Common use of REMIC Declarations; Other REMIC Matters Clause in Contracts

REMIC Declarations; Other REMIC Matters. ▇▇▇▇▇▇ ▇▇▇ hereby declares its intent that each Trust formed hereunder shall constitute, and the affairs of each Trust shall be conducted so as to qualify as, a REMIC pursuant to Section 860D of Subchapter M of Chapter 1 of the Code. The Class 66-RL Certificate is hereby designated as the sole “residual interest” in the REMIC constituted by the Lower Tier REMIC within the meaning of Section 860G(a)(2) of the Code, and the Lower Tier Regular Classes are hereby designated as “regular interests” in such REMIC within the meaning of Section 860G(a)(1) of the Code. The Class 66- RM Certificate is hereby designated as the sole “residual interest” in the REMIC constituted by the Middle Tier REMIC within the meaning of Section 860G(a)(2) of the Code, and the Middle Tier Regular Classes are hereby designated as “regular interests” in such REMIC within the meaning of Section 860G(a)(1) of the Code. The Class 66-R Certificate is hereby designated as the sole “residual interest” in the REMIC constituted by the Trust Fund within the meaning of Section 860G(a)(2) of the Code, and each remaining Class of Trust Fund Certificates is hereby designated as a “regular interest” in such REMIC within the meaning of Section 860G(a)(1) of the Code. The date designated as the “startup day” of each REMIC within the meaning of Section 860G(a)(9) of the Code shall be the Settlement Date. In furtherance of the intentions expressed in the foregoing paragraph, ▇▇▇▇▇▇ ▇▇▇ covenants and agrees that it shall: (a) prepare, sign and file, or arrange to be prepared, signed and filed, a federal income tax return using a calendar year as the taxable year for each Trust when and as required by the Code, on which a REMIC election shall be made with respect to each Trust, (b) conduct the affairs of each Trust so as to maintain the status thereof as a REMIC under the Code, (c) not knowingly or intentionally take any action or omit to take any action that would cause the termination of the REMIC status of any Trust, and (d) hold harmless and indemnify the Holder of any Residual Certificate against any liability on account of any federal income tax (including interest and penalties) imposed on the related Trust to the extent that any such tax shall be paid or payable by it. ▇▇▇▇▇▇ Mae, as Trustee of each Trust, will prepare, sign and file each annual federal income tax return for the related Trust and such information returns as are required by Treasury regulations. In addition, ▇▇▇▇▇▇ ▇▇▇ will act as the tax matters person for each Trust in a fiduciary capacity, in the case of the Trust Fund, for the Holder of the Class 66-R Certificate, in the case of the Middle Tier REMIC, for the Holder of the Class 66-RM Certificate and, in the case of the Lower Tier REMIC, for the Holder of the Class 66-RL Certificate. In addition, ▇▇▇▇▇▇ ▇▇▇ will provide to each Holder of a Certificate any information or reports regarding the Certificates that may be required under the Code. In addition, ▇▇▇▇▇▇ Mae will provide to the Internal Revenue Service and to persons described in section 860E(e)(3) and (6) of the Code the information described in section 1.860D-1(b)(5)(ii) of the Regulations, or any successor regulation thereto. Such information will be provided in the manner described in section 1. 860E-2(a)(5) of the Regulations, or any successor regulation thereto.

REMIC Declarations; Other REMIC Matters. ▇▇▇▇▇▇ ▇▇▇ hereby declares its intent that each Trust the Trusts formed hereunder shall constitute, and the affairs of each Trust such Trusts shall be conducted so as to qualify as, a REMIC REMICs pursuant to Section 860D of Subchapter M of Chapter 1 of the Code. The Class 6630-RL Certificate is hereby designated as the sole “residual interest” in the REMIC constituted by the Lower Tier REMIC within the meaning of Section 860G(a)(2) of the Code, and the Lower Tier Regular Classes are hereby designated as “regular interests” in such REMIC within the meaning of Section 860G(a)(1) of the Code. The Trust Fund shall consist of two separate REMICs. The Class 66- RM 30-R Certificate is hereby designated as the sole “residual interest” in the Trust REMIC constituted by the Middle Tier REMIC I within the meaning of Section 860G(a)(2) of the Code, and the Middle Tier Regular remaining Group 1, Group 2 and Group 3 Classes (as specified in the Prospectus Supplement) are hereby designated as the “regular interests” in such REMIC within the meaning of Section 860G(a)(1) of the Code. Lower Tier Classes 1 through 22 shall be assets of Trust REMIC I. The Class 6630-R RA Certificate is hereby designated as the sole “"residual interest” " in the Trust REMIC constituted by the Trust Fund II within the meaning of Section 860G(a)(2) of the Code, and each remaining Class of Trust Fund Certificates is the Group 4, Group 5, Group 6 and Group 7 Classes (as specified in the Prospectus Supplement) are hereby designated as a “the "regular interest” interests" in such REMIC within the meaning of Section 860G(a)(1860(G)(a)(1) of the Code. Lower Tier Classes 23 through 26 shall be assets of Trust REMIC II. The date designated as the “startup day” of each REMIC within the meaning of Section 860G(a)(9) of the Code shall be the Settlement Date. In furtherance of the intentions expressed in the foregoing paragraph, ▇▇▇▇▇▇ ▇▇▇ covenants and agrees that it shall: (a) with respect to each REMIC intended to be formed hereby, prepare, sign and file, or arrange to be prepared, signed and filed, a federal income tax return using a calendar year as the taxable year for each Trust when and as required by the Code, on which a REMIC election shall be made with respect to each Trustmade, (b) conduct the affairs of each Trust REMIC intended to be formed hereby, and the affairs of each Trust, so as to maintain the REMIC status thereof as a REMIC under the Code, (c) not knowingly or intentionally take any action or omit to take any action that would cause the termination of the REMIC status of any TrustREMIC formed hereby, and (d) hold harmless and indemnify the Holder of any Residual Certificate against any liability on account of any federal income tax (including interest and penalties) imposed on the related Trust REMIC formed hereby (or the related Trust) to the extent that any such tax shall be paid or payable by it. ▇▇▇▇▇▇ Mae, as Trustee of each Trust, will prepare, sign and file each annual federal income tax return for the related Trust REMICs intended to be formed hereby and such information returns as are required by Treasury regulations. In addition, ▇▇▇▇▇▇ ▇▇▇ will act as the tax matters person for each Trust REMIC formed hereby in a fiduciary capacity, in the case of the Trust FundREMIC I, for the Holder of the Class 6630-R Certificate, Certificate evidencing the largest percentage interest in such Class; in the case of the Middle Tier REMICTrust REMIC II, for the Holder of the Class 6630-RM Certificate RA Certificate; and, in the case of the Lower Tier REMIC, for the Holder of the Class 6630-RL Certificate. In addition, ▇▇▇▇▇▇ ▇▇▇ will provide to each Holder of a Certificate any information or reports regarding the Certificates that may be required under the Code. In addition, ▇▇▇▇▇▇ Mae will provide to the Internal Revenue Service and to persons described in section 860E(e)(3) and (6) of the Code the information described in section 1.860D-1(b)(5)(ii) of the Regulations, or any successor regulation thereto. Such information will be provided in the manner described in section 1. 860E-2(a)(5section 1.860E-2(a)(5) of the Regulations, or any successor regulation thereto.

REMIC Declarations; Other REMIC Matters. ▇▇▇▇▇▇ ▇▇▇ hereby declares its intent that each the Lower Tier REMIC, REMIC Trust 1 and REMIC Trust 2 formed hereunder each shall constitute, and the affairs of the Lower Tier REMIC, REMIC Trust 1 and REMIC Trust 2 each Trust shall be conducted so as to qualify as, a REMIC pursuant to Section 860D of Subchapter M of Chapter 1 of the Code. The Class 6672-RL Certificate is hereby designated as the sole “residual interest” in the REMIC constituted by the Lower Tier REMIC within the meaning of Section 860G(a)(2) of the Code, and the Lower Tier Regular Classes are hereby designated as “regular interests” in such REMIC within the meaning of Section 860G(a)(1) of the Code. The Class 66- RM Certificate is hereby designated as the sole “residual interest” in the REMIC constituted by the Middle Tier REMIC within the meaning of Section 860G(a)(2) of the Code, and the Middle Tier Regular Classes are hereby designated as “regular interests” in such REMIC within the meaning of Section 860G(a)(1) of the Code. The Class 6672-R Certificate is hereby designated as the sole “residual interest” in the REMIC constituted by the REMIC Trust Fund 1 within the meaning of Section 860G(a)(2) of the Code, and each remaining Group 1, Group 3, Group 4 and Group 5 Class (as specified in the Prospectus Supplement) is hereby designated as a “regular interest” in such REMIC within the meaning of Section 860G(a)(1) of the Code. The Class 72-RA Certificate is hereby designated as the sole “residual interest” in the REMIC constituted by REMIC Trust Fund Certificates 2 within the meaning of Section 860G(a)(2) of the Code, and each Group 2 Class (as specified in the Prospectus Supplement) is hereby designated as a “regular interest” in such REMIC within the meaning of Section 860G(a)(1) of the Code. The date designated as the “startup day” of each REMIC within the meaning of Section 860G(a)(9) of the Code shall be the Settlement Date. In furtherance of the intentions expressed in the foregoing paragraph, ▇▇▇▇▇▇ ▇▇▇ covenants and agrees that it shall: (a) prepare, sign and file, or arrange to be prepared, signed and filed, a federal income tax return using a calendar year as the taxable year for each Trust when and as required by the Code, on which return a REMIC election shall be made with respect to each such Trust, (b) conduct the affairs of each of the Lower Tier REMIC, REMIC Trust 1 and REMIC Trust 2 so as to maintain the status thereof as a REMIC REMICs under the Code, (c) not knowingly or intentionally take any action or omit to take any action that would cause the termination of the REMIC status of any Trustof the Lower Tier REMIC, REMIC Trust 1 or REMIC Trust 2, and (d) hold harmless and indemnify the Holder of any Residual Certificate against any liability on account of any federal income tax (including interest and penalties) imposed on the related Trust to the extent that any such tax shall be paid or payable by it. ▇▇▇▇▇▇ Mae, as Trustee of each Trustthe Base Trust (including the Lower Tier REMIC), REMIC Trust 1 and REMIC Trust 2, will prepare, sign and file each annual federal income tax return for the related Trust and such information returns as are required by Treasury regulations. In addition, ▇▇▇▇▇▇ ▇▇▇ will act as the tax matters person for each such Trust in a fiduciary capacity, in the case of the REMIC Trust Fund1, for the Holder of the Class 6672-R Certificate, ; in the case of the Middle Tier REMICREMIC Trust 2, for the Holder of the Class 6672-RM Certificate RA Certificate; and, in the case of the Lower Tier REMIC, for the Holder of the Class 6672-RL Certificate. In addition, ▇▇▇▇▇▇ ▇▇▇ will provide to each Holder of a Certificate any information or reports regarding the Certificates that may be required under the Code. In addition, ▇▇▇▇▇▇ Mae will provide to the Internal Revenue Service and to persons described in section 860E(e)(3) and (6) of the Code the information described in section 1.860D-1(b)(5)(ii) of the Regulations, or any successor regulation thereto. Such information will be provided in the manner described in section 1. 860E-2(a)(5section 1.860E-2(a)(5) of the Regulations, or any successor regulation thereto.

REMIC Declarations; Other REMIC Matters. ▇▇▇▇▇▇ ▇▇▇ Mae hereby declares its intent that each Trust the Lower Tier REMIC 1, Lower Tier REMIC 2, Upper Tier REMIC 1, Upper Tier REMIC 2 and REMIC 3 formed hereunder each shall constitute, and the affairs of the Lower Tier REMIC, Lower Tier REMIC 2, Upper Tier REMIC 1, Upper Tier REMIC 2 and REMIC 3 each Trust shall be conducted so as to qualify as, a REMIC pursuant to Section 860D of Subchapter M of Chapter 1 of the Code. The Class 6690-RL Certificate is hereby designated as the sole “residual interest” in the REMIC constituted by the Lower Tier REMIC within the meaning of Section 860G(a)(2) of the Code, 1 and the Lower Tier Regular Classes are hereby designated as “regular interests” in such REMIC within the meaning of Section 860G(a)(1) of the Code. The Class 66- RM 90-RB Certificate is hereby designated as the sole “residual interest” in the REMIC constituted by the Middle Lower Tier REMIC 2, each within the meaning of Section 860G(a)(2) of the Code, and the Middle Lower Tier REMIC 1 Regular Classes and the Lower Tier REMIC 2 Regular Classes are hereby designated as “regular interests” in such Lower Tier REMIC 1 and Lower Tier REMIC 2, respectively, within the meaning of Section 860G(a)(1) of the Code. The Class 6690-R Certificate is hereby designated as the sole “residual interest” in the REMIC constituted by Upper Tier REMIC 1 and the Trust Fund Class 90-RA Certificates is hereby designated as the sole “residual interest” in the REMIC constituted by Upper Tier REMIC 2, each within the remaining of Section 860G (a)(2) of the Code, and the Upper Tier REMIC 1 Regular Classes and the Upper Tier REMIC 2 Regular Classes are hereby designated as “regular interests” in Upper Tier REMIC 1 and Upper Tier REMIC 2, respectively, within the meaning of Section 860G (a)(1) of the Code. The Class 90-RS Certificate is hereby designated as the sole “residual interest” in the REMIC constituted by REMIC 3 within the meaning of Section 860G(a)(2) of the Code, and each remaining Group 2 Class of Trust Fund Certificates is hereby designated as a “regular interest” in such REMIC 3 within the meaning of Section 860G(a)(1) of the Code. The date designated as the “startup day” of each REMIC within the meaning of Section 860G(a)(9) of the Code shall be the Settlement Date. In furtherance of the intentions expressed in the foregoing paragraph, ▇▇▇▇▇▇ ▇▇▇ covenants and agrees that it shall: (a) prepare, sign and file, or arrange to be prepared, signed and filed, a federal income tax return using a calendar year as the taxable year for each of the Trust REMICs when and as required by the Code, on each of which return a REMIC election shall be made with respect to each Trustmade, (b) conduct the affairs of each of the Trust REMICs so as to maintain the status thereof as a REMIC REMICs under the Code, (c) not knowingly or intentionally take any action or omit to take any action that would cause the termination of the REMIC status of any Trustof the Trust REMICs, and (d) hold harmless and indemnify the Holder of any Residual Certificate against any liability on account of any federal income tax (including interest and penalties) imposed on the related Trust REMIC to the extent that any such tax shall be paid or payable by it. ▇▇▇▇▇▇ Mae, as Trustee of each Trustof the Trust REMICs, will prepare, sign and file each annual federal income tax return for the related Trust REMIC and such information returns as are required by Treasury regulations. In addition, ▇▇▇▇▇▇ ▇▇▇ will act as the tax matters person for each Trust such REMIC in a fiduciary capacity, in the case of the Trust FundLower Tier REMIC 1, for the Holder of the Class 6690-R RL Certificate, ; in the case of the Middle Lower Tier REMICREMIC 2, for the Holder of the Class 66-RM Certificate and, 90- RB Certificate; in the case of the Lower Upper Tier REMICREMIC 1, for the Holder of the Class 6690-RL R Certificate; in the case of the Upper Tier REMIC 2, for the Holder of the Class 90-RA Certificate; and in the case of REMIC 3, for the Holder of the Class 90-RS Certificate. In addition, ▇▇▇▇▇▇ ▇▇▇ will provide to each Holder of a Certificate any information or reports regarding the Certificates that may be required under the Code. In addition, ▇▇▇▇▇▇ Mae will provide to the Internal Revenue Service and to persons described in section 860E(e)(3) and (6) of the Code the information described in section 1.860D-1(b)(5)(ii) of the Regulations, or any successor regulation thereto. Such information will be provided in the manner described in section 1. 860E-2(a)(5section 1.860E-2(a)(5) of the Regulations, or any successor regulation thereto.

REMIC Declarations; Other REMIC Matters. ▇▇▇▇▇▇ ▇▇▇ hereby declares its intent that each Trust formed hereunder shall constitute, and the affairs of each Trust shall be conducted so as to qualify as, a REMIC pursuant to Section 860D of Subchapter M of Chapter 1 of the Code. The Class 6662-RL Certificate is hereby designated as the sole “residual interest” in the REMIC constituted by the Lower Tier REMIC within the meaning of Section 860G(a)(2) of the Code, and the Lower Tier Regular Classes are hereby designated as “regular interests” in such REMIC within the meaning of Section 860G(a)(1) of the Code. The Class 66- 62-RM Certificate is hereby designated as the sole “residual interest” in the REMIC constituted by the Middle Tier REMIC within the meaning of Section 860G(a)(2) of the Code, and the Middle Tier Regular Classes are hereby designated as “regular interests” in such REMIC within the meaning of Section 860G(a)(1) of the Code. The Class 6662-R Certificate is hereby designated as the sole “residual interest” in the REMIC constituted by the Trust Fund within the meaning of Section 860G(a)(2) of the Code, and each remaining Class of Trust Fund Certificates is hereby designated as a “regular interest” in such REMIC within the meaning of Section 860G(a)(1) of the Code. The date designated as the “startup day” of each REMIC within the meaning of Section 860G(a)(9) of the Code shall be the Settlement Date. In furtherance of the intentions expressed in the foregoing paragraph, ▇▇▇▇▇▇ ▇▇▇ covenants and agrees that it shall: (a) prepare, sign and file, or arrange to be prepared, signed and filed, a federal income tax return using a calendar year as the taxable year for each Trust when and as required by the Code, on which a REMIC election shall be made with respect to each Trust, (b) conduct the affairs of each Trust so as to maintain the status thereof as a REMIC under the Code, (c) not knowingly or intentionally take any action or omit to take any action that would cause the termination of the REMIC status of any Trust, and (d) hold harmless and indemnify the Holder of any Residual Certificate against any liability on account of any federal income tax (including interest and penalties) imposed on the related Trust to the extent that any such tax shall be paid or payable by it. ▇▇▇▇▇▇ Mae, as Trustee of each Trust, will prepare, sign and file each annual federal income tax return for the related Trust and such information returns as are required by Treasury regulations. In addition, ▇▇▇▇▇▇ ▇▇▇ will act as the tax matters person for each Trust in a fiduciary capacity, in the case of the Trust Fund, for the Holder of the Class 6662-R Certificate, in the case of the Middle Tier REMIC, for the Holder of the Class 6662-RM Certificate and, in the case of the Lower Tier REMIC, for the Holder of the Class 6662-RL Certificate. In addition, ▇▇▇▇▇▇ ▇▇▇ will provide to each Holder of a Certificate any information or reports regarding the Certificates that may be required under the Code. In addition, ▇▇▇▇▇▇ Mae will provide to the Internal Revenue Service and to persons described in section 860E(e)(3) and (6) of the Code the information described in section 1.860D-1(b)(5)(ii) of the Regulations, or any successor regulation thereto. Such information will be provided in the manner described in section 1. 860E-2(a)(5) of the Regulations, or any successor regulation thereto.