related Note Interest Rate, and such interest shall be payable on each Payment Distribution Date as specified in EXHIBIT Exhibit A hereto, subject to Section 3.01 hereof. With respect to the Class A-1 Notes, the Indenture Trustee shall determine LIBOR for each applicable Accrual Period on the second Libor Business Day prior thereto. Any installment of interest or principal, if any, payable on any Note that is punctually paid or duly provided for by the Issuer on the applicable Payment Distribution Date shall be paid to the Person in the name of which such Note (or one or more Predecessor Notes) is registered on the Record Date by check mailed first-class postage prepaid to such Person's address as it appears on the Note Register on such Record Date, except that, unless Definitive Notes have been issued pursuant to Section 2.12 hereof, with respect to Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payment will be made by wire transfer in immediately available funds to the account designated by such nominee and except for the final installment of principal payable with respect to such Note on a Payment Distribution Date or on the applicable Maturity Date for such Class of Notes (and except for the Termination Price for any Note called for redemption pursuant to Section 10.01 10.01) hereof), which shall be payable as provided in Section 2.06(B2.06(b) below. The funds represented by any such checks returned undelivered shall be held in accordance with Section 3.03 hereof. (b) The principal of each Note other than the Class X-1 Notes shall be payable in installments on each Payment Distribution Date as provided in the form forms of Note the Notes set forth in EXHIBIT Exhibit A hereto. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes together with the amount of any Loss Reimbursement Deficiency in respect thereof of a Class of Notes other than the Class X-1 Notes shall be due and payable, if not previously paid, on the earlier of (i) the applicable Maturity DateDate of such Class, (ii) the Redemption Date or (iii) the date on which an Event of Default shall have occurred and be continuing, if the Indenture Trustee or the Majority Highest Priority Classes Noteholders [or the Securities Insurer] shall have declared the Notes to be immediately due and payable in the manner provided; however, that if on the date any such Event provided in Section 5.02 hereof. The Class X-1 Notes are "interest only" and shall receive no distributions in respect of Default occurs[, no Securities Insurer Default exists and is continuing, the Securities Insurer,] in its sole discretion, may determine whether or not to accelerate payment on the Notesprincipal. All principal payments on each Class of Notes other than the Class X-1 Notes shall be made pro rata to the NoteholdersNoteholders of such Class entitled thereto. The Indenture Trustee shall notify the Person in the name of which a Note is registered at the close of business on the Record Date preceding the Payment Distribution Date on which the Issuer expects that the final installment of principal of and interest on such Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Payment Distribution Date and shall specify that such final installment will be payable only upon presentation and surrender of such Note and shall specify the place where such Note may be presented and surrendered for payment of such installment. [A copy of such form of notice shall be sent to the Securities Insurer by the Indenture Trustee.] Notices in connection with redemptions of Notes shall be mailed to Noteholders as provided in Section 10.02 hereof. [Promptly following the date on which all principal of and interest on the Notes has been paid in full and the Notes have been surrendered to the Indenture Trustee, the Indenture Trustee shall, if the Securities Insurer has paid any amount in respect of the Notes under the Guaranty Policy that has not been reimbursed to the Securities Insurer, deliver such surrendered Notes to the Securities Insurer.]

Payment of Principal and/or Interest; Defaulted Interest. (a) Each Note shall accrue interest at the Note Interest Rate, and such interest shall be payable on each Payment Date as specified in EXHIBIT A hereto, subject to Section 3.01 hereof. Any installment of interest or principal, if any, payable on any Note that is punctually paid or duly provided for by the Issuer Issuing Entity on the applicable Payment Date shall be paid to the Person in the name of which such Note (or one or more Predecessor Notes) is registered on the Record Date by check mailed first-class postage prepaid to such Person's ’s address as it appears on the Note Register on such Record Date, except that, unless Definitive Notes have been issued pursuant to Section 2.12 hereof, with respect to Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payment will be made by wire transfer in immediately available funds to the account designated by such nominee and except for the final installment of principal payable with respect to such Note on a Payment Date or on the Maturity Date (and except for the Termination Price for any Note called for redemption pursuant to Section 10.01 hereof), which shall be payable as provided in Section 2.06(B) below. The funds represented by any such checks returned undelivered shall be held in accordance with Section 3.03 hereof. (b) The principal of each Note shall be payable in installments on each Payment Date as provided in the form of Note set forth in EXHIBIT A hereto. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes shall be due and payable, if not previously paid, on the earlier of (i) the Maturity Date, (ii) the Redemption Date or (iii) the date on which an Event of Default shall have occurred and be continuing, if the Indenture Trustee or the Majority Noteholders [or the Securities Insurer] shall have declared the Notes to be immediately due and payable in the manner provided; however, that if on the date any such Event of Default occurs[, no Securities Insurer Default exists and is continuing, the Securities Insurer,] in its sole discretion, may determine whether or not to accelerate payment on the Notes. All principal payments on the Notes shall be made pro rata to the Noteholders. The Indenture Trustee shall notify the Person in the name of which a Note is registered at the close of business on the Record Date preceding the Payment Date on which the Issuer Issuing Entity expects that the final installment of principal of and interest on such Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Payment Date and shall specify that such final installment will be payable only upon presentation and surrender of such Note and shall specify the place where such Note may be presented and surrendered for payment of such installment. [A copy of such form of notice shall be sent to the Securities Insurer by the Indenture Trustee.] Notices in connection with redemptions of Notes shall be mailed to Noteholders as provided in Section 10.02 hereof. [Promptly following the date on which all principal of and interest on the Notes has been paid in full and the Notes have been surrendered to the Indenture Trustee, the Indenture Trustee shall, if the Securities Insurer has paid any amount in respect of the Notes under the Guaranty Policy that has not been reimbursed to the Securities Insurer, deliver such surrendered Notes to the Securities Insurer.]

Payment of Principal and/or Interest; Defaulted Interest. (a) Each Note Class of Notes shall accrue interest at the related Note Interest RateRate for such Class, and such interest shall be payable on each Payment Date as specified in EXHIBIT A Exhibits ▇-▇, ▇-▇ ▇▇▇ ▇-▇ hereto, subject to Section 3.01 hereof. With respect to the Class A-2 and the Class A-3 Notes and each Payment Date other than the first Payment Date, the Indenture Trustee shall determine LIBOR for each applicable Accrual Period on the LIBOR Determination Date. Any installment of interest or principal, if any, payable on any Note that is punctually paid or duly provided for by the Issuer on the applicable Payment Date shall be paid to the Person in the name of which such Note (or one or more Predecessor Notes) is registered on the Record Date by check mailed first-class postage prepaid to such Person's address as it appears on the Note Register on such Record Date, except that, unless Definitive Notes have been issued pursuant to Section 2.12 hereof, with respect to Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payment will be made by wire transfer in immediately available funds to the account designated by such nominee and except for the final installment of principal payable with respect to such Note on a Payment Date or on the applicable Maturity Date for such Class of Notes (and except for the Termination Price for any Note called for redemption pursuant to Section 10.01 hereof), which shall be payable as provided in Section 2.06(B2.06(b) below. The funds represented by any such checks returned undelivered shall be held in accordance with Section 3.03 hereof. (b) The principal of each Note shall be payable in installments on each Payment Date as provided in the form forms of Note the Notes set forth in EXHIBIT A Exhibits ▇-▇, ▇-▇ and A-3 hereto. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes shall be due and payable, if not previously paid, on the earlier of (i) the applicable Maturity DateDate of such Class, (ii) the Redemption Date or (iii) the date on which an Event of Default shall have occurred and be continuing, if the Indenture Trustee or the Majority Noteholders [or the Securities Insurer] Insurer shall have declared the Notes to be immediately due and payable in the manner provided; however, that if on the date any such Event of Default occurs[, no Securities Insurer Default exists and is continuing, the Securities Insurer,] , in its sole discretion, may determine whether or not to accelerate payment on the Notes. All principal payments on the each Class of Notes entitled thereto on each Payment Date shall be made on a pro rata to basis among the NoteholdersNoteholders of record of such Class of Notes on the next preceding Record Date based on the Note Percentage Interest represented by their respective Notes. The Indenture Trustee shall notify the Person in the name of which a Note is registered at the close of business on the Record Date preceding the Payment Date on which the Issuer expects that the final installment of principal of and interest on such Note Notes will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Payment Date and shall specify that such final installment will be payable only upon presentation and surrender of such Note Notes and shall specify the place where such Note Notes may be presented and surrendered for payment of such installment. [A copy of such form of notice shall be sent to the Securities Insurer by the Indenture Trustee.] . Notices in connection with redemptions of Notes shall be mailed to Noteholders as provided in Section 10.02 hereof. [Promptly following the date on which all principal of and interest on the Notes has been paid in full and the Notes have been surrendered to the Indenture Trustee, the Indenture Trustee shall, if the Securities Insurer has paid any amount in respect of the Notes under the Guaranty Policy that has not been reimbursed to the Securities Insurer, deliver such surrendered Notes to the Securities Insurer.]