W I T N E S S E T H T H A T Sample Clauses

W I T N E S S E T H T H A T. In consideration of the mutual agreements herein contained, the parties hereto agree as follows:

W I T N E S S E T H T H A T. In consideration of the mutual agreements herein contained, the Seller, the Master Servicer, the Trustee and the Trust Administrator agree as follows:

W I T N E S S E T H T H A T. In consideration of the mutual agreements set forth in this Agreement, the parties agree as follows: P R E L I M I N A R Y S T A T E M E N T The Depositor is the owner of the Trust Fund that is hereby conveyed to the Trustee in return for the Certificates. The Trust Fund (exclusive of any amounts in respect of waived Prepayment Charges paid by the Servicer to the Class P Certificates pursuant to the second paragraph of Section 3.20 hereof) for federal income tax purposes will consist of two REMICs (the "Lower Tier REMIC" and the "Master REMIC"). Each Certificate, other than the Class A-R Certificate, will represent ownership of one or more regular interests in the Master REMIC for purposes of the REMIC Provisions. The Class A-R Certificate represents ownership of the sole class of residual interest in each REMIC created hereunder. The Master REMIC will hold as assets the Lower Tier Regular Interests. The Lower Tier REMIC will hold as assets all property of the Trust Fund. For federal income tax purposes, each Certificate (other than the Class A-R Certificate) is hereby designated as a regular interest in the Master REMIC and each Lower Tier Regular Interest, as defined below, is designated as a regular interest in the Lower Tier REMIC. The latest possible maturity date of all REMIC regular interests created in this Agreement shall be the Latest Possible Maturity Date. All amounts in respect of waived Prepayment Charges paid by the Servicer to the Class P Certificates pursuant to the second paragraph of Section 3.20 hereof will be treated as paid directly by the Servicer to the Class P Certificates and not as paid by or through any REMIC created hereunder. The Lower Tier REMIC The following table sets forth characteristics of the Lower Tier Regular Interests:

W I T N E S S E T H T H A T. In consideration of the mutual agreements herein contained, GE Capital Mortgage Services, Inc. and State Street Bank and Trust Company agree as follows:

W I T N E S S E T H T H A T. This Agreement is made pursuant to Section [3.1] of that certain Lease dated [date], between Landlord and Tenant (the “Lease”).

W I T N E S S E T H T H A T. In consideration of the mutual agreements herein contained, the parties agree as follows: The Depositor is the owner of the Trust Fund that is hereby conveyed to the Trustee in return for the Certificates. The Trust Fund for federal income tax purposes will consist of three REMICs: the Subsidiary REMIC, the Intermediary REMIC, and the Master REMIC. The Subsidiary REMIC will consist of all of the assets constituting the Trust Fund (including $100 put in trust for the benefit of the Class P Certificate, but excluding the Pre-Funding Account, the Capitalized Interest Account, the Yield Maintenance Agreement, the Carryover Reserve Fund and the Available Funds Cap Reserve Fund) and will be evidenced by the Subsidiary REMIC Regular Interests (which, excluding the Class P Certificate will be uncertificated) (the "Uncertificated Subsidiary REMIC Regular Interests") and will represent the "regular interests" in the Subsidiary REMIC and the SR Interest as the single "residual interest" in the Subsidiary REMIC. The Trustee will hold the Uncertificated Subsidiary REMIC Regular Interests for the benefit of the Intermediate REMIC. The Intermediate REMIC will consist of the Uncertificated Subsidiary REMIC Regular Interests and will be evidenced by the Intermediate REMIC Regular Interest (which will represent the "regular interests" in the Intermediate REMIC) and the IR Interest as the single "residual interest" in the Intermediate REMIC. The Trustee will hold the Intermediate REMIC Regular Interests for the benefit of the Master REMIC. The Master REMIC will consist of the Intermediate REMIC Regular Interests and will be evidenced by the Regular Certificates other than the Class P Certificates (which will represent the "regular interests" in the Master REMIC) and the MR Interest as the single "residual interest" in the Master REMIC. The Class A-R Certificates will represent beneficial ownership of the SR Interest, IR Interest and the MR Interest. The "latest possible maturity date" for federal income tax purposes of all interests created hereby will be the Latest Possible Maturity Date. The Master REMIC The following table sets forth characteristics of the Certificates, together with the minimum denominations and integral multiples in excess thereof in which such Classes shall be issuable (except that one Certificate of each Class of Certificates may be issued in a different amount and, in addition, one Residual Certificate representing the Tax Matters Person Certificate ...

W I T N E S S E T H T H A T. In consideration of the mutual covenants herein contained, the Issuer has duly authorized the execution and delivery of this Indenture to provide for the issuance of Notes, issuable as provided in this Indenture. All covenants and agreements made by the Issuer herein are for the benefit and security of the Noteholders. Subject to the terms of this Indenture, the Issuer hereby Grants on the Closing Date, to the Indenture Trustee, as Indenture Trustee for the benefit of the Noteholders, all of the Issuer’s right, title and interest, whether now owned or hereafter acquired, in and to: (i) such Eligible Loans as from time to time are subject to the Sale and Servicing Agreement as listed in the Loan Schedule, as the same may be amended or supplemented on each Transfer Date and by the removal of Deleted Loans, repurchased Loans and Unqualified Loans and by the addition of Qualified Substitute Loans, together with the Servicer’s Loan Files and the Custodial Loan Files relating thereto and all proceeds thereof, (ii) the Mortgages and security interests in the Mortgaged Properties, (iii) all payments in respect of interest and principal with respect to each Eligible Loan received on or after the related Transfer Date, (iv) such assets as from time to time are identified as Foreclosure Property, (v) such assets and funds (other than Excluded Amounts) as are from time to time deposited in the Distribution Account, the Principal Collections Account and the Collection Account, including, without limitation, amounts on deposit in such accounts that are invested in Permitted Investments, (vi) lenders’ rights to any Insurance Proceeds, (vii) Net Proceeds, (viii) all right, title and interest of each of the Depositor, the Loan Originator and the Issuer in and under the Basic Documents including, without limitation, the obligations of the Loan Originator under the Loan Sale Agreement, and all proceeds of any of the foregoing, (ix) all right, title and interest of the Issuer in and to the Sale and Servicing Agreement, (including the Issuer’s right to cause the Loan Originator to repurchase Loans from the Issuer under certain circumstances described therein), (x) all other property of the Issuer from time to time and (xi) all present and future claims, demands, causes of action and choses in action in respect of any or all of the foregoing and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all of the foregoing, including all...

W I T N E S S E T H T H A T. The parties, for and in consideration of the mutual and reciprocal covenants and agreements hereinafter contained, do contract and agree as follows:

W I T N E S S E T H T H A T. In consideration of the mutual covenants herein contained, the Issuer and the Indenture Trustee hereby agree as follows for the benefit of each of them and for the equal and ratable benefit of the Holders of the Issuer's Class A-1 Floating Rate Home Loan Asset Backed Notes (the "Class A-1 Notes"), Class A-2 6.34%