Common use of Resignation Clause in Contracts

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.03. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.03. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and Section 3.07. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and Section 3.07. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.02. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.02. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in is its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates obligations pursuant to Sections 2.04 and 3.07Section 3.04. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its such guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates obligations pursuant to Sections 2.04 and 3.07Section 3.04. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.04. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.04. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae ▇▇▇ shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ Mae in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.03. ▇▇▇▇▇▇ ▇▇▇Mae, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.03. In the event of any such resignation, ▇▇▇▇▇▇ Mae ▇▇▇ promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ Mae shall have resigned. ▇▇▇▇▇▇ Mae ▇▇▇ shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.03. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.03. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes Interests and the Trust Fund Certificates pursuant to Sections 2.04 2.03 and 3.073.05. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes Interests and the Trust Fund Certificates pursuant to Sections 2.04 2.03 and 3.073.05. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in is its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the obligations set forth in this Trust Fund Certificates pursuant to Sections 2.04 and 3.07Agreement. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes Interests and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07set forth in this Trust Agreement. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Fannie Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ Fannie Mae in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Fannie Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Fannie Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Fannie Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ Fannie Mae in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Fannie Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.03. ▇▇▇▇▇▇ ▇▇▇Fannie Mae, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.03. In the event of any such resignation, ▇▇▇▇▇▇ Fannie Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ Fannie Mae shall have resigned. ▇▇▇▇▇▇ Fannie Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ it in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and be consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae ▇▇▇ shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ Mae in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and obligations set forth in the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Agreement. ▇▇▇▇▇▇ ▇▇▇Mae, notwithstanding any such resignation, shall continue to be obligated under its guaranty obligations of the Lower Tier Regular Classes Interests, the Middle Tier Interests and the Senior Certificates set forth in this Trust Fund Certificates pursuant to Sections 2.04 and 3.07Agreement. In the event of any such resignation, ▇▇▇▇▇▇ Mae ▇▇▇ promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ Mae shall have resigned. ▇▇▇▇▇▇ Mae ▇▇▇ shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in is its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the obligations set forth in this Trust Fund Certificates pursuant to Sections 2.04 and 3.07Agreement. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes Interests and the REMIC Certificates set forth in this Trust Fund Certificates pursuant to Sections 2.04 and 3.07Agreement. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Grantor Trust Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 2.03. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 2.03. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all the Holders of Certificatesthe Grantor Trust Classes, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes Interests and the Trust Fund Certificates pursuant to Sections 2.04 and 3.073.06. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes Interests and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in from its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.04. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.04. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in is its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the obligations set forth in this Trust Fund Certificates pursuant to Sections 2.04 and 3.07Agreement. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes Interests and the Certificates set forth in this Trust Fund Certificates pursuant to Sections 2.04 and 3.07Agreement. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. (a) ▇▇▇▇▇▇▇ Mae shall not Mac may resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or Mac in its capacity as Trustee Administrator by the terms of this Trust the Series Certificate Agreement except upon determination at any time provided that at the performance time of such duties its resignation a successor administrator meeting the qualifications set forth in Section 10.06 is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of appointed by ▇▇▇▇▇▇▇ Mae’s activities hereunder Mac and the conclusion of has accepted such Opinion of Counsel may be changed by appointment. If ▇▇▇▇▇▇▇ Mae’s resigning Mac resigns in its corporate capacity or resigning in its capacity as Trusteeaccordance with these terms, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue it promptly will furnish written notice to act hereunder in its corporate capacityall Holders. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor Subsequent to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07. In the event of any such resignation, ▇▇▇▇▇▇▇ Mae promptly shall furnish Mac will continue to be obligated pursuant to the Credit Enhancement and the Liquidity Facility. (b) If the Administrator is no longer ▇▇▇▇▇▇▇ Mac, the following provisions will apply: (i) No resignation or removal of the Administrator, and no appointment of a successor Administrator pursuant to this Article X, will become effective until the successor Administrator has accepted its appointment under this Section 10.07(b). (ii) The Administrator, or any Administrator or Administrators appointed as successors, may resign at any time by giving written notice thereof of resignation to all ▇▇▇▇▇▇▇ Mac, the Sponsor, the Remarketing Agent and each applicable Rating Agency, and by mailing notice of resignation to Registered Holders of Certificatesthe Certificates at their addresses appearing on the Certificate Register. Upon receiving notice of resignation, together with an explanation ▇▇▇▇▇▇▇ Mac will promptly appoint a successor Administrator or Administrators by delivering a Depositor Order to both the resigning Administrator and the successor administrator. If no successor administrator has been appointed and has accepted its appointment within 30 days after the giving of such resignation notice, the reason or reasons therefor, and at its own cost and expense shall proceed promptly to resigning Administrator may petition a any court of competent jurisdiction for the appointment of a successor Administrator, or any Holder of a Certificate may, subject to assume Section 10.07(b)(vii), petition any such court for the duties imposed appointment of a successor Administrator. Such court may, after receiving such notice, if any, as it may deem proper, appoint a successor administrator. (iii) If at any time: (A) the Administrator ceases to be eligible under Section 10.06 and fails to resign after written request by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇▇ Mac; or (1) the Administrator becomes incapable of acting or (2) there is entered a decree or order for relief by a court having jurisdiction in an involuntary case against the Administrator under the Bankruptcy Code or any other applicable federal or state bankruptcy, insolvency, or other similar law, or appointing a receiver, or similar official of the Administrator, for any substantial part of its property, or ordering the winding-up or liquidation of its affairs, and any such decree or order continues unstayed and in effect for a period of 15 consecutive days, or (3) the Administrator commences a voluntary case under the Bankruptcy Code, or any other applicable federal or state bankruptcy, insolvency, or other similar law, or consents to the appointment of a receiver or other similar official of the Administrator, of any substantial part of its property, or the making by it of any assignment for the benefit of its creditors, or the Administrator fails generally to pay its debts as such debts become due or takes any corporate action in furtherance of any of the above, then, in any such case, ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all Mac, will remove the Administrator. (iv) At any time ▇▇▇▇▇▇▇ Mac may, upon five days’ written notice to the Administrator, and with or without cause, remove the Administrator and appoint a successor Administrator. (v) If the Administrator is removed or if a vacancy occurs in the office of the Administrator for any cause, ▇▇▇▇▇▇▇ Mac will promptly appoint in writing a successor Administrator. If no successor administrator is so appointed and accepts its appointment as provided below within 30 days any Holder may petition any court of competent jurisdiction to appoint a successor administrator. Such court may thereupon, after such action notice, if any, as it may deem proper, appoint a successor administrator. (vi) ▇▇▇▇▇▇▇ Mac will give notice of each removal of the Administrator, and execute each appointment of, and the acceptance of its duties by, a successor administrator by mailing notice of such event to the Registered Holders, and by Electronic Notice to the Remarketing Agent, the Sponsor and each applicable Rating Agency. (vii) Every successor Administrator appointed under the Series Certificate Agreement will, within 10 days or its appointment, execute, acknowledge and deliver all to ▇▇▇▇▇▇▇ Mac, the Sponsor and its predecessor Administrator an instrument accepting such instruments as may be necessary appointment, and appropriate to prosecute thereupon the resignation or removal of the predecessor Administrator will become effective, and such petition and to comply successor administrator, without any further act, deed, or conveyance, will become vested with all final orders the rights, powers, duties and decrees obligations of its predecessor under the Series Certificate Agreement. All relevant legal documents and records held by the predecessor Administrator in such circumstance will be transferred to the successor Administrator. (viii) No successor Administrator will accept its appointment unless, at the time of such acceptance, such successor administration is qualified and eligible under Section 10.06 and satisfies the requirements for a “trustee” under Section 26(a)(1) of the courtInvestment Company Act. (ix) No successor Administrator shall be appointed under this Section (other than one appointed by Court order) without the prior written consent of the Sponsor (provided no such consent shall be required if a Liquidity Provider Termination Event has occurred and is continuing).

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes Interests and the Trust Fund Certificates pursuant to Sections 2.04 and 3.073.05. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes Interests and the Trust Fund Certificates pursuant to Sections 2.04 and 3.073.05. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Fannie Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ Fannie Mae in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Fannie Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Fannie Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Fannie Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ Fannie Mae in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Fannie Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.04. ▇▇▇▇▇▇ ▇▇▇Fannie Mae, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.04. In the event of any such resignation, ▇▇▇▇▇▇ Fannie Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ Fannie Mae shall have resigned. ▇▇▇▇▇▇ Fannie Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.04. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.04. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ it in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and be consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s 's activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s 's resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae ▇▇▇ shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ Mae in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s 's guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates obligations pursuant to Sections 2.04 and 3.07Section 3.4. ▇▇▇▇▇▇ ▇▇▇Mae, notwithstanding any such resignation, shall continue to be obligated under its such guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates obligations pursuant to Sections 2.04 and 3.07Section 3.4. In the event of any such resignation, ▇▇▇▇▇▇ Mae ▇▇▇ promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ Mae shall have resigned. ▇▇▇▇▇▇ Mae ▇▇▇ shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ Mae shall have resigned. ▇▇▇▇▇▇ Mae ▇▇▇ shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.06. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.06. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae ▇▇▇ shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ Mae in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae ▇▇▇ shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ Mae in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.03. ▇▇▇▇▇▇ ▇▇▇Mae, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.03. In the event of any such resignation, ▇▇▇▇▇▇ Mae ▇▇▇ promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ Mae shall have resigned. ▇▇▇▇▇▇ Mae ▇▇▇ shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes Interests and the Trust Fund Certificates pursuant to Sections 2.04 2.03 and 3.073.04. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes Interests and the Trust Fund Certificates pursuant to Sections 2.04 2.03 and 3.073.04. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes, the Middle Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes, the Middle Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes pursuant to Section 2.04 and its guaranty of the Trust Fund Certificates pursuant to Sections 2.04 and Section 3.07. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes pursuant to Section 2.04 and its guaranty of the Trust Fund Certificates pursuant to Sections 2.04 and Section 3.07. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and be consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates obligations pursuant to Sections 2.04 and 3.07Section 3.4. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its such guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates obligations pursuant to Sections 2.04 and 3.07Section 3.4. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of CertificatesCertificates and the Rating Agency, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court. Any corporation or entity that succeeds ▇▇▇▇▇▇ ▇▇▇ as Trustee hereunder as a result of ▇▇▇▇▇▇ Mae’s resigning in its capacity as Trustee shall at all times be an association or a corporation organized and doing business under the laws of any state or the United States of America or the District of Columbia, authorized under such laws to exercise trust powers, having a combined capital and surplus of at least $50,000,000 and subject to supervision or examination by federal or state authority. If such association or corporation publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 7.1 the combined capital and surplus of such association or corporation shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The short-term or long-term debt obligations of the Trustee shall at all times be rated “BBB” or better by Standard & Poor’s, D&P or Fitch. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 7.1, the Trustee shall resign immediately in the manner and with the effect specified herein. The corporation or association serving as Trustee may have normal banking and trust relationships with ▇▇▇▇▇▇ ▇▇▇, the Master Servicer and its Affiliates or the Special Servicer and its Affiliates.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in is its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the obligations set forth in this Trust Fund Certificates pursuant to Sections 2.04 and 3.07Agreement. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes Interests, the Upper Tier Interests and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07set forth in this Trust Agreement. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes Interests and the Trust Fund Certificates pursuant to Sections 2.04 2.03 and 3.07. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes Interests and the Trust Fund Certificates pursuant to Sections 2.04 2.03 and 3.07. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes Interests, the Middle Tier Regular Interests and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes Interests, the Middle Tier Regular Interests and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 2.03 and 3.073.04. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 2.03 and 3.073.04. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity capacity, or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel, a copy of which will be provided to the Certificate Insurer. In the event that the basis of any such Opinion of Counsel shall relate to the dual several nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity capacity, or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in from its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed (with the Certificate Insurer’s consent as long as no Certificate Insurer Default is continuing) and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 4.3. ▇▇▇▇▇▇ ▇▇▇, as Guarantor, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 4.3. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. (a) ▇▇▇▇▇▇▇ Mae shall not Mac may resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or Mac in its capacity as Trustee Administrator by the terms of this Trust the Series Certificate Agreement except upon determination at any time provided that at the performance time of such duties its resignation a successor administrator meeting the qualifications set forth in Section 10.06 is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of appointed by ▇▇▇▇▇▇▇ Mae’s activities hereunder Mac and the conclusion of has accepted such Opinion of Counsel may be changed by appointment. If ▇▇▇▇▇▇▇ Mae’s resigning Mac resigns in its corporate capacity or resigning in its capacity as Trusteeaccordance with these terms, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue it promptly will furnish written notice to act hereunder in its corporate capacityall Holders. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor Subsequent to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07. In the event of any such resignation, ▇▇▇▇▇▇▇ Mae promptly shall furnish Mac will continue to be obligated pursuant to the Credit Enhancement and the Liquidity Facility. (b) If the Administrator is no longer ▇▇▇▇▇▇▇ Mac, the following provisions will apply: (i) No resignation or removal of the Administrator, and no appointment of a successor Administrator pursuant to this Article X, will become effective until the successor Administrator has accepted its appointment under this Section 10.07(b). (ii) The Administrator, or any Administrator or Administrators appointed as successors, may resign at any time by giving written notice thereof of resignation to all ▇▇▇▇▇▇▇ Mac, the Sponsor, the Remarketing Agent and each applicable Rating Agency, and by mailing notice of resignation to Registered Holders of Certificatesthe Certificates at their addresses appearing on the Certificate Register. Upon receiving notice of resignation, together with an explanation ▇▇▇▇▇▇▇ Mac will promptly appoint a successor Administrator or Administrators by delivering a Depositor Order to both the resigning Administrator and the successor administrator. If no successor administrator has been appointed and has accepted its appointment within 30 days after the giving of such resignation notice, the reason or reasons therefor, and at its own cost and expense shall proceed promptly to resigning Administrator may petition a any court of competent jurisdiction for the appointment of a successor Administrator, or any Holder of a Certificate may, subject to assume Section 10.07(b)(vii), petition any such court for the duties imposed appointment of a successor Administrator. Such court may, after receiving such notice, if any, as it may deem proper, appoint a successor administrator. (iii) If at any time: (A) the Administrator ceases to be eligible under Section 10.06 and fails to resign after written request by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇▇ Mac; or (1) the Administrator becomes incapable of acting or (2) there is entered a decree or order for relief by a court having jurisdiction in an involuntary case against the Administrator under the Bankruptcy Code or any other applicable federal or state bankruptcy, insolvency, or other similar law, or appointing a receiver, or similar official of the Administrator, for any substantial part of its property, or ordering the winding-up or liquidation of its affairs, and any such decree or order continues unstayed and in effect for a period of 15 consecutive days, or (3) the Administrator commences a voluntary case under the Bankruptcy Code, or any other applicable federal or state bankruptcy, insolvency, or other similar law, or consents to the appointment of a receiver or other similar official of the Administrator, of any substantial part of its property, or the making by it of any assignment for the benefit of its creditors, or the Administrator fails generally to pay its debts as such debts become due or takes any corporate action in furtherance of any of the above, then, in any such case, ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all Mac, will remove the Administrator. (iv) At any time ▇▇▇▇▇▇▇ Mac may, upon five days’ written notice to the Administrator, and with or without cause, remove the Administrator and appoint a successor Administrator. (v) If the Administrator is removed or if a vacancy occurs in the office of the Administrator for any cause, ▇▇▇▇▇▇▇ Mac will promptly appoint in writing a successor Administrator. If no successor administrator is so appointed and accepts its appointment as provided below within 30 days any Holder may petition any court of competent jurisdiction to appoint a successor administrator. Such court may thereupon, after such action notice, if any, as it may deem proper, appoint a successor administrator. (vi) ▇▇▇▇▇▇▇ Mac will give notice of each removal of the Administrator, and execute each appointment of, and the acceptance of its duties by, a successor administrator by mailing notice of such event to the Registered Holders, and by Electronic Notice to the Remarketing Agent, the Sponsor and each applicable Rating Agency. (vii) Every successor Administrator appointed under the Series Certificate Agreement will, within 10 days or its appointment, execute, acknowledge and deliver all to ▇▇▇▇▇▇▇ Mac, the Sponsor and its predecessor Administrator an instrument accepting such instruments as may be necessary appointment, and appropriate to prosecute thereupon the resignation or removal of the predecessor Administrator will become effective, and such petition and to comply successor administrator, without any further act, deed, or conveyance, will become vested with all final orders the rights, powers, duties and decrees obligations of its predecessor under the Series Certificate Agreement. All relevant legal documents and records held by the predecessor Administrator in such circumstance will be transferred to the successor Administrator. (viii) No successor Administrator will accept its appointment unless, at the time of such acceptance, such successor administration is qualified and eligible under Section 10.06 and satisfies the requirements for a “trustee” under Section 26(a)(1) of the courtInvestment Company Act.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon on ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon on and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.02. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.02. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ Mae shall have resigned. ▇▇▇▇▇▇ Mae ▇▇▇ shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in is its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the obligations set forth in this Trust Fund Certificates pursuant to Sections 2.04 and 3.07Agreement. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes Interests, the Middle Tier Interests, the Upper Tier Interests and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07set forth in this Trust Agreement. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in is its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates obligations pursuant to Sections Section 2.04 and 3.07Section 3.04. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections Section 2.04 and 3.07Section 3.04. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Group 6 Class pursuant to Section 2.04 and its guaranty of the Upper Tier Trust Fund Certificates pursuant to Sections 2.04 and Section 3.07. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Group 6 Class pursuant to Section 2.04 and its guaranty of the Upper Tier Trust Fund Certificates pursuant to Sections 2.04 and Section 3.07. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement and any related RCR Supplement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust AgreementAgreement and any related RCR Supplement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 4.05. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 4.05. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement and any RCR Supplement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes Interests and the Trust Fund Certificates pursuant to Sections 2.04 and 3.073.05. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes Interests and the Trust Fund Certificates pursuant to Sections 2.04 and 3.073.06. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in is its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the obligations set forth in this Trust Fund Certificates pursuant to Sections 2.04 and 3.07Agreement. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes Interests and the Certificates as set forth in this Trust Fund Certificates pursuant to Sections 2.04 and 3.07Agreement. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.072.07. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.072.07. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.03. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.03. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ Mae shall have resigned. ▇▇▇▇▇▇ Mae ▇▇▇ shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. (a) ▇▇▇▇▇▇▇ Mae shall not Mac may resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or Mac in its capacity as Trustee Administrator by the terms of this Trust the Series Certificate Agreement except upon determination at any time provided that at the performance time of such duties its resignation a successor administrator meeting the qualifications set forth in Section 10.06 is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of appointed by ▇▇▇▇▇▇▇ Mae’s activities hereunder Mac and the conclusion of has accepted such Opinion of Counsel may be changed by appointment. If ▇▇▇▇▇▇▇ Mae’s resigning Mac resigns in its corporate capacity or resigning in its capacity as Trusteeaccordance with these terms, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue it promptly will furnish written notice to act hereunder in its corporate capacityall Holders. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor Subsequent to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07. In the event of any such resignation, ▇▇▇▇▇▇▇ Mae promptly shall furnish Mac will continue to be obligated pursuant to the Credit Enhancement and the Liquidity Facility. (b) If the Administrator is no longer ▇▇▇▇▇▇▇ Mac, the following provisions will apply: (i) No resignation or removal of the Administrator, and no appointment of a successor Administrator pursuant to this Article X, will become effective until the successor Administrator has accepted its appointment under this Section 10.07(b). (ii) The Administrator, or any Administrator or Administrators appointed as successors, may resign at any time by giving written notice thereof of resignation to all ▇▇▇▇▇▇▇ Mac, the Sponsor, the Remarketing Agent and each applicable Rating Agency, and by mailing notice of resignation to Registered Holders of Certificatesthe Certificates at their addresses appearing on the Certificate Register. Upon receiving notice of resignation, together with an explanation ▇▇▇▇▇▇▇ Mac will promptly appoint a successor Administrator or Administrators by delivering a Depositor Order to both the resigning Administrator and the successor administrator. If no successor administrator has been appointed and has accepted its appointment within 30 days after the giving of such resignation notice, the reason or reasons therefor, and at its own cost and expense shall proceed promptly to resigning Administrator may petition a any court of competent jurisdiction for the appointment of a successor Administrator, or any Holder of a Certificate may, subject to assume Section 10.07(b)(vii), petition any such court for the duties imposed appointment of a successor Administrator. Such court may, after receiving such notice, if any, as it may deem proper, appoint a successor administrator. (iii) If at any time: (A) the Administrator ceases to be eligible under Section 10.06 and fails to resign after written request by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.Mac; or

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes Interests and the Trust Fund Certificates pursuant to Sections 2.04 and 3.073.06. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes Interests and the Trust Fund Certificates pursuant to Sections 2.04 and 3.073.06. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes Interests, the Middle Tier Regular Interests and the Trust Fund Certificates pursuant to Sections 2.04 and 3.072.04, 3.05 or 3.09, as applicable. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes Interests, the Middle Tier Regular Interests and the Trust Fund Certificates pursuant to Sections 2.04 and 3.072.04, 3.05 or 3.09, as applicable. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ Fannie Mae in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Fannie Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Fannie Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Fannie Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ Fannie Mae in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Fannie Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.04. ▇▇▇▇▇▇ ▇▇▇Fannie Mae, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.04. In the event of any such resignation, ▇▇▇▇▇▇ Fannie Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ Fannie Mae shall have resigned. ▇▇▇▇▇▇ Fannie Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07. In the event of any such resignation, ▇▇▇▇▇▇ Mae ▇▇▇ promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ Mae shall have resigned. ▇▇▇▇▇▇ Mae ▇▇▇ shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ Mae in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae ▇▇▇ shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ Mae in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.03. ▇▇▇▇▇▇ ▇▇▇Mae, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.03. In the event of any such resignation, ▇▇▇▇▇▇ Mae ▇▇▇ promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ Mae shall have resigned. ▇▇▇▇▇▇ Mae ▇▇▇ shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in is its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates obligations pursuant to Sections 2.04 Section 2.02 and 3.07Section 3.04. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its such guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates obligations pursuant to Sections 2.04 Section 2.02 and 3.07Section 3.04. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.03. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.03. In the event of any such resignation, ▇▇▇▇▇▇ Mae ▇▇▇ promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ Mae shall have resigned. ▇▇▇▇▇▇ Mae ▇▇▇ shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ it in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and be consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae ▇▇▇ shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ Mae in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates obligations pursuant to Sections 2.04 and 3.07Section 3.4. ▇▇▇▇▇▇ ▇▇▇Mae, notwithstanding any such resignation, shall continue to be obligated under its such guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates obligations pursuant to Sections 2.04 and 3.07Section 3.4. In the event of any such resignation, ▇▇▇▇▇▇ Mae ▇▇▇ promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ Mae shall have resigned. ▇▇▇▇▇▇ Mae ▇▇▇ shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon on ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon on and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.04. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.04. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and be consistent with an Opinion of Counsel. In the event that If the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates obligations pursuant to Sections 2.04 and 3.07Section 3.4. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its such guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates obligations pursuant to Sections 2.04 and 3.07Section 3.4. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, including Holders of Subordinate Certificates, and the Rating Agency, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court. Any corporation or entity that succeeds ▇▇▇▇▇▇ ▇▇▇ as Trustee hereunder as a result of ▇▇▇▇▇▇ Mae’s resigning in its capacity as Trustee shall at all times be an association or a corporation organized and doing business under the laws of any state or the United States of America or the District of Columbia, authorized under such laws to exercise trust powers, having a combined capital and surplus of at least $50,000,000 and subject to supervision or examination by federal or state authority. If such association or corporation publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purposes of this Section 7.1 the combined capital and surplus of such association or corporation shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The short-term or long-term debt obligations of the Trustee shall at all times be rated “BBB” or better by Standard & Poor’s, D&P or Fitch. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section 7.1, the Trustee shall resign immediately in the manner and with the effect specified herein. The corporation or association serving as Trustee may have normal banking and trust relationships with ▇▇▇▇▇▇ ▇▇▇, the Master Servicer and its Affiliates or the Fiscal Agent and its Affiliates.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in is its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and Section 3.07. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and Section 3.07. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.03. ▇▇▇▇▇▇ ▇▇▇Mae, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.03. In the event of any such resignation, ▇▇▇▇▇▇ Fannie Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ Fannie Mae shall have resigned. ▇▇▇▇▇▇ Fannie Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes Interests and the Trust Fund Certificates pursuant to Sections 2.04 2.03 and 3.073.06. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes Interests and the Trust Fund Certificates pursuant to Sections 2.04 2.03 and 3.073.06. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ Mae in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Fannie Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Fannie Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Fannie Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ Fannie Mae in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Fannie Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.04. ▇▇▇▇▇▇ ▇▇▇Fannie Mae, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.07Section 3.04. In the event of any such resignation, ▇▇▇▇▇▇ Fannie Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ Fannie Mae shall have resigned. ▇▇▇▇▇▇ Fannie Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.073.06. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Trust Fund Certificates pursuant to Sections 2.04 and 3.073.06. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.

Resignation. ▇▇▇▇▇▇ Mae shall not resign from the duties imposed upon ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity or in its capacity as Trustee by the terms of this Trust Agreement except upon determination that the performance of such duties is not permissible under applicable law. Any such determination shall be based upon and consistent with an Opinion of Counsel. In the event that the basis of any such Opinion of Counsel shall relate to the dual nature of ▇▇▇▇▇▇ Mae’s activities hereunder and the conclusion of such Opinion of Counsel may be changed by ▇▇▇▇▇▇ Mae’s resigning in its corporate capacity or resigning in its capacity as Trustee, ▇▇▇▇▇▇ Mae shall resign in its capacity as Trustee and shall continue to act hereunder in its corporate capacity. No resignation shall become effective until a successor shall have been appointed and shall have assumed all duties imposed by the terms of this Trust Agreement; provided, however, that no successor to ▇▇▇▇▇▇ ▇▇▇ in its corporate capacity hereunder shall be obligated to perform under ▇▇▇▇▇▇ Mae’s guaranty of the Lower Tier Regular Classes and the Group 3 and Group 4 Classes pursuant to Section 2.04 and its guaranty of the Upper Tier Trust Fund Certificates pursuant to Sections 2.04 and Section 3.07. ▇▇▇▇▇▇ ▇▇▇, notwithstanding any such resignation, shall continue to be obligated under its guaranty of the Lower Tier Regular Classes and the Group 3 and Group 4 Classes pursuant to Section 2.04 and its guaranty of the Upper Tier Trust Fund Certificates pursuant to Sections 2.04 and Section 3.07. In the event of any such resignation, ▇▇▇▇▇▇ Mae promptly shall furnish written notice thereof to all Holders of Certificates, together with an explanation of the reason or reasons therefor, and at its own cost and expense shall proceed promptly to petition a court of competent jurisdiction for the appointment of a successor to assume the duties imposed by this Trust Agreement in respect of the capacity or capacities as to which ▇▇▇▇▇▇ ▇▇▇ shall have resigned. ▇▇▇▇▇▇ Mae shall take all such action and execute and deliver all such instruments as may be necessary and appropriate to prosecute such petition and to comply with all final orders and decrees of the court.