ACE SECURITIES CORP.
Depositor
OCWEN LOAN SERVICING, LLC
Servicer
WELLS FARGO BANK, N.A.
Master Servicer and Securities
Administrator
HSBC BANK USA, NATIONAL
ASSOCIATION
Trustee
POOLING AND SERVICING
AGREEMENT
Dated as of September 1,
2006
ACE Securities Corp. Home Equity
Loan Trust, Series 2006-HE4
Asset Backed Pass-Through
Certificates
TABLE OF CONTENTS
|
ARTICLE I
DEFINITIONS
|
9
|
|
|
Defined
Terms.
|
9
|
|
|
Allocation of
Certain Interest Shortfalls.
|
87
|
|
|
|
|
ARTICLE II
CONVEYANCE OF MORTGAGE LOANS; ORIGINAL ISSUANCE OF
CERTIFICATES
|
90
|
|
|
Conveyance of
the Mortgage Loans.
|
90
|
|
|
Acceptance of
REMIC I by Trustee.
|
91
|
|
|
Repurchase or
Substitution of Mortgage Loans.
|
92
|
|
|
Representations
and Warranties of the Master Servicer.
|
95
|
|
|
Representations, Warranties and Covenants of the
Servicer.
|
96
|
|
|
Issuance of the
REMIC I Regular Interests and the Class R-I Interest.
|
99
|
|
|
Conveyance of
the REMIC I Regular Interests; Acceptance of REMIC II and REMIC III
by the Trustee.
|
99
|
|
|
Issuance of the
Residual Certificates.
|
100
|
|
|
Establishment
of the Trust.
|
100
|
|
|
Purpose and
Powers of the Trust.
|
102
|
|
|
Representations
and Warranties of the Trustee.
|
103
|
|
|
|
|
ARTICLE III
ADMINISTRATION AND SERVICING OF THE MORTGAGE LOANS;
ACCOUNTS
|
104
|
|
|
The Servicer to
Act as Servicer.
|
104
|
|
|
Sub-Servicing
Agreements Between the Servicer and Sub-Servicers.
|
107
|
|
|
Successor
Sub-Servicers.
|
108
|
|
|
No Contractual
Relationship Between Sub-Servicer, Subcontractor, Trustee or the
Certificateholders.
|
109
|
|
|
Assumption or
Termination of Sub-Servicing Agreement by Successor
Servicer.
|
109
|
|
|
Collection of
Certain Mortgage Loan Payments.
|
109
|
|
|
Collection of
Taxes, Assessments and Similar Items; Servicing
Accounts.
|
110
|
|
|
Collection
Account and Distribution Account.
|
111
|
|
|
Withdrawals
from the Collection Account and Distribution Account.
|
113
|
|
|
Investment of
Funds in the Investment Accounts.
|
116
|
|
|
Maintenance of
Hazard Insurance, Errors and Omissions and Fidelity Coverage and
Primary Mortgage Insurance.
|
117
|
|
|
Enforcement of
Due-on-Sale Clauses; Assumption Agreements
|
120
|
|
|
Realization
Upon Defaulted Mortgage Loans.
|
121
|
|
|
Trustee to
Cooperate; Release of Mortgage Files.
|
123
|
|
|
Servicing
Compensation.
|
124
|
|
|
Collection
Account Statements.
|
124
|
|
|
Annual
Statement as to Compliance.
|
125
|
|
|
Assessments of
Compliance and Attestation Reports.
|
126
|
|
|
Annual
Certification; Additional Information.
|
127
|
|
|
Access to
Certain Documentation.
|
128
|
|
|
Title,
Management and Disposition of REO Property.
|
129
|
|
|
Obligations of
the Servicer in Respect of Prepayment Interest Shortfalls; Relief
Act Interest Shortfalls.
|
132
|
|
|
Obligations of
the Servicer in Respect of Mortgage Rates and Monthly
Payments.
|
132
|
|
|
Reserve
Fund.
|
133
|
|
|
Advance
Facility.
|
134
|
|
|
Indemnification.
|
136
|
|
|
|
|
ARTICLE IV
ADMINISTRATION AND MASTER SERVICING OF THE MORTGAGE LOANS BY
THE
|
139
|
|
|
|
|
|
Master
Servicer.
|
139
|
|
|
REMIC-Related
Covenants.
|
140
|
|
|
Monitoring of
Servicer.
|
140
|
|
|
Fidelity
Bond.
|
141
|
|
|
Power to Act;
Procedures.
|
141
|
|
|
Due-on-Sale
Clauses; Assumption Agreements.
|
142
|
|
|
Documents,
Records and Funds in Possession of Master Servicer To Be Held for
Trustee.
|
142
|
|
|
Standard Hazard
Insurance and Flood Insurance Policies.
|
143
|
|
|
Presentment of
Claims and Collection of Proceeds.
|
143
|
|
|
Maintenance of
Primary Mortgage Insurance Policies.
|
143
|
|
|
Trustee to
Retain Possession of Certain Insurance Policies and
Documents.
|
144
|
|
|
Realization
Upon Defaulted Mortgage Loans.
|
144
|
|
|
Compensation
for the Master Servicer.
|
144
|
|
|
REO
Property.
|
145
|
|
|
Master Servicer
Annual Statement of Compliance.
|
145
|
|
|
Master Servicer
Assessments of Compliance.
|
146
|
|
|
Master Servicer
Attestation Reports.
|
148
|
|
|
Annual
Certification.
|
149
|
|
|
Obligation of
the Master Servicer in Respect of Prepayment Interest
Shortfalls.
|
149
|
|
|
Prepayment
Penalty Verification.
|
150
|
|
|
|
|
ARTICLE V
PAYMENTS TO CERTIFICATEHOLDERS
|
151
|
|
|
Distributions.
|
151
|
|
|
Statements to
Certificateholders.
|
166
|
|
|
Servicer
Reports; P&I Advances.
|
170
|
|
|
Allocation of
Realized Losses.
|
171
|
|
|
Compliance with
Withholding Requirements.
|
175
|
|
|
Reports Filed
with Securities and Exchange Commission.
|
175
|
|
|
Supplemental
Interest Trust.
|
180
|
|
|
Tax Treatment
of Swap Payments and Swap Termination Payments.
|
182
|
|
|
|
|
ARTICLE VI THE
CERTIFICATES
|
183
|
|
|
The
Certificates.
|
183
|
|
|
Registration of
Transfer and Exchange of Certificates.
|
185
|
|
|
Mutilated,
Destroyed, Lost or Stolen Certificates.
|
191
|
|
|
Persons Deemed
Owners.
|
191
|
|
|
Certain
Available Information.
|
191
|
|
|
|
|
ARTICLE VII THE
DEPOSITOR, THE SERVICER AND THE MASTER SERVICER
|
192
|
|
|
Liability of
the Depositor, the Servicer and the Master Servicer.
|
192
|
|
|
Merger or
Consolidation of the Depositor, the Servicer or the Master
Servicer.
|
192
|
|
|
Limitation on
Liability of the Depositor, the Servicer, the Master Servicer and
Others.
|
192
|
|
|
Limitation on
Resignation of the Servicer.
|
193
|
|
|
Limitation on
Resignation of the Master Servicer.
|
195
|
|
|
Assignment of
Master Servicing.
|
195
|
|
|
Rights of the
Depositor in Respect of the Servicer and the Master
Servicer.
|
196
|
|
|
Duties of the
Credit Risk Manager.
|
197
|
|
|
Limitation Upon
Liability of the Credit Risk Manager.
|
197
|
|
|
Removal of the
Credit Risk Manager.
|
197
|
|
|
|
|
ARTICLE VIII
DEFAULT
|
198
|
|
|
Servicer Events
of Default.
|
198
|
|
|
Master Servicer
to Act; Appointment of Successor.
|
203
|
|
|
Notification to
Certificateholders.
|
205
|
|
|
Waiver of
Servicer Events of Default.
|
205
|
|
|
|
|
ARTICLE IX
CONCERNING THE TRUSTEE AND THE SECURITIES ADMINISTRATOR
|
206
|
|
|
Duties of
Trustee and Securities Administrator.
|
206
|
|
|
Certain Matters
Affecting Trustee and Securities Administrator.
|
207
|
|
|
Trustee and
Securities Administrator not Liable for Certificates or Mortgage
Loans.
|
210
|
|
|
Trustee and
Securities Administrator May Own Certificates.
|
210
|
|
|
Fees and
Expenses of Trustee, Custodians and Securities
Administrator.
|
210
|
|
|
Eligibility
Requirements for Trustee and Securities Administrator.
|
211
|
|
|
Resignation and
Removal of Trustee and Securities Administrator.
|
212
|
|
|
Successor
Trustee or Securities Administrator.
|
213
|
|
|
Merger or
Consolidation of Trustee or Securities Administrator.
|
213
|
|
|
Appointment of
Co-Trustee or Separate Trustee.
|
214
|
|
|
Appointment of
Office or Agency.
|
215
|
|
|
Representations
and Warranties.
|
215
|
|
ARTICLE X
TERMINATION
|
217
|
|
|
Termination
Upon Repurchase or Liquidation of All Mortgage Loans.
|
217
|
|
|
Additional
Termination Requirements.
|
219
|
|
|
|
|
ARTICLE XI
REMIC PROVISIONS
|
221
|
|
|
REMIC
Administration.
|
221
|
|
|
Prohibited
Transactions and Activities.
|
223
|
|
|
Indemnification.
|
224
|
|
|
|
|
ARTICLE XII
MISCELLANEOUS PROVISIONS
|
225
|
|
|
Amendment.
|
225
|
|
|
Recordation of
Agreement; Counterparts.
|
226
|
|
|
Limitation on
Rights of Certificateholders.
|
226
|
|
|
Governing
Law.
|
227
|
|
|
Notices.
|
227
|
|
|
Severability of
Provisions.
|
228
|
|
|
Notice to
Rating Agencies.
|
228
|
|
|
Article and
Section References.
|
229
|
|
|
Grant of
Security Interest.
|
229
|
|
|
Survival of
Indemnification.
|
230
|
|
|
Intention of
the Parties and Interpretation.
|
230
|
|
|
Indemnification.
|
230
|
|
Exhibit
A-1
|
|
Form of Class A
Certificate
|
|
Exhibit
A-2
|
|
Form of Class M
Certificate
|
|
Exhibit
A-3
|
|
Form of Class
CE Certificate
|
|
Exhibit
A-4
|
|
Form of Class P
Certificate
|
|
Exhibit
A-5
|
|
Form of Class R
Certificate
|
|
Exhibit
B-1
|
|
Form of
Transferor Representation Letter and Form of Transferee
Representation Letter in Connection with Transfer of the Class M-11
Certificates, Class P Certificates, Class CE Certificates and
Residual Certificates Pursuant to Rule 144A Under the Securities
Act
|
|
Exhibit
B-2
|
|
Form of
Transferor Representation Letter and Form of Transferee
Representation Letter in Connection with Transfer of the Class M-11
Certificates, Class P Certificates, Class CE Certificates and
Residual Certificates Pursuant to Rule 501(a) Under the Securities
Act
|
|
Exhibit
B-3
|
|
Form of
Transfer Affidavit and Agreement and Form of Transferor Affidavit
in Connection with Transfer of Residual Certificates
|
|
Exhibit
C
|
|
Form of Back-Up
Certification
|
|
Exhibit
D
|
|
Form of Power
of Attorney
|
|
Exhibit
E
|
|
Servicing
Criteria
|
|
Exhibit
F
|
|
Mortgage Loan
Purchase Agreement
|
|
Exhibit
G
|
|
Form 10-D, Form
8-K and Form 10-K Reporting Responsibility
|
|
Exhibit
H
|
|
Additional
Disclosure Notification
|
|
Exhibit
I
|
|
Swap
Agreement
|
|
Exhibit
J
|
|
Cap
Contracts
|
|
Exhibit
K
|
|
Subsequent
Transfer Instrument
|
|
Exhibit
L
|
|
Addition
Notice
|
|
Exhibit
M
|
|
Identified
Subsequent Mortgage Loans
|
|
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|
Schedule
1
|
|
Mortgage Loan
Schedule
|
|
Schedule
2
|
|
Prepayment
Charge Schedule
|
|
Schedule
3
|
|
Reserved
|
|
Schedule
4
|
|
Standard File
Layout - Delinquency Reporting
|
|
Schedule
5
|
|
Standard File
Layout - Master Servicing
|
|
Schedule
6
|
|
Data
Requirements of Servicing Advances Incurred Prior to Cut-off
Date
|
This Pooling and Servicing Agreement, is dated
and effective as of September 1, 2006, among ACE SECURITIES CORP.,
as Depositor, OCWEN LOAN SERVICING, LLC, as Servicer, WELLS FARGO
BANK, N.A., Master Servicer and Securities Administrator and HSBC
BANK USA, NATIONAL ASSOCIATION, as Trustee.
PRELIMINARY STATEMENT:
The Depositor intends to sell pass-through
certificates to be issued hereunder in multiple classes, which in
the aggregate will evidence the entire beneficial ownership
interest of the Trust Fund created hereunder. The Trust Fund will
consist of a segregated pool of assets comprised of the Mortgage
Loans, the Subsequent Mortgage Loans and certain other related
assets subject to this Agreement.
REMIC I
As provided herein, the Securities Administrator
will elect to treat the segregated pool of assets consisting of the
Mortgage Loans and certain other related assets subject to this
Agreement (other than the Pre-Funding Account, the Capitalized
Interest Account, the Reserve Fund and, for the avoidance of doubt,
the Supplemental Interest Trust, the Cap Contracts and the Swap
Agreement) as a REMIC for federal income tax purposes, and such
segregated pool of assets will be designated as “REMIC
I”. The Class R-I Interest will be the sole class of
“residual interests” in REMIC I for purposes of the
REMIC Provisions (as defined herein). The following table
irrevocably sets forth the designation, the REMIC I Remittance
Rate, the initial Uncertificated Balance and, for purposes of
satisfying Treasury regulation Section 1.860G-1(a)(4)(iii),
the “latest possible maturity date” for each of the
REMIC I Regular Interests (as defined herein). None of the REMIC I
Regular Interests will be certificated.
|
Designation
|
|
REMIC I
Remittance
Rate
|
|
Initial
Uncertificated
Balance
|
|
Latest
Possible
Maturity
Date (1)
|
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I
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October 25, 2036
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I-1-A
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October 25, 2036
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I-1-B
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October 25, 2036
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I-2-A
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October 25, 2036
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I-2-B
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October 25, 2036
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I-3-A
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October 25, 2036
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I-3-B
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October 25, 2036
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I-4-A
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October 25, 2036
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I-4-B
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October 25, 2036
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I-5-A
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October 25, 2036
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I-5-B
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October 25, 2036
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I-6-A
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October 25, 2036
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I-6-B
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October 25, 2036
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I-7-A
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October 25, 2036
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I-7-B
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October 25, 2036
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I-8-A
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October 25, 2036
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I-8-B
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October 25, 2036
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I-9-A
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October 25, 2036
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I-9-B
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October 25, 2036
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Designation
|
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REMIC I
Remittance
Rate
|
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Initial
Uncertificated
Balance
|
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Latest
Possible
Maturity
Date (1)
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I-10-A
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October 25, 2036
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I-10-B
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October 25, 2036
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I-11-A
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October 25, 2036
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I-11-B
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October 25, 2036
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I-12-A
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October 25, 2036
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I-12-B
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October 25, 2036
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I-13-A
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October 25, 2036
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I-13-B
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October 25, 2036
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I-14-A
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October 25, 2036
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I-14-B
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October 25, 2036
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I-15-A
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October 25, 2036
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I-15-B
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October 25, 2036
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I-16-A
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October 25, 2036
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I-16-B
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October 25, 2036
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I-17-A
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October 25, 2036
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I-17-B
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October 25, 2036
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I-18-A
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October 25, 2036
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I-18-B
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October 25, 2036
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I-19-A
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October 25, 2036
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I-19-B
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October 25, 2036
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I-20-A
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October 25, 2036
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I-20-B
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October 25, 2036
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I-21-A
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October 25, 2036
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I-21-B
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October 25, 2036
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I-22-A
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October 25, 2036
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I-22-B
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October 25, 2036
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I-23-A
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October 25, 2036
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I-23-B
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October 25, 2036
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I-24-A
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October 25, 2036
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I-24-B
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October 25, 2036
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I-25-A
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October 25, 2036
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I-25-B
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October 25, 2036
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I-26-A
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|
|
|
|
|
|
|
October 25, 2036
|
|
|
I-26-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
I-27-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
I-27-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
I-28-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
I-28-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
I-29-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
I-29-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
I-30-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
I-30-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
I-31-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
I-31-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
I-32-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
I-32-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
Designation
|
|
REMIC I
Remittance
Rate
|
|
Initial
Uncertificated
Balance
|
|
Latest
Possible
Maturity
Date (1)
|
|
|
I-33-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
I-33-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
I-34-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
I-34-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
I-35-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
I-35-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
I-36-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
I-36-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
I-37-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
I-37-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
I-38-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
I-38-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
I-39-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
I-39-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-1-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-1-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-2-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-2-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-3-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-3-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-4-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-4-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-5-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-5-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-6-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-6-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-7-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-7-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-8-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-8-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-9-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-9-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-10-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-10-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-11-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-11-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-12-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-12-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-13-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-13-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-14-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-14-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-15-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-15-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-16-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
Designation
|
|
REMIC I
Remittance
Rate
|
|
Initial
Uncertificated
Balance
|
|
Latest
Possible
Maturity
Date (1)
|
|
|
II-16-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-17-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-17-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-18-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-18-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-19-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-19-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-20-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-20-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-21-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-21-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-22-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-22-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-23-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-23-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-24-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-24-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-25-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-25-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-26-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-26-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-27-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-27-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-28-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-28-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-29-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-29-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-30-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-30-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-31-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-31-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-32-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-32-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-33-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-33-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-34-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-34-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-35-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-35-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-36-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-36-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-37-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-37-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-38-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-38-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
II-39-A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
Designation
|
|
REMIC I
Remittance
Rate
|
|
Initial
Uncertificated
Balance
|
|
Latest
Possible
Maturity
Date (1)
|
|
|
II-39-B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
P
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
|
For purposes of
Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the
Distribution Date immediately following the maturity date for the
Mortgage Loan with the latest maturity date has been designated as
the “latest possible maturity date” for each REMIC I
Regular Interest.
|
|
(2)
|
Calculated in
accordance with the definition of “REMIC I Remittance
Rate” herein.
|
REMIC II
As provided herein, the Securities Administrator
will elect to treat the segregated pool of assets consisting of the
REMIC I Regular Interests as a REMIC for federal income tax
purposes, and such segregated pool of assets will be designated as
“REMIC II.” The Class R-II Interest will evidence the
sole class of “residual interests” in REMIC II for
purposes of the REMIC Provisions. The following table irrevocably
sets forth the designation, the REMIC II Remittance Rate, the
initial aggregate Uncertificated Balance and, for purposes of
satisfying Treasury regulation Section 1.860G-1(a)(4)(iii),
the “latest possible maturity date” for each of the
REMIC II Regular Interests. None of the REMIC II Regular Interests
will be certificated.
|
Designation
|
|
REMIC II
Remittance
Rate
|
|
Initial
Uncertificated
Balance
|
|
Latest
Possible
Maturity
Date (1)
|
|
|
AA
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
A-1
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
A-2A
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
A-2B
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
A-2C
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
A-2D
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
M-1
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
M-2
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
M-3
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
M-4
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
M-5
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
M-6
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
M-7
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
M-8
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
M-9
|
|
|
|
|
|
|
|
|
|
October 25, 2036
|
|
|
M-10
|
|
