EX-4 3 we675058-ex4.txt PSA ------------------------------------------------------------------- WELLS FARGO ASSET SECURITIES CORPORATION (Seller) and WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION (Master Servicer) and WACHOVIA BANK, NATIONAL ASSOCIATION (Trustee) POOLING AND SERVICING AGREEMENT Dated as of August 28, 2002 $225,460,487.91 Mortgage Asset-Backed Pass-Through Certificates Series 2002-1 ----------------------------------------------------------------- TABLE OF CONTENTS ARTICLE I DEFINITIONS Section 1.01 Definitions................................................... Section 1.02 Acts of Holders............................................... Section 1.03 Effect of Headings and Table of Contents...................... Section 1.04 Benefits of Agreement......................................... ARTICLE II CONVEYANCE OF MORTGAGE LOANS; ORIGINAL ISSUANCE OF THE CERTIFICATES Section 2.01 Conveyance of Mortgage Loans.................................. Section 2.02 Acceptance by Custodian....................................... Section 2.03 Representations and Warranties of the Master Servicer and the Seller.............................................. Section 2.04 Execution and Delivery of Certificates........................ Section 2.05 Designation of Certificates; Designation of Startup Day and Latest Possible Maturity Date........................... Section 2.06 Optional Substitution of Mortgage Loans....................... ARTICLE III ADMINISTRATION OF THE TRUST ESTATE; SERVICING OF THE MORTGAGE LOANS Section 3.01 Certificate Account........................................... Section 3.02 Permitted Withdrawals from the Certificate Account............ Section 3.03 Advances by Master Servicer and Trustee....................... Section 3.04 Custodian to Cooperate; Release of Owner Mortgage Loan Files......................... Section 3.05 Reports to the Trustee; Annual Compliance Statements.......... Section 3.06 Title, Management and Disposition of Any REO Mortgage Loan.... Section 3.07 Amendments to Servicing Agreements, Modification of Standard Provisions.......................... Section 3.08 Oversight of Servicing........................................ Section 3.09 Termination and Substitution of Servicing Agreements.......... Section 3.10 Application of Net Liquidation Proceeds....................... Section 3.11 Act Reports................................................... ARTICLE IV DISTRIBUTIONS IN RESPECT OF CERTIFICATES; PAYMENTS TO CERTIFICATEHOLDERS; STATEMENTS AND REPORTS Section 4.01 Distributions................................................. Section 4.02 Allocation of Realized Losses................................. Section 4.03 Paying Agent.................................................. Section 4.04 Statements to Certificateholders; Report to the Trustee and the Seller......................... Section 4.05 Reports to Mortgagors and the Internal Revenue Service........ Section 4.06 Calculation of Amounts; Binding Effect of Interpretations and Actions of Master Servicer.............................. ARTICLE V THE CERTIFICATES Section 5.01 The Certificates.............................................. Section 5.02 Registration of Certificates.................................. Section 5.03 Mutilated, Destroyed, Lost or Stolen Certificates............. Section 5.04 Persons Deemed Owners......................................... Section 5.05 Access to List of Certificateholders' Names and Addresses..... Section 5.06 Maintenance of Office or Agency............................... Section 5.07 Definitive Certificates....................................... Section 5.08 Notices to Clearing Agency.................................... ARTICLE VI THE SELLER AND THE MASTER SERVICER Section 6.01 Liability of the Seller and the Master Servicer............... Section 6.02 Merger or Consolidation of the Seller or the Master Servicer.. Section 6.03 Limitation on Liability of the Seller, the Master Servicer and Others.................................................. Section 6.04 Resignation of the Master Servicer............................ Section 6.05 Compensation to the Master Servicer........................... Section 6.06 Assignment or Delegation of Duties by Master Servicer......... Section 6.07 Indemnification of Trustee and Seller by Master Servicer...... ARTICLE VII DEFAULT Section 7.01 Events of Default............................................. Section 7.02 Other Remedies of Trustee..................................... Section 7.03 Directions by Certificateholders and Duties of Trustee During Event of Default.................... Section 7.04 Action upon Certain Failures of the Master Servicer and upon Event of Default.................... Section 7.05 Trustee to Act; Appointment of Successor...................... Section 7.06 Notification to Certificateholders............................ ARTICLE VIII CONCERNING THE TRUSTEE Section 8.01 Duties of Trustee............................................. Section 8.02 Certain Matters Affecting the Trustee......................... Section 8.03 Trustee Not Required to Make Investigation.................... Section 8.04 Trustee Not Liable for Certificates or Mortgage Loans......... Section 8.05 Trustee May Own Certificates.................................. Section 8.06 The Master Servicer to Pay Fees and Expenses.................. Section 8.07 Eligibility Requirements...................................... Section 8.08 Resignation and Removal....................................... Section 8.09 Successor..................................................... Section 8.10 Merger or Consolidation....................................... Section 8.11 Authenticating Agent.......................................... Section 8.12 Separate Trustees and Co-Trustees............................. Section 8.13 Tax Matters; Compliance with REMIC Provisions................. Section 8.14 Monthly Advances.............................................. ARTICLE IX TERMINATION Section 9.01 Termination upon Purchase by the Seller or Liquidation of All Mortgage Loans....................................... Section 9.02 Additional Termination Requirements........................... ARTICLE X MISCELLANEOUS PROVISIONS Section 10.01 Amendment.................................................... Section 10.02 Recordation of Agreement..................................... Section 10.03 Limitation on Rights of Certificateholders................... Section 10.04 Governing Law; Jurisdiction.................................. Section 10.05 Notices...................................................... Section 10.06 Severability of Provisions................................... Section 10.07 Special Notices to Rating Agencies........................... Section 10.08 Covenant of Seller........................................... Section 10.09 Recharacterization........................................... ARTICLE XI TERMS FOR CERTIFICATES Section 11.01 Cut-Off Date................................................. Section 11.02 Cut-Off Date Aggregate Principal Balance..................... Section 11.03 Original Group I-A Percentage................................ Section 11.04 Original Group II-A Percentage............................... Section 11.05 Original Principal Balances of the Classes of Class A Certificates.................................... Section 11.06 Original Aggregate Non-PO Principal Balance.................. Section 11.07 Original Aggregate Percentages............................... Section 11.07 (a) Original Aggregate Subordinate Percentage............... Section 11.07 (b) Original Aggregate Class A Percentage................... Section 11.08 Original Class B Principal Balance........................... Section 11.09 Original Principal Balances of the Classes of Class B Certificates....................................... Section 11.10 Original Class B-1 Fractional Interest....................... Section 11.11 Original Class B-2 Fractional Interest....................... Section 11.12 Original Class B-3 Fractional Interest....................... Section 11.13 Original Class B-4 Fractional Interest....................... Section 11.14 Original Class B-5 Fractional Interest....................... Section 11.15 Closing Date................................................. Section 11.16 Right to Purchase............................................ Section 11.17 Wire Transfer Eligibility.................................... Section 11.18 Single Certificate........................................... Section 11.19 Servicing Fee Rate........................................... Section 11.20 Master Servicing Fee Rate.................................... EXHIBITS -------- EXHIBIT A-I-A-1 - Form of Face of Class I-A-1 Certificate EXHIBIT A-I-A-R - Form of Face of Class I-A-R Certificate EXHIBIT A-II-A-1 - Form of Face of Class II-A-1 Certificate EXHIBIT A-A-PO - Form of Face of Class A-PO Certificate EXHIBIT B-1 - Form of Face of Class B-1 Certificate EXHIBIT B-2 - Form of Face of Class B-2 Certificate EXHIBIT B-3 - Form of Face of Class B-3 Certificate EXHIBIT B-4 - Form of Face of Class B-4 Certificate EXHIBIT B-5 - Form of Face of Class B-5 Certificate EXHIBIT B-6 - Form of Face of Class B-6 Certificate EXHIBIT C - Form of Reverse of Series 2002-1 Certificates EXHIBIT D - Reserved EXHIBIT E - Custodial Agreement EXHIBIT F-1A - Schedule of Type 1 Mortgage Loans in Loan Group I EXHIBIT F-1B - Schedule of Type 1 Mortgage Loans in Loan Group II EXHIBIT F-2A - Schedule of Type 2 Mortgage Loans in Loan Group I EXHIBIT F-2B - Schedule of Type 2 Mortgage Loans in Loan Group II EXHIBIT F-3A - Schedule of Other Servicer Mortgage Loans in Group I EXHIBIT F-3B - Schedule of Other Servicer Mortgage Loans in Group II EXHIBIT G - Request for Release EXHIBIT H - Affidavit Pursuant to Section 860E(e)(4) of the Internal Revenue Code of 1986, as amended, and for Non-ERISA Investors EXHIBIT I - Letter from Transferor of Residual Certificates EXHIBIT J - Transferee's Letter (Class [B-4] [B-5] [B-6] Certificates) EXHIBIT K - Reserved EXHIBIT L - Servicing Agreements EXHIBIT M - Form of Special Servicing Agreement EXHIBIT N - Form of Initial Certification of the Custodian EXHIBIT O - Form of Final Certification of the Custodian SCHEDULE I - Applicable Unscheduled Principal Receipt Period This Pooling and Servicing Agreement, dated as of August 28, 2002 executed by WELLS FARGO ASSET SECURITIES CORPORATION, as Seller, WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION, as Master Servicer and WACHOVIA BANK, NATIONAL ASSOCIATION, as Trustee. 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 and the Trustee agree as follows: ARTICLE I DEFINITIONS SECTION 1.01 DEFINITIONS. Whenever used herein, the following words and phrases, unless the context otherwise requires, shall have the meanings specified in this Article. Accepted Master Servicing Practices: Accepted Master Servicing Practices shall consist of the customary and usual master servicing practices of prudent master servicing institutions which service mortgage loans of the same type as the Mortgage Loans in the jurisdictions in which the related Mortgaged Properties are located, regardless of the date upon which the related Mortgage Loans were originated. Additional Collateral: The Additional Collateral, as defined in the Cendant Servicing Agreement. Additional Collateral Mortgage Loans: The Additional Collateral Mortgage Loans, as defined in the Cendant Servicing Agreement. Adjusted Principal Balance: As to any Distribution Date and any Class of Class B Certificates, the greater of (A) zero and (B) (i) the Principal Balance of such Class with respect to such Distribution Date minus (ii) the Adjustment Amount for such Distribution Date less the Principal Balances for any Classes of Class B Certificates with higher numerical designations. Adjustment Amount: For any Distribution Date, the difference between (A) the sum of the Aggregate Class A Principal Balance and the Class B Principal Balance as of the related Determination Date and (B) the sum of (i) the sum of the Aggregate Class A Principal Balance and the Class B Principal Balance as of the Determination Date succeeding such Distribution Date and (ii) the aggregate amount that would have been distributed to all Classes as principal in accordance with Section 4.01(a)(i) for such Distribution Date without regard to the provisos in the definitions of Class B-1 Optimal Principal Amount, Class B-2 Optimal Principal Amount, Class B-3 Optimal Principal Amount, Class B-4 Optimal Principal Amount, Class B-5 Optimal Principal Amount and Class B-6 Optimal Principal Amount. Aggregate Adjusted Pool Amount: With respect to any Distribution Date, the sum of the Group I Adjusted Pool Amount and Group II Adjusted Pool Amount. Aggregate Class A Principal Balance: With respect to any Determination Date, the sum of the Group I-A Principal Balance and Group II-A Principal Balance. Aggregate Class A Percentage: As to any Distribution Date, the percentage obtained by dividing (i) the sum of the Group I-A Non-PO Principal Balance and the Group II-A Non-PO Principal Balance by (ii) the sum of the Group I Pool Balance (Non-PO Portion) and the Group II Pool Balance (Non-PO Portion). Aggregate Current Bankruptcy Losses: With respect to any Distribution Date, the sum of all Bankruptcy Losses incurred on any of the Mortgage Loans during the period corresponding to the Applicable Unscheduled Principal Receipt Period with respect to Full Unscheduled Principal Receipts for such Distribution Date. Aggregate Group I-A Unpaid Interest Shortfall: As to any Distribution Date, an amount equal to the sum of the Class A Unpaid Interest Shortfalls for the Group I-A Certificates. Aggregate Group II-A Unpaid Interest Shortfall: As to any Distribution Date, an amount equal to the sum of the Class A Unpaid Interest Shortfalls for the Group II-A Certificates. Aggregate Non-PO Principal Balance: As of any Determination Date, the sum of the Group I-A Non-PO Principal Balance, the Group II-A Non-PO Principal Balance and the Class B Principal Balance as of such date. Aggregate Subordinate Percentage: As to any Determination Date, the Class B Principal Balance divided by the sum of the Group I Pool Balance (Non-PO Portion) and the Group II Pool Balance (Non-PO Portion). Agreement: This Pooling and Servicing Agreement and all amendments and supplements hereto. Applicable Unscheduled Principal Receipt Period: With respect to the Mortgage Loans serviced by each Servicer and each of Full Unscheduled Principal Receipts and Partial Unscheduled Principal Receipts, the Unscheduled Principal Receipt Period specified on Schedule I hereto, as amended from time to time by the Master Servicer pursuant to Section 10.01(b) hereof. Apportioned Class B Principal Distribution Amount: As to any Distribution Date and any Class of Class B Certificates, the product of (i) the applicable Class B Principal Distribution Amount less the amount, if any, that would have been distributable to such Class pursuant to Section 4.01(a)(ii) that is used to pay the Class A-PO Deferred Amounts as provided in Paragraph fourth of Section 4.01(a)(i) and (ii) the Apportionment Fraction for such Class. Apportionment Fraction: As to any Class of Class B Certificates and any Distribution Date occurring prior to the Subordination Depletion Date and (i) on or after the Distribution Date on which the Principal Balances of the Group I-A Certificates have been reduced to zero, a fraction, the numerator of which is the applicable Class B Loan Group I Optimal Principal Amount and the denominator of which is the applicable Class B Optimal Principal Amount without regard to the proviso thereto or (ii) on or after the Distribution Date on which the Principal Balances of the Group II-A Certificates have been reduced to zero, a fraction, the numerator of which is the applicable Class B Loan Group II Optimal Principal Amount and the denominator of which is the applicable Class B Optimal Principal Amount without regard to the proviso thereto. Authenticating Agent: Any authenticating agent appointed by the Trustee pursuant to Section 8.11. There shall initially be no Authenticating Agent for the Certificates. Available Master Servicer Compensation: With respect to any Distribution Date, the sum of (a) the Master Servicing Fee for such Distribution Date, (b) interest earned through the business day preceding the applicable Distribution Date on any Prepayments in Full remitted to the Master Servicer and (c) the aggregate amount of Month End Interest remitted by the Servicers to the Master Servicer pursuant to the related Servicing Agreements. Bank United Mortgage Loan Sale Agreement: The mortgage loan sale agreement dated as of September 17, 1998 between Bank United, as seller and Wells Fargo Funding, Inc., as purchaser. Bankruptcy Code: The Bankruptcy Code of 1978, as amended. Bankruptcy Loss: With respect to any Mortgage Loan, a Deficient Valuation or Debt Service Reduction; provided, however, that a Bankruptcy Loss shall not be deemed a Bankruptcy Loss hereunder so long as the applicable Servicer has notified the Master Servicer and the Trustee in writing that such Servicer is diligently pursuing any remedies that may exist in connection with the representations and warranties made regarding the related Mortgage Loan and either (A) the related Mortgage Loan is not in default with regard to payments due thereunder or (B) delinquent payments of principal and interest under the related Mortgage Loan and any premiums on any applicable primary hazard insurance policy and any related escrow payments in respect of such Mortgage Loan are being advanced on a current basis by such Servicer without giving effect to any Debt Service Reduction. Beneficial Owner: With respect to a Book-Entry Certificate, the Person who is the beneficial owner of such Book-Entry Certificate, as reflected on the books of the Clearing Agency, or on the books of a Person maintaining an account with such Clearing Agency (directly or as an indirect participant, in accordance with the rules of such Clearing Agency), as the case may be. Book-Entry Certificate: Any one of the Class I-A-1 Certificates, Class II-A-1 Certificates, Class A-PO Certificates, Class B-1 Certificates, Class B-2 Certificates and Class B-3 Certificates, beneficial ownership and transfers of which shall be evidenced by, and made through, book entries by the Clearing Agency as described in Section 5.01(b). Business Day: Any day other than (i) a Saturday or a Sunday, or (ii) a legal holiday in the City of New York, State of Iowa, State of Maryland, State of Minnesota or State of North Carolina or (iii) a day on which banking institutions in the City of New York, or the State of Iowa, State of Maryland, State of Minnesota or State of North Carolina are authorized or obligated by law or executive order to be closed. Cendant Servicing Agreement: The Servicing Agreement, dated April 1, 1998, between Cendant Mortgage Corporation (as successor to Merrill Lynch Credit Corporation), as servicer, and WFHM, as owner. Certificate: Any one of the Class A Certificates or Class B Certificates. Certificate Account: The trust account established and maintained by the Master Servicer in the name of the Master Servicer on behalf of the Trustee pursuant to Section 3.01. The Certificate Account shall be an Eligible Account. Certificate Custodian: Initially, Wachovia Bank, National Association; thereafter any other Certificate Custodian acceptable to The Depository Trust Company and selected by the Trustee. Certificate Register and Certificate Registrar: Respectively, the register maintained pursuant to and the registrar provided for in Section 5.02. The initial Certificate Registrar is the Trustee. Certificateholder or Holder: The Person in whose name a Certificate is registered in the Certificate Register, except that, solely for the purposes of the taking of any action under Articles VII or VIII, any Certificate registered in the name of the Master Servicer, a Servicer or any affiliate thereof shall be deemed not to be outstanding and the Voting Interest evidenced thereby shall not be taken into account in determining whether the requisite percentage of Certificates necessary to effect any such action has been obtained. Class: All certificates whose form is identical except for variations in the Percentage Interest evidenced thereby. Class A Certificate: Any of the Group I-A Certificates or Group II-A Certificates. Class A Certificateholder: The registered holder of a Class A Certificate. Class A-PO Certificate: Any one of the Certificates executed by the Trustee and authenticated by the Trustee or the Authenticating Agent in substantially the form set forth in Exhibit A-A-PO and Exhibit C hereto. Class A-PO Certificateholder: The registered holder of a Class A-PO Certificate. Class A-PO Component: Each of the Class I-A-PO Component or Class II-A-PO Component. Class A-PO Deferred Amount: For any Distribution Date prior to the Subordination Depletion Date and any Class A-PO Component, the difference between (A) the sum of (x) the amount by which the sum of the Class A-PO Optimal Principal Amount for the related Group for all prior Distribution Dates exceeded the amounts distributed on the Class A-PO Certificates with respect to such Class A-PO Component on such prior Distribution Dates pursuant to Paragraph third clause (A) or clause (B), as applicable, of Section 4.01(a)(i) and (y) the sum of the product for each Discount Mortgage Loan in the related Loan Group which became a Liquidated Loan at any time on or prior to the last day of the Applicable Unscheduled Principal Receipt Period for Full Unscheduled Principal Receipts for the current Distribution Date of (a) the PO Fraction for such Discount Mortgage Loan and (b) an amount equal to the principal portion of Realized Losses (other than Bankruptcy Losses due to Debt Service Reductions) incurred with respect to such Discount Mortgage Loan and (B) the sum of (x) the sum of such Class A-PO Component's PO Recoveries for such Distribution Date and prior Distribution Dates and (y) amounts distributed on the Class A-PO Certificates with respect to such Class A-PO Component on prior Distribution Dates pursuant to Paragraph fourth clause (A) or clause (B), as applicable, of Section 4.01(a)(i). On and after the Subordination Depletion Date, the Class A-PO Deferred Amount for each Class A-PO Component will be zero. No interest will accrue on any Class A-PO Deferred Amount. Class I-A-1 Certificate: Any one of the Certificates executed by the Trustee and authenticated by the Trustee or the Authenticating Agent in substantially the form set forth in Exhibit A-I-A-1 and Exhibit C hereto. Class I-A-1 Certificateholder: The registered holder of a Class I-A-1 Certificate. Class I-A-PO Optimal Principal Amount: As to any Distribution Date, an amount equal to the sum of (I) the sum, as to each Group I Mortgage Loan that is an Outstanding Mortgage Loan, of the product of (x) the PO Fraction with respect to such Group I Mortgage Loan and (y) the sum of: (i) the principal portion of the Monthly Payment due on the Due Date occurring in the month of such Distribution Date on such Group I Mortgage Loan; (ii) all Unscheduled Principal Receipts (other than Recoveries) that were received by a Servicer with respect to such Group I Mortgage Loan during the Applicable Unscheduled Principal Receipt Period relating to such Distribution Date for each applicable type of Unscheduled Principal Receipt; (iii) the Scheduled Principal Balance of each Group I Mortgage Loan which, during the one month period ending on the day preceding the Determination Date for such Distribution Date, was repurchased by the Seller pursuant to Sections 2.02 or 2.03; and (iv) the excess of the unpaid principal balance of such Group I Mortgage Loan substituted for a Group I Mortgage Loan during the one month period ending on the day preceding the Determination Date for such Distribution Date occurs over the unpaid principal balance of such Group I Mortgage Loan, less the amount allocable to the principal portion of any unreimbursed Periodic Advances previously made by the applicable Servicer, the Master Servicer or the Trustee in respect of such Group I Mortgage Loan; and (II) the Class I-A-PO Recovery for such Distribution Date. Class I-A-PO Recovery: As to any Distribution Date prior to the Subordination Depletion Date, the lesser of (a) the Class A-PO Deferred Amount for the Class I-A-PO Component for such Distribution Date (calculated without regard to the Class I-A-PO Recovery for such Distribution Date) and (b) an amount equal to the sum as to each Group I Mortgage Loan as to which there has been a Recovery during the Applicable Unscheduled Principal Receipt Period, of the product of (x) the PO Fraction with respect to such Group I Mortgage Loan and (y) the amount of the Recovery with respect to such Group I Mortgage Loan. As to any Distribution Date on or after the Subordination Depletion Date, the amount determined in accordance with clause (b) above. Class I-A-R Certificate: Any one of the Certificates executed by the Trustee and authenticated by the Trustee or the Authenticating Agent in substantially the form set forth in Exhibit A-I-A-R and Exhibit C hereto. Class I-A-R Certificateholder: The registered holder of a Class I-A-R Certificate. Class II-A-1 Certificate: Any one of the Certificates executed by the Trustee and authenticated by the Trustee or the Authenticating Agent in substantially the form set forth in Exhibit A-II-A-1 and Exhibit C hereto. Class II-A-1 Certificateholder: The registered holder of a Class II-A-1 Certificate. Class II-A-PO Optimal Principal Amount: As to any Distribution Date, an amount equal to the sum of (I) the sum, as to each Group II Mortgage Loan that is an Outstanding Mortgage Loan, of the product of (x) the PO Fraction with respect to such Group II Mortgage Loan and (y) the sum of: (i) the principal portion of the Monthly Payment due on the Due Date occurring in the month of such Distribution Date on such Group II Mortgage Loan; (ii) all Unscheduled Principal Receipts (other than Recoveries) that were received by a Servicer with respect to such Group II Mortgage Loan during the Applicable Unscheduled Principal Receipt Period relating to such Distribution Date for each applicable type of Unscheduled Principal Receipt; (iii) the Scheduled Principal Balance of each Group II Mortgage Loan which, during the one month period ending on the day preceding the Determination Date for such Distribution Date, was repurchased by the Seller pursuant to Sections 2.02 or 2.03; and (iv) the excess of the unpaid principal balance of such Group II Mortgage Loan substituted for a Group II Mortgage Loan during the one month period ending on the day preceding the Determination Date for such Distribution Date occurs over the unpaid principal balance of such Group II Mortgage Loan, less the amount allocable to the principal portion of any unreimbursed Periodic Advances previously made by the applicable Servicer, the Master Servicer or the Trustee in respect of such Group II Mortgage Loan; and (II) the Class II-A-PO Recovery for such Distribution Date. Class II-A-PO Recovery: As to any Distribution Date prior to the Subordination Depletion Date, the lesser of (a) the Class A-PO Deferred Amount for the Class II-A-PO Component for such Distribution Date (calculated without regard to the Class II-A-PO Recovery for such Distribution Date) and (b) an amount equal to the sum as to each Group II Mortgage Loan as to which there has been a Recovery during the Applicable Unscheduled Principal Receipt Period, of the product of (x) the PO Fraction with respect to such Group II Mortgage Loan and (y) the amount of the Recovery with respect to such Group II Mortgage Loan. As to any Distribution Date on or after the Subordination Depletion Date, the amount determined in accordance with clause (b) above. Class A Interest Percentage: As to any Distribution Date and any Class of Class A Certificates, the percentage calculated by dividing the Interest Accrual Amount of such Class (determined without regard to clause (ii) of the definition thereof) by the sum of (a) the Group I-A Interest Accrual Amount and (b) the Group II-A Interest Accrual Amount (determined, in each case, without regard to clause (ii) of the definition of each Interest Accrual Amount). Class A Pass-Through Rate: As to the Class I-A-1, Class I-A-R and Class II-A-1 Certificates, 6.250% per annum. The Class A-PO Certificates are not entitled to interest and do not have Class A Pass-Through Rates. Class A Unpaid Interest Shortfall: As to any Distribution Date and Class of Class A Certificates, the amount, if any, by which the aggregate of the Group I-A Interest Shortfall Amounts or Group II-A Interest Shortfall Amounts for such Class for prior Distribution Dates is in excess of the amounts distributed in respect of such Class on prior Distribution Dates pursuant to Paragraph second of Section 4.01(a)(i). Class B Certificate: Any one of the Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates, Class B-4 Certificates, Class B-5 Certificates or Class B-6 Certificates. Class B Certificateholder: The registered holder of a Class B Certificate. Class B Distribution Amount: Any of the Class B-1, Class B-2, Class B-3, Class B-4, Class B-5 or Class B-6 Distribution Amounts. Class B Interest Accrual Amount: With respect to any Distribution Date, the sum of the Interest Accrual Amounts for the Classes of Class B Certificates with respect to such Distribution Date. Class B Interest Percentage: With respect to any Distribution Date and any Class of Class B Certificates, the percentage calculated by dividing the Interest Accrual Amount of such Class (determined without regard to clause (ii) of the definition thereof) by the Class B Interest Accrual Amount (determined without regard to clause (ii) of the definition of each Interest Accrual Amount). Class B Interest Shortfall Amount: Any of the Class B-1 Interest Shortfall Amount, Class B-2 Interest Shortfall Amount, Class B-3 Interest Shortfall Amount, Class B-4 Interest Shortfall Amount, Class B-5 Interest Shortfall Amount or Class B-6 Interest Shortfall Amount. Class B Loan Group I Optimal Principal Amount: Any of the Class B-1, Class B-2, Class B-3, Class B-4, Class B-5 or Class B-6 Loan Group I Optimal Principal Amounts. Class B Loan Group II Optimal Principal Amount: Any of the Class B-1, Class B-2, Class B-3, Class B-4, Class B-5 or Class B-6 Loan Group II Optimal Principal Amounts. Class B Loan Group Optimal Principal Amount: Any of the Class B Loan Group I Optimal Principal Amount or Class B Loan Group II Optimal Principal Amount. Class B Loss Percentage: With respect to any Determination Date and any Class of Class B Certificates then outstanding, the percentage calculated by dividing the Principal Balance of such Class B by the Class B Principal Balance (determined without regard to any Principal Balance of any Class of Class B Certificates not then outstanding), in each case determined as of the preceding Determination Date. Class B Optimal Principal Amount: Any of the Class B-1, Class B-2, Class B-3, Class B-4, Class B-5 or Class B-6 Optimal Principal Amounts. Class B Pass-Through Rate: As to any Distribution Date, 6.250% per annum. Class B Principal Balance: As of any date, an amount equal to the sum of the Class B-1 Principal Balance, Class B-2 Principal Balance, Class B-3 Principal Balance, Class B-4 Principal Balance, Class B-5 Principal Balance and Class B-6 Principal Balance. Class B Principal Distribution Amount: Any of the Class B-1, Class B-2, Class B-3, Class B-4, Class B-5 or Class B-6 Principal Distribution Amounts. Class B Unpaid Interest Shortfall: Any of the Class B-1 Unpaid Interest Shortfall, Class B-2 Unpaid Interest Shortfall, Class B-3 Unpaid Interest Shortfall, Class B-4 Unpaid Interest Shortfall, Class B-5 Unpaid Interest Shortfall or Class B-6 Unpaid Interest Shortfall. Class B-1 Certificate: Any one of the Certificates executed by the Trustee and authenticated by the Trustee or the Authenticating Agent in substantially the form set forth in Exhibit B-1 and Exhibit C hereto. Class B-1 Certificateholder: The registered holder of a Class B-1 Certificate. Class B-1 Distribution Amount: As to any Distribution Date, any amount distributable to the Holders of the Class B-1 Certificates pursuant to Paragraphs first, second and third of Section 4.01(a)(ii). Class B-1 Interest Shortfall Amount: As to any Distribution Date, any amount by which the Interest Accrual Amount of the Class B-1 Certificates with respect to such Distribution Date exceeds the amount distributed in respect of the Class B-1 Certificates on such Distribution Date pursuant to Paragraph first of Section 4.01(a)(ii). Class B-1 Loan Group I Optimal Principal Amount: As to any Distribution Date, the Class B-1 Optimal Principal Amount calculated only with respect to Group I Mortgage Loans and without regard to the proviso thereto. Class B-1 Loan Group II Optimal Principal Amount: As to any Distribution Date, the Class B-1 Optimal Principal Amount calculated only with respect to Group II Mortgage Loans and without regard to the proviso thereto. Class B-1 Optimal Principal Amount: As to any Distribution Date, an amount equal to the sum of (I) the sum, as to each Outstanding Mortgage Loan, of the product of (x) the Non-PO Fraction with respect to such Mortgage Loan and (y) the sum of: (i) the Group I Class B-1 Percentage (with respect to each such Group I Mortgage Loan) or Group II Class B-1 Percentage (with respect to each such Group II Mortgage Loan) of (A) the principal portion of the Monthly Payment due on the Due Date occurring in the month of such Distribution Date on such Mortgage Loan, less (B) the principal portion of any Debt Service Reduction with respect to such Mortgage Loan; (ii) the Group I Class B-1 Prepayment Percentage (with respect to each such Group I Mortgage Loan) or Group II Class B-1 Prepayment Percentage (with respect to each such Group II Mortgage Loan) of all Unscheduled Principal Receipts (other than Recoveries) that were received by a Servicer with respect to such Mortgage Loan during the Applicable Unscheduled Principal Receipt Period relating to such Distribution Date for each applicable type of Unscheduled Principal Receipt; (iii) the Group I Class B-1 Prepayment Percentage (with respect to each such Group I Mortgage Loan) or Group II Class B-1 Prepayment Percentage (with respect to each such Group II Mortgage Loan) of the Scheduled Principal Balance of such Mortgage Loan which, during the one month period ending on the day preceding the Determination Date for such Distribution Date, was repurchased by the Seller pursuant to Sections 2.02 or 2.03; and (iv) the Group I Class B-1 Percentage (with respect to each such Group I Mortgage Loan) or Group II Class B-1 Percentage (with respect to each such Group II Mortgage Loan) of the excess of the unpaid principal balance of such Mortgage Loan substituted for a Mortgage Loan during the one month period ending on the day preceding the Determination Date for such Distribution Date over the unpaid principal balance of such Mortgage Loan, less the amount allocable to the principal portion of any unreimbursed Periodic Advances previously made by the applicable Servicer, the Master Servicer or the Trustee in respect of such Mortgage Loan; and (II) the Group I Class B-1 Prepayment Percentage or Group II Class B-1 Prepayment Percentage, as applicable, of the Non-PO Recovery for each Loan Group for such Distribution Date; provided, however, that if an Optimal Adjustment Event occurs with respect to such Class and such Distribution Date, the Class B-1 Optimal Principal Amount will equal the lesser of (A) the Class B-1 Optimal Principal Amount calculated as described in the preceding provisions and (B) the Adjusted Principal Balance for the Class B-1 Certificates. Class B-1 Principal Balance: As to the first Determination Date, the Original Class B-1 Principal Balance. As of any subsequent Determination Date, the Original Class B-1 Principal Balance less the sum of all amounts previously distributed in respect of the Class B-1 Certificates on prior Distribution Dates (A) pursuant to Paragraph third of Section 4.01(a)(ii) and (B) as a result of a Principal Adjustment; provided, however, if the Class B-1 Certificates are the most subordinate Certificates outstanding, the Class B-1 Principal Balance will equal the difference, if any, between the Aggregate Adjusted Pool Amount as of the preceding Distribution Date less the Aggregate Class A Principal Balance as of such Determination Date. Class B-1 Principal Distribution Amount: As to any Distribution Date, any amount distributable to the Holders of the Class B-1 Certificates pursuant to Paragraph third of Section 4.01(a)(ii). Class B-1 Unpaid Interest Shortfall: As to any Distribution Date, the amount, if any, by which the aggregate of the Class B-1 Interest Shortfall Amounts for prior Distribution Dates is in excess of the amounts distributed in respect of the Class B-1 Certificates on prior Distribution Dates pursuant to Paragraph second of Section 4.01(a)(ii). Class B-2 Certificate: Any one of the Certificates executed by the Trustee and authenticated by the Trustee or the Authenticating Agent in substantially the form set forth in Exhibit B-2 and Exhibit C hereto. Class B-2 Certificateholder: The registered holder of a Class B-2 Certificate. Class B-2 Distribution Amount: As to any Distribution Date, any amount distributable to the Holders of the Class B-2 Certificates pursuant to Paragraphs fourth, fifth and sixth of Section 4.01(a)(ii). Class B-2 Interest Shortfall Amount: As to any Distribution Date, any amount by which the Interest Accrual Amount of the Class B-2 Certificates with respect to such Distribution Date exceeds the amount distributed in respect of the Class B-2 Certificates on such Distribution Date pursuant to Paragraph fourth of Section 4.01(a)(ii). Class B-2 Loan Group I Optimal Principal Amount: As to any Distribution Date, the Class B-2 Optimal Principal Amount calculated only with respect to Group I Mortgage Loans and without regard to the proviso thereto. Class B-2 Loan Group II Optimal Principal Amount: As to any Distribution Date, the Class B-2 Optimal Principal Amount calculated only with respect to Group II Mortgage Loans and without regard to the proviso thereto. Class B-2 Optimal Principal Amount: As to any Distribution Date, an amount equal to the sum of (I) the sum, as to each Outstanding Mortgage Loan, of the product of (x) the Non-PO Fraction with respect to such Mortgage Loan and (y) the sum of: (i) the Group I Class B-2 Percentage (with respect to each such Group I Mortgage Loan) or Group II Class B-2 Percentage (with respect to each such Group II Mortgage Loan) of (A) the principal portion of the Monthly Payment due on the Due Date occurring in the month of such Distribution Date on such Mortgage Loan, less (B) the principal portion of any Debt Service Reduction with respect to such Mortgage Loan; (ii) the Group I Class B-2 Prepayment Percentage (with respect to each such Group I Mortgage Loan) or Group II Class B-2 Prepayment Percentage (with respect to each such Group II Mortgage Loan) of all Unscheduled Principal Receipts (other than Recoveries) that were received by a Servicer with respect to such Mortgage Loan during the Applicable Unscheduled Principal Receipt Period relating to such Distribution Date for each applicable type of Unscheduled Principal Receipt; (iii) the Group I Class B-2 Prepayment Percentage (with respect to each such Group I Mortgage Loan) or Group II Class B-2 Prepayment Percentage (with respect to each such Group II Mortgage Loan) of the Scheduled Principal Balance of such Mortgage Loan which, during the one month period ending on the day preceding the Determination Date for such Distribution Date, was repurchased by the Seller pursuant to Sections 2.02 or 2.03; and (iv) the Group I Class B-2 Percentage (with respect to each such Group I Mortgage Loan) or Group II Class B-2 Percentage (with respect to each such Group II Mortgage Loan) of the excess of the unpaid principal balance of such Mortgage Loan substituted for a Mortgage Loan during the one month period ending on the day preceding the Determination Date for such Distribution Date over the unpaid principal balance of such Mortgage Loan, less the amount allocable to the principal portion of any unreimbursed Periodic Advances previously made by the applicable Servicer, the Master Servicer or the Trustee in respect of such Mortgage Loan; and (II) the Group I Class B-2 Prepayment Percentage, Group II Class B-2 Prepayment Percentage, as applicable, of the Non-PO Recovery for each Loan Group for such Distribution Date; provided, however, that if an Optimal Adjustment Event occurs with respect to such Class and such Distribution Date, the Class B-2 Optimal Principal Amount will equal the lesser of (A) the Class B-2 Optimal Principal Amount calculated as described in the preceding provisions and (B) the Adjusted Principal Balance for the Class B-2 Certificates. Class B-2 Principal Balance: As to the first Determination Date, the Original Class B-2 Principal Balance. As of any subsequent Determination Date, the Original Class B-2 Principal Balance less the sum of all amounts previously distributed in respect of the Class B-2 Certificates on prior Distribution Dates (A) pursuant to Paragraph sixth of Section 4.01(a)(ii) and (B) as a result of a Principal Adjustment; provided, however, if the Class B-2 Certificates are the most subordinate Certificates outstanding, the Class B-2 Principal Balance will equal the difference, if any, between the Aggregate Adjusted Pool Amount as of the preceding Distribution Date less the sum of the Aggregate Class A Principal Balance and the Class B-1 Principal Balance as of such Determination Date. Class B-2 Principal Distribution Amount: As to any Distribution Date, any amount distributable to the Holders of the Class B-2 Certificates pursuant to Paragraph sixth of Section 4.01(a)(ii). Class B-2 Unpaid Interest Shortfall: As to any Distribution Date, the amount, if any, by which the aggregate of the Class B-2 Interest Shortfall Amounts for prior Distribution Dates is in excess of the amounts distributed in respect of the Class B-2 Certificates on prior Distribution Dates pursuant to Paragraph fifth of Section 4.01(a)(ii). Class B-3 Certificate: Any one of the Certificates executed by the Trustee and authenticated by the Trustee or the Authenticating Agent in substantially the form set forth in Exhibit B-3 and Exhibit C hereto. Class B-3 Certificateholder: The registered holder of a Class B-3 Certificate. Class B-3 Distribution Amount: As to any Distribution Date, any amount distributable to the Holders of the Class B-3 Certificates pursuant to Paragraphs seventh, eighth and ninth of Section 4.01(a)(ii). Class B-3 Interest Shortfall Amount: As to any Distribution Date, any amount by which the Interest Accrual Amount of the Class B-3 Certificates with respect to such Distribution Date exceeds the amount distributed in respect of the Class B-3 Certificates on such Distribution Date pursuant to Paragraph seventh of Section 4.01(a)(ii). Class B-3 Loan Group I Optimal Principal Amount: As to any Distribution Date, the Class B-3 Optimal Principal Amount calculated only with respect to Group I Mortgage Loans and without regard to the proviso thereto. Class B-3 Loan Group II Optimal Principal Amount: As to any Distribution Date, the Class B-3 Optimal Principal Amount calculated only with respect to Group II Mortgage Loans and without regard to the proviso thereto. Class B-3 Optimal Principal Amount: As to any Distribution Date, an amount equal to the sum of (I) the sum, as to each Outstanding Mortgage Loan, of the product of (x) the Non-PO Fraction with respect to such Mortgage Loan and (y) the sum of: (i) the Group I Class B-3 Percentage (with respect to each such Group I Mortgage Loan) or Group II Class B-3 Percentage (with respect to each such Group II Mortgage Loan) of (A) the principal portion of the Monthly Payment due on the Due Date occurring in the month of such Distribution Date on such Mortgage Loan, less (B) the principal portion of any Debt Service Reduction with respect to such Mortgage Loan; (ii) the Group I Class B-3 Prepayment Percentage (with respect to each such Group I Mortgage Loan) or Group II Class B-3 Prepayment Percentage (with respect to each such Group II Mortgage Loan) of all Unscheduled Principal Receipts (other than Recoveries) that were received by a Servicer with respect to such Mortgage Loan during the Applicable Unscheduled Principal Receipt Period relating to such Distribution Date for each applicable type of Unscheduled Principal Receipt; (iii) the Group I Class B-3 Prepayment Percentage (with respect to each such Group I Mortgage Loan) or Group II Class B-3 Prepayment Percentage (with respect to each such Group II Mortgage Loan) of the Scheduled Principal Balance of such Mortgage Loan which, during the one month period ending on the day preceding the Determination Date for such Distribution Date, was repurchased by the Seller pursuant to Sections 2.02 or 2.03; and (iv) the Group I Class B-3 Percentage (with respect to each such Group I Mortgage Loan) or Group II Class B-3 Percentage (with respect to each such Group II Mortgage Loan) of the excess of the unpaid principal balance of such Mortgage Loan substituted for a Mortgage Loan during the one month period ending on the day preceding the Determination Date for such Distribution Date over the unpaid principal balance of such Mortgage Loan, less the amount allocable to the principal portion of any unreimbursed Periodic Advances previously made by the applicable Servicer, the Master Servicer or the Trustee in respect of such Mortgage Loan; and (II) the Group I Class B-3 Prepayment Percentage or Group II Class B-3 Prepayment Percentage, as applicable, of the Non-PO Recovery for each Loan Group for such Distribution Date; provided, however, that if an Optimal Adjustment Event occurs with respect to such Class and such Distribution Date, the Class B-3 Optimal Principal Amount will equal the lesser of (A) the Class B-3 Optimal Principal Amount calculated as described in the preceding provisions and (B) the Adjusted Principal Balance for the Class B-3 Certificates. Class B-3 Principal Balance: As to the first Determination Date, the Original Class B-3 Principal Balance. As of any subsequent Determination Date, the Original Class B-3 Principal Balance less the sum of all amounts previously distributed in respect of the Class B-3 Certificates on prior Distribution Dates (A) pursuant to Paragraph ninth of Section 4.01(a)(ii) and (B) as a result of a Principal Adjustment; provided, however, if the Class B-3 Certificates are the most subordinate Certificates outstanding, the Class B-3 Principal Balance will equal the difference, if any, between the Aggregate Adjusted Pool Amount as of the preceding Distribution Date less the sum of the Aggregate Class A Principal Balance, the Class B-1 Principal Balance and the Class B-2 Principal Balance as of such Determination Date. Class B-3 Principal Distribution Amount: As to any Distribution Date, any amount distributable to the Holders of the Class B-3 Certificates pursuant to Paragraph ninth of Section 4.01(a)(ii). Class B-3 Unpaid Interest Shortfall: As to any Distribution Date, the amount, if any, by which the aggregate of the Class B-3 Interest Shortfall Amounts for prior Distribution Dates is in excess of the amounts distributed in respect of the Class B-3 Certificates on prior Distribution Dates pursuant to Paragraph eighth of Section 4.01(a)(ii). Class B-4 Certificate: Any one of the Certificates executed by the Trustee and authenticated by the Trustee or the Authenticating Agent in substantially the form set forth in Exhibit B-4 and Exhibit C hereto. Class B-4 Certificateholder: The registered holder of a Class B-4 Certificate. Class B-4 Distribution Amount: As to any Distribution Date, any amount distributable to the Holders of the Class B-4 Certificates pursuant to Paragraphs tenth, eleventh, and twelfth of Section 4.01(a)(ii). Class B-4 Interest Shortfall Amount: As to any Distribution Date, any amount by which the Interest Accrual Amount of the Class B-4 Certificates with respect to such Distribution Date exceeds the amount distributed in respect of the Class B-4 Certificates on such Distribution Date pursuant to Paragraph tenth of Section 4.01(a)(ii). Class B-4 Loan Group I Optimal Principal Amount: As to any Distribution Date, the Class B-4 Optimal Principal Amount calculated only with respect to Group I Mortgage Loans and without regard to the proviso thereto. Class B-4 Loan Group II Optimal Principal Amount: As to any Distribution Date, the Class B-4 Optimal Principal Amount calculated only with respect to Group II Mortgage Loans and without regard to the proviso thereto. Class B-4 Optimal Principal Amount: As to any Distribution Date, an amount equal to the sum of (I) the sum, as to each Outstanding Mortgage Loan, of the product of (x) the Non-PO Fraction with respect to such Mortgage Loan and (y) the sum of: (i) the Group I Class B-4 Percentage (with respect to each such Group I Mortgage Loan) or Group II Class B-4 Percentage (with respect to each such Group II Mortgage Loan) of (A) the principal portion of the Monthly Payment due on the Due Date occurring in the month of such Distribution Date on such Mortgage Loan, less (B) the principal portion of any Debt Service Reduction with respect to such Mortgage Loan; (ii) the Group I Class B-4 Prepayment Percentage (with respect to each such Group I Mortgage Loan) or Group II Class B-4 Prepayment Percentage (with respect to each such Group II Mortgage Loan) of all Unscheduled Principal Receipts (other than Recoveries) that were received by a Servicer with respect to such Mortgage Loan during the Applicable Unscheduled Principal Receipt Period relating to such Distribution Date for each applicable type of Unscheduled Principal Receipt; (iii) the Group I Class B-4 Prepayment Percentage (with respect to each such Group I Mortgage Loan) or Group II Class B-4 Prepayment Percentage (with respect to each such Group II Mortgage Loan) of the Scheduled Principal Balance of such Mortgage Loan which, during the one month period ending on the day preceding the Determination Date for such Distribution Date, was repurchased by the Seller pursuant to Sections 2.02 or 2.03; and (iv) the Group I Class B-4 Percentage (with respect to each such Group I Mortgage Loan) or Group II Class B-4 Percentage (with respect to each such Group II Mortgage Loan) of the excess of the unpaid principal balance of such Mortgage Loan substituted for a Mortgage Loan during the one month period ending on the day preceding the Determination Date for Distribution Date over the unpaid principal balance of such Mortgage Loan, less the amount allocable to the principal portion of any unreimbursed Periodic Advances previously made by the applicable Servicer, the Master Servicer or the Trustee in respect of such Mortgage Loan; and (II) the Group I Class B-4 Prepayment Percentage or Group II Class B-4 Prepayment Percentage, as applicable, of the Non-PO Recovery for each Loan Group for such Distribution Date; provided, however, that if an Optimal Adjustment Event occurs with respect to such Class and such Distribution Date, the Class B-4 Optimal Principal Amount will equal the lesser of (A) the Class B-4 Optimal Principal Amount calculated as described in the preceding provisions and (B) the Adjusted Principal Balance for the Class B-4 Certificates. Class B-4 Principal Balance: As to the first Determination Date, the Original Class B-4 Principal Balance. As of any subsequent Determination Date, the Original Class B-4 Principal Balance less the sum of all amounts previously distributed in respect of the Class B-4 Certificates on prior Distribution Dates (A) pursuant to Paragraph twelfth of Section 4.01(a)(ii) and (B) as a result of a Principal Adjustment; provided, however, if the Class B-4 Certificates are the most subordinate Certificates outstanding, the Class B-4 Principal Balance will equal the difference, if any, between the Aggregate Adjusted Pool Amount as of the preceding Distribution Date less the sum of the Aggregate Class A Principal Balance, the Class B-1 Principal Balance, the Class B-2 Principal Balance and the Class B-3 Principal Balance as of such Determination Date. Class B-4 Principal Distribution Amount: As to any Distribution Date, any amount distributable to the Holders of the Class B-4 Certificates pursuant to Paragraph twelfth of Section 4.01(a)(ii). Class B-4 Unpaid Interest Shortfall: As to any Distribution Date, the amount, if any, by which the aggregate of the Class B-4 Interest Shortfall Amounts for prior Distribution Dates is in excess of the amounts distributed in respect of the Class B-4 Certificates on prior Distribution Dates pursuant to Paragraph eleventh of Section 4.01(a)(ii). Class B-5 Certificate: Any one of the Certificates executed by the Trustee and authenticated by the Trustee or the Authenticating Agent in substantially the form set forth in Exhibit B-5 and Exhibit C hereto. Class B-5 Certificateholder: The registered holder of a Class B-5 Certificate. Class B-5 Distribution Amount: As to any Distribution Date, any amount distributable to the Holders of the Class B-5 Certificates pursuant to Paragraphs thirteenth, fourteenth, and fifteenth of Section 4.01(a)(ii). Class B-5 Interest Shortfall Amount: As to any Distribution Date, any amount by which the Interest Accrual Amount of the Class B-5 Certificates with respect to such Distribution Date exceeds the amount distributed in respect of the Class B-5 Certificates on such Distribution Date pursuant to Paragraph thirteenth of Section 4.01(a)(ii). Class B-5 Loan Group I Optimal Principal Amount: As to any Distribution Date, the Class B-5 Optimal Principal Amount calculated only with respect to Group I Mortgage Loans and without regard to the proviso thereto. Class B-5 Loan Group II Optimal Principal Amount: As to any Distribution Date, the Class B-5 Optimal Principal Amount calculated only with respect to Group II Mortgage Loans and without regard to the proviso thereto. Class B-5 Optimal Principal Amount: As to any Distribution Date, an amount equal to the sum of (I) the sum, as to each Outstanding Mortgage Loan, of the product of (x) the Non-PO Fraction with respect to such Mortgage Loan and (y) the sum of: (i) the Group I Class B-5 Percentage (with respect to each such Group I Mortgage Loan) or Group II Class B-5 Percentage (with respect to each such Group II Mortgage Loan) of (A) the principal portion of the Monthly Payment due on the Due Date occurring in the month of such Distribution Date on such Mortgage Loan, less (B) the principal portion of any Debt Service Reduction with respect to such Mortgage Loan; (ii) the Group I Class B-5 Prepayment Percentage (with respect to each such Group I Mortgage Loan) or Group II Class B-5 Prepayment Percentage (with respect to each such Group II Mortgage Loan) of all Unscheduled Principal Receipts (other than Recoveries) that were received by a Servicer with respect to such Mortgage Loan during the Applicable Unscheduled Principal Receipt Period relating to such Distribution Date for each applicable type of Unscheduled Principal Receipt; (iii) the Group I Class B-5 Prepayment Percentage (with respect to each such Group I Mortgage Loan) or Group II Class B-5 Prepayment Percentage (with respect to each such Group II Mortgage Loan) of the Scheduled Principal Balance of such Mortgage Loan which, during the one month period ending prior to the day preceding the Determination Date for such Distribution Date, was repurchased by the Seller pursuant to Sections 2.02 or 2.03; and (iv) the Group I Class B-5 Percentage (with respect to each such Group I Mortgage Loan) or Group II Class B-5 Percentage (with respect to each such Group II Mortgage Loan) of the excess of the unpaid principal balance of such Mortgage Loan substituted for a Mortgage Loan during the one month period ending prior to the day preceding the Determination Date for such Distribution Date over the unpaid principal balance of such Mortgage Loan, less the amount allocable to the principal portion of any unreimbursed Periodic Advances previously made by the applicable Servicer, the Master Servicer or the Trustee in respect of such Mortgage Loan; and (II) the Group I Class B-5 Prepayment Percentage or Group II Class B-5 Prepayment Percentage, as applicable, of the Non-PO Recovery for each Loan Group for such Distribution Date; provided, however, that if an Optimal Adjustment Event occurs with respect to such Class and such Distribution Date, the Class B-5 Optimal Principal Amount will equal the lesser of (A) the Class B-5 Optimal Principal Amount calculated as described in the preceding provisions and (B) the Adjusted Principal Balance for the Class B-5 Certificates. Class B-5 Principal Balance: As to the first Determination Date, the Original Class B-5 Principal Balance. As of any subsequent Determination Date, the Original Class B-5 Principal Balance less the sum of all amounts previously distributed in respect of the Class B-5 Certificates on prior Distribution Dates (A) pursuant to Paragraph fifteenth of Section 4.01(a)(ii) and (B) as a result of a Principal Adjustment; provided, however, if the Class B-5 Certificates are the most subordinate Certificates outstanding, the Class B-5 Principal Balance will equal the difference, if any, between the Aggregate Adjusted Pool Amount as of the preceding Distribution Date less the sum of the Aggregate Class A Principal Balance, the Class B-1 Principal Balance, the Class B-2 Principal Balance, the Class B-3 Principal Balance and the Class B-4 Principal Balance as of such Determination Date. Class B-5 Principal Distribution Amount: As to any Distribution Date, any amount distributable to the Holders of the Class B-5 Certificates pursuant to Paragraph fifteenth of Section 4.01(a)(ii). Class B-5 Unpaid Interest Shortfall: As to any Distribution Date, the amount, if any, by which the aggregate of the Class B-5 Interest Shortfall Amounts for prior Distribution Dates is in excess of the amounts distributed in respect of the Class B-5 Certificates on prior Distribution Dates pursuant to Paragraph fourteenth of Section 4.01(a)(ii). Class B-6 Certificate: Any one of the Certificates executed by the Trustee and authenticated by the Trustee or the Authenticating Agent in substantially the form set forth in Exhibit B-6 and Exhibit C hereto. Class B-6 Certificateholder: The registered holder of a Class B-6 Certificate. Class B-6 Distribution Amount: As to any Distribution Date, any amount distributable to the Holders of the Class B-6 Certificates pursuant to Paragraphs sixteenth, seventeenth and eighteenth of Section 4.01(a)(ii). Class B-6 Interest Shortfall Amount: As to any Distribution Date, any amount by which the Interest Accrual Amount of the Class B-6 Certificates with respect to such Distribution Date exceeds the amount distributed in respect of the Class B-6 Certificates on such Distribution Date pursuant to Paragraph sixteenth of Section 4.01(a)(ii). Class B-6 Loan Group I Optimal Principal Amount: As to any Distribution Date, the Class B-6 Optimal Principal Amount calculated only with respect to Group I Mortgage Loans and without regard to the proviso thereto. Class B-6 Loan Group II Optimal Principal Amount: As to any Distribution Date, the Class B-6 Optimal Principal Amount calculated only with respect to Group II Mortgage Loans and without regard to the proviso thereto. Class B-6 Optimal Principal Amount: As to any Distribution Date, an amount equal to the sum of (I) the sum, as to each Outstanding Mortgage Loan, of the product of (x) the Non-PO Fraction with respect to such Mortgage Loan and (y) the sum of: (i) the Group I Class B-6 Percentage (with respect to each such Group I Mortgage Loan) or Group II Class B-6 Percentage (with respect to each such Group II Mortgage Loan) of (A) the principal portion of the Monthly Payment due on the Due Date occurring in the month of such Distribution Date on such Mortgage Loan, less (B) the principal portion of any Debt Service Reduction with respect to such Mortgage Loan; (ii) the Group I Class B-6 Prepayment Percentage (with respect to each such Group I Mortgage Loan) or Group II Class B-6 Prepayment Percentage (with respect to each such Group II Mortgage Loan) of all Unscheduled Principal Receipts (other than Recoveries) that were received by a Servicer with respect to such Mortgage Loan during the Applicable Unscheduled Principal Receipt Period relating to such Distribution Date for each applicable type of Unscheduled Principal Receipt; (iii) the Group I Class B-6 Prepayment Percentage (with respect to each such Group I Mortgage Loan) or Group II Class B-6 Prepayment Percentage (with respect to each such Group II Mortgage Loan) of the Scheduled Principal Balance of such Mortgage Loan which, during the one month period ending on the day preceding the Determination Date for such Distribution Date, was repurchased by the Seller pursuant to Sections 2.02 or 2.03; and (iv) the Group I Class B-6 Percentage (with respect to each such Group I Mortgage Loan) or Group II Class B-6 Percentage (with respect to each such Group II Mortgage Loan) of the excess of the unpaid principal balance of such Mortgage Loan substituted for a Mortgage Loan during the one month period ending on the day preceding the Determination Date for such Distribution Date over the unpaid principal balance of such Mortgage Loan, less the amount allocable to the principal portion of any unreimbursed Periodic Advances previously made by the applicable Servicer, the Master Servicer or the Trustee in respect of such Mortgage Loan; and (II) the Group I Class B-6 Prepayment Percentage or Group II Class B-6 Prepayment Percentage, as applicable, of the Non-PO Recovery for each Loan Group for such Distribution Date. provided, however, that if an Optimal Adjustment Event occurs with respect to such Class and such Distribution Date, the Class B-6 Optimal Principal Amount will equal the lesser of (A) the Class B-6 Optimal Principal Amount calculated as described in the preceding provisions and (B) the Adjusted Principal Balance for the Class B-6 Certificates. Class B-6 Principal Balance: As to the first Determination Date, the Original Class B-6 Principal Balance. As of any subsequent Determination Date, the Original Class B-6 Principal Balance less the sum of all amounts previously distributed in respect of the Class B-6 Certificates on prior Distribution Dates pursuant to Paragraph eighteenth of Section 4.01(a)(ii); provided, however, if the Class B-6 Certificates are outstanding, the Class B-6 Principal Balance will equal the difference, if any, between the Aggregate Adjusted Pool Amount as of the preceding Distribution Date less the sum of the Aggregate Class A Principal Balance, the Class B-1 Principal Balance, the Class B-2 Principal Balance, the Class B-3 Principal Balance, the Class B-4 Principal Balance and the Class B-5 Principal Balance as of such Determination Date. Class B-6 Principal Distribution Amount: As to any Distribution Date, any amount distributable to the Holders of the Class B-6 Certificates pursuant to Paragraph eighteenth of Section 4.01(a)(ii). Class B-6 Unpaid Interest Shortfall: As to any Distribution Date, the amount, if any, by which the aggregate of the Class B-6 Interest Shortfall Amounts for prior Distribution Dates is in excess of the amounts distributed in respect of the Class B-6 Certificates on prior Distribution Dates pursuant to Paragraph seventeenth of Section 4.01(a)(ii). Clearing Agency: An organization registered as a "clearing agency" pursuant to Section 17A of the Securities Exchange Act of 1934, as amended. The initial Clearing Agency shall be The Depository Trust Company. Clearing Agency Participant: A broker, dealer, bank, financial institution or other Person for whom a Clearing Agency effects book-entry transfers of securities deposited with the Clearing Agency. Closing Date: The date of initial issuance of the Certificates, as set forth in Section 11.15. Code: The Internal Revenue Code of 1986, as it may be amended from time to time, any successor statutes thereto, and applicable U.S. Department of the Treasury temporary or final regulations promulgated thereunder. Compensating Interest: With respect to any Distribution Date, the lesser of (a) the aggregate Prepayment Interest Shortfall on the Mortgage Loans for such Distribution Date, (b) the product of (i) 1/12th of 0.20% and (ii) the Pool Scheduled Principal Balance for such Distribution Date and (c) the Available Master Servicing Compensation for such Distribution Date. Component: The Class I-A-PO Component or Class II-A-PO Component. Co-op Shares: Shares issued by private non-profit housing corporations. Corporate Trust Office: The principal office of the Trustee at which at any particular time its corporate trust business shall be administered, which office, at the date of the execution of this instrument, is located at 401 South Tryon Street, Charlotte, North Carolina 28288. Current Group I-A Interest Distribution Amount: As to any Distribution Date, the amount distributed in respect of the Classes of Group I-A Certificates pursuant to Paragraph first clause (A) of Section 4.01(a)(i) on such Distribution Date. Current Group II-A Interest Distribution Amount: As to any Distribution Date, the amount distributed in respect of the Classes of Group II-A Certificates pursuant to Paragraph first clause (B) of Section 4.01(a)(i) on such Distribution Date. Current Class B Interest Distribution Amount: As to any Distribution Date, the amount distributed in respect of the Classes of Class B Certificates pursuant to Paragraphs first, fourth, seventh, tenth, thirteenth and sixteenth of Section 4.01(a)(ii) on such Distribution Date. Current Class B-1 Fractional Interest: As to any Distribution Date subsequent to the first Distribution Date, the percentage obtained by dividing the sum of the Principal Balances of the Class B-2, Class B-3, Class B-4, Class B-5 and Class B-6 Certificates by the Aggregate Non-PO Principal Balance. As to the first Distribution Date, the Original Class B-1 Fractional Interest. Current Class B-2 Fractional Interest: As to any Distribution Date subsequent to the first Distribution Date, the percentage obtained by dividing the sum of the Principal Balances of the Class B-3, Class B-4, Class B-5 and Class B-6 Certificates by the Aggregate Non-PO Principal Balance. As to the first Distribution Date, the Original Class B-2 Fractional Interest. Current Class B-3 Fractional Interest: As to any Distribution Date subsequent to the first Distribution Date, the percentage obtained by dividing the sum of the Principal Balances of the Class B-4, Class B-5 and Class B-6 Certificates by the Aggregate Non-PO Principal Balance. As to the first Distribution Date, the Original Class B-3 Fractional Interest. Current Class B-4 Fractional Interest: As to any Distribution Date subsequent to the first Distribution Date, the percentage obtained by dividing the sum of the Principal Balances of the Class B-5 and Class B-6 Certificates by the Aggregate Non-PO Principal Balance. As to the first Distribution Date, the Original Class B-4 Fractional Interest. Current Class B-5 Fractional Interest: As to any Distribution Date subsequent to the first Distribution Date, the percentage obtained by dividing the Principal Balance of the Class B-6 Certificates by the Aggregate Non-PO Principal Balance. As to the first Distribution Date, the Original Class B-5 Fractional Interest. Curtailment: Any Principal Prepayment made by a Mortgagor which is not a Prepayment in Full. Curtailment Interest Shortfall: On any Distribution Date with respect to a Group I or Group II Mortgage Loan which was the subject of a Curtailment: (A) in the case where the Applicable Unscheduled Principal Receipt Period is the Mid-Month Receipt Period and such Curtailment is received by the Servicer on or after the Determination Date in the month preceding the month of such Distribution Date but prior to the first day of the month of such Distribution Date, the amount of interest that would have accrued at the Net Mortgage Interest Rate on the amount of such Curtailment from the day of its receipt or, if earlier, its application by the Servicer through the last day of the month preceding the month of such Distribution Date; and (B) in the case where the Applicable Unscheduled Principal Receipt Period is the Prior Month Receipt Period and such Curtailment is received by the Servicer during the month preceding the month of such Distribution Date, the amount of interest that would have accrued at the Net Mortgage Interest Rate on the amount of such Curtailment from the day of its receipt or, if earlier, its application by the Servicer through the last day of the month in which such Curtailment is received. Custodial Agreement: The Custodial Agreement, dated as of August 28, 2002, among the Custodian, the Seller, the Master Servicer and the Trustee, which is attached hereto as Exhibit E, as the same may be amended or modified from time to time in accordance with the terms thereof. Custodial P&I Account: The Custodial P&I Account, as defined in each of the Servicing Agreements, with respect to the Mortgage Loans. In determining whether the Custodial P&I Account under any Servicing Agreement is "acceptable" to the Master Servicer (as may be required by the definition of "Eligible Account" contained in the Servicing Agreements), the Master Servicer shall require that any such account shall be acceptable to each of the Rating Agencies. Custodian: Wells Fargo Bank Minnesota, National Association, or its successor in interest under the Custodial Agreement. Cut-Off Date: The first day of the month of initial issuance of the Certificates as set forth in Section 11.01. Cut-Off Date Aggregate Principal Balance: The aggregate of the Cut-Off Date Principal Balances of the Mortgage Loans is as set forth in Section 11.02. Cut-Off Date Principal Balance: As to each Mortgage Loan, its unpaid principal balance as of the close of business on the Cut-Off Date (but without giving effect to any Unscheduled Principal Receipts received or applied on the Cut-Off Date), reduced by all payments of principal due on or before the Cut-Off Date and not paid, and increased by scheduled monthly payments of principal due after the Cut-Off Date but received by the related Servicer on or before the Cut-Off Date. Debt Service Reduction: With respect to any Mortgage Loan, a reduction in the scheduled Monthly Payment for such Mortgage Loan by a court of competent jurisdiction in a proceeding under the Bankruptcy Code, except such a reduction constituting a Deficient Valuation. Deficient Valuation: With respect to any Mortgage Loan, a valuation by a court of competent jurisdiction of the Mortgaged Property in an amount less than the then-outstanding indebtedness under the Mortgage Loan, or any reduction in the amount of principal to be paid in connection with any scheduled Monthly Payment that results in a permanent forgiveness of principal, which valuation or reduction results from a proceeding under the Bankruptcy Code. Definitive Certificates: As defined in Section 5.01(b). Denomination: The amount, if any, specified on the face of each Certificate representing the principal portion of the Cut-Off Date Aggregate Principal Balance evidenced by such Certificate. Determination Date: The 17th day of the month in which the related Distribution Date occurs, or if such 17th day is not a Business Day, the Business Day preceding such 17th day. Discount Mortgage Loan: A Group I Discount Mortgage Loan or Group II Discount Mortgage Loan. Distribution Date: The 25th day of any month, beginning in the month following the month of initial issuance of the Certificates, or if such 25th day is not a Business Day, the Business Day following such 25th day. Due Date: With respect to any Mortgage Loan, the day of the month in which the Monthly Payment on such Mortgage Loan is scheduled to be paid. Eligible Account: One or more accounts (i) that are maintained with a depository institution (which may be the Master Servicer) whose long-term debt obligations (or, in the case of a depository institution which is part of a holding company structure, the long-term debt obligations of such parent holding company) at the time of deposit therein are rated at least "AA" (or the equivalent) by each of the Rating Agencies, (ii) the deposits in which are fully insured by the FDIC through either the Bank Insurance Fund or the Savings Association Insurance Fund, (iii) the deposits in which are insured by the FDIC through either the Bank Insurance Fund or the Savings Association Insurance Fund (to the limit established by the FDIC) and the uninsured deposits in which accounts are otherwise secured, as evidenced by an Opinion of Counsel delivered to the Trustee, such that the Trustee, on behalf of the Certificateholders has a claim with respect to the funds in such accounts or a perfected first security interest against any collateral securing such funds that is superior to claims of any other depositors or creditors of the depository institution with which such accounts are maintained, (iv) that are trust accounts maintained with the trust department of a federal or state chartered depository institution or trust company acting in its fiduciary capacity or (v) such other account that is acceptable to each of the Rating Agencies and would not cause the Trust Estate to fail to qualify as a REMIC or result in the imposition of any federal tax on the REMIC. Eligible Investments: At any time, any one or more of the following obligations and securities which shall mature not later than the Business Day preceding the Distribution Date next succeeding the date of such investment, provided that such investments continue to qualify as "cash flow investments" as defined in Code Section 860G(a)(6): (i) obligations of the United States of America or any agency thereof, provided such obligations are backed by the full faith and credit of the United States of America; (ii) general obligations of or obligations guaranteed by any state of the United States of America or the District of Columbia receiving the highest short-term or highest long-term rating of each Rating Agency, or such lower rating as would not result in the downgrading or withdrawal of the rating then assigned to any of the Certificates by either Rating Agency or result in any of such rated Certificates being placed on credit review status (other than for possible upgrading) by either Rating Agency; (iii) commercial or finance company paper which is then rated in the highest long-term commercial or finance company paper rating category of each Rating Agency or the highest short-term rating category of each Rating Agency, or such lower rating category as would not result in the downgrading or withdrawal of the rating then assigned to any of the Certificates by either Rating Agency or result in any of such rated Certificates being placed on credit review status (other than for possible upgrading) by either Rating Agency; (iv) certificates of deposit, demand or time deposits, federal funds or banker's acceptances issued by any depository institution or trust company incorporated under the laws of the United States or of any state thereof and subject to supervision and examination by federal and/or state banking authorities, provided that the commercial paper and/or debt obligations of such depository institution or trust company (or in the case of the principal depository institution in a holding company system, the commercial paper or debt obligations of such holding company) are then rated in the highest short-term or the highest long-term rating category for such securities of each of the Rating Agencies, or such lower rating categories as would not result in the downgrading or withdrawal of the rating then assigned to any of the Certificates by either Rating Agency or result in any of such rated Certificates being placed on credit review status (other than for possible upgrading) by either Rating Agency; (v) guaranteed reinvestment agreements issued by any bank, insurance company or other corporation acceptable to each Rating Agency at the time of the issuance of such agreements; (vi) repurchase agreements on obligations with respect to any security described in clauses (i) or (ii) above or any other security issued or guaranteed by an agency or instrumentality of the United States of America, in either case entered into with a depository institution or trust company (acting as principal) described in (iv) above; (vii) securities (other than stripped bonds or stripped coupon securities) bearing interest or sold at a discount issued by any corporation incorporated under the laws of the United States of America or any state thereof which, at the time of such investment or contractual commitment providing for such investment, are then rated in the highest short-term or the highest long-term rating category by each Rating Agency, or in such lower rating category as would not result in the downgrading or withdrawal of the rating then assigned to any of the Certificates by either Rating Agency or result in any of such rated Certificates being placed on credit review status (other than for possible upgrading) by either Rating Agency; (viii) such other investments acceptable to each Rating Agency as would not result in the downgrading of the rating then assigned to the Certificates by either Rating Agency or result in any of such rated Certificates being placed on credit review status (other than for possible upgrading) by either Rating Agency; and (ix) any mutual fund, money market fund, common trust fund or other pooled investment vehicle, the assets of which are limited to instruments that otherwise would constitute Eligible Investments hereunder, including any such fund that is managed by the Trustee or any affiliate of the Trustee or for which the Trustee or any of its affiliates acts as an adviser as long as such fund is rated in at least the highest rating category by each Rating Agency. In no event shall an instrument be an Eligible Investment if such instrument evidences either (i) a right to receive only interest payments with respect to the obligations underlying such instrument, or (ii) both principal and interest payments derived from obligations underlying such instrument and the interest and principal payments with respect to such instrument provide a yield to maturity at the date of investment of greater than 120% of the yield to maturity at par of such underlying obligations. ERISA: The Employee Retirement Income Security Act of 1974, as amended. ERISA Prohibited Holder: As defined in Section 5.02(d). Errors and Omissions Policy: As defined in each of the Servicing Agreements. Event of Default: Any of the events specified in Section 7.01. FDIC: The Federal Deposit Insurance Corporation or any successor thereto. Fidelity Bond: As defined in each of the Servicing Agreements. Final Distribution Date: The Distribution Date on which the final distribution in respect of the Certificates is made pursuant to Section 9.01. Final Scheduled Maturity Date: The Final Scheduled Maturity Date for each Class of Class A Certificates and Class B Certificates is September 25, 2032, which corresponds to the "latest possible maturity date" for purposes of Section 860G(a)(1) of the Internal Revenue Code of 1986, as amended. Fitch: Fitch Ratings, or its successors in interest. Fixed Retained Yield: The fixed percentage of interest on each Mortgage Loan with a Mortgage Interest Rate greater than the sum of (a) 6.250%, (b) the applicable Servicing Fee Rate and (c) the Master Servicing Fee Rate, which will be determined on a loan by loan basis and will equal the Mortgage Interest Rate on each Mortgage Loan minus the sum of the rates described in clauses (a), (b) and (c), which is not assigned to and not part of the Trust Estate. Fixed Retained Yield Rate: With respect to each Mortgage Loan, a per annum rate equal to the greater of (a) zero and (b) the Mortgage Interest Rate on such Mortgage Loan minus the sum of (i) 6.250%, (ii) the applicable Servicing Fee Rate and (iii) the Master Servicing Fee Rate. Full Unscheduled Principal Receipt: Any Unscheduled Principal Receipt with respect to a Mortgage Loan (i) in the amount of the outstanding principal balance of such Mortgage Loan and resulting in the full satisfaction of such Mortgage Loan or (ii) representing Liquidation Proceeds other than Partial Liquidation Proceeds. Group: The Group I or Group II. Group I: The Group I-A Certificates and Class I-A-PO Component. Group I Adjusted Pool Amount: With respect to any Distribution Date, the aggregate of the Cut-Off Date Principal Balances of the Group I Mortgage Loans minus the sum of (i) all amounts in respect of principal received in respect of the Group I Mortgage Loans (including, without limitation, amounts received as Monthly Payments, Periodic Advances, Unscheduled Principal Receipts and Substitution Principal Amounts) and distributed to Holders of the Certificates on such Distribution Date and all prior Distribution Dates, (ii) the principal portion of all Liquidated Loan Losses incurred on such Group I Mortgage Loans for which the Liquidation Proceeds were received from the Cut-Off Date through the end of the Applicable Unscheduled Principal Receipt Period with respect to Full Unscheduled Principal Receipts for such Distribution Date and (iii) the principal portion of all Bankruptcy Losses (other than Debt Service Reductions) incurred on the Group I Mortgage Loans from the Cut-Off Date through the end of the period corresponding to the Applicable Unscheduled Principal Receipt Period with respect to Full Unscheduled Principal Receipts for such Distribution Date. Group I Adjusted Pool Amount (PO Portion): With respect to any Distribution Date, the sum of the amounts, calculated as follows, with respect to all Outstanding Mortgage Loans that are Group I Mortgage Loans: the product of (i) the PO Fraction for each such Group I Mortgage Loan and (ii) the remainder of (A) the Cut-Off Date Principal Balance of such Mortgage Loan minus (B) the sum of (x) all amounts in respect of principal received in respect of such Group I Mortgage Loan (including, without limitation, amounts received as Monthly Payments, Periodic Advances, Unscheduled Principal Receipts and Substitution Principal Amounts) and distributed to Holders of the Certificates on such Distribution Date and all prior Distribution Dates, (y) the principal portion of any Liquidated Loan Losses incurred on such Group I Mortgage Loans for which Liquidation Proceeds were received from the Cut-Off Date through the end of the Applicable Unscheduled Principal Receipt Period with respect to Full Unscheduled Principal Receipts for such Distribution Date and (z) the principal portion of all Bankruptcy Losses (other than Debt Service Reductions) incurred on the Group I Mortgage Loans from the Cut-Off Date through the end of the period corresponding to the Applicable Unscheduled Principal Receipt Period with respect to Full Unscheduled Principal Receipts for such Distribution Date. Group I Class B Percentage: Any one of the Group I Class B-1 Percentage, Group I Class B-2 Percentage, Group I Class B-3 Percentage, Group I Class B-4 Percentage, Group I Class B-5 Percentage or Group I Class B-6 Percentage. Group I Class B Prepayment Percentage: Any of the Group I Class B-1 Prepayment Percentage, Group I Class B-2 Prepayment Percentage, Group I Class B-3 Prepayment Percentage, Group I Class B-4 Prepayment Percentage, Group I Class B-5 Prepayment Percentage or Group I Class B-6 Prepayment Percentage. Group I Class B-1 Percentage: As to any Distribution Date, the percentage calculated by multiplying the Group I Subordinated Percentage by either (i) if any Class B Certificates (other than the Class B-1 Certificates) are eligible to receive principal distributions for such Distribution Date in accordance with Section 4.01(d), a fraction, the numerator of which is the Class B-1 Principal Balance (determined as of the Determination Date preceding such Distribution Date) and the denominator of which is the sum of the Principal Balances of the Classes of Class B Certificates eligible to receive principal distributions for such Distribution Date in accordance with the provisions of Section 4.01(d) or (ii) except as set forth in Section 4.01(d)(ii), in the event that the Class B Certificates (other than the Class B-1 Certificates) are not eligible to receive distributions of principal in accordance with Section 4.01(d)(i), one. Group I Class B-1 Prepayment Percentage: As to any Distribution Date, the percentage calculated by multiplying the Group I Subordinated Prepayment Percentage by either (i) if any Class B Certificates (other than the Class B-1 Certificates) are eligible to receive principal distributions for such Distribution Date in accordance with Section 4.01(d), a fraction, the numerator of which is the Class B-1 Principal Balance (determined as of the Determination Date preceding such Distribution Date) and the denominator of which is the sum of the Principal Balances of the Classes of Class B Certificates eligible to receive principal distributions for such Distribution Date in accordance with the provisions of Section 4.01(d) or (ii) except as set forth in Section 4.01(d)(ii), in the event that the Class B Certificates (other than the Class B-1 Certificates) are not eligible to receive distributions of principal in accordance with Section 4.01(d)(i), one. Group I Class B-2 Percentage: As to any Distribution Date, except as set forth in the next sentence, the percentage calculated by multiplying (i) the Group I Subordinated Percentage by (ii) a fraction, the numerator of which is the Class B-2 Principal Balance (determined as of the Determination Date preceding such Distribution Date) and the denominator of which is the sum of the Principal Balances of the Classes of Class B Certificates eligible to receive principal distributions for such Distribution Date in accordance with the provisions of Section 4.01(d). Except as set forth in Section 4.01(d)(ii), in the event that the Class B-2 Certificates are not eligible to receive distributions of principal in accordance with Section 4.01(d)(i), the Group I Class B-2 Percentage for such Distribution Date will be zero. Group I Class B-2 Prepayment Percentage: As to any Distribution Date, except as set forth in the next sentence, the percentage calculated by multiplying (i) the Group I Subordinated Prepayment Percentage by (ii) a fraction, the numerator of which is the Class B-2 Principal Balance (determined as of the Determination Date preceding such Distribution Date) and the denominator of which is the sum of the Principal Balances of the Classes of Class B Certificates eligible to receive principal distributions for such Distribution Date in accordance with the provisions of Section 4.01(d). Except as set forth in Section 4.01(d)(ii), in the event that the Class B-2 Certificates are not eligible to receive distributions of principal in accordance with Section 4.01(d)(i), the Group I Class B-2 Prepayment Percentage for such Distribution Date will be zero. Group I Class B-3 Percentage: As to any Distribution Date, except as set forth in the next sentence, the percentage calculated by multiplying (i) the Group I Subordinated Percentage by (ii) a fraction, the numerator of which is the Class B-3 Principal Balance (determined as of the Determination Date preceding such Distribution Date) and the denominator of which is the sum of the Principal Balances of the Classes of Class B Certificates eligible to receive principal distributions for such Distribution Date in accordance with the provisions of Section 4.01(d). Except as set forth in Section 4.01(d)(ii), in the event that the Class B-3 Certificates are not eligible to receive distributions of principal in accordance with Section 4.01(d)(i), the Group I Class B-3 Percentage for such Distribution Date will be zero. Group I Class B-3 Prepayment Percentage: As to any Distribution Date, except as set forth in the next sentence, the percentage calculated by multiplying (i) the Group I Subordinated Prepayment Percentage by (ii) a fraction, the numerator of which is the Class B-3 Principal Balance (determined as of the Determination Date preceding such Distribution Date) and the denominator of which is the sum of the Principal Balances of the Classes of Class B Certificates eligible to receive principal distributions for such Distribution Date in accordance with the provisions of Section 4.01(d). Except as set forth in Section 4.01(d)(ii), in the event that the Class B-3 Certificates are not eligible to receive distributions of principal in accordance with Section 4.01(d)(i), the Group I Class B-3 Prepayment Percentage for such Distribution Date will be zero. Group I Class B-4 Percentage: As to any Distribution Date, except as set forth in the next sentence, the percentage calculated by multiplying (i) the Group I Subordinated Percentage by (ii) a fraction, the numerator of which is the Class B-4 Principal Balance (determined as of the Determination Date preceding such Distribution Date) and the denominator of which is the sum of the Principal Balances of the Classes of Class B Certificates eligible to receive principal distributions for such Distribution Date in accordance with the provisions of Section 4.01(d). Except as set forth in Section 4.01(d)(ii), in the event that the Class B-4 Certificates are not eligible to receive distributions of principal in accordance with Section 4.01(d)(i), the Group I Class B-4 Percentage for such Distribution Date will be zero. Group I Class B-4 Prepayment Percentage: As to any Distribution Date, except as set forth in the next sentence, the percentage calculated by multiplying (i) the Group I Subordinated Prepayment Percentage by (ii) a fraction, the numerator of which is the Class B-4 Principal Balance (determined as of the Determination Date preceding such Distribution Date) and the denominator of which is the sum of the Principal Balances of the Classes of Class B Certificates eligible to receive principal distributions for such Distribution Date in accordance with the provisions of Section 4.01(d). Except as set forth in Section 4.01(d)(ii), in the event that the Class B-4 Certificates are not eligible to receive distributions of principal in accordance with Section 4.01(d)(i), the Group I Class B-4 Prepayment Percentage for such Distribution Date will be zero. Group I Class B-5 Percentage: As to any Distribution Date, except as set forth in the next sentence, the percentage calculated by multiplying (i) the Group I Subordinated Percentage by (ii) a fraction, the numerator of which is the Class B-5 Principal Balance (determined as of the Determination Date preceding such Distribution Date) and the denominator of which is the sum of the Principal Balances of the Classes of Class B Certificates eligible to receive principal distributions for such Distribution Date in accordance with the provisions of Section 4.01(d). Except as set forth in Section 4.01(d)(ii), in the event that the Class B-5 Certificates are not eligible to receive distributions of principal in accordance with Section 4.01(d)(i), the Group I Class B-5 Percentage for such Distribution Date will be zero. Group I Class B-5 Prepayment Percentage: As to any Distribution Date, except as set forth in the next sentence, the percentage calculated by multiplying (i) the Group I Subordinated Prepayment Percentage by (ii) a fraction, the numerator of which is the Class B-5 Principal Balance (determined as of the Determination Date preceding such Distribution Date) and the denominator of which is the sum of the Principal Balances of the Classes of Class B Certificates eligible to receive principal distributions for such Distribution Date in accordance with the provisions of Section 4.01(d). Except as set forth in Section 4.01(d)(ii), in the event that the Class B-5 Certificates are not eligible to receive distributions of principal in accordance with Section 4.01(d)(i), the Group I Class B-5 Prepayment Percentage for such Distribution Date will be zero. Group I Class B-6 Percentage: As to any Distribution Date, except as set forth in the next sentence, the percentage calculated by multiplying (i) the Group I Subordinated Percentage by (ii) a fraction, the numerator of which is the Class B-6 Principal Balance (determined as of the Determination Date preceding such Distribution Date) and the denominator of which is the sum of the Principal Balances of the Classes of Class B Certificates eligible to receive principal distributions for such Distribution Date in accordance with the provisions of Section 4.01(d). Except as set forth in Section 4.01(d)(ii), in the event that the Class B-6 Certificates are not eligible to receive distributions of principal in accordance with Section 4.01(d)(i), the Group I Class B-6 Percentage for such Distribution Date will be zero. Group I Class B-6 Prepayment Percentage: As to any Distribution Date, except as set forth in the next sentence, the percentage calculated by multiplying (i) the Group I Subordinated Prepayment Percentage by (ii) a fraction, the numerator of which is the Class B-6 Principal Balance (determined as of the Determination Date preceding such Distribution Date) and the denominator of which is the sum of the Principal Balances of the Classes of Class B Certificates eligible to receive principal distributions for such Distribution Date in accordance with the provisions of Section 4.01(d). Except as set forth in Section 4.01(d)(ii), in the event that the Class B-6 Certificates are not eligible to receive distributions of principal in accordance with Section 4.01(d)(i), the Group I Class B-6 Prepayment Percentage for such Distribution Date will be zero. Group I Discount Mortgage Loan: A Group I Mortgage Loan with a Net Mortgage Interest Rate of less than 6.250%. Group I Mortgage Loans: Those Mortgage Loans listed on Exhibit F-1A, F-2 and F-3A attached hereto. Group I Pool Balance (Non-PO Portion): As of any Distribution Date, the sum of the amounts for each Group I Mortgage Loan that is an Outstanding Mortgage Loan of the product of (i) the Non-PO Fraction for such Mortgage Loan and (ii) the Scheduled Principal Balance of such Mortgage Loan. Group I Pool Balance (PO Portion): As of any Distribution Date, the sum of the amounts for each Group I Mortgage Loan that is an Outstanding Mortgage Loan of the product of (i) the PO Fraction for such Mortgage Loan and (ii) the Scheduled Principal Balance of such Mortgage Loan. Group I Pool Distribution Amount: As of any Distribution Date, the funds eligible for distribution to the Group I-A Certificates, Class I-A-PO Component and Class B Certificates on such Distribution Date, which shall be the sum of (i) all previously undistributed payments or other receipts on account of principal and interest on or in respect of the Group I Mortgage Loans (including, without limitation, the proceeds of any repurchase of a Group I Mortgage Loan by the Seller and any Substitution Principal Amount) received by the Master Servicer with respect to the applicable Remittance Date in the month of such Distribution Date and any Unscheduled Principal Receipts received by the Master Servicer on or prior to the Business Day preceding such Distribution Date, (ii) all Periodic Advances made with respect to Group I Mortgage Loans by a Servicer pursuant to the related Servicing Agreement or Periodic Advances with respect to Group I Mortgage Loans made by the Master Servicer or the Trustee pursuant to Section 3.03, and (iii) all other amounts (including any Insurance Proceeds and Compensating Interest) with respect to a Group I Mortgage Loan required to be placed in the Certificate Account by the Servicer on or before the applicable Remittance Date or by the Master Servicer or the Trustee on or prior to the Distribution Date, but excluding the following: (a) amounts received as late payments of principal or interest with respect to a Group I Mortgage Loan and respecting which the Master Servicer or the Trustee has made one or more unreimbursed Periodic Advances; (b) the portion of Liquidation Proceeds used to reimburse any unreimbursed Periodic Advances with respect to a Group I Mortgage Loan by the Master Servicer or the Trustee; (c) those portions of each payment of interest on a particular Group I Mortgage Loan which represent (i) the Fixed Retained Yield, if any, (ii) the applicable Servicing Fee and (iii) the Master Servicing Fee; (d) all amounts representing scheduled payments of principal and interest on Group I Mortgage Loans due after the Due Date occurring in the month in which such Distribution Date occurs; (e) all Unscheduled Principal Receipts received by the Servicers with respect to Group I Mortgage Loans after the Applicable Unscheduled Principal Receipt Period relating to the Distribution Date for the applicable type of Unscheduled Principal Receipt, and all related payments of interest on such amounts; (f) all repurchase proceeds with respect to Group I Mortgage Loans repurchased by the Seller pursuant to Sections 2.02 or 2.03 on or following the Determination Date in the month in which such Distribution Date occurs and the difference between the unpaid principal balance of a Group I Mortgage Loan substituted for a Group I Mortgage Loan pursuant to Sections 2.02, 2.03 or 2.06 on or following the Determination Date in the month in which such Distribution Date occurs and the unpaid principal balance of such Group I Mortgage Loan; (g) that portion of Liquidation Proceeds and REO Proceeds with respect to any Group I Mortgage Loan which represents any unpaid Servicing Fee or Master Servicing Fee; (h) all income from Eligible Investments that is held in the Certificate Account for the account of the Master Servicer; (i) all other amounts permitted to be withdrawn from the Certificate Account in respect of the Group I Mortgage Loans, to the extent not covered by clauses (a) through (h) above, or not required to be deposited in the Certificate Account under this Agreement; (j) Liquidation Profits in respect of Group I Mortgage Loans; (k) Month End Interest in respect of Group I Mortgage Loans; and (l) all amounts reimbursable to a Servicer for PMI Advances in respect of Group I Mortgage Loans. Group I Pool Scheduled Principal Balance: As to any Distribution Date, the aggregate Scheduled Principal Balance of all Group I Mortgage Loans that were Outstanding Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date. Group I Subordinated Percentage: As to any Distribution Date, the percentage which is the difference between 100% and the Group I-A Percentage for such date. Group I Subordinated Prepayment Percentage: As to any Distribution Date, the percentage which is the difference between 100% and the Group I-A Prepayment Percentage for such date. Group II: The Group II-A Certificates and Class II-A-PO Component. Group II Adjusted Pool Amount: With respect to any Distribution Date, the aggregate of the Cut-Off Date Principal Balances of the Group II Mortgage Loans minus the sum of (i) all amounts in respect of principal received in respect of the Group II Mortgage Loans (including, without limitation, amounts received as Monthly Payments, Periodic Advances, Unscheduled Principal Receipts and Substitution Principal Amounts) and distributed to Holders of the Certificates on such Distribution Date and all prior Distribution Dates, (ii) the principal portion of all Liquidated Loan Losses incurred on such Group II Mortgage Loans for which the Liquidation Proceeds were received from the Cut-Off Date through the end of Applicable Unscheduled Principal Receipt Period with respect to Full Unscheduled Principal Receipts for such Distribution Date and (iii) the principal portion of all Bankruptcy Losses (other than Debt Service Reductions) incurred on the Group II Mortgage Loans from the Cut-Off Date through the end of the period corresponding to the Applicable Unscheduled Principal Receipt Period with respect to Full Unscheduled Principal Receipts for such Distribution Date. Group II Adjusted Pool Amount (PO Portion): With respect to any Distribution Date, the sum of the amounts, calculated as follows, with respect to all Outstanding Mortgage Loans that are Group II Mortgage Loans: the product of (i) the PO Fraction for each such Group II Mortgage Loan and (ii) the remainder of (A) the Cut-Off Date Principal Balance of such Mortgage Loan minus (B) the sum of (x) all amounts in respect of principal received in respect of such Group II Mortgage Loan (including, without limitation, amounts received as Monthly Payments, Periodic Advances, Unscheduled Principal Receipts and Substitution Principal Amounts) and distributed to Holders of the Certificates on such Distribution Date and all prior Distribution Dates, (y) the principal portion of any Liquidated Loan Losses incurred on such Group II Mortgage Loans for which Liquidation Proceeds were received from the Cut-Off Date through the end of the Applicable Unscheduled Principal Receipt Period with respect to Full Unscheduled Principal Receipts for such Distribution Date and (z) the principal portion of all Bankruptcy Losses (other than Debt Service Reductions) incurred on the Group II Mortgage Loans from the Cut-Off Date through the end of the period corresponding to the Applicable Unscheduled Principal Receipt Period with respect to Full Unscheduled Principal Receipts for such Distribution Date. Group II Class B Percentage: Any one of the Group II Class B-1 Percentage, Group II Class B-2 Percentage, Group II Class B-3 Percentage, Group II Class B-4 Percentage, Group II Class B-5 Percentage or Group II Class B-6 Percentage. Group II Class B Prepayment Percentage: Any of the Group II Class B-1 Prepayment Percentage, Group II Class B-2 Prepayment Percentage, Group II Class B-3 Prepayment Percentage, Group II Class B-4 Prepayment Percentage, Group II Class B-5 Prepayment Percentage or Group II Class B-6 Prepayment Percentage. Group II Class B-1 Percentage: As to any Distribution Date, the percentage calculated by multiplying the Group II Subordinated Percentage by either (i) if any Class B Certificates (other than the Class B-1 Certificates) are eligible to receive principal distributions for such Distribution Date in accordance with Section 4.01(d), a fraction, the numerator of which is the Class B-1 Principal Balance (determined as of the Determination Date preceding such Distribution Date) and the denominator of which is the sum of the Principal Balances of the Classes of Class B Certificates eligible to receive principal distributions for such Distribution Date in accordance with the provisions of Section 4.01(d) or (ii) except as set forth in Section 4.01(d)(ii), in the event that the Class B Certificates (other than the Class B-1 Certificates) are not eligible to receive distributions of principal in accordance with Section 4.01(d)(i), one. Group II Class B-1 Prepayment Percentage: As to any Distribution Date, the percentage calculated by multiplying the Group II Subordinated Prepayment Percentage by either (i) if any Class B Certificates (other than the Class B-1 Certificates) are eligible to receive principal distributions for such Distribution Date in accordance with Section 4.01(d), a fraction, the numerator of which is the Class B-1 Principal Balance (determined as of the Determination Date preceding such Distribution Date) and the denominator of which is the sum of the Principal Balances of the Classes of Class B Certificates eligible to receive principal distributions for such Distribution Date in accordance with the provisions of Section 4.01(d) or (ii) except as set forth in Section 4.01(d)(ii), in the event that the Class B Certificates (other than the Class B-1 Certificates) are not eligible to receive distributions of principal in accordance with Section 4.01(d)(i), one. Group II Class B-2 Percentage: As to any Distribution Date, except as set forth in the next sentence, the percentage calculated by multiplying (i) the Group II Subordinated Percentage by (ii) a fraction, the numerator of which is the Class B-2 Principal Balance (determined as of the Determination Date preceding such Distribution Date) and the denominator of which is the sum of the Principal Balances of the Classes of Class B Certificates eligible to receive principal distributions for such Distribution Date in accordance with the provisions of Section 4.01(d). Except as set forth in Section 4.01(d)(ii), in the event that the Class B-2 Certificates are not eligible to receive distributions of principal in accordance with Section 4.01(d)(i), the Group II Class B-2 Percentage for such Distribution Date will be zero. Group II Class B-2 Prepayment Percentage: As to any Distribution Date, except as set forth in the next sentence, the percentage calculated by multiplying (i) the Group II Subordinated Prepayment Percentage by (ii) a fraction, the numerator of which is the Class B-2 Principal Balance (determined as of the Determination Date preceding such Distribution Date) and the denominator of which is the sum of the Principal Balances of the Classes of Class B Certificates eligible to receive principal distributions for such Distribution Date in accordance with the provisions of Section 4.01(d). Except as set forth in Section 4.01(d)(ii), in the event that the Class B-2 Certificates are not eligible to receive distributions of principal in accordance with Section 4.01(d)(i), the Group II Class B-2 Prepayment Percentage for such Distribution Date will be zero. Group II Class B-3 Percentage: As to any Distribution Date, except as set forth in the next sentence, the percentage calculated by multiplying (i) the Group II Subordinated Percentage by (ii) a fraction, the numerator of which is the Class B-3 Principal Balance (determined as of the Determination Date preceding such Distribution Date) and the denominator of which is the sum of the Principal Balances of the Classes of Class B Certificates eligible to receive principal distributions for such Distribution Date in accordance with the provisions of Section 4.01(d). Except as set forth in Section 4.01(d)(ii), in the event that the Class B-3 Certificates are not eligible to receive distributions of principal in accordance with Section 4.01(d)(i), the Group II Class B-3 Percentage for such Distribution Date will be zero. Group II Class B-3 Prepayment Percentage: As to any Distribution Date, except as set forth in the next sentence, the percentage calculated by multiplying (i) the Group II Subordinated Prepayment Percentage by (ii) a fraction, the numerator of which is the Class B-3 Principal Balance (determined as of the Determination Date preceding such Distribution Date) and the denominator of which is the sum of the Principal Balances of the Classes of Class B Certificates eligible to receive principal distributions for such Distribution Date in accordance with the provisions of Section 4.01(d). Except as set forth in Section 4.01(d)(ii), in the event that the Class B-3 Certificates are not eligible to receive distributions of principal in accordance with Section 4.01(d)(i), the Group II Class B-3 Prepayment Percentage for such Distribution Date will be zero. Group II Class B-4 Percentage: As to any Distribution Date, except as set forth in the next sentence, the percentage calculated by multiplying (i) the Group II Subordinated Percentage by (ii) a fraction, the numerator of which is the Class B-4 Principal Balance (determined as of the Determination Date preceding such Distribution Date) and the denominator of which is the sum of the Principal Balances of the Classes of Class B Certificates eligible to receive principal distributions for such Distribution Date in accordance with the provisions of Section 4.01(d). Except as set forth in Section 4.01(d)(ii), in the event that the Class B-4 Certificates are not eligible to receive distributions of principal in accordance with Section 4.01(d)(i), the Group II Class B-4 Percentage for such Distribution Date will be zero. Group II Class B-4 Prepayment Percentage: As to any Distribution Date, except as set forth in the next sentence, the percentage calculated by multiplying (i) the Group II Subordinated Prepayment Percentage by (ii) a fraction, the numerator of which is the Class B-4 Principal Balance (determined as of the Determination Date preceding such Distribution Date) and the denominator of which is the sum of the Principal Balances of the Classes of Class B Certificates eligible to receive principal distributions for such Distribution Date in accordance with the provisions of Section 4.01(d). Except as set forth in Section 4.01(d)(ii), in the event that the Class B-4 Certificates are not eligible to receive distributions of principal in accordance with Section 4.01(d)(i), the Group II Class B-4 Prepayment Percentage for such Distribution Date will be zero. Group II Class B-5 Percentage: As to any Distribution Date, except as set forth in the next sentence, the percentage calculated by multiplying (i) the Group II Subordinated Percentage by (ii) a fraction, the numerator of which is the Class B-5 Principal Balance (determined as of the Determination Date preceding such Distribution Date) and the denominator of which is the sum of the Principal Balances of the Classes of Class B Certificates eligible to receive principal distributions for such Distribution Date in accordance with the provisions of Section 4.01(d). Except as set forth in Section 4.01(d)(ii), in the event that the Class B-5 Certificates are not eligible to receive distributions of principal in accordance with Section 4.01(d)(i), the Group II Class B-5 Percentage for such Distribution Date will be zero. Group II Class B-5 Prepayment Percentage: As to any Distribution Date, except as set forth in the next sentence, the percentage calculated by multiplying (i) the Group II Subordinated Prepayment Percentage by (ii) a fraction, the numerator of which is the Class B-5 Principal Balance (determined as of the Determination Date preceding such Distribution Date) and the denominator of which is the sum of the Principal Balances of the Classes of Class B Certificates eligible to receive principal distributions for such Distribution Date in accordance with the provisions of Section 4.01(d). Except as set forth in Section 4.01(d)(ii), in the event that the Class B-5 Certificates are not eligible to receive distributions of principal in accordance with Section 4.01(d)(i), the Group II Class B-5 Prepayment Percentage for such Distribution Date will be zero. Group II Class B-6 Percentage: As to any Distribution Date, except as set forth in the next sentence, the percentage calculated by multiplying (i) the Group II Subordinated Percentage by (ii) a fraction, the numerator of which is the Class B-6 Principal Balance (determined as of the Determination Date preceding such Distribution Date) and the denominator of which is the sum of the Principal Balances of the Classes of Class B Certificates eligible to receive principal distributions for such Distribution Date in accordance with the provisions of Section 4.01(d). Except as set forth in Section 4.01(d)(ii), in the event that the Class B-6 Certificates are not eligible to receive distributions of principal in accordance with Section 4.01(d)(i), the Group II Class B-6 Percentage for such Distribution Date will be zero. Group II Class B-6 Prepayment Percentage: As to any Distribution Date, except as set forth in the next sentence, the percentage calculated by multiplying (i) the Group II Subordinated Prepayment Percentage by (ii) a fraction, the numerator of which is the Class B-6 Principal Balance (determined as of the Determination Date preceding such Distribution Date) and the denominator of which is the sum of the Principal Balances of the Classes of Class B Certificates eligible to receive principal distributions for such Distribution Date in accordance with the provisions of Section 4.01(d). Except as set forth in Section 4.01(d)(ii), in the event that the Class B-6 Certificates are not eligible to receive distributions of principal in accordance with Section 4.01(d)(i), the Group II Class B-6 Prepayment Percentage for such Distribution Date will be zero. Group II Discount Mortgage Loan: A Group II Mortgage Loan with a Net Mortgage Interest Rate of less than 6.250%. Group II Mortgage Loans: Those Mortgage Loans listed on Exhibits F-1B and F-3B attached hereto. Group II Pool Balance (Non-PO Portion): As of any Distribution Date, the sum of the amounts for each Group II Mortgage Loan that is an Outstanding Mortgage Loan of the product of (i) the Non-PO Fraction for such Mortgage Loan and (ii) the Scheduled Principal Balance of such Mortgage Loan. Group II Pool Balance (PO Portion): As of any Distribution Date, the sum of the amounts for each Group II Mortgage Loan that is an Outstanding Mortgage Loan of the product of (i) the PO Fraction for such Mortgage Loan and (ii) the Scheduled Principal Balance of such Mortgage Loan. Group II Pool Distribution Amount: As of any Distribution Date, the funds eligible for distribution to the Group II-A Certificates, Class II-A-PO Component and Class B Certificates on such Distribution Date, which shall be the sum of (i) all previously undistributed payments or other receipts on account of principal and interest on or in respect of the Group II Mortgage Loans (including, without limitation, the proceeds of any repurchase of a Group II Mortgage Loan by the Seller and any Substitution Principal Amount) received by the Master Servicer with respect to the applicable Remittance Date in the month of such Distribution Date and any Unscheduled Principal Receipts received by the Master Servicer on or prior to the Business Day preceding such Distribution Date, (ii) all Periodic Advances made with respect to Group II Mortgage Loans by a Servicer pursuant to the related Servicing Agreement or Periodic Advances with respect to Group II Mortgage Loans made by the Master Servicer or the Trustee pursuant to Section 3.03 and (iii) all other amounts (including any Insurance Proceeds and Compensating Interest) with respect to a Group II Mortgage Loan required to be placed in the Certificate Account by the Servicer on or before the applicable Remittance Date or by the Master Servicer or the Trustee on or prior to the Distribution Date, but excluding the following: (a) amounts received as late payments of principal or interest with respect to a Group II Mortgage Loan and respecting which the Master Servicer or the Trustee has made one or more unreimbursed Periodic Advances; (b) the portion of Liquidation Proceeds used to reimburse any unreimbursed Periodic Advances with respect to a Group II Mortgage Loan by the Master Servicer or the Trustee; (c) those portions of each payment of interest on a particular Group II Mortgage Loan which represent (i) the Fixed Retained Yield, if any, (ii) the applicable Servicing Fee and (iii) the Master Servicing Fee; (d) all amounts representing scheduled payments of principal and interest on Group II Mortgage Loans due after the Due Date occurring in the month in which such Distribution Date occurs; (e) all Unscheduled Principal Receipts received by the Servicers with respect to Group II Mortgage Loans after the Applicable Unscheduled Principal Receipt Period relating to the Distribution Date for the applicable type of Unscheduled Principal Receipt, and all related payments of interest on such amounts; (f) all repurchase proceeds with respect to Group II Mortgage Loans repurchased by the Seller pursuant to Sections 2.02 or 2.03 on or following the Determination Date in the month in which such Distribution Date occurs and the difference between the unpaid principal balance of a Group II Mortgage Loan substituted for a Group II Mortgage Loan pursuant to Sections 2.02, 2.03 or 2.06 on or following the Determination Date in the month in which such Distribution Date occurs and the unpaid principal balance of such Group II Mortgage Loan; (g) that portion of Liquidation Proceeds and REO Proceeds with respect to any Group II Mortgage Loan which represents any unpaid Servicing Fee or Master Servicing Fee; (h) all income from Eligible Investments that is held in the Certificate Account for the account of the Master Servicer; (i) all other amounts permitted to be withdrawn from the Certificate Account in respect of the Group II Mortgage Loans, to the extent not covered by clauses (a) through (h) above, or not required to be deposited in the Certificate Account under this Agreement; (j) Liquidation Profits in respect of Group II Mortgage Loans; (k) Month End Interest in respect of Group II Mortgage Loans; and (l) all amounts reimbursable to a Servicer for PMI Advances in respect of Group II Mortgage Loans. Group II Pool Scheduled Principal Balance: As to any Distribution Date, the aggregate Scheduled Principal Balance of all Group II Mortgage Loans that were Outstanding Mortgage Loans on the Due Date in the month preceding the month of such Distribution Date. Group II Subordinated Percentage: As to any Distribution Date, the percentage which is the difference between 100% and the Group II-A Percentage for such date. Group II Subordinated Prepayment Percentage: As to any Distribution Date, the percentage which is the difference between 100% and the Group II-A Prepayment Percentage for such date. Group I-A Certificate: Any Class I-A-1 or Class I-A-R Certificate. Group I-A Distribution Amount: As to any Distribution Date and any Class of Group I-A Certificates, the amount distributable to such Class of Group I-A Certificates pursuant to Paragraphs first clause (A), second clause (A) and third clause (A)(1) of Section 4.01(a)(i). As to any Distribution Date and the Class I-A-PO Component, the amount distributable to the Class A-PO Certificates with respect to the Class I-A-PO Component pursuant to Paragraphs third clause (A)(2) and fourth clause (A) of Section 4.01(a)(i) on such Distribution Date. Group I-A Interest Accrual Amount: As to any Distribution Date, the sum of the Interest Accrual Amounts for the Group I-A Certificates with respect to such Distribution Date. Group I-A Interest Percentage: As to any Distribution Date and any Class of Group I-A Certificates, the percentage calculated by dividing the Interest Accrual Amount of such Class (determined without regard to clause (ii) of the definition thereof) by the Group I-A Interest Accrual Amount (determined without regard to clause (ii) of the definition of each Interest Accrual Amount). Group I-A Interest Shortfall Amount: As to any Distribution Date and any Class of Group I-A Certificates, any amount by which the Interest Accrual Amount of such Class with respect to such Distribution Date exceeds the amount distributed in respect of such Class on such Distribution Date pursuant to Paragraph first clause (A) of Section 4.01(a)(i). Group I-A Loss Denominator: As to any Determination Date, an amount equal to the Group I-A Non-PO Principal Balance. Group I-A Loss Percentage: As to any Determination Date and any Class of Group I-A Certificates, the percentage calculated by dividing the Principal Balance of such Class by the Group I-A Loss Denominator (determined without regard to any such Principal Balance of any Class of Group I-A Certificates not then outstanding), in each case determined as of the preceding Determination Date. Group I-A Non-PO Optimal Amount: As to any Distribution Date, the sum for such Distribution Date of (i) the Group I-A Interest Accrual Amount, (ii) the Aggregate Group I-A Unpaid Interest Shortfall and (iii) the Group I-A Non-PO Optimal Principal Amount. Group I-A Non-PO Optimal Principal Amount: As to any Distribution Date, an amount equal to the sum of (I) the sum, as to each Group I Mortgage Loan that is an Outstanding Mortgage Loan, of the product of (x) the Non-PO Fraction with respect to such Mortgage Loan, and (y) the sum of: (i) the Group I-A Percentage of (A) the principal portion of the Monthly Payment due on the Due Date occurring in the month of such Distribution Date on such Mortgage Loan, less (B) the principal portion of any Debt Service Reduction with respect to such Mortgage Loan; (ii) the Group I-A Prepayment Percentage of all Unscheduled Principal Receipts (other than Recoveries) that were received by a Servicer with respect to such Mortgage Loan during the Applicable Unscheduled Principal Receipt Period relating to such Distribution Date for each applicable type of Unscheduled Principal Receipt; (iii) the Group I-A Prepayment Percentage of the Scheduled Principal Balance of such Mortgage Loan which, during the one month period ending on the day preceding the Determination Date such Distribution Date, was repurchased by the Seller pursuant to Sections 2.02 or 2.03; and (iv) the Group I-A Percentage of the excess of the unpaid principal balance of such Mortgage Loan substituted for a Mortgage Loan during the one month period ending on the day preceding the Determination Date for such Distribution Date over the unpaid principal balance of such Mortgage Loan, less the amount allocable to the principal portion of any unreimbursed Periodic Advances previously made by the applicable Servicer, the Master Servicer or the Trustee in respect of such Mortgage Loan; and (II) the Group I-A Prepayment Percentage of the Non-PO Recovery for Loan Group I for such Distribution Date. Group I-A Non-PO Principal Balance: As of any date, an amount equal to the Group I-A Principal Balance less the Principal Balance of the Class I-A-PO Component. Group I-A Non-PO Principal Distribution Amount: As to any Distribution Date, the aggregate amount distributed in respect of the Classes of Group I-A Certificates pursuant to Paragraph third clause (A)(1) of Section 4.01(a)(i). Group I-A Percentage: As to any Distribution Date occurring on or prior to the Subordination Depletion Date, the lesser of (i) 100% and (ii) the percentage obtained by dividing the Group I-A Non-PO Principal Balance (determined as of the Determination Date preceding such Distribution Date) by the Group I Pool Balance (Non-PO Portion). As to any Distribution Date occurring subsequent to the Subordination Depletion Date, 100% or such lesser percentage which will cause the Group I-A Non-PO Principal Balance to decline to zero following the distribution made on such Distribution Date. Group I-A Prepayment Percentage: As to any Distribution Date to and including the Distribution Date in August 2007, 100%. As to any Distribution Date subsequent to August 2007 to and including the Distribution Date in August 2008, the Group I-A Percentage as of such Distribution Date plus 70% of the Group I Subordinated Percentage as of such Distribution Date. As to any Distribution Date subsequent to August 2008 to and including the Distribution Date in August 2009, the Group I-A Percentage as of such Distribution Date plus 60% of the Group I Subordinated Percentage as of such Distribution Date. As to any Distribution Date subsequent to August 2009 to and including the Distribution Date in August 2010, the Group I-A Percentage as of such Distribution Date plus 40% of the Group I Subordinated Percentage as of such Distribution Date. As to any Distribution Date subsequent to August 2010 to and including the Distribution Date in August 2011, the Group I-A Percentage as of such Distribution Date plus 20% of the Group I Subordinated Percentage as of such Distribution Date. As to any Distribution Date subsequent to August 2011, the Group I-A Percentage as of such Distribution Date. The foregoing is subject to the following: (i) if the aggregate distribution to Holders of Group I-A Certificates on any Distribution Date of the Group I-A Prepayment Percentage provided above of Unscheduled Principal Receipts distributable on such Distribution Date would reduce the Group I-A Non-PO Principal Balance below zero, the Group I-A Prepayment Percentage for such Distribution Date shall be the percentage necessary to bring the Group I-A Non-PO Principal Balance to zero and thereafter the Group I-A Prepayment Percentage shall be zero and (ii) if the Aggregate Class A Percentage as of any Distribution Date is greater than the Original Aggregate Class A Percentage, the Group I-A Prepayment Percentage for such Distribution Date shall be 100%. Notwithstanding the foregoing, with respect to any Distribution Date on which the following criteria are not met, the reduction of the Group I-A Prepayment Percentage described in the second through sixth sentences of this definition of Group I-A Prepayment Percentage shall not be applicable with respect to such Distribution Date. In such event, the Group I-A Prepayment Percentage for such Distribution Date will be determined in accordance with the applicable provision, as set forth in the first through fifth sentences above, which was actually used to determine the Group I-A Prepayment Percentage for the Distribution Date occurring in the August preceding such Distribution Date (it being understood that for the purposes of the determination of the Group I-A Prepayment Percentage for the current Distribution Date, the current Group I-A Percentage and Group I Subordinated Percentage shall be utilized). No reduction in either the Group I-A Prepayment Percentage or the Group II-A Prepayment Percentage referred to in the second through sixth sentences hereof or the definition of "Group II-A Prepayment Percentage" shall be applicable, with respect to any Distribution Date if (a) the average outstanding principal balance on such Distribution Date and for the preceding five Distribution Dates on the Mortgage Loans that were delinquent 60 days or more (including for this purpose any payments due with respect to Mortgage Loans in foreclosure and REO Mortgage Loans) were greater than or equal to 50% of the Class B Principal Balance or (b) cumulative Realized Losses on the Mortgage Loans exceed (1) 30% of the Original Class B Principal Balance if such Distribution Date occurs between and including September 2007 and August 2008 (2) 35% of the Original Class B Principal Balance if such Distribution Date occurs between and including September 2008 and August 2009, (3) 40% of the Original Class B Principal Balance if such Distribution Date occurs between and including September 2009 and August 2010, (4) 45% of the Original Class B Principal Balance if such Distribution Date occurs between and including September 2010 and August 2011, and (5) 50% of the Original Class B Principal Balance if such Distribution Date occurs during or after September 2011. With respect to any Distribution Date on which the Group I-A Prepayment Percentage is reduced below the Group I-A Prepayment Percentage for the prior Distribution Date, the Master Servicer shall certify to the Trustee, based upon information provided by each Servicer as to the Mortgage Loans serviced by it that the criteria set forth in the preceding sentence are met. Group I-A Principal Balance: As of any date, an amount equal to the sum of the Principal Balances for the Group I-A Certificates and the Class I-A-PO Component. Group II-A Certificate: Any Class II-A-1 Certificate. Group II-A Distribution Amount: As to any Distribution Date and any Class of Group II-A Certificates, the amount distributable to such Class of Group II-A Certificates pursuant to Paragraphs first clause (B), second clause (B) and third clause (B)(1) of Section 4.01(a)(i). As to any Distribution Date and the Class II-A-PO Component, the amount distributable to the Class A-PO Certificates with respect to the Class II-A-PO Component pursuant to Paragraphs third clause (B)(2) and fourth clause (B) of Section 4.01(a)(i) on such Distribution Date. Group II-A Interest Accrual Amount: As to any Distribution Date, the sum of the Interest Accrual Amounts for the Classes of Group II-A Certificates with respect to such Distribution Date. Group II-A Interest Percentage: As to any Distribution Date and any Class of Group II-A Certificates, the percentage calculated by dividing the Interest Accrual Amount of such Class (determined without regard to clause (ii) of the definition thereof) by the Group II-A Interest Accrual Amount (determined without regard to clause (ii) of the definition of each Interest Accrual Amount). Group II-A Interest Shortfall Amount: As to any Distribution Date and any Class of Group II-A Certificates, any amount by which the Interest Accrual Amount of such Class with respect to such Distribution Date exceeds the amount distributed in respect of such Class on such Distribution Date pursuant to Paragraph first clause (B) of Section 4.01(a)(i). Group II-A Loss Denominator: As to any Determination Date, an amount equal to the Group II-A Non-PO Principal Balance. Group II-A Loss Percentage: As to any Determination Date and any Class of Group II-A Certificates, the percentage calculated by dividing the Principal Balance of such Class by the Group II-A Loss Denominator (determined without regard to any such Principal Balance of any Class of Group II-A Certificates not then outstanding), in each case determined as of the preceding Determination Date. Group II-A Non-PO Optimal Amount: As to any Distribution Date, the sum for such Distribution Date of (i) the Group II-A Interest Accrual Amount, (ii) the Aggregate Group II-A Unpaid Interest Shortfall and (iii) the Group II-A Non-PO Optimal Principal Amount. Group II-A Non-PO Optimal Principal Amount: As to any Distribution Date, an amount equal to the sum of (I) the sum, as to each Group II Mortgage Loan that is an Outstanding Mortgage Loan, of the product of (x) the Non-PO Fraction with respect to such Mortgage Loan, and (y) the sum of: (i) the Group II-A Percentage of (A) the principal portion of the Monthly Payment due on the Due Date occurring in the month of such Distribution Date on such Mortgage Loan, less the principal portion of any Debt Service Reduction with respect to such Mortgage Loan; (ii) the Group II-A Prepayment Percentage of all Unscheduled Principal Receipts (other than Recoveries) that were received by a Servicer with respect to such Mortgage Loan during the Applicable Unscheduled Principal Receipt Period relating to such Distribution Date for each applicable type of Unscheduled Principal Receipt; (iii) the Group II-A Prepayment Percentage of the Scheduled Principal Balance of such Mortgage Loan which, during the one month period ending on the day preceding the Determination Date for such Distribution Date, was repurchased by the Seller pursuant to Sections 2.02 or 2.03; and (iv) the Group II-A Percentage of the excess of the unpaid principal balance of such Mortgage Loan substituted for a Mortgage Loan during the one month period ending on the day preceding the Determination Date for such Distribution Date over the unpaid principal balance of such Mortgage Loan, less the amount allocable to the principal portion of any unreimbursed Periodic Advances previously made by the applicable Servicer, the Master Servicer or the Trustee in respect of such Mortgage Loan; and (II) the Group II-A Prepayment Percentage of the Non-PO Recovery for Loan Group II for such Distribution Date. Group II-A Non-PO Principal Balance: As of any date, an amount equal to the Group II-A Principal Balance less the Principal Balance of the Class II-A-PO Component. Group II-A Non-PO Principal Distribution Amount: As to any Distribution Date, the aggregate amount distributed in respect of the Classes of Group II-A Certificates pursuant to Paragraph third clause (B)(1) of Section 4.01(a)(i). Group II-A Percentage: As to any Distribution Date occurring on or prior to the Subordination Depletion Date, the lesser of (i) 100% and (ii) the percentage obtained by dividing the Group II-A Non-PO Principal Balance (determined as of the Determination Date preceding such Distribution Date) by the Group II Pool Balance (Non-PO Portion). As to any Distribution Date occurring subsequent to the Subordination Depletion Date, 100% or such lesser percentage which will cause the Group II-A Non-PO Principal Balance to decline to zero following the distribution made on such Distribution Date. Group II-A Prepayment Percentage: As to any Distribution Date to and including the Distribution Date in August 2007, 100%. As to any Distribution Date subsequent to August 2007 to and including the Distribution Date in August 2008, the Group II-A Percentage as of such Distribution Date plus 70% of the Group II Subordinated Percentage as of such Distribution Date. As to any Distribution Date subsequent to August 2008 to and including the Distribution Date in August 2009, the Group II-A Percentage as of such Distribution Date plus 60% of the Group II Subordinated Percentage as of such Distribution Date. As to any Distribution Date subsequent to August 2009 to and including the Distribution Date in August 2010, the Group II-A Percentage as of such Distribution Date plus 40% of the Group II Subordinated Percentage as of such Distribution Date. As to any Distribution Date subsequent to August 2010 to and including the Distribution Date in August 2011, the Group II-A Percentage as of such Distribution Date plus 20% of the Group II Subordinated Percentage as of such Distribution Date. As to any Distribution Date subsequent to August 2011, the Group II-A Percentage as of such Distribution Date. The foregoing is subject to the following: (i) if the aggregate distribution to Holders of Group II-A Certificates on any Distribution Date of the Group II-A Prepayment Percentage provided above of Unscheduled Principal Receipts distributable on such Distribution Date would reduce the Group II-A Non-PO Principal Balance below zero, the Group II-A Prepayment Percentage for such Distribution Date shall be the percentage necessary to bring the Group II-A Non-PO Principal Balance to zero and thereafter the Group II-A Prepayment Percentage shall be zero and (ii) if the Aggregate Class A Percentage as of any Distribution Date is greater than the Original Aggregate Class A Percentage, the Group II-A Prepayment Percentage for such Distribution Date shall be 100%. Notwithstanding the foregoing, with respect to any Distribution Date on which the following criteria are not met, the reduction of the Group II-A Prepayment Percentage described in the second through sixth sentences of this definition of Group II-A Prepayment Percentage shall not be applicable with respect to such Distribution Date. In such event, the Group II-A Prepayment Percentage for such Distribution Date will be determined in accordance with the applicable provision, as set forth in the first through fifth sentences above, which was actually used to determine the Group II-A Prepayment Percentage for the Distribution Date occurring in the August preceding such Distribution Date (it being understood that for the purposes of the determination of the Group II-A Prepayment Percentage for the current Distribution Date, the current Group II-A Percentage and Group II Subordinated Percentage shall be utilized). No reduction in either the Group I-A Prepayment Percentage or the Group II-A Prepayment Percentage referred to in the second through sixth sentences hereof or the definition of "Group I-A Prepayment Percentage" shall be applicable, with respect to any Distribution Date if (a) the average outstanding principal balance on such Distribution Date and for the preceding five Distribution Dates on Mortgage Loans that were delinquent 60 days or more (including for this purpose any payments due with respect to Mortgage Loans in foreclosure and REO Mortgage Loans) were greater than or equal to 50% of the Class B Principal Balance or (b) cumulative Realized Losses on the Mortgage Loans exceed (1) 30% of the Original Class B Principal Balance if such Distribution Date occurs between and including September 2007 and August 2008 (2) 35% of the Class B Principal Balance if such Distribution Date occurs between and including September 2008 and August 2009, (3) 40% of the Original Class B Principal Balance if such Distribution Date occurs between and including September 2009 and August 2010, (4) 45% of the Class B Principal Balance if such Distribution Date occurs between and including September 2010 and August 2011, and (5) 50% of the Original Class B Principal Balance if such Distribution Date occurs during or after September 2011. With respect to any Distribution Date on which the Group II-A Prepayment Percentage is reduced below the Group II-A Prepayment Percentage for the prior Distribution Date, the Master Servicer shall certify to the Trustee, based upon information provided by each Servicer as to the Mortgage Loans serviced by it that the criteria set forth in the preceding sentence are met. Group II-A Principal Balance: As of any date, an amount equal to the sum of the Principal Balances for the Class II-A-1 Certificates and the Class II-A-PO Component. Group A Non-PO Principal Balance: Any of the Group I-A Non-PO Principal Balance and Group II-A Non-PO Principal Balance. Holder: See "Certificateholder." Independent: When used with respect to any specified Person, such Person who (i) is in fact independent of the Seller, the Master Servicer and any Servicer, (ii) does not have any direct financial interest or any material indirect financial interest in the Seller or the Master Servicer or any Servicer or in an affiliate of either, and (iii) is not connected with the Seller, the Master Servicer or any Servicer as an officer, employee, promoter, underwriter, trustee, partner, director or person performing similar functions. Insurance Policy: Any insurance or performance bond relating to a Mortgage Loan or the Mortgage Loans, including any hazard insurance, special hazard insurance, flood insurance, primary mortgage insurance, mortgagor bankruptcy bond or title insurance. Insurance Proceeds: Proceeds paid by any insurer pursuant to any Insurance Policy covering a Mortgage Loan. Insured Expenses: Expenses covered by any Insurance Policy covering a Mortgage Loan. Interest Accrual Amount: As to any Distribution Date and any Class of Class A Certificates, (i) the product of (a) 1/12th of the Class A Pass-Through Rate for such Class and (b) the Principal Balance of such Class as of the Determination Date immediately preceding such Distribution Date minus (ii) the sum of (A) the Group I-A Interest Percentage or Group II-A Interest Percentage of such Class of the interest portion of any Realized Losses allocated to the Group I-A Certificates or to the Group II-A Certificates, as applicable, on or after the Subordination Depletion Date pursuant to Section 4.02(c) and (B) the Class A Interest Percentage of such Class of any Non-Supported Interest Shortfall or Relief Act Shortfall allocated to the Class A Certificates with respect to such Distribution Date. The Class A-PO Certificates have no Interest Accrual Amount. As to any Distribution Date and any Class of Class B Certificates, an amount equal to (i) the product of 1/12th of the Class B Pass-Through Rate and the Principal Balance of such Class as of the Determination Date preceding such Distribution Date minus (ii) the Class B Interest Percentage of such Class of any Non-Supported Interest Shortfall or Relief Act Shortfall allocated to the Class B Certificates with respect to such Distribution Date with respect to such Distribution Date. Liquidated Loan: A Mortgage Loan with respect to which the related Mortgaged Property has been acquired, liquidated or foreclosed and with respect to which the applicable Servicer determines that all Liquidation Proceeds which it expects to recover have been recovered. Liquidated Loan Loss: With respect to any Distribution Date, the aggregate of the amount of losses with respect to each Mortgage Loan which became a Liquidated Loan during the Applicable Unscheduled Principal Receipt Period with respect to Full Unscheduled Principal Receipts for such Distribution Date, equal to the excess of (i) the unpaid principal balance of each such Liquidated Loan, plus accrued interest thereon in accordance with the amortization schedule at the time applicable thereto at the applicable Net Mortgage Interest Rate from the Due Date as to which interest was last paid with respect thereto through the last day of the month preceding the month in which such Distribution Date occurs, over (ii) Net Liquidation Proceeds with respect to such Liquidated Loan. Liquidation Expenses: Expenses incurred by a Servicer in connection with the liquidation of any defaulted Mortgage Loan or property acquired in respect thereof (including, without limitation, legal fees and expenses, committee or referee fees, and, if applicable, brokerage commissions and conveyance taxes), any unreimbursed advances expended by such Servicer pursuant to its Servicing Agreement or the Master Servicer or Trustee pursuant hereto respecting the related Mortgage Loan, including any unreimbursed advances for real property taxes or for property restoration or preservation of the related Mortgaged Property. Liquidation Expenses shall not include any previously incurred expenses in respect of an REO Mortgage Loan which have been netted against related REO Proceeds. Liquidation Proceeds: Amounts received by a Servicer (including Insurance Proceeds) or PMI Advances made by a Servicer in connection with the liquidation of defaulted Mortgage Loans or property acquired in respect thereof, whether through foreclosure, sale or otherwise, including payments in connection with such Mortgage Loans received from the Mortgagor, other than amounts required to be paid to the Mortgagor pursuant to the terms of the applicable Mortgage or to be applied otherwise pursuant to law. Liquidation Profits: As to any Distribution Date and any Mortgage Loan that became a Liquidated Loan during the Applicable Unscheduled Principal Receipt Period with respect to Full Unscheduled Principal Receipts for such Distribution Date, the excess, if any, of (i) Net Liquidation Proceeds in respect of such Liquidated Loan over (ii) the unpaid principal balance of such Liquidated Loan plus accrued interest thereon in accordance with the amortization schedule at the time applicable thereto at the applicable Net Mortgage Interest Rate from the Due Date to which interest was last paid with respect thereto through the last day of the month preceding the month in which such Distribution Date occurs. Loan Group I: The Group I Mortgage Loans. Loan Group II: The Group II Mortgage Loans. Loan Group: Any of Loan Group I or Loan Group II. Loan-to-Value Ratio: The ratio, expressed as a percentage, the numerator of which is the principal balance of a particular Mortgage Loan at origination and the denominator of which is the lesser of (x) the appraised value of the related Mortgaged Property determined in the appraisal used by the originator at the time of origination of such Mortgage Loan, and (y) if the Mortgage is originated in connection with a sale of the Mortgaged Property, the sale price for such Mortgaged Property. Master Servicer: Wells Fargo Bank Minnesota, National Association, or its successor in interest. Master Servicing Fee: With respect to any Mortgage Loan and any Distribution Date, the fee payable monthly to the Master Servicer pursuant to Section 6.05 equal to a fixed percentage (expressed as a per annum rate) of the unpaid principal balance of such Mortgage Loan. Master Servicing Fee Rate: As set forth in Section 11.20. MERS: As defined in Section 2.01. Mid-Month Receipt Period: With respect to each Distribution Date, the one month period beginning on the Determination Date (or, in the case of the first Distribution Date, from and including the Cut-Off-Date) occurring in the calendar month preceding the month in which such Distribution Date occurs and ending on the day preceding the Determination Date immediately preceding such Distribution Date. MLCC Mortgage Loan Purchase Agreement: The master mortgage loan purchase agreement, dated as of April 1, 1998, between Merrill Lynch Credit Corporation, as seller, and Wells Fargo Funding, Inc., as purchaser. Month End Interest: As defined in each Servicing Agreement or with respect to the Cendant Servicing Agreement, the amount defined as "Compensating Interest". Monthly Payment: As to any Mortgage Loan (including any REO Mortgage Loan) and any Due Date, the payment of principal and interest due thereon in accordance with the amortization schedule at the time applicable thereto (after adjustment for any Curtailments and Deficient Valuations occurring prior to such Due Date but before any adjustment to such amortization schedule, other than for Deficient Valuations, by reason of any bankruptcy or similar proceeding or any moratorium or similar waiver or grace period). Mortgage: The mortgage, deed of trust or other instrument creating a first lien on Mortgaged Property securing a Mortgage Note together with any Mortgage Loan Rider, if applicable. Mortgage 100sm Pledge Agreement: As defined in the Cendant Servicing Agreement. Mortgage Interest Rate: As to any Mortgage Loan, the per annum rate at which interest accrues on the unpaid principal balance thereof as set forth in the related Mortgage Note, which rate is as indicated on the Mortgage Loan Schedule. Mortgage Loan Purchase Agreement: The mortgage loan purchase agreement dated as of August 28, 2002 between WFHM, as seller, and the Seller, as purchaser. Mortgage Loan Rider: The standard Fannie Mae/Freddie Mac riders to the Mortgage Note and/or Mortgage riders required when the Mortgaged Property is a condominium unit or a unit in a planned unit development. Mortgage Loan Schedule: The list of the Mortgage Loans transferred to the Trustee on the Closing Date as part of the Trust Estate and attached hereto as Exhibits F-1A, F-1B, F-2A, F-2B, F-3A and F-3B, which list may be amended following the Closing Date upon conveyance of a Substitute Mortgage Loan pursuant to Sections 2.02, 2.03 or 2.06 and which list shall set forth at a minimum the following information of the close of business on the Cut-Off Date (or, with respect to Substitute Mortgage Loans, as of the close of business on the day of substitution) as to each Mortgage Loan: (i) the Mortgage Loan identifying number; (ii) the city, state and zip code of the Mortgaged Property; (iii) the type of property; (iv) the Mortgage Interest Rate; (v) the Net Mortgage Interest Rate; (vi) the Monthly Payment; (vii) the original number of months to maturity; (viii) the scheduled maturity date; (ix) the Cut-Off Date Principal Balance; (x) the Loan-to-Value Ratio at origination; (xi) whether such Mortgage Loan is a Subsidy Loan; (xii) whether such Mortgage Loan is covered by primary mortgage insurance; (xiii) the applicable Servicing Fee Rate; (xiv) the Master Servicing Fee Rate; (xv) Fixed Retained Yield Rate, if applicable; and (xvi) for each Other Servicer Mortgage Loan, the name of the Servicer with respect thereto. Such schedule may consist of multiple reports that collectively set forth all of the information required. Mortgage Loans: Each of the mortgage loans transferred and assigned to the Trustee on the Closing Date pursuant to Section 2.01 and any mortgage loans substituted therefor pursuant to Sections 2.02, 2.03 or 2.06, in each case as from time to time are included in the Trust Estate as identified in the Mortgage Loan Schedule. Mortgage Note: The note or other evidence of indebtedness evidencing the indebtedness of a Mortgagor under a Mortgage Loan together with any related Mortgage Loan Riders, if applicable. Mortgaged Property: The property subject to a Mortgage, which may include Co-op Shares or residential long-term leases. Mortgagor: The obligor on a Mortgage Note. Net Liquidation Proceeds: As to any defaulted Mortgage Loan, Liquidation Proceeds net of Liquidation Expenses. Net Mortgage Interest Rate: With respect to each Mortgage Loan, a rate equal to (i) the Mortgage Interest Rate on such Mortgage Loan minus (ii) the sum of (a) the applicable Servicing Fee Rate, as set forth in Section 11.19 with respect to such Mortgage Loan, (b) the Master Servicing Fee Rate, as set forth in Section 11.20 with respect to such Mortgage Loan and (c) the Fixed Retained Yield Rate, if any, with respect to such Mortgage Loan. Any regular monthly computation of interest at such rate shall be based upon annual interest at such rate on the applicable amount divided by twelve. Net REO Proceeds: As to any REO Mortgage Loan, REO Proceeds net of any related expenses of the Servicer. Non-permitted Foreign Holder: As defined in Section 5.02(d). Non-PO Fraction: With respect to any Group I or Group II Mortgage Loan, the lesser of (i) 1.00 and (ii) the quotient obtained by dividing the Net Mortgage Interest Rate for such Mortgage Loan by 6.250%. Non-PO Recovery: As to any Distribution Date and each Loan Group, the amount of all Recoveries for Group I Mortgage Loans or Group II Mortgage Loans, as applicable, received during the Applicable Unscheduled Principal Receipt Periods for such Distribution Date less the Class A-PO Recovery for such Distribution Date. Nonrecoverable Advance: Any portion of a Periodic Advance previously made or proposed to be made in respect of a Mortgage Loan which has not been previously reimbursed to the Servicer, the Master Servicer or the Trustee, as the case may be, and which the Servicer, the Master Servicer or the Trustee determines will not, or in the case of a proposed Periodic Advance would not, be ultimately recoverable from Liquidation Proceeds or other recoveries in respect of the related Mortgage Loan. The determination by the Servicer, the Master Servicer or the Trustee (i) that it has made a Nonrecoverable Advance or (ii) that any proposed Periodic Advance, if made, would constitute a Nonrecoverable Advance, shall be evidenced by an Officer's Certificate of the Servicer delivered to the Master Servicer for redelivery to the Trustee or, in the case of a Master Servicer determination, an Officer's Certificate of the Master Servicer delivered to the Trustee, in each case detailing the reasons for such determination. Non-Supported Interest Shortfall: With respect to any Distribution Date, the sum of (i) the excess, if any, of the aggregate Prepayment Interest Shortfall on the Mortgage Loans over the aggregate Compensating Interest with respect to such Distribution Date and (ii) Curtailment Interest Shortfalls with respect to such Distribution Date. With respect to each Distribution Date occurring on or after the Subordination Depletion Date, the Non-Supported Interest Shortfall determined pursuant to the preceding sentence will be increased by the amount of any Subordination Depletion Date Interest Shortfall for such Distribution Date. Any Non-Supported Interest Shortfall will be allocated to (a) the Class A Certificates according to the percentage obtained by dividing the sum of the Group I-A Non-PO Principal Balance and Group II-A Non-PO Principal Balance by the Aggregate Non-PO Principal Balance and (b) the Class B Certificates according to the percentage obtained by dividing the Class B Principal Balance by the Aggregate Non-PO Principal Balance. Non-U.S. Person: As defined in Section 4.01(f). Officers' Certificate: With respect to any Person, a certificate signed by the Chairman of the Board, the President or a Vice President, and by the Treasurer, the Secretary or one of the Assistant Treasurers or Assistant Secretaries of such Person (or, in the case of a Person which is not a corporation, signed by the person or persons having like responsibilities), and delivered to the Trustee. Opinion of Counsel: A written opinion of counsel, who may be outside or salaried counsel for the Seller, a Servicer or the Master Servicer, or any affiliate of the Seller, a Servicer or the Master Servicer, acceptable to the Trustee if such opinion is to be delivered to the Trustee; provided, however, that with respect to REMIC matters, matters relating to the determination of Eligible Accounts or matters relating to transfers of Certificates, such counsel shall be Independent. Optimal Adjustment Event: With respect to any Class of Class B Certificates and any Distribution Date, an Optimal Adjustment Event will occur with respect to such Class if: (i) the Principal Balance of such Class on the Determination Date succeeding such Distribution Date would have been reduced to zero (regardless of whether such Principal Balance was reduced to zero as a result of principal distribution or the allocation of Realized Losses) and (ii) (a) the Principal Balance of any Class of Class A Certificates would be subject to further reduction as a result of the third or fifth sentences of the definition of Principal Balance or (b) the Principal Balance of a Class of Class B Certificates with a lower numerical designation would be reduced with respect to such Distribution Date as a result of the application of the proviso in the definition of Class B-1 Principal Balance, Class B-2 Principal Balance, Class B-3 Principal Balance, Class B-4 Principal Balance, Class B-5 Principal Balance or Class B-6 Principal Balance. Original Aggregate Class A Percentage: The Aggregate Class A Percentage as of the Cut-Off Date as set forth in Section 11.07(b). Original Aggregate Non-PO Principal Balance: The Aggregate Non-PO Principal Balance as of the Cut-Off Date, as set forth in Section 11.06. Original Aggregate Subordinate Percentage: The Aggregate Subordinate Percentage as of the Cut-Off Date, as set forth in Section 11.07(a). Original Group I-A Percentage: The Group I-A Percentage as of the Cut-Off Date, as set forth in Section 11.03. Original Group II-A Percentage: The Group II-A Percentage as of the Cut-Off Date, as set forth in Section 11.04. Original Class B Principal Balance: The sum of the Original Class B-1 Principal Balance, Original Class B-2 Principal Balance, Original Class B-3 Principal Balance, Original Class B-4 Principal Balance, Original Class B-5 Principal Balance and Original Class B-6 Principal Balance, as set forth in Section 11.08. Original Class B-1 Fractional Interest: As to the first Distribution Date, the percentage obtained by dividing the sum of the Original Class B-2 Principal Balance, the Original Class B-3 Principal Balance, the Original Class B-4 Principal Balance, the Original Class B-5 Principal Balance and the Original Class B-6 Principal Balance by the Original Aggregate Non-PO Principal Balance. The Original Class B-1 Fractional Interest is specified in Section 11.10. Original Class B-2 Fractional Interest: As to the first Distribution Date, the percentage obtained by dividing the sum of the Original Class B-3 Principal Balance, the Original Class B-4 Principal Balance, the Original Class B-5 Principal Balance and the Original Class B-6 Principal Balance by the Original Aggregate Non-PO Principal Balance. The Original Class B-2 Fractional Interest is specified in Section 11.11. Original Class B-3 Fractional Interest: As to the first Distribution Date, the percentage obtained by dividing the sum of the Original Class B-4 Principal Balance, the Original Class B-5 Principal Balance and the Original Class B-6 Principal Balance by the Original Aggregate Non-PO Principal Balance. The Original Class B-3 Fractional Interest is specified in Section 11.12. Original Class B-4 Fractional Interest: As to the first Distribution Date, the percentage obtained by dividing the sum of the Original Class B-5 Principal Balance and the Original Class B-6 Principal Balance by the Original Aggregate Non-PO Principal Balance. The Original Class B-4 Fractional Interest is specified in Section 11.13. Original Class B-5 Fractional Interest: As to the first Distribution Date, the percentage obtained by dividing the Original Class B-6 Principal Balance by the Original Aggregate Non-PO Principal Balance. The Original Class B-5 Fractional Interest is specified in Section 11.14. Original Class B-1 Principal Balance: The Class B-1 Principal Balance as of the Cut-Off Date, as set forth in Section 11.09. Original Class B-2 Principal Balance: The Class B-2 Principal Balance as of the Cut-Off Date, as set forth in Section 11.09. Original Class B-3 Principal Balance: The Class B-3 Principal Balance as of the Cut-Off Date, as set forth in Section 11.09. Original Class B-4 Principal Balance: The Class B-4 Principal Balance as of the Cut-Off Date, as set forth in Section 11.09. Original Class B-5 Principal Balance: The Class B-5 Principal Balance as of the Cut-Off Date, as set forth in Section 11.09. Original Class B-6 Principal Balance: The Class B-6 Principal Balance as of the Cut-Off Date, as set forth in Section 11.09. Original Principal Balance: Any of the Original Principal Balances of the Classes of Class A Certificates as set forth in Section 11.05; the Original Class B-1 Principal Balance, Original Class B-2 Principal Balance, Original Class B-3 Principal Balance, Original Class B-4 Principal Balance, Original Class B-5 Principal Balance or Original Class B-6 Principal Balance as set forth in Section 11.09. Other Servicer: Any of the Servicers other than WFHM. Other Servicer Mortgage Loan: Any of the Group I Mortgage Loans identified in Exhibit F-3A hereto and any of the Group II Mortgage Loans identified in Exhibit F-3B hereto, as such Exhibits may be amended from time to time in connection with a substitution pursuant to Sections 2.02 or 2.06, which Mortgage Loan is serviced under an Other Servicing Agreement. Other Servicing Agreements: The Servicing Agreements other than the WFHM Servicing Agreement. Outstanding Mortgage Loan: As to any Due Date, a Mortgage Loan (including an REO Mortgage Loan) which was not the subject of a Full Unscheduled Principal Receipt prior to such Due Date and which was not repurchased by the Seller prior to such Due Date pursuant to Sections 2.02 or 2.03. Owner Mortgage Loan File: A file maintained by the Trustee (or the Custodian, if any) for each Mortgage Loan that contains the documents specified in the Servicing Agreements (or in the case of each Mortgage Loan serviced by Bank United, the documents specified in the Bank United Mortgage Loan Sale Agreement and in the case of each Mortgage Loan serviced by Cendant Mortgage Corporation, the documents specified in the MLCC Mortgage Loan Purchase Agreement) under their respective "Owner Mortgage Loan File" definition or similar definition and/or other provisions requiring delivery of specified documents to the owner of the Mortgage Loan in connection with the purchase thereof, and any additional documents required to be added to the Owner Mortgage Loan File pursuant to this Agreement. Parent Power(R)Guaranty Agreement for Real Estate: As defined in the Cendant Servicing Agreement. Parent Power(R)Guaranty and Security Agreement for Securities Account: As defined in the Cendant Servicing Agreement. Partial Liquidation Proceeds: Liquidation Proceeds received by a Servicer prior to the Unscheduled Principal Receipt Period in which the related Mortgage Loan became a Liquidated Loan. Partial Unscheduled Principal Receipt: An Unscheduled Principal Receipt which is not a Full Unscheduled Principal Receipt. Paying Agent: The Person authorized on behalf of the Trustee, as agent for the Master Servicer, to make distributions to Certificateholders with respect to the Certificates and to forward to Certificateholders the periodic and annual statements required by Section 4.04. The Paying Agent may be any Person directly or indirectly controlling or controlled by or under common control with the Master Servicer and may be the Trustee. The initial Paying Agent is appointed in Section 4.03(a). Payment Account: The account maintained pursuant to Section 4.03(b). Percentage Interest: With respect to a Class A Certificate of a Class, the undivided percentage interest obtained by dividing the original principal balance of such Certificate by the Original Principal Balance of such Class of Class A Certificates. With respect to a Class B Certificate of a Class, the undivided percentage interest obtained by dividing the original principal balance of such Certificate by the Original Principal Balance of such Class of Class B Certificates. Periodic Advance: The aggregate of the advances required to be made by a Servicer on any Distribution Date pursuant to its Servicing Agreement or by the Master Servicer or the Trustee hereunder, the amount of any such advances being equal to the total of all Monthly Payments (adjusted, in each case (i) in respect of interest, to the applicable Mortgage Interest Rate less the applicable Servicing Fee in the case of Periodic Advances made by a Servicer and to the applicable Net Mortgage Interest Rate in the case of Periodic Advances made by the Master Servicer or Trustee and (ii) by the amount of any related Debt Service Reductions or reductions in the amount of interest collectable from the Mortgagor pursuant to the Soldiers' and Sailors' Civil Relief Act of 1940, as amended, or similar legislation or regulations then in effect) on the Mortgage Loans, that (x) were delinquent as of the close of business on the related Determination Date, (y) were not the subject of a previous Periodic Advance by such Servicer or of a Periodic Advance by the Master Servicer or the Trustee, as the case may be and (z) have not been determined by the Master Servicer, such Servicer or Trustee to be Nonrecoverable Advances. Person: Any individual, corporation, partnership, joint venture, association, joint-stock company, trust, unincorporated organization or government or any agency or political subdivision thereof. Plan: As defined in Section 5.02(c). PMI Advance: As defined in the related Servicing Agreement, if applicable. PO Fraction: With respect to any Discount Mortgage Loan, the difference between 1.0 and the Non-PO Fraction for such Mortgage Loan; with respect to any other Mortgage Loan, zero. PO Recoveries: Either of the Class I-A-PO Recoveries or the Class II-A-PO Recoveries. Pool Balance (Non-PO Portion): Any of the Group I Pool Balance (Non-PO Portion) or Group II Pool Balance (Non-PO Portion). Pool Scheduled Principal Balance: The sum of the Group I Pool Scheduled Principal Balance and Group II Pool Scheduled Principal Balance. Prepayment In Full: With respect to any Mortgage Loan, a Mortgagor payment consisting of a Principal Prepayment in the amount of the outstanding principal balance of such loan and resulting in the full satisfaction of such obligation. Prepayment Interest Shortfall: On any Distribution Date, the amount of interest, if any, that would have accrued on any Mortgage Loan which was the subject of a Prepayment in Full at the Net Mortgage Interest Rate for such Mortgage Loan from the date of its Prepayment in Full (but in the case of a Prepayment in Full where the Applicable Unscheduled Principal Receipt Period is the Mid-Month Receipt Period, only if the date of the Prepayment in Full is on or after the Determination Date in the month prior to the month of such Distribution Date and prior to the first day of the month of such Distribution Date) through the last day of the month prior to the month of such Distribution Date. Principal Adjustment: In the event that the Class B-1 Optimal Principal Amount, Class B-2 Optimal Principal Amount, Class B-3 Optimal Principal Amount, Class B-4 Optimal Principal Amount, Class B-5 Optimal Principal Amount or Class B-6 Optimal Principal Amount is calculated in accordance with the proviso in such definition with respect to any Distribution Date, the Principal Adjustment for such Class of Class B Certificates shall equal the difference between (i) the amount that would have been distributed to such Class as principal in accordance with Section 4.01(a)(i) for such Distribution Date, calculated without regard to such proviso and assuming there are no Principal Adjustments for such Distribution Date and (ii) the Adjusted Principal Balance for such Class. Principal Balance: As of the first Determination Date and as to any Class of Class A Certificates of a Group, the Original Principal Balance of such Class. As of any subsequent Determination Date prior to the Subordination Depletion Date and as to any Class of Class A Certificates (other than the Class A-PO Certificates), the Original Principal Balance of such Class less the sum of all amounts previously distributed in respect of such Class on prior Distribution Dates (i) pursuant to Paragraph third Clauses (A)(1) and (B)(1) of Section 4.01(a)(i), as applicable, (ii) pursuant to clause (iii) of Section 4.01(b), and (iii) as a result of a Principal Adjustment. After the Subordination Depletion Date, each such Principal Balance will also be reduced (if clause (i) is greater than clause (ii)) or increased (if clause (i) is less than clause (ii)) on each Determination Date by an amount equal to the product of the Group I-A Loss Percentage or Group II-A Loss Percentage, as applicable, of such Class and the difference, if any, between (i) the Group I Non-PO Principal Balance or Group II Non-PO Principal Balance, as applicable, as of such Determination Date without regard to this sentence and (ii) the difference between (A) the Group I Adjusted Pool Amount or Group II Adjusted Pool Amount, as applicable, for the preceding Distribution Date and (B) the Group I Adjusted Pool Amount (PO Portion) or Group II Adjusted Pool Amount (PO Portion), as applicable, for the preceding Distribution Date. As of any subsequent Determination Date prior to the Subordination Depletion Date and as to the Class I-A-PO and Class II-A-PO Components, the Original Principal Balance of such Component less the sum of all amounts previously distributed in respect of the Class A-PO Certificates with respect to such Class A-PO Component on prior Distribution Dates pursuant to Paragraphs third Clauses (A)(2) and (B)(2), as applicable, and fourth clause (A) and (B), as applicable, of Section 4.01(a)(i). After the Subordination Depletion Date, the Group I Adjusted Pool Amount (PO Portion) or Group II Adjusted Pool Amount (PO Portion), as applicable, for the preceding Distribution Date. The Principal Balance of the Class A-PO Certificates will equal the sum of the Principal Balances of the Class A-PO Components. As to the Class B Certificates, the Class B-1 Principal Balance, Class B-2 Principal Balance, Class B-3 Principal Balance, Class B-4 Principal Balance, Class B-5 Principal Balance and Class B-6 Principal Balance, respectively. Notwithstanding the foregoing, no Principal Balance of a Class will be increased on any Determination Date such that the Principal Balance of such Class exceeds its Original Principal Balance less all amounts previously distributed in respect of such Class on prior Distribution Dates pursuant to Paragraph third Clauses (A)(1) or (B)(1) of Section 4.01(a)(i), Paragraph third Clauses (A)(2) or (B)(2) of Section 4.01(a)(i), or Paragraphs third, sixth, ninth, twelfth, fifteenth or eighteenth of Section 4.01(a)(ii). Principal Prepayment: Any Mortgagor payment on a Mortgage Loan which is received in advance of its Due Date and is not accompanied by an amount representing scheduled interest for any period subsequent to the date of prepayment. Prior Month Receipt Period: With respect to each Distribution Date, the calendar month preceding the month in which such Distribution Date occurs. Prohibited Transaction Tax: Any tax imposed under Section 860F of the Code. Prospectus: The prospectus dated August 26, 2002 as supplemented by the prospectus supplement dated August 26, 2002, relating to the Class A, Class B-1, Class B-2 and Class B-3 Certificates. Prudent Servicing Practices: The standard of care set forth in each Servicing Agreement. Rating Agency: Any nationally recognized statistical credit rating agency, or its successor, that rated one or more Classes of the Certificates at the request of the Seller at the time of the initial issuance of the Certificates. The Rating Agencies for the Class A Certificates are S&P and Fitch. The Rating Agency for the Class B-1, Class B-2, Class B-3, Class B-4 and Class B-5 Certificates is Fitch. If any such agency or a successor is no longer in existence, "Rating Agency" shall be such statistical credit rating agency, or other comparable Person, designated by the Seller, notice of which designation shall be given to the Trustee and the Master Servicer. References herein to the highest short-term rating category of a Rating Agency shall mean F-1+ in the case of Fitch, A-1 in the case of S&P and in the case of any other Rating Agency shall mean its equivalent of such ratings. References herein to the highest long-term rating categories of a Rating Agency shall mean AAA in the case of Fitch and S&P, and in the case of any other Rating Agency shall mean its equivalent of such ratings without any plus or minus. Realized Losses: With respect to any Distribution Date, (i) Liquidated Loan Losses incurred on Liquidated Loans for which the Liquidation Proceeds were received during the Applicable Unscheduled Principal Receipt Period with respect to Full Unscheduled Principal Receipts with respect to such Distribution Date and (ii) Bankruptcy Losses incurred during the period corresponding to the Applicable Unscheduled Principal Receipt Period with respect to Full Unscheduled Principal Receipts for such Distribution Date. Record Date: The last Business Day of the month preceding the month of the related Distribution Date. Recovery: Any amount received on a Mortgage Loan subsequent to such Mortgage Loan being determined to be a Liquidated Loan. Relief Act Shortfall: Any interest shortfalls arising as a result of the reduction in the amount of monthly interest payments on any Mortgage Loans as a result of the application of the Soldiers' and Sailors' Civil Relief Act of 1940, as amended , or comparable state legislation. Any Relief Act Shortfall will be allocated to (a) the Class A Certificates according to the percentage obtained by dividing the sum of the Group I-A Non-PO Principal Balance and Group II-A Non-PO Principal Balance by the Aggregate Non-PO Principal Balance and (b) the Class B Certificates according to the percentage obtained by dividing the Class B Principal Balance by the Aggregate Non-PO Principal Balance. REMIC: A "real estate mortgage investment conduit" as defined in Code Section 860D. "The REMIC" means the REMIC constituted by the Trust Estate. REMIC Provisions: Provisions of the federal income tax law relating to REMICs, which appear at Sections 860A through 860G of Part IV of Subchapter M of Chapter 1 of Subtitle A of the Code, and related provisions, and U.S. Department of the Treasury temporary, proposed or final regulations promulgated thereunder, as the foregoing are in effect (or with respect to proposed regulations, are proposed to be in effect) from time to time. Remittance Date: As defined in each of the Servicing Agreements. REO Mortgage Loan: Any Mortgage Loan which is not a Liquidated Loan and as to which the indebtedness evidenced by the related Mortgage Note is discharged and the related Mortgaged Property is held as part of the Trust Estate. REO Proceeds: Proceeds received in respect of any REO Mortgage Loan (including, without limitation, proceeds from the rental of the related Mortgaged Property). Request for Release: A request for release in substantially the form attached as Exhibit G hereto. Responsible Officer: When used with respect to the Trustee, the Chairman or Vice-Chairman of the Board of Directors or Trustees, the Chairman or Vice-Chairman of the Executive or Standing Committee of the Board of Directors or Trustees, the President, the Chairman of the Committee on Trust Matters, any Vice President, the Secretary, any Assistant Secretary, the Treasurer, any Assistant Treasurer, the Cashier, any Assistant Cashier, any Trust Officer or Assistant Trust Officer, the Controller and any Assistant Controller or any other officer of the Trustee customarily performing functions similar to those performed by any of the above-designated officers and also, with respect to a particular matter, any other officer to whom such matter is referred because of such officer's knowledge of and familiarity with the particular subject. Rule 144A: Rule 144A promulgated under the Securities Act of 1933, as amended. S&P: Standard & Poor's, a division of The McGraw Hill Companies, Inc., or its successor in interest. Scheduled Principal Balance: As to any Mortgage Loan and Distribution Date, the principal balance of such Mortgage Loan as of the Due Date in the month preceding the month of such Distribution Date as specified in the amortization schedule at the time relating thereto (before any adjustment to such amortization schedule by reason of any bankruptcy (other than Deficient Valuations) or similar proceeding or any moratorium or similar waiver or grace period) after giving effect to (A) Unscheduled Principal Receipts received or applied by the applicable Servicer during the related Unscheduled Principal Receipt Period for each applicable type of Unscheduled Principal Receipt related to the Distribution Date occurring in the month preceding such Distribution Date, (B) Deficient Valuations incurred prior to such Due Date and (C) the payment of principal due on such Due Date and irrespective of any delinquency in payment by the related Mortgagor. Accordingly, the Scheduled Principal Balance of a Mortgage Loan which becomes a Liquidated Loan at any time through the last day of such related Unscheduled Principal Receipt Period shall be zero. Seller: Wells Fargo Asset Securities Corporation, or its successor in interest. Servicer Mortgage Loan File: As defined in each of the Servicing Agreements. Servicers: Each of WFHM, National City Mortgage Corporation, First Horizon Home Loan Corporation, Cendant Mortgage Corporation, First Nationwide Mortgage Corporation, Washington Mutual Bank, FA, Bank United, HSBC Mortgage Corporation (USA) and Old Kent Mortgage Corporation, as Servicer under the related Servicing Agreement. Servicing Agreements: Each of the Servicing Agreements executed with respect to a portion of the Mortgage Loans by one of the Servicers, which agreements are attached hereto, collectively, as Exhibit L. Servicing Fee: With respect to any Servicer, as defined in its Servicing Agreement. Servicing Fee Rate: With respect to a Mortgage Loan, as set forth in Section 11.19. Servicing Officer: Any officer of a Servicer involved in, or responsible for, the administration and servicing of the Mortgage Loans. Similar Law: As defined in Section 5.02(c). Single Certificate: A Certificate of any Class that evidences the smallest permissible Denomination for such Class, as set forth in Section 11.18. Startup Day: As defined in Section 2.05. Subordination Depletion Date: The Distribution Date preceding the first Distribution Date on which each of the Group I-A Percentage and Group II-A Percentage (in each case, determined pursuant to clause (ii) of the definition thereof) equals or exceeds 100%. Subordination Depletion Date Interest Shortfall: With respect to any Distribution Date that occurs on or after the Subordination Depletion Date with respect to any Unscheduled Principal Receipt (other than a Prepayment in Full): (A) in the case where the Applicable Unscheduled Principal Receipt Period is the Mid-Month Receipt Period and such Unscheduled Principal Receipt is received by the Servicer on or after the Determination Date in the month preceding the month of such Distribution Date but prior to the first day of the month of such Distribution Date, the amount of interest that would have accrued at the Net Mortgage Interest Rate on the amount of such Unscheduled Principal Receipt from the day of its receipt or, if earlier, its application by the Servicer through the last day of the month preceding the month of such Distribution Date; and (B) in the case where the Applicable Unscheduled Principal Receipt Period is the Prior Month Receipt Period and such Unscheduled Principal Receipt is received by the Servicer during the month preceding the month of such Distribution Date, the amount of interest that would have accrued at the Net Mortgage Interest Rate on the amount of such Unscheduled Principal Receipt from the day of its receipt or, if earlier, its application by the Servicer through the last day of the month in which such Unscheduled Principal Receipt is received. Subsidy Account: If the Trust Estate contains any Subsidy Loans, the deposit account or accounts created and maintained by the Servicer for deposit of Subsidy Funds and amounts payable under interest subsidy agreements relating to Mortgage Loans other than the Mortgage Loans. Subsidy Funds: If the Trust Estate contains any Subsidy Loans, funds contributed by the employer of a Mortgagor in order to reduce the payments required from the Mortgagor for a specified period in specified amounts. Subsidy Loan: Any Mortgage Loan subject to a temporary interest subsidy agreement pursuant to which the monthly interest payments made by the related Mortgagor will be less than the scheduled monthly interest payments on such Mortgage Loan, with the resulting difference in interest payments being provided by the employer of the Mortgagor. Each Subsidy Loan will be identified as such in the Mortgage Loan Schedule. Substitute Mortgage Loan: As defined in Section 2.02 Substitution Principal Amount: With respect to any Mortgage Loan substituted in accordance with Section 2.02 or pursuant to Sections 2.03 or 2.06, the excess of (x) the unpaid principal balance of the Mortgage Loan which is substituted for over (y) the unpaid principal balance of the Substitute Mortgage Loan, each balance being determined as of the date of substitution. Surety Bond: The Surety Bond, as defined in the Cendant Servicing Agreement. Trust Estate: The corpus of the trust created by this Agreement, consisting of the Mortgage Loans (other than any Fixed Retained Yield), such amounts as may be held from time to time in the Certificate Account (other than any Fixed Retained Yield), the rights of the Trustee to receive the proceeds of all insurance policies and performance bonds, if any, required to be maintained hereunder or under the related Servicing Agreement, property which secured a Mortgage Loan and which has been acquired by foreclosure or deed in lieu of foreclosure and all other property and rights described in the first paragraph of Section 2.01. Trustee: Wachovia Bank, National Association, a national banking association with its principal office located in Charlotte, North Carolina, or any successor trustee appointed as herein provided. Type 1 Mortgage Loan: Any of the Group I Mortgage Loans identified in Exhibit F-1A hereto and any of the Group II Mortgage Loans identified in Exhibit F-1B hereto, as such Exhibits may be amended from time to time in connection with a substitution pursuant to Sections 2.02 or 2.06, serviced under the WFHM Servicing Agreement and having a Mid-Month Receipt Period with respect to all types of Unscheduled Principal Receipts. Type 2 Mortgage Loan: Any of the Group I Mortgage Loans identified in Exhibit F-2A and any of the Group II Mortgage Loans identified in Exhibit F-2B hereto, as such Exhibits may be amended from time to time in connection with a substitution pursuant to Sections 2.02 or 2.06, serviced under the WFHM Servicing Agreement and having a Prior Month Receipt Period with respect to all types of Unscheduled Principal Receipts. Undercollateralized Amount: As defined in Section 4.01(b)(iii). Undercollateralized Group: As defined in Section 4.01(b)(iii). Unpaid Interest Shortfalls: Each of the Class A Unpaid Interest Shortfalls, the Class B-1 Unpaid Interest Shortfall, the Class B-2 Unpaid Interest Shortfall, the Class B-3 Unpaid Interest Shortfall, the Class B-4 Unpaid Interest Shortfall, the Class B-5 Unpaid Interest Shortfall and the Class B-6 Unpaid Interest Shortfall. Unscheduled Principal Receipt: Any Principal Prepayment or other recovery of principal on a Mortgage Loan, including, without limitation, Liquidation Proceeds, Net REO Proceeds, Recoveries and proceeds received from any condemnation award or proceeds in lieu of condemnation other than that portion of such proceeds released to the Mortgagor in accordance with the terms of the Mortgage or Prudent Servicing Practices, but excluding any Liquidation Profits and proceeds of a repurchase of a Mortgage Loan by the Seller and any Substitution Principal Amounts. Unscheduled Principal Receipt Period: Either a Mid-Month Receipt Period or a Prior Month Receipt Period. U.S. Person: As defined in Section 4.01(f). Voting Interest: With respect to any provisions hereof providing for the action, consent or approval of the Holders of all Certificates evidencing specified Voting Interests in the Trust Estate, each Class of Certificates will be entitled to a pro rata portion of the Voting Interest equal to the ratio obtained by dividing the Principal Balance of such Class by the sum of the Group I-A Principal Balance, the Group II-A Principal Balance and the Class B Principal Balance. Each Certificateholder of a Class will have a Voting Interest equal to the product of the Voting Interest to which such Class is collectively entitled and the Percentage Interest in such Class represented by such Holder's Certificates. With respect to any provisions hereof providing for action, consent or approval of each Class of Certificates or specified Classes of Certificates, each Certificateholder of a Class will have a Voting Interest in such Class equal to such Holder's Percentage Interest in such Class. Weighted Average Net Mortgage Interest Rate: As to any Distribution Date, a rate per annum equal to the average, expressed as a percentage of the Net Mortgage Interest Rates of all Mortgage Loans that were Outstanding Mortgage Loans as of the Due Date in the month preceding the month of such Distribution Date, weighted on the basis of the respective Scheduled Principal Balances of such Mortgage Loans. WFHM: Wells Fargo Home Mortgage, Inc., or its successor in interest. WFHM Correspondents: The entities listed on the Mortgage Loan Schedule, from which WFHM purchased the Mortgage Loans. WFHM Servicing Agreement: The Servicing Agreement providing for the servicing of the Type 1 Mortgage Loans and Type 2 Mortgage Loans initially by WFHM. SECTION 1.02 ACTS OF HOLDERS. (a) Any request, demand, authorization, direction, notice, consent, waiver or other action provided by this Agreement to be given or taken by Holders may be embodied in and evidenced by one or more instruments of substantially similar tenor signed by such Holders in person or by an agent duly appointed in writing. Except as herein otherwise expressly provided, such action shall become effective when such instrument or instruments are delivered to the Trustee. Proof of execution of any such instrument or of a writing appointing any such agent shall be sufficient for any purpose of this Agreement and conclusive in favor of the Trustee, if made in the manner provided in this Section 1.02. The Trustee shall promptly notify the Master Servicer in writing of the receipt of any such instrument or writing. (b) The fact and date of the execution by any Person of any such instrument or writing may be proved by the affidavit of a witness of such execution or by a certificate of a notary public or other officer authorized by law to take acknowledgments of deeds, certifying that the individual signing such instrument or writing acknowledged to him the execution thereof. When such execution is by a signer acting in a capacity other than his or her individual capacity, such certificate or affidavit shall also constitute sufficient proof of his or her authority. The fact and date of the execution of any such instrument or writing, or the authority of the individual executing the same, may also be proved in any other manner which the Trustee deems sufficient. (c) The ownership of Certificates (whether or not such Certificates shall be overdue and notwithstanding any notation of ownership or other writing thereon made by anyone other than the Trustee and the Authenticating Agent) shall be proved by the Certificate Register, and neither the Trustee, the Seller nor the Master Servicer shall be affected by any notice to the contrary. (d) Any request, demand, authorization, direction, notice, consent, waiver or other action of the Holder of any Certificate shall bind every future Holder of the same Certificate and the Holder of every Certificate issued upon the registration of transfer thereof or in exchange therefor or in lieu thereof in respect of anything done, omitted or suffered to be done by the Trustee, the Seller or the Master Servicer in reliance thereon, whether or not notation of such action is made upon such Certificate. SECTION 1.03 EFFECT OF HEADINGS AND TABLE OF CONTENTS. The Article and Section headings in this Agreement and the Table of Contents are for convenience of reference only and shall not affect the interpretation or construction of this Agreement. SECTION 1.04 BENEFITS OF AGREEMENT. Nothing in this Agreement or in the Certificates, express or implied, shall give to any Person, other than the parties to this Agreement and their successors hereunder and the Holders of the Certificates any benefit or any legal or equitable right, power, remedy or claim under this Agreement. ARTICLE II CONVEYANCE OF MORTGAGE LOANS; ORIGINAL ISSUANCE OF THE CERTIFICATES SECTION 2.01 CONVEYANCE OF MORTGAGE LOANS. The Seller, concurrently with the execution and delivery hereof, does hereby assign to the Trustee, without recourse all the right, title and interest of the Seller in and to (a) the Trust Estate, including all interest (other than the portion, if any, representing the Fixed Retained Yield) and principal received by the Seller on or with respect to the Mortgage Loans after the Cut-Off Date (and including scheduled payments of principal and interest due after the Cut-Off Date but received by the Seller on or before the Cut-Off Date and Unscheduled Principal Receipts received or applied on the Cut-Off Date, but not including payments of principal and interest due on the Mortgage Loans on or before the Cut-Off Date), (b) the Insurance Policies, (c) the obligations of the Servicers under the Servicing Agreements with respect to the Mortgage Loans, (d) the right to receive amounts, if any, payable on behalf of any Mortgagor from the Subsidy Account relating to any Subsidy Loan, (e) all of the Seller's right, title and interest in and to each Mortgage 100SM Pledge Agreement, each Parent Power(R) Guaranty and Security Agreement for Securities Account and each Parent Power(R) Guaranty Agreement for Real Estate with respect to each Additional Collateral Mortgage Loan, and (f) proceeds of all the foregoing. In connection with such assignment, the Seller shall, with respect to each Mortgage Loan, deliver, or cause to be delivered, to the Custodian, on or before the Closing Date, an Owner Mortgage Loan File. If any Mortgage or an assignment of a Mortgage to the Trustee or any prior assignment is in the process of being recorded on the Closing Date, the Seller shall deliver a copy thereof, certified by WFHM or the applicable WFHM Correspondent to be a true and complete copy of the document sent for recording, and the Seller shall use its best efforts to cause each such original recorded document or certified copy thereof to be delivered to the Custodian promptly following its recordation, but in no event later than one (1) year following the Closing Date. If any Mortgage has been recorded in the name of Mortgage Electronic Registration System, Inc. ("MERS") or its designee, no assignment of Mortgage in favor of the Trustee will be required to be prepared or delivered and instead, the Master Servicer shall take all actions as are necessary to cause the Trust Estate to be shown as the owner of the related Mortgage Loan on the records of MERS for the purpose of the system of recording transfers of beneficial ownership of mortgages maintained by MERS. The Seller shall also cause to be delivered to the Custodian any other original mortgage loan document to be included in the Owner Mortgage Loan File if a copy thereof has been delivered. The Seller shall pay from its own funds, without any right of reimbursement therefor, the amount of any costs, liabilities and expenses incurred by the Trust Estate by reason of the failure of the Seller to cause to be delivered to the Custodian within one (1) year following the Closing Date any original Mortgage or assignment of a Mortgage (except with respect to any Mortgage recorded in the name of MERS) not delivered to the Custodian on the Closing Date. In lieu of recording an assignment of any Mortgage the Seller may, to the extent set forth in the applicable Servicing Agreement, deliver or cause to be delivered to the Custodian the assignment of the Mortgage Loan from the Seller to the Trustee in a form suitable for recordation, if (i) with respect to a particular state the Trustee has received an Opinion of Counsel acceptable to it that such recording is not required to make the assignment effective against the parties to the Mortgage or subsequent purchasers or encumbrancers of the Mortgaged Property or (ii) the Seller has been advised by each Rating Agency that non-recordation in a state will not result in a reduction of the rating assigned by that Rating Agency at the time of initial issuance of the Certificates. In the event that the Custodian receives notice that recording is required to protect the right, title and interest of the Trustee in and to any such Mortgage Loan for which recordation of an assignment has not previously been required, the Custodian shall promptly notify the Trustee and the Custodian shall within five Business Days (or such other reasonable period of time mutually agreed upon by the Custodian and the Trustee) of its receipt of such notice deliver each previously unrecorded assignment to the related Servicer for recordation. SECTION 2.02 ACCEPTANCE BY CUSTODIAN. Subject to the provisions of the following paragraph, pursuant to the Custodial Agreement, the Custodian, on behalf of the Trustee, will declare that it holds and will hold the documents delivered to it pursuant to Section 2.01 above and the other documents constituting a part of the Owner Mortgage Loan Files delivered to it in trust, upon the trusts herein set forth, for the use and benefit of all present and future Certificateholders. Upon execution of this Agreement, the Custodian will deliver to the Seller and the Trustee an initial certification in the form of Exhibit N hereto, to the effect that, except as may be specified in a list of exceptions attached thereto, it has received the original Mortgage Notes relating to each Mortgage Loan on the Mortgage Loan Schedule. The Custodian will review each Owner Mortgage Loan File within 45 days after execution of this Agreement. The Custodian will deliver no later than 30 days after completion of such review to the Seller and the Trustee a final certification in the form of Exhibit O hereto to the effect that, except as may be specified in a list of exceptions attached thereto, all required documents set forth in Section 2.01 have been executed and received and appear regular on their face, and that such documents relate to the Mortgage Loans identified in the Mortgage Loan Schedule based on a comparison of the Mortgage Loan identifying number, Mortgagor name and street address, and in so doing the Custodian may rely on the purported due execution and genuineness of any such document and on the purported genuineness of any signature thereon. If within such 45 day period the Custodian finds any document constituting a part of an Owner Mortgage Loan File not to have been executed or received or to be unrelated to the Mortgage Loans identified in the Mortgage Loan Schedule or not to appear regular on its face, the Custodian shall promptly (and in no event more than 30 days after the review) notify the Trustee and the Seller. The Seller shall have a period of 60 days after the date of such notice within which to correct or cure any such defect. The Seller hereby covenants and agrees that, if any material defect is not so corrected or cured, the Seller will, not later than 60 days after the Trustee's notice to it referred to above respecting such defect, either (i) repurchase the related Mortgage Loan or any property acquired in respect thereof from the Trust Estate at a price equal to (a) 100% of the unpaid principal balance of such Mortgage Loan plus (b) accrued interest at the Mortgage Interest Rate less any Fixed Retained Yield through the last day of the month in which such repurchase takes place or (ii) if within two years of the Startup Day, or such other period permitted by the REMIC Provisions, substitute for any Mortgage Loan to which such material defect relates, a new mortgage loan (a "Substitute Mortgage Loan") having such characteristics so that the representations and warranties of the Seller set forth in Section 2.03(b) hereof (other than Section 2.03(b)(i)) would not have been incorrect had such Substitute Mortgage Loan originally been a Mortgage Loan. In no event shall any Substitute Mortgage Loan have an unpaid principal balance, as of the date of substitution, greater than the Scheduled Principal Balance (reduced by the scheduled payment of principal due on the Due Date in the month of substitution) of the Mortgage Loan for which it is substituted. In addition, such Substitute Mortgage Loan shall have a Loan-to-Value Ratio less than or equal to and a Mortgage Interest Rate equal to that of the Mortgage Loan for which it is substituted. In the case of a repurchased Mortgage Loan or property, the purchase price shall be deposited by the Seller in the Certificate Account maintained by the Master Servicer pursuant to Section 3.01. In the case of a Substitute Mortgage Loan, the Owner Mortgage Loan File relating thereto shall be delivered to the Custodian and the Substitution Principal Amount, together with (i) interest on such Substitution Principal Amount at the applicable Net Mortgage Interest Rate to the following Due Date of such Mortgage Loan which is being substituted for and (ii) an amount equal to the aggregate amount of unreimbursed Periodic Advances in respect of interest previously made by the Servicer, the Master Servicer or the Trustee with respect to such Mortgage Loan, shall be deposited in the Certificate Account. The Monthly Payment on the Substitute Mortgage Loan for the Due Date in the month of substitution shall not be part of the Trust Estate. Upon receipt by the Custodian of a Request for Release signed by an officer of the Seller, the Custodian shall release to the Seller the related Owner Mortgage Loan File. The Trustee shall execute and deliver such instrument of transfer or assignment (or, in the case of a Mortgage Loan registered in the name of MERS or its designee, the Master Servicer shall take all necessary action to reflect such assignment on the records of MERS), in each case without recourse, as shall be necessary to vest in the Seller legal and beneficial ownership of such substituted or repurchased Mortgage Loan or property. It is understood and agreed that the obligation of the Seller to substitute a new Mortgage Loan for or repurchase any Mortgage Loan or property as to which such a material defect in a constituent document exists shall constitute the sole remedy respecting such defect available to the Certificateholders or the Trustee on behalf of the Certificateholders. The failure of the Custodian to give the final certification or the Trustee to give any notice within the required time periods shall not affect or relieve the Seller's obligation to repurchase any Mortgage Loan pursuant to this Section 2.02. SECTION 2.03 REPRESENTATIONS AND WARRANTIES OF THE MASTER SERVICER AND THE SELLER. (a) The Master Servicer hereby represents and warrants to the Trustee for the benefit of Certificateholders that, as of the date of execution of this Agreement: (i) The Master Servicer is a national banking association duly chartered and validly existing in good standing under the laws of the United States; (ii) The execution and delivery of this Agreement by the Master Servicer and its performance and compliance with the terms of this Agreement will not violate the Master Servicer's corporate charter or by-laws or constitute a default (or an event which, with notice or lapse of time, or both, would constitute a default) under, or result in the breach of, any material contract, agreement or other instrument to which the Master Servicer is a party or which may be applicable to the Master Servicer or any of its assets; (iii) This Agreement, assuming due authorization, execution and delivery by the Trustee and the Seller, constitutes a valid, legal and binding obligation of the Master Servicer, enforceable against it in accordance with the terms hereof subject to applicable bankruptcy, insolvency, reorganization, moratorium and other laws affecting the enforcement of creditors' rights generally and to general principles of equity, regardless of whether such enforcement is considered in a proceeding in equity or at law; (iv) The Master Servicer is not in default with respect to any order or decree of any court or any order, regulation or demand of any federal, state, municipal or governmental agency, which default might have consequences that would materially and adversely affect the condition (financial or other) or operations of the Master Servicer or its properties or might have consequences that would affect its performance hereunder; and (v) No litigation is pending or, to the best of the Master Servicer's knowledge, threatened against the Master Servicer which would prohibit its entering into this Agreement or performing its obligations under this Agreement. It is understood and agreed that the representations and warranties set forth in this Section 2.03(a) shall survive delivery of the respective Owner Mortgage Loan Files to the Trustee or the Custodian. (b) The Seller hereby represents and warrants to the Trustee for the benefit of Certificateholders that, as of the date of execution of this Agreement, with respect to the Mortgage Loans, or each Mortgage Loan, as the case may be: (i) The information set forth in the Mortgage Loan Schedule was true and correct in all material respects at the date or dates respecting which such information is furnished as specified in the Mortgage Loan Schedule; (ii) Immediately prior to the transfer and assignment contemplated herein, the Seller was the sole owner and holder of the Mortgage Loan free and clear of any and all liens, pledges, charges or security interests of any nature and has full right and authority to sell and assign the same; (iii) The Mortgage is a valid, subsisting and enforceable first lien on the property therein described, and the Mortgaged Property is free and clear of all encumbrances and liens having priority over the first lien of the Mortgage except for liens for real estate taxes and special assessments not yet due and payable and liens or interests arising under or as a result of any federal, state or local law, regulation or ordinance relating to hazardous wastes or hazardous substances, and, if the related Mortgaged Property is a condominium unit, any lien for common charges permitted by statute or homeowners association fees; and if the Mortgaged Property consists of shares of a cooperative housing corporation, any lien for amounts due to the cooperative housing corporation for unpaid assessments or charges or any lien of any assignment of rents or maintenance expenses secured by the real property owned by the cooperative housing corporation; and any security agreement, chattel mortgage or equivalent document related to, and delivered to the Trustee or to the Custodian with, any Mortgage establishes in the Seller a valid and subsisting first lien on the property described therein and the Seller has full right to sell and assign the same to the Trustee; (iv) Neither the Seller nor any prior holder of the Mortgage or the related Mortgage Note has modified the Mortgage or the related Mortgage Note in any material respect, satisfied, canceled or subordinated the Mortgage in whole or in part, released the Mortgaged Property in whole or in part from the lien of the Mortgage, or executed any instrument of release, cancellation, modification or satisfaction, except in each case as is reflected in an agreement delivered to the Trustee or the Custodian pursuant to Section 2.01; (v) All taxes, governmental assessments, insurance premiums, and water, sewer and municipal charges, which previously became due and owing have been paid, or an escrow of funds has been established, to the extent permitted by law, in an amount sufficient to pay for every such item which remains unpaid; and the Seller has not advanced funds, or received any advance of funds by a party other than the Mortgagor, directly or indirectly (except pursuant to any Subsidy Loan arrangement) for the payment of any amount required by the Mortgage, except for interest accruing from the date of the Mortgage Note or date of disbursement of the Mortgage Loan proceeds, whichever is later, to the day which precedes by thirty days the first Due Date under the related Mortgage Note; (vi) The Mortgaged Property is undamaged by water, fire, earthquake, earth movement other than earthquake, windstorm, flood, tornado or similar casualty (excluding casualty from the presence of hazardous wastes or hazardous substances, as to which the Seller makes no representations), so as to affect adversely the value of the Mortgaged Property as security for the Mortgage Loan or the use for which the premises were intended and to the best of the Seller's knowledge, there is no proceeding pending or threatened for the total or partial condemnation of the Mortgaged Property; (vii) The Mortgaged Property is free and clear of all mechanics' and materialmen's liens or liens in the nature thereof; provided, however, that this warranty shall be deemed not to have been made at the time of the initial issuance of the Certificates if a title policy affording, in substance, the same protection afforded by this warranty is furnished to the Trustee by the Seller; (viii) Except for Mortgage Loans secured by Co-op Shares and Mortgage Loans secured by residential long-term leases, the Mortgaged Property consists of a fee simple estate in real property; all of the improvements which are included for the purpose of determining the appraised value of the Mortgaged Property lie wholly within the boundaries and building restriction lines of such property and no improvements on adjoining properties encroach upon the Mortgaged Property (unless insured against under the related title insurance policy); and to the best of the Seller's knowledge, the Mortgaged Property and all improvements thereon comply with all requirements of any applicable zoning and subdivision laws and ordinances; (ix) The Mortgage Loan meets, or is exempt from, applicable state or federal laws, regulations and other requirements, pertaining to usury, and the Mortgage Loan is not usurious; (x) To the best of the Seller's knowledge, all inspections, licenses and certificates required to be made or issued with respect to all occupied portions of the Mortgaged Property and, with respect to the use and occupancy of the same, including, but not limited to, certificates of occupancy and fire underwriting certificates, have been made or obtained from the appropriate authorities; (xi) All payments required to be made up to the Due Date immediately preceding the Cut-Off Date for such Mortgage Loan under the terms of the related Mortgage Note have been made and no Mortgage Loan had more than one delinquency in the 12 months preceding the Cut-Off Date; (xii) The Mortgage Note, the related Mortgage and other agreements executed in connection therewith are genuine, and each is the legal, valid and binding obligation of the maker thereof, enforceable in accordance with its terms, except as such enforcement may be limited by bankruptcy, insolvency, reorganization or other similar laws affecting the enforcement of creditors' rights generally and by general equity principles (regardless of whether such enforcement is considered in a proceeding in equity or at law); and, to the best of the Seller's knowledge, all parties to the Mortgage Note and the Mortgage had legal capacity to execute the Mortgage Note and the Mortgage and each Mortgage Note and Mortgage has been duly and properly executed by the Mortgagor; (xiii) Any and all requirements of any federal, state or local law with respect to the origination of the Mortgage Loans including, without limitation, truth-in-lending, real estate settlement procedures, consumer credit protection, equal credit opportunity or disclosure laws applicable to the Mortgage Loans have been complied with; (xiv) The proceeds of the Mortgage Loans have been fully disbursed, there is no requirement for future advances thereunder and any and all requirements as to completion of any on-site or off-site improvements and as to disbursements of any escrow funds therefor have been complied with (except for escrow funds for exterior items which could not be completed due to weather and escrow funds for the completion of swimming pools); and all costs, fees and expenses incurred in making, closing or recording the Mortgage Loan have been paid, except recording fees with respect to Mortgages not recorded as of the Closing Date; (xv) The Mortgage Loan (except any Mortgage Loan secured by a Mortgaged Property located in any jurisdiction, as to which an opinion of counsel of the type customarily rendered in such jurisdiction in lieu of title insurance is instead received) is covered by an American Land Title Association mortgagee title insurance policy or other generally acceptable form of policy or insurance acceptable to Fannie Mae or Freddie Mac, issued by a title insurer acceptable to Fannie Mae or Freddie Mac insuring the originator, its successors and assigns, as to the first priority lien of the Mortgage in the original principal amount of the Mortgage Loan and subject only to (A) the lien of current real property taxes and assessments not yet due and payable, (B) covenants, conditions and restrictions, rights of way, easements and other matters of public record as of the date of recording of such Mortgage acceptable to mortgage lending institutions in the area in which the Mortgaged Property is located or specifically referred to in the appraisal performed in connection with the origination of the related Mortgage Loan, (C) liens created pursuant to any federal, state or local law, regulation or ordinance affording liens for the costs of clean-up of hazardous substances or hazardous wastes or for other environmental protection purposes and (D) such other matters to which like properties are commonly subject which do not individually, or in the aggregate, materially interfere with the benefits of the security intended to be provided by the Mortgage; the Seller is the sole insured of such mortgagee title insurance policy, the assignment to the Trustee of the Seller's interest in such mortgagee title insurance policy does not require any consent of or notification to the insurer which has not been obtained or made, such mortgagee title insurance policy is in full force and effect and will be in full force and effect and inure to the benefit of the Trustee, no claims have been made under such mortgagee title insurance policy, and no prior holder of the related Mortgage, including the Seller, has done, by act or omission, anything which would impair the coverage of such mortgagee title insurance policy; (xvi) The Mortgaged Property securing each Mortgage Loan is insured by an insurer acceptable to Fannie Mae or Freddie Mac against loss by fire and such hazards as are covered under a standard extended coverage endorsement, in an amount which is not less than the lesser of 100% of the insurable value of the Mortgaged Property and the outstanding principal balance of the Mortgage Loan, but in no event less than the minimum amount necessary to fully compensate for any damage or loss on a replacement cost basis; if the Mortgaged Property is a condominium unit, it is included under the coverage afforded by a blanket policy for the project; if upon origination of the Mortgage Loan, the improvements on the Mortgaged Property were in an area identified in the Federal Register by the Federal Emergency Management Agency as having special flood hazards, a flood insurance policy meeting the requirements of the current guidelines of the Federal Insurance Administration is in effect with a generally acceptable insurance carrier, in an amount representing coverage not less than the least of (A) the outstanding principal balance of the Mortgage Loan, (B) the full insurable value of the Mortgaged Property and (C) the maximum amount of insurance which was available under the National Flood Insurance Act of 1968, as amended; and each Mortgage obligates the Mortgagor thereunder to maintain all such insurance at the Mortgagor's cost and expense; (xvii) To the best of the Seller's knowledge, there is no default, breach, violation or event of acceleration existing under the Mortgage or the related Mortgage Note and no event which, with the passage of time or with notice and the expiration of any grace or cure period, would constitute a default, breach, violation or event of acceleration; the Seller has not waived any default, breach, violation or event of acceleration; and no foreclosure action is currently threatened or has been commenced with respect to the Mortgage Loan; (xviii) No Mortgage Note or Mortgage is subject to any right of rescission, set-off, counterclaim or defense, including the defense of usury, nor will the operation of any of the terms of the Mortgage Note or Mortgage, or the exercise of any right thereunder, render the Mortgage Note or Mortgage unenforceable, in whole or in part, or subject it to any right of rescission, set-off, counterclaim or defense, including the defense of usury, and no such right of rescission, set-off, counterclaim or defense has been asserted with respect thereto; (xix) Each Mortgage Note is payable in monthly payments, resulting in complete amortization of the Mortgage Loan over a term of not more than 360 months; (xx) Each Mortgage contains customary and enforceable provisions such as to render the rights and remedies of the holder thereof adequate for the realization against the Mortgaged Property of the benefits of the security, including realization by judicial foreclosure (subject to any limitation arising from any bankruptcy, insolvency or other law for the relief of debtors), and there is no homestead or other exemption available to the Mortgagor which would interfere with such right of foreclosure; (xxi) To the best of the Seller's knowledge, no Mortgagor is a debtor in any state or federal bankruptcy or insolvency proceeding; (xxii) Each Mortgaged Property is located in the United States and consists of a one- to four-unit residential property, which may include a detached home, townhouse, condominium unit or a unit in a planned unit development or, in the case of Mortgage Loans secured by Co-op Shares, leases or occupancy agreements; (xxiii) The Mortgage Loan is a "qualified mortgage" within the meaning of Section 860G(a)(3) of the Code; (xxiv) With respect to each Mortgage where a lost note affidavit has been delivered to the Trustee in place of the related Mortgage Note, the related Mortgage Note is no longer in existence; (xxv) In the event that the Mortgagor is an inter vivos "living" trust, (i) such trust is in compliance with Fannie Mae or Freddie Mac standards for inter vivos trusts and (ii) holding title to the Mortgaged Property in such trust will not diminish any rights as a creditor including the right to full title to the Mortgaged Property in the event foreclosure proceedings are initiated; and (xxvi) If the Mortgage Loan is secured by a long-term residential lease, (1) the lessor under the lease holds a fee simple interest in the land; (2) the terms of such lease expressly permit the mortgaging of the leasehold estate, the assignment of the lease without the lessor's consent and the acquisition by the holder of the Mortgage of the rights of the lessee upon foreclosure or assignment in lieu of foreclosure or provide the holder of the Mortgage with substantially similar protections; (3) the terms of such lease do not (a) allow the termination thereof upon the lessee's default without the holder of the Mortgage being entitled to receive written notice of, and opportunity to cure, such default, (b) allow the termination of the lease in the event of damage or destruction as long as the Mortgage is in existence, (c) prohibit the holder of the Mortgage from being insured (or receiving proceeds of insurance) under the hazard insurance policy or policies relating to the Mortgaged Property or (d) permit any increase in rent other than pre-established increases set forth in the lease; (4) the original term of such lease is not less than 15 years; (5) the term of such lease does not terminate earlier than five years after the maturity date of the Mortgage Note; and (6) the Mortgaged Property is located in a jurisdiction in which the use of leasehold estates in transferring ownership in residential properties is a widely accepted practice. Notwithstanding the foregoing, no representations or warranties are made by the Seller as to the environmental condition of any Mortgaged Property; the absence, presence or effect of hazardous wastes or hazardous substances on any Mortgaged Property; any casualty resulting from the presence or effect of hazardous wastes or hazardous substances on, near or emanating from any Mortgaged Property; the impact on Certificateholders of any environmental condition or presence of any hazardous substance on or near any Mortgaged Property; or the compliance of any Mortgaged Property with any environmental laws, nor is any agent, person or entity otherwise affiliated with the Seller authorized or able to make any such representation, warranty or assumption of liability relative to any Mortgaged Property. In addition, no representations or warranties are made by the Seller with respect to the absence or effect of fraud in the origination of any Mortgage Loan. It is understood and agreed that the representations and warranties set forth in this Section 2.03(b) shall survive delivery of the respective Owner Mortgage Loan Files to the Custodian and shall inure to the benefit of the Trustee notwithstanding any restrictive or qualified endorsement or assignment. (c) Upon discovery by either the Seller, the Master Servicer, the Trustee or the Custodian that any of the representations and warranties made in subsection (b) above is not accurate (referred to herein as a "breach") and, except for a breach of the representation and warranty set forth in subsection (b)(i), where such breach is a result of the Cut-Off Date Principal Balance of a Mortgage Loan being greater, by $5,000 or greater, than the Cut-Off Date Principal Balance of such Mortgage Loan indicated on the Mortgage Loan Schedule, that such breach materially and adversely affects the interests of the Certificateholders in the related Mortgage Loan, the party discovering such breach shall give prompt written notice to the other parties (any Custodian being so obligated under a Custodial Agreement). Within 60 days of the earlier of its discovery or its receipt of notice of any such breach, the Seller shall cure such breach in all material respects or shall either (i) repurchase the Mortgage Loan or any property acquired in respect thereof from the Trust Estate at a price equal to (A) 100% of the unpaid principal balance of such Mortgage Loan plus (B) accrued interest at the Net Mortgage Interest Rate for such Mortgage Loan through the last day of the month in which such repurchase took place or (ii) if within two years of the Startup Day, or such other period permitted by the REMIC Provisions, substitute for such Mortgage Loan in the manner described in Section 2.02. The purchase price of any repurchase described in this paragraph and the Substitution Principal Amount, if any, plus accrued interest thereon and the other amounts referred to in Section 2.02, shall be deposited in the Certificate Account. It is understood and agreed that the obligation of the Seller to repurchase or substitute for any Mortgage Loan or property as to which such a breach has occurred and is continuing shall constitute the sole remedy respecting such breach available to Certificateholders or the Trustee on behalf of Certificateholders, and such obligation shall survive until termination of the Trust Estate hereunder. SECTION 2.04 EXECUTION AND DELIVERY OF CERTIFICATES. The Trustee acknowledges the assignment to it of the Mortgage Loans and the delivery of the Owner Mortgage Loan Files to it, and, concurrently with such delivery, has executed and delivered to or upon the order of the Seller, in exchange for the Mortgage Loans together with all other assets included in the definition of "Trust Estate", receipt of which is hereby acknowledged, Certificates in authorized denominations which evidence ownership of the entire Trust Estate. SECTION 2.05 DESIGNATION OF CERTIFICATES; DESIGNATION OF STARTUP DAY AND LATEST POSSIBLE MATURITY DATE. The Seller hereby designates the Classes of Class A Certificates (other than the Class I-A-R Certificate) and the Classes of Class B Certificates as classes of "regular interests" and the Class I-A-R Certificate as the single class of "residual interest" in the REMIC for the purposes of Code Sections 860G(a)(1) and 860G(a)(2), respectively. The Closing Date is hereby designated as the "Startup Day" of the REMIC within the meaning of Code Section 860G(a)(9). The "latest possible maturity date" of the regular interests in the REMIC is September 25, 2032 for purposes of Code Section 860G(a)(1). SECTION 2.06 OPTIONAL SUBSTITUTION OF MORTGAGE LOANS. During the three-month period beginning on the Startup Date, the Seller shall have the right, but not the obligation, in its sole discretion for any reason, to substitute for any Group I or Group II Mortgage Loan a Substitute Mortgage Loan meeting the requirements of Section 2.02. Any such substitution shall be carried out in the manner described in Section 2.02. The Substitution Principal Amount, if any, plus accrued interest thereon and the other amounts referred to in Section 2.02, shall be deposited in the Certificate Account. ARTICLE III ADMINISTRATION OF THE TRUST ESTATE; SERVICING OF THE MORTGAGE LOANS SECTION 3.01 CERTIFICATE ACCOUNT. (a) The Master Servicer shall establish and maintain a Certificate Account for the deposit of funds received by the Master Servicer with respect to the Mortgage Loans serviced by each Servicer pursuant to each of the Servicing Agreements. Such account shall be maintained as an Eligible Account. The Master Servicer shall give notice to each Servicer and the Seller of the location of the Certificate Account and of any change in the location thereof. (b) The Master Servicer shall deposit into the Certificate Account on the day of receipt thereof all amounts received by it from any Servicer pursuant to any of the Servicing Agreements, any amounts received by it upon the sale of any Additional Collateral pursuant to the terms of the Mortgage 100SM Pledge Agreement, the Parent Power(R) Guaranty and Security Agreement for Securities Account or the Parent Power(R) Guaranty Agreement for Real Estate or any amounts received pursuant to the Surety Bond, and shall, in addition, deposit into the Certificate Account the following amounts, in the case of amounts specified in clause (i), not later than the Distribution Date on which such amounts are required to be distributed to Certificateholders and, in the case of the amounts specified in clause (ii), not later than the Business Day next following the day of receipt and posting by the Master Servicer: (i) Periodic Advances pursuant to Section 3.03(a) made by the Master Servicer or the Trustee, if any and any amounts deemed received by the Master Servicer pursuant to Section 3.01(d); and (ii) in the case of any Mortgage Loan that is repurchased by the Seller pursuant to Sections 2.02, 2.03 or 3.08 or that is auctioned by the Master Servicer pursuant to Section 3.08 or purchased by the Master Servicer pursuant to Section 3.08 or 9.01, the purchase price therefor or, where applicable, any Substitution Principal Amount and any amounts received in respect of the interest portion of unreimbursed Periodic Advances. (c) The Master Servicer shall cause the funds in the Certificate Account to be invested in Eligible Investments. No such Eligible Investments will be sold or disposed of at a gain prior to maturity unless the Master Servicer has received an Opinion of Counsel or other evidence satisfactory to it that such sale or disposition will not cause the Trust Estate to be subject to Prohibited Transactions Tax, otherwise subject the Trust Estate to tax, or cause the Trust Estate to fail to qualify as a REMIC while any Certificates are outstanding. Any amounts deposited in the Certificate Account prior to the Distribution Date shall be invested for the account of the Master Servicer and any investment income thereon shall be additional compensation to the Master Servicer for services rendered under this Agreement. The amount of any losses incurred in respect of any such investments shall be deposited in the Certificate Account by the Master Servicer out of its own funds immediately as realized. (d) For purposes of this Agreement, the Master Servicer will be deemed to have received from a Servicer on the applicable Remittance Date for such funds all amounts deposited by such Servicer into the Custodial Account for P&I maintained in accordance with the applicable Servicing Agreement, if such Custodial Account for P&I is not an Eligible Account as defined in this Agreement, to the extent such amounts are not actually received by the Master Servicer on such Remittance Date as a result of the bankruptcy, insolvency, receivership or other financial distress of the depository institution in which such Custodial Account for P&I is being held. To the extent that amounts so deemed to have been received by the Master Servicer are subsequently remitted to the Master Servicer, the Master Servicer shall be entitled to retain such amounts. SECTION 3.02 PERMITTED WITHDRAWALS FROM THE CERTIFICATE ACCOUNT. (a) The Master Servicer may, from time to time, make withdrawals from the Certificate Account for the following purposes (limited, in the case of Servicer reimbursements, to cases where funds in the respective Custodial P&I Account are not sufficient therefor): (i) to reimburse the Master Servicer, the Trustee or any Servicer for Periodic Advances made by the Master Servicer or the Trustee pursuant to Section 3.03(a) or any Servicer pursuant to any Servicing Agreement with respect to previous Distribution Dates, such right to reimbursement pursuant to this subclause (i) being limited to amounts received on or in respect of particular Mortgage Loans (including, for this purpose, Liquidation Proceeds, REO Proceeds and proceeds from the purchase, sale, repurchase or substitution of Mortgage Loans pursuant to Sections 2.02, 2.03, 2.06, 3.08 or 9.01) respecting which any such Periodic Advance was made; (ii) to reimburse any Servicer, the Master Servicer or the Trustee for any Periodic Advances determined in good faith to have become Nonrecoverable Advances provided, however, that any portion of Nonrecoverable Advances representing Fixed Retained Yield shall be reimbursable only from amounts constituting Fixed Retained Yield and not from the assets of the Trust Estate; (iii) to reimburse the Master Servicer or any Servicer from Liquidation Proceeds for Liquidation Expenses and for amounts expended by the Master Servicer or any Servicer pursuant hereto or to any Servicing Agreement, respectively, in good faith in connection with the restoration of damaged property or for foreclosure expenses; (iv) from any Mortgagor payment on account of interest or other recovery (including Net REO Proceeds) with respect to a particular Mortgage Loan, to pay the Master Servicing Fee with respect to such Mortgage Loan to the Master Servicer; (v) to reimburse the Master Servicer, any Servicer or the Trustee (or, in certain cases, the Seller) for expenses incurred by it (including taxes paid on behalf of the Trust Estate) and recoverable by or reimbursable to it pursuant to Section 3.03(c), 3.03(d) or 6.03 or the second sentence of Section 8.13(a) or pursuant to such Servicer's Servicing Agreement, provided such expenses are "unanticipated" within the meaning of the REMIC Provisions; (vi) to pay to the Seller or other purchaser with respect to each Mortgage Loan or property acquired in respect thereof that has been repurchased or replaced pursuant to Sections 2.02, 2.03 or 2.06 or auctioned pursuant to Section 3.08 or to pay to the Master Servicer with respect to each Mortgage Loan or property acquired in respect thereof that has been purchased pursuant to Section 3.08 or 9.01, all amounts received thereon and not required to be distributed as of the date on which the related repurchase or purchase price or Scheduled Principal Balance was determined; (vii) to remit funds to the Paying Agent in the amounts and in the manner provided for herein; (viii) to pay to the Master Servicer any interest earned on or investment income with respect to funds in the Certificate Account; (ix) to pay to the Master Servicer or any Servicer out of Liquidation Proceeds allocable to interest the amount of any unpaid Master Servicing Fee or Servicing Fee (as adjusted pursuant to the related Servicing Agreement) and any unpaid assumption fees, late payment charges or other Mortgagor charges on the related Mortgage Loan; (x) to pay to the Master Servicer as additional master servicing compensation any Liquidation Profits which a Servicer is not entitled to pursuant to the applicable Servicing Agreement; (xi) to withdraw from the Certificate Account any amount deposited in the Certificate Account that was not required to be deposited therein; (xii) to clear and terminate the Certificate Account pursuant to Section 9.01; and (xiii) to pay to WFHM from any Mortgagor payment on account of interest or other recovery (including Net REO Proceeds) with respect to a particular Mortgage Loan, the Fixed Retained Yield, if any, with respect to such Mortgage Loan; provided, however, that with respect to any payment of interest received by the Master Servicer in respect of a Mortgage Loan (whether paid by the Mortgagor or received as Liquidation Proceeds, Insurance Proceeds or otherwise) which is less than the full amount of interest then due with respect to such Mortgage Loan, only that portion of such payment of interest that bears the same relationship to the total amount of such payment of interest as the Fixed Retained Yield Rate, if any, in respect of such Mortgage Loan bears to the Mortgage Interest Rate shall be allocated to the Fixed Retained Yield with respect thereto. (b) The Master Servicer shall keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any payment to and withdrawal from the Certificate Account. SECTION 3.03 ADVANCES BY MASTER SERVICER AND TRUSTEE. (a) In the event an Other Servicer fails to make any required Periodic Advances of principal and interest on a Mortgage Loan as required by the related Other Servicing Agreement prior to the Distribution Date occurring in the month during which such Periodic Advance is due, the Master Servicer shall make Periodic Advances to the extent provided hereby. In addition, if under the terms of an Other Servicing Agreement, the applicable Servicer is not required to make Periodic Advances on a Mortgage Loan or REO Mortgage Loan through the liquidation of such Mortgage Loan or REO Mortgage Loan, the Master Servicer to the extent provided hereby shall make the Periodic Advances thereon during the period the Servicer is not obligated to do so. In the event WFHM fails to make any required Periodic Advances of principal and interest on a Mortgage Loan as required by the WFHM Servicing Agreement prior to the Distribution Date occurring in the month during which such Periodic Advance is due, the Trustee shall, to the extent required by Section 8.14, make such Periodic Advance to the extent provided hereby, provided that the Trustee has previously received the certificate of the Master Servicer described in the following sentence. The Master Servicer shall certify to the Trustee with respect to any such Distribution Date (i) the amount of Periodic Advances required of WFHM or such Other Servicer, as the case may be, (ii) the amount actually advanced by WFHM or such Other Servicer, (iii) the amount that the Trustee or Master Servicer is required to advance hereunder, including any amount the Master Servicer is required to advance pursuant to the second sentence of this Section 3.03(a), and (iv) whether the Master Servicer has determined that it reasonably believes that such Periodic Advance is a Nonrecoverable Advance. Amounts advanced by the Trustee or Master Servicer shall be deposited in the Certificate Account on the related Distribution Date. Notwithstanding the foregoing, neither the Master Servicer nor the Trustee will be obligated to make a Periodic Advance that it reasonably believes to be a Nonrecoverable Advance. The Trustee may conclusively rely for any determination to be made by it hereunder upon the determination of the Master Servicer as set forth in its certificate. (b) To the extent an Other Servicer fails to make an advance on account of the taxes or insurance premiums with respect to a Mortgage Loan required pursuant to the related Other Servicing Agreement, the Master Servicer shall, if the Master Servicer knows of such failure of the Servicer, advance such funds and take such steps as are necessary to pay such taxes or insurance premiums. To the extent WFHM fails to make an advance on account of the taxes or insurance premiums with respect to a Mortgage Loan required pursuant to the WFHM Servicing Agreement, the Master Servicer shall, if the Master Servicer knows of such failure of WFHM, certify to the Trustee that such failure has occurred. Upon receipt of such certification, the Trustee shall advance such funds and take such steps as are necessary to pay such taxes or insurance premiums. (c) The Master Servicer and the Trustee shall each be entitled to be reimbursed from the Certificate Account for any Periodic Advance made by it under Section 3.03(a) to the extent described in Section 3.02(a)(i) and (a)(ii). The Master Servicer and the Trustee shall be entitled to be reimbursed pursuant to Section 3.02(a)(v) for any advance by it pursuant to Section 3.03(b). The Master Servicer shall diligently pursue restoration of such amount to the Certificate Account from the related Servicer. The Master Servicer shall, to the extent it has not already done so, upon the request of the Trustee, withdraw from the Certificate Account and remit to the Trustee any amounts to which the Trustee is entitled as reimbursement pursuant to Section 3.02 (a)(i), (ii) and (v). (d) Except as provided in Section 3.03(a) and (b), neither the Master Servicer nor the Trustee shall be required to pay or advance any amount which any Servicer was required, but failed, to deposit in the Certificate Account. SECTION 3.04 CUSTODIAN TO COOPERATE; RELEASE OF OWNER MORTGAGE LOAN FILES. In connection with the deposit by a Servicer into the Certificate Account of the proceeds from a Liquidated Loan or of a Prepayment in Full, the Master Servicer or applicable Servicer shall confirm to the Trustee that all amounts required to be remitted to the Certificate Account in connection with such Mortgage Loan have been so deposited, and the Master Servicer or applicable Servicer shall deliver two copies of such Request for Release to the Custodian. The Custodian shall, within five Business Days of its receipt of such a Request for Release, release the related Owner Mortgage Loan File to the Master Servicer or such Servicer, as requested by the Master Servicer or such Servicer. No expenses incurred in connection with any instrument of satisfaction or deed of reconveyance shall be chargeable to the Certificate Account. From time to time and as appropriate for the servicing or foreclosure of any Mortgage Loan, including but not limited to, collection under any insurance policies, or to effect a partial release of any Mortgaged Property from the lien of the Mortgage, the Servicer of such Mortgage Loan shall deliver to the Master Servicer or Custodian two copies of a Request for Release in hard copy or in electronic format acceptable to the Custodian. Upon the Master Servicer's receipt of any such Request for Release, the Master Servicer shall promptly forward such request in hard copy or in electronic format acceptable to the Custodian. The Custodian shall, within five Business Days, release the related Owner Mortgage Loan File to the Master Servicer or such Servicer. Any such Request for Release shall obligate the Master Servicer or such Servicer, as the case may be, to return the Owner Mortgage Loan File to the Custodian by the twenty-first day following the release thereof, unless (i) the Mortgage Loan has been liquidated and the Liquidation Proceeds relating to the Mortgage Loan have been deposited in the Certificate Account or (ii) the Owner Mortgage Loan File or such document has been delivered to an attorney, or to a public trustee or other public official as required by law, for purposes of initiating or pursuing legal action or other proceedings for the foreclosure of the Mortgaged Property either judicially or non-judicially. Upon receipt of two copies of a Request for Release stating that such Mortgage Loan was liquidated and that all amounts received or to be received in connection with such liquidation which are required to be deposited into the Certificate Account have been so deposited, or that such Mortgage Loan has become an REO Mortgage Loan, the Custodian shall amend its records. Upon written certification of the Master Servicer or the Servicer pursuant to clause (ii) of the preceding paragraph, the Trustee shall execute and deliver to the Master Servicer or such Servicer, as directed by the Master Servicer, court pleadings, requests for trustee's sale or other documents necessary to the foreclosure or trustee's sale in respect of a Mortgaged Property or to any legal action brought to obtain judgment against any Mortgagor on the Mortgage Note or Mortgage or to obtain a deficiency judgment, or to enforce any other remedies or rights provided by the Mortgage Note or Mortgage or otherwise available at law or in equity. Each such certification shall include a request that such pleadings or documents be executed by the Trustee and a statement as to the reason such documents or pleadings are required and that the execution and delivery thereof by the Trustee will not invalidate or otherwise affect the lien of the Mortgage, except for the termination of such a lien upon completion of the foreclosure proceeding or trustee's sale. SECTION 3.05 REPORTS TO THE TRUSTEE; ANNUAL COMPLIANCE STATEMENTS. (a) Not later than 15 days after each Distribution Date, the Master Servicer shall deliver to the Trustee a statement setting forth the status of the Certificate Account as of the close of business on such Distribution Date stating that all distributions required to be made by the Master Servicer under this Agreement have been made (or, if any required distribution has not been made by the Master Servicer, specifying the nature and status thereof) and showing, for the period covered by such statement, the aggregate amount of deposits into and withdrawals from such account for each category of deposit and withdrawal specified in Sections 3.01 and 3.02. Such statement may be in the form of the then current Fannie Mae monthly accounting report for its Guaranteed Mortgage Pass-Through Program with appropriate additions and changes, and shall also include information as to the aggregate unpaid principal balance of all of the Mortgage Loans as of the close of business as of the last day of the calendar month immediately preceding such Distribution Date. Copies of such statement shall be provided by the Trustee to any Certificateholder upon written request, provided such statement is delivered, or caused to be delivered, by the Master Servicer to the Trustee. Not later than 15 days after each Distribution Date, the Master Servicer shall deliver to the Trustee a report identifying (i) all requests made by Servicers for the release of documents by the Custodian during the immediately preceding calendar month and (ii) all documents released by the Custodian during the immediately preceding calendar month. (b) The Master Servicer shall deliver to the Trustee on or before April 30 of each year, a certificate signed by an officer of the Master Servicer, certifying that (i) such officer has reviewed the activities of the Master Servicer during the preceding calendar year or portion thereof and its performance under this agreement and (ii) to the best of such officer's knowledge, based on such review, the Master Servicer has performed and fulfilled its duties, responsibilities and obligations under this agreement in all material respects throughout such year, or, if there has been a default in the fulfillment of any such duties, responsibilities or obligations, specifying each such default known to such officer and the nature and status thereof, and, (iii) (A) the Master Servicer has received from each Servicer any financial statements, officer's certificates, accountant's statements or other information required to be provided to the Master Servicer pursuant to the related Servicing Agreement and (B) to the best of such officer's knowledge, based on a review of the information provided to the Master Servicer by each Servicer as described in (iii)(A) above, each Servicer has performed and fulfilled its duties, responsibilities and obligations under the related Servicing Agreement in all material respects throughout such year, or, if there has been a default in the fulfillment of any such duties, responsibilities or obligations, specifying each such default known to such officer and the nature and status thereof. Copies of such officers' certificate shall be provided by the Trustee to any Certificateholder upon written request provided such certificate is delivered, or caused to be delivered, by the Master Servicer to the Trustee. SECTION 3.06 TITLE, MANAGEMENT AND DISPOSITION OF ANY REO MORTGAGE LOAN. The Master Servicer shall ensure that each REO Mortgage Loan is administered by the related Servicer at all times so that it qualifies as "foreclosure property" under the REMIC Provisions and that it does not earn any "net income from foreclosure property" which is subject to tax under the REMIC Provisions. In the event that a Servicer is unable to dispose of any REO Mortgage Loan within the period mandated by each of the Servicing Agreements, the Master Servicer shall monitor such Servicer to verify that such REO Mortgage Loan is auctioned to the highest bidder within the period so specified. In the event of any such sale of REO Mortgage Loan, the Custodian shall, at the written request of the Master Servicer and upon being supported with appropriate forms therefor, within five Business Days of the deposit by the Master Servicer of the proceeds of such sale or auction into the Certificate Account, release or cause to be released to the entity identified by the Master Servicer the related Owner Mortgage Loan File and Servicer Mortgage Loan File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as shall be necessary to vest in the auction purchaser title to the REO Mortgage Loan and the Custodian shall have no further responsibility with regard to such Owner Mortgage Loan File or Servicer Mortgage Loan File. Neither the Trustee, the Master Servicer nor any Servicer, acting on behalf of the Trust Estate, shall provide financing from the Trust Estate to any purchaser of an REO Mortgage Loan. SECTION 3.07 AMENDMENTS TO SERVICING AGREEMENTS, MODIFICATION OF STANDARD PROVISIONS. (a) Subject to the prior written consent of the Trustee pursuant to Section 3.07(b), the Master Servicer from time to time may, to the extent permitted by the applicable Servicing Agreement, make such modifications and amendments to such Servicing Agreement as the Master Servicer deems necessary or appropriate to confirm or carry out more fully the intent and purpose of such Servicing Agreement and the duties, responsibilities and obligations to be performed by the Servicer thereunder. Such modifications may only be made if they are consistent with the REMIC Provisions, as evidenced by an Opinion of Counsel. Prior to the issuance of any modification or amendment, the Master Servicer shall deliver to the Trustee such Opinion of Counsel and an Officer's Certificate setting forth (i) the provision that is to be modified or amended, (ii) the modification or amendment that the Master Servicer desires to issue and (iii) the reason or reasons for such proposed amendment or modification. (b) The Trustee shall consent to any amendment or supplement to a Servicing Agreement proposed by the Master Servicer pursuant to Section 3.07(a), which consent and amendment shall not require the consent of any Certificateholder if it is (i) for the purpose of curing any mistake or ambiguity or to further effect or protect the rights of the Certificateholders or (ii) for any other purpose, provided such amendment or supplement for such other purpose cannot reasonably be expected to adversely affect Certificateholders. The lack of reasonable expectation of an adverse effect on Certificateholders may be established through the delivery to the Trustee of (i) an Opinion of Counsel to such effect or (ii) written notification from each Rating Agency to the effect that such amendment or supplement will not result in reduction of the current rating assigned by that Rating Agency to the Certificates. Notwithstanding the two immediately preceding sentences, the Trustee may, in its discretion, decline to enter into or consent to any such supplement or amendment if its own rights, duties or immunities shall be adversely affected. (c)(i) Notwithstanding anything to the contrary in this Section 3.07, the Master Servicer from time to time may, without the consent of any Certificateholder or the Trustee, enter into an amendment (A) to an Other Servicing Agreement for the purpose of (i) eliminating or reducing Month End Interest and (ii) providing for the remittance of Full Unscheduled Principal Receipts by the applicable Servicer to the Master Servicer not later than the 24th day of each month (or if such day is not a Business Day, on the previous Business Day) or (B) to the WFHM Servicing Agreement for the purpose of changing the applicable Remittance Date to the 18th day of each month (or if such day is not a Business Day, on the previous Business Day). (ii) The Master Servicer may direct WFHM to enter into an amendment to the WFHM Servicing Agreement for the purposes described in Sections 3.07(c)(i)(B) and 10.01(b)(iii). SECTION 3.08 OVERSIGHT OF SERVICING. The Master Servicer shall supervise, monitor and oversee the servicing of the Mortgage Loans by each Servicer and the performance by each Servicer of all services, duties, responsibilities and obligations that (including the obligation to maintain an Errors and Omissions Policy and Fidelity Bond) are to be observed or performed by the Servicer under its respective Servicing Agreement. In performing its obligations hereunder, the Master Servicer shall act in a manner consistent with Accepted Master Servicing Practices and with the Trustee's and the Certificateholders' reliance on the Master Servicer, and in a manner consistent with the terms and provisions of any insurance policy required to be maintained by the Master Servicer or any Servicer pursuant to this Agreement or any Servicing Agreement. The Master Servicer acknowledges that prior to taking certain actions required to service the Mortgage Loans, each Servicing Agreement provides that the Servicer thereunder must notify, consult with, obtain the consent of or otherwise follow the instructions of the Master Servicer. The Master Servicer is also given authority to waive compliance by a Servicer with certain provisions of its Servicing Agreement. In each such instance, the Master Servicer shall promptly instruct such Servicer or otherwise respond to such Servicer's request. In no event will the Master Servicer instruct such Servicer to take any action, give any consent to action by such Servicer or waive compliance by such Servicer with any provision of such Servicer's Servicing Agreement if any resulting action or failure to act would be inconsistent with the requirements of the Rating Agencies that rated the Certificates or would otherwise have an adverse effect on the Certificateholders. Any such action or failure to act shall be deemed to have an adverse effect on the Certificateholders if such action or failure to act either results in (i) the downgrading of the rating assigned by any Rating Agency to the Certificates, (ii) the loss by the Trust Estate of REMIC status for federal income tax purposes or (iii) the imposition of any Prohibited Transaction Tax or any federal taxes on the REMIC or the Trust Estate. The Master Servicer shall have full power and authority in its sole discretion to take any action with respect to the Trust Estate as may be necessary or advisable to avoid the circumstances specified including clause (ii) or (iii) of the preceding sentence. For the purposes of determining whether any modification of a Mortgage Loan shall be permitted by the Master Servicer, such modification shall be construed as a substitution of the modified Mortgage Loan for the Mortgage Loan originally deposited in the Trust Estate if it would be a "significant modification" within the meaning of Section 1.860G-2(b) of the regulations of the U.S. Department of the Treasury. No modification shall be approved unless (i) the modified Mortgage Loan would qualify as a Substitute Mortgage Loan under Section 2.02 and (ii) with respect to any modification that occurs more than three months after the Closing Date and is not the result of a default or a reasonably foreseeable default under the Mortgage Loan, there is delivered to the Trustee an Opinion of Counsel (at the expense of the party seeking to modify the Mortgage Loan) to the effect that such modification would not be treated as giving rise to a new debt instrument for federal income tax purposes as described in the preceding sentence; provided however that no such Opinion of Counsel need be delivered if the sole purpose of the modification is to reduce the Monthly Payment on a Mortgage Loan as a result of a Curtailment such that the Mortgage Loan is fully amortized by its original maturity date. During the term of this Agreement, the Master Servicer shall consult fully with each Servicer as may be necessary from time to time to perform and carry out the Master Servicer's obligations hereunder and otherwise exercise reasonable efforts to encourage such Servicer to perform and observe the covenants, obligations and conditions to be performed or observed by it under its Servicing Agreement. The relationship of the Master Servicer to the Trustee under this Agreement is intended by the parties to be that of an independent contractor and not that of a joint venturer, partner or agent. The Master Servicer shall administer the Trust Estate on behalf of the Trustee and shall have full power and authority, acting alone or (subject to Section 6.06) through one or more subcontractors, to do any and all things in connection with such administration which it may deem necessary or desirable. Upon the execution and delivery of this Agreement, and from time to time as may be required thereafter, the Trustee shall furnish the Master Servicer or its subcontractors with any powers of attorney and such other documents as may be necessary or appropriate to enable the Master Servicer to carry out its administrative duties hereunder. The Seller shall have a limited option to repurchase any defaulted Mortgage Loan or REO Mortgage Loan during the following time periods: (i) beginning on the first day of the second month following the month in which the Master Servicer has reported that a Servicer has initiated foreclosure proceedings with respect to such a defaulted Mortgage Loan, with such repurchase option expiring on the last day of such second following month; (ii) beginning on the first day of the second month following the month in which the Master Servicer has reported that such defaulted Mortgage Loan has become an REO Mortgage Loan, with such repurchase option expiring on the last day of such second following month; and (iii) beginning on the day on which a Servicer accepts a contractual commitment by a third party to purchase the Mortgaged Property related to the defaulted Mortgage Loan or REO Mortgage Loan, with such repurchase option expiring on the earlier of the last day of the month in which such contractual commitment was accepted by the Servicer or the day immediately prior to the day on which the closing occurs with respect to such third party purchase of the Mortgaged Property related to the defaulted Mortgage Loan or REO Mortgage Loan. The Seller shall be entitled to repurchase at its option any Mortgage Loan in the Trust Estate which, pursuant to paragraph 5(b) of the Mortgage Loan Purchase Agreement, WFHM requests the Seller to repurchase and to sell to WFHM to facilitate the exercise of WFHM's rights against the originator or a prior holder of such Mortgage Loan. The purchase price for any Mortgage Loan repurchased pursuant to this paragraph shall be 100% of the unpaid principal balance of such Mortgage Loan plus accrued interest thereon at the Mortgage Interest Rate for such Mortgage Loan, through the last day of the month in which such repurchase occurs. Upon the receipt of such purchase price, the Master Servicer shall provide to the Trustee the certification required by Section 3.04 and the Trustee and the Custodian, if any, shall promptly release to the Seller the Owner Mortgage Loan File relating to the Mortgage Loan being repurchased. In the event that (i) the Master Servicer determines at any time that, notwithstanding the representations and warranties set forth in Section 2.03(b), any Mortgage Loan is not a "qualified mortgage" within the meaning of Section 860G of the Code and (ii) the Master Servicer is unable to enforce the obligation of the Seller to purchase such Mortgage Loan pursuant to Section 2.02 within two months of such determination, the Master Servicer shall cause such Mortgage Loan to be auctioned to the highest bidder and sold out of the Trust Estate no later than the date 90 days after such determination. In the event of any such sale of a Mortgage Loan, the Custodian shall, at the written request of the Master Servicer and upon being supported with appropriate forms therefor, within five Business Days of the deposit by the Master Servicer of the proceeds of such auction into the Certificate Account, release or cause to be released to the entity identified by the Master Servicer the related Owner Mortgage Loan File and Servicer Mortgage Loan File and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as shall be necessary to vest in the auction purchaser title to the Mortgage Loan and the Custodian shall have no further responsibility with regard to such Owner Mortgage Loan File or Servicer Mortgage Loan File. Neither the Trustee, the Custodian, the Master Servicer nor any Servicer, acting on behalf of the Trustee, shall provide financing from the Trust Estate to any purchaser of a Mortgage Loan. The Master Servicer, on behalf of the Trustee, shall, pursuant to the Servicing Agreements, object to the foreclosure upon, or other related conversion of the ownership of, any Mortgaged Property by the related Servicer if (i) the Master Servicer believes such Mortgaged Property may be contaminated with or affected by hazardous wastes or hazardous substances or (ii) such Servicer does not agree to administer such Mortgaged Property, once the related Mortgage Loan becomes an REO Mortgage Loan, in a manner which would not result in a federal tax being imposed upon the Trust Estate or the REMIC. Additional Collateral may be liquidated and the proceeds applied to cover any shortfalls upon the liquidation of a Mortgaged Property; provided, however, that the Trust Estate in no event shall acquire ownership of the Additional Collateral unless the Trustee shall have received an Opinion of Counsel that such ownership shall not cause the Trust Estate to fail to qualify as a REMIC or subject the REMIC to any tax. The Master Servicer may enter into a special servicing agreement with an unaffiliated holder of 100% Percentage Interest of a Class of Class B Certificates or a holder of a class of securities representing interests in the Class B Certificates and/or other subordinated mortgage asset-backed pass-through certificates, such agreement to be substantially in the form of Exhibit M hereto or subject to each Rating Agency's acknowledgment that the ratings of the Certificates in effect immediately prior to the entering into of such agreement would not be qualified, downgraded or withdrawn and the Certificates would not be placed on credit review status (except for possible upgrading) as a result of such agreement. Any such agreement may contain provisions whereby such holder may instruct the Master Servicer to instruct a Servicer to the extent provided in the applicable Servicing Agreement to commence or delay foreclosure proceedings with respect to delinquent Mortgage Loans and will contain provisions for the deposit of cash by the holder that would be available for distribution to Certificateholders if Liquidation Proceeds are less than they otherwise may have been had the Servicer acted in accordance with its normal procedures. SECTION 3.09 TERMINATION AND SUBSTITUTION OF SERVICING AGREEMENTS. Upon the occurrence of any event for which a Servicer may be terminated pursuant to its Servicing Agreement, the Master Servicer shall promptly deliver to the Seller and the Trustee an Officer's Certificate certifying that an event has occurred which may justify termination of such Servicing Agreement, describing the circumstances surrounding such event and recommending what action should be taken by the Trustee with respect to such Servicer. If the Master Servicer recommends that such Servicing Agreement be terminated, the Master Servicer's certification must state that the breach is material and not merely technical in nature. Upon written direction of the Master Servicer, based upon such certification, the Trustee shall promptly terminate such Servicing Agreement. Notwithstanding the foregoing, in the event that (i) WFHM fails to make any advance, as a consequence of which the Trustee is obligated to make an advance pursuant to Section 3.03 and (ii) the Trustee provides WFHM written notice of the failure to make such advance and such failure shall continue unremedied for a period of 15 days after receipt of such notice, the Trustee shall terminate the WFHM Servicing Agreement without the recommendation of the Master Servicer. The Master Servicer shall indemnify the Trustee and hold it harmless from and against any and all claims, liabilities, costs and expenses (including, without limitation, reasonable attorneys' fees) arising out of, or assessed against the Trustee in connection with termination of such Servicing Agreement at the direction of the Master Servicer. If the Trustee terminates such Servicing Agreement, the Trustee may enter into a substitute Servicing Agreement with the Master Servicer or, at the Master Servicer's nomination, with another mortgage loan service company acceptable to the Trustee, the Master Servicer and each Rating Agency under which the Master Servicer or such substitute servicer, as the case may be, shall assume, satisfy, perform and carry out all liabilities, duties, responsibilities and obligations that are to be, or otherwise were to have been, satisfied, performed and carried out by such Servicer under such terminated Servicing Agreement. Until such time as the Trustee enters into a substitute servicing agreement with respect to the Mortgage Loans previously serviced by such Servicer, the Master Servicer shall assume, satisfy, perform and carry out all obligations which otherwise were to have been satisfied, performed and carried out by such Servicer under its terminated Servicing Agreement. However, in no event shall the Master Servicer be deemed to have assumed the obligations of a Servicer to advance payments of principal and interest on a delinquent Mortgage Loan in excess of the Master Servicer's independent Periodic Advance obligation under Section 3.03 of this Agreement. As compensation for the Master Servicer of any servicing obligations fulfilled or assumed by the Master Servicer, the Master Servicer shall be entitled to any servicing compensation to which a Servicer would have been entitled if the Servicing Agreement with such Servicer had not been terminated. SECTION 3.10 APPLICATION OF NET LIQUIDATION PROCEEDS. For all purposes under this agreement, Net Liquidation Proceeds received from a Servicer shall be allocated first to accrued and unpaid interest on the related Mortgage Loan and then to the unpaid principal balance thereof. SECTION 3.11 ACT REPORTS. The Master Servicer shall, on behalf of the Seller, make all filings required to be made by the Seller with respect to the Class A Certificates and the Class B-1, Class B-2 and Class B-3 Certificates pursuant to the Securities Exchange Act of 1934, as amended. ARTICLE IV DISTRIBUTIONS IN RESPECT OF CERTIFICATES; PAYMENTS TO CERTIFICATEHOLDERS; STATEMENTS AND REPORTS SECTION 4.01 DISTRIBUTIONS. (a) On each Distribution Date, the Group I Pool Distribution Amount and the Group II Pool Distribution Amount will be applied in the following amounts, to the extent the Group I Pool Distribution Amount and the Group II Pool Distribution Amount are sufficient therefor, in the manner and in the order of priority as follows, subject to adjustment in accordance with Section 4.01(b)(iii) below: (i) with respect to the Group I-A Certificates and Group II-A Certificates, from the Group I Pool Distribution Amount and Group II Pool Distribution Amount, respectively, as follows: first, (A) to the Classes of Group I-A Certificates, pro rata, based upon their respective Interest Accrual Amounts, in an aggregate amount up to the Group I-A Interest Accrual Amount with respect to such Distribution Date; or (B) to the Class of Group II-A Certificates, based upon its Interest Accrual Amount, in an aggregate amount up to the Group II-A Interest Accrual Amount with respect to such Distribution Date; second, (A) to the Classes of Group I-A Certificates, pro rata, based upon their respective Class A Unpaid Interest Shortfalls, in an aggregate amount up to the Aggregate Group I-A Unpaid Interest Shortfall; or (B) to the Class of Group II-A Certificates, based upon its Class A Unpaid Interest Shortfall, in an aggregate amount up to the Aggregate Group II-A Unpaid Interest Shortfall; third, (A) concurrently, to the Group I-A Certificates (other than the Class A-PO Certificates with respect to the Class I-A-PO Component) and the Class I-A-PO Component, pro rata, based on their respective Group I-A Non-PO Optimal Principal Amount and Class I-A-PO Optimal Principal Amount, (1) to the Classes of Group I-A Certificates (other than the Class A-PO Certificates with respect to the Class I-A-PO Component), in an aggregate amount up to the Group I-A Non-PO Optimal Principal Amount, such distribution to be allocated among such Classes in accordance with Section 4.01(b)(i) or Section 4.01(c), as applicable, and (2) to the Class A-PO Certificates with respect to the Class I-A-PO Component in an amount up to the Class I-A-PO Optimal Principal Amount; or (B) concurrently, to the Group II-A Certificates (other than the Class A-PO Certificates with respect to the Class II-A-PO Component) and the Class II-A-PO Component, pro rata, based on their respective Group II-A Non-PO Optimal Principal Amount and Class II-A-PO Optimal Principal Amount, (1) to the Classes of Group II-A Certificates (other than the Class A-PO Certificates with respect to the Class II-A-PO Component), in an aggregate amount up to the Group II-A Non-PO Optimal Principal Amount, such distribution to be allocated among such Classes in accordance with Section 4.01(b)(ii) or Section 4.01(c), as applicable, and (2) to the Class II-A-PO Component in an amount up to the Class II-A-PO Optimal Principal Amount; fourth, (A) to the Class A-PO Certificates with respect to the Class I-A-PO Component in an amount up to the Class A-PO Deferred Amount for such Component from amounts otherwise distributable (without regard to this clause (i) Paragraph fourth) first to the Class B-6 Certificates pursuant to clause (ii) Paragraph eighteenth, below, second to the Class B-5 Certificates pursuant to clause (ii) Paragraph fifteenth, below, third to the Class B-4 Certificates pursuant to clause (ii) Paragraph twelfth, below, fourth to the Class B-3 Certificates pursuant to clause (ii) Paragraph ninth, below, fifth to the Class B-2 Certificates pursuant to clause (ii) Paragraph sixth below, and sixth to the Class B-1 Certificates pursuant to clause (ii) Paragraph third below; or (B) to the Class A-PO Certificates with respect to the Class II-A-PO Component in an amount up to the Class A-PO Deferred Amount for such Component from amounts otherwise distributable (without regard to this clause (i) Paragraph fourth) first to the Class B-6 Certificates pursuant to clause (ii) Paragraph eighteenth, below, second to the Class B-5 Certificates pursuant to clause (ii) Paragraph fifteenth, below, third to the Class B-4 Certificates pursuant to clause (ii) Paragraph twelfth, below, fourth to the Class B-3 Certificates pursuant to clause (ii) Paragraph ninth, below, fifth to the Class B-2 Certificates pursuant to clause (ii) Paragraph sixth below, and sixth to the Class B-1 Certificates pursuant to clause (ii) Paragraph third below; provided, however, to the extent necessary to reduce the Class A-PO Deferred Amounts to zero, any amounts otherwise distributable to a Class of Class B Certificates will be allocated pro rata between the Class A-PO Deferred Amounts for such Components; and (ii) to the Class B Certificates, from the Group I Pool Distribution Amount and Group II Pool Distribution Amount, subject to Section 4.01(b)(iii), as follows: first, to the Class B-1 Certificates in an amount up to the Interest Accrual Amount for the Class B-1 Certificates with respect to such Distribution Date; second, to the Class B-1 Certificates in an amount up to the Class B-1 Unpaid Interest Shortfall; third, to the Class B-1 Certificates in an amount up to the Class B-1 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-1 Certificates pursuant to this clause (ii) Paragraph third will be reduced by the amount, if any, that would have been distributable to the Class B-1 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in clause (i) Paragraph fourth above; fourth, to the Class B-2 Certificates in an amount up to the Interest Accrual Amount for the Class B-2 Certificates with respect to such Distribution Date; fifth, to the Class B-2 Certificates in an amount up to the Class B-2 Unpaid Interest Shortfall; sixth, to the Class B-2 Certificates in an amount up to the Class B-2 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-2 Certificates pursuant to this clause (ii) Paragraph sixth will be reduced by the amount, if any, that would have been distributable to the Class B-2 Certificates hereunder used to pay the Class A-PO Deferred Amounts as provided in clause (i) Paragraph fourth above; seventh, to the Class B-3 Certificates in an amount up to the Interest Accrual Amount for the Class B-3 Certificates with respect to such Distribution Date; eighth, to the Class B-3 Certificates in an amount up to the Class B-3 Unpaid Interest Shortfall; ninth, to the Class B-3 Certificates in an amount up to the Class B-3 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-3 Certificates pursuant to this clause (ii) Paragraph ninth will be reduced by the amount, if any, that would have been distributable to the Class B-3 Certificates hereunder used to pay the Class A-PO Deferred Amounts as provided in clause (i) Paragraph fourth above; tenth, to the Class B-4 Certificates in an amount up to the Interest Accrual Amount for the Class B-4 Certificates with respect to such Distribution Date; eleventh, to the Class B-4 Certificates in an amount up to the Class B-4 Unpaid Interest Shortfall; twelfth, to the Class B-4 Certificates in an amount up to the Class B-4 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-4 Certificates pursuant to this clause (ii) Paragraph twelfth will be reduced by the amount, if any, that would have been distributable to the Class B-4 Certificates hereunder used to pay the Class A-PO Deferred Amounts as provided in clause (i) Paragraph fourth above; thirteenth, to the Class B-5 Certificates in an amount up to the Interest Accrual Amount for the Class B-5 Certificates with respect to such Distribution Date; fourteenth, to the Class B-5 Certificates in an amount up to the Class B-5 Unpaid Interest Shortfall; fifteenth, to the Class B-5 Certificates in an amount up to the Class B-5 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-5 Certificates pursuant to this clause (ii) Paragraph fifteenth will be reduced by the amount, if any, that would have been distributable to the Class B-5 Certificates hereunder used to pay the Class A-PO Deferred Amounts as provided in clause (i) Paragraph fourth above; sixteenth, to the Class B-6 Certificates in an amount up to the Interest Accrual Amount for the Class B-6 Certificates with respect to such Distribution Date; seventeenth, to the Class B-6 Certificates in an amount up to the Class B-6 Unpaid Interest Shortfall; eighteenth, to the Class B-6 Certificates in an amount up to the Class B-6 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-6 Certificates pursuant to this clause (ii) Paragraph eighteenth will be reduced by the amount, if any, that would have been distributable to the Class B-6 Certificates hereunder used to pay the Class A-PO Deferred Amounts as provided in clause (i) Paragraph fourth above; and nineteenth, to the Holder of the Class I-A-R Certificate, any amounts remaining in the Payment Account. Notwithstanding the foregoing, after the Principal Balance of any Class (other than the Class I-A-R Certificate) has been reduced to zero, such Class will be entitled to no further distributions of principal or interest (including, without limitation, any Unpaid Interest Shortfalls). With respect to any Distribution Date, the amount of the Principal Adjustment, if any, attributable to any Class of Class B Certificates will be allocated to the Classes of Class A Certificates (other than the Class A-PO Certificates) and any Class of Class B Certificates with a lower numerical designation pro rata based on their outstanding Principal Balances. (b)(i) Group I-A Certificates On each Distribution Date occurring prior to the Subordination Depletion Date, the Class A Non-PO Principal Distribution Amount for the Group I-A Certificates will be allocated among and distributed in reduction of the Principal Balances of the Group I-A Certificates, sequentially, to the Class I-A-R and Class I-A-1 Certificates. (ii) Group II-A Certificates On each Distribution Date prior to the Subordination Depletion Date, the Class A Non-PO Principal Distribution Amount for the Group II-A Certificates will be distributed to the Class II-A-1 Certificates. (iii) Notwithstanding the foregoing, (X) on any Distribution Date occurring prior to the Subordination Depletion Date but on or after the date on which the Principal Balances of the Group I-A Certificates or the Principal Balances of the Group II-A Certificates have been reduced to zero and on which (a) the Aggregate Subordinate Percentage for such Distribution Date is less than 7.00% or (b) the average outstanding principal balance of the Mortgage Loans delinquent 60 days or more over the preceding six months as a percentage of the Class B Principal Balance is greater than or equal to 50%, the remaining Group of Class A Certificates (other than the Class A-PO Certificates) will be entitled to receive as principal, in addition to any principal payments described in Section 4.01(a) above, in accordance with the priorities set forth in Section 4.01(b)(i) or (ii) above and until the aggregate Principal Balance of each such Group of Class A Certificates has been reduced to zero, amounts otherwise distributable (without regard to this clause (iii)) first to the Class B-6 Certificates pursuant to Paragraph eighteenth of 4.01(a)(ii) above, second to the Class B-5 Certificates pursuant to Paragraph fifteenth of 4.01(a)(ii) above, third to the Class B-4 Certificates pursuant to Paragraph twelfth of 4.01(a)(ii) above, fourth to the Class B-3 Certificates pursuant to Paragraph ninth of 4.01(a)(ii) above, fifth to the Class B-2 Certificates pursuant to Paragraph sixth of 4.01(a)(ii) above and sixth to the Class B-1 Certificates pursuant to Paragraph third of 4.01(a)(ii) above but in each case only up to the applicable Apportioned Class B Principal Distribution Amount for such Class of Class B Certificates and (Y) if on any Distribution Date the Group I-A Non-PO Principal Balance or Group II-A Non-PO Principal Balance (after giving effect to all distributions on such Distribution Date) is greater than the Group I-A Pool Balance (Non-PO Portion) or Group II-A Pool Balance (Non-PO Portion), respectively (the Group I-A Certificates or Group II-A Certificates, as applicable, in such instance, the "Undercollateralized Group"), the Class A Certificates of the Undercollateralized Group will be entitled to receive first in respect of any Class A Unpaid Interest Shortfalls therefor (including any Group I Interest Shortfall Amount or Group II Interest Shortfall Amount, as applicable, arising on such Distribution Date) and second as principal, in addition to any principal payments described in Section 4.01(a)(i) above, in accordance with the priorities set forth in Section 4.01(b)(i) or (ii) above and until the aggregate Principal Balance of the Class A Certificates (other than the Class A-PO Certificates) of the Undercollateralized Group equals the Group I Pool Balance (Non-PO Portion) or Group II Pool Balance (Non-PO Portion), as applicable (such amount, the "Undercollateralized Amount"), all amounts otherwise distributable (without regard to this clause (iii)) first to the Class B-6 Certificates pursuant to Paragraph eighteenth of 4.01(a)(ii) above, second to the Class B-5 Certificates pursuant to Paragraph fifteenth of 4.01(a)(ii) above, third to the Class B-4 Certificates pursuant to Paragraph twelfth of 4.01(a)(ii) above, fourth to the Class B-3 Certificates pursuant to Paragraph ninth of 4.01(a)(ii) above, fifth to the Class B-2 Certificates pursuant to Paragraph sixth of 4.01(a)(ii) above and sixth to the Class B-1 Certificates pursuant to Paragraph third of 4.01(a)(ii) above (less any amounts used to pay any Class A-PO Deferred Amounts). (c) Notwithstanding the foregoing, on each Distribution Date occurring on or subsequent to the Subordination Depletion Date, (x) the Group I-A Non-PO Principal Distribution Amount shall be distributed among the Classes of Group I-A Certificates, and (y) the Group II-A Non-PO Principal Distribution Amount shall be distributed among the Classes of Group II-A Certificates pro rata in accordance with their outstanding Principal Balances without regard to either the proportions or the priorities set forth in Section 4.01(b)(i) and (ii). (d) (i) For purposes of determining whether the Classes of Class B Certificates are eligible to receive distributions of principal with respect to any Distribution Date, the following tests shall apply: (A) if the Current Class B-1 Fractional Interest is less than the Original Class B-1 Fractional Interest and the Class B-1 Principal Balance is greater than zero, the Class B-2, Class B-3, Class B-4, Class B-5 and Class B-6 Certificates shall not be eligible to receive distributions of principal; or (B) if the Current Class B-2 Fractional Interest is less than the Original Class B-2 Fractional Interest and the Class B-2 Principal Balance is greater than zero, the Class B-3, Class B-4, Class B-5 and Class B-6 Certificates shall not be eligible to receive distributions of principal; or (C) if the Current Class B-3 Fractional Interest is less than the Original Class B-3 Fractional Interest and the Class B-3 Principal Balance is greater than zero, the Class B-4, Class B-5 and Class B-6 Certificates shall not be eligible to receive distributions of principal; or (D) if the Current Class B-4 Fractional Interest is less than the Original Class B-4 Fractional Interest and the Class B-4 Principal Balance is greater than zero, the Class B-5 and Class B-6 Certificates shall not be eligible to receive distributions of principal; or (E) if the Current Class B-5 Fractional Interest is less than the Original Class B-5 Fractional Interest and the Class B-5 Principal Balance is greater than zero, the Class B-6 Certificates shall not be eligible to receive distributions of principal. (ii) Notwithstanding the foregoing, if on any Distribution Date the aggregate distributions to Holders of the Classes of Class B Certificates entitled to receive distributions of principal would reduce the Principal Balances of the Classes of Class B Certificates entitled to receive distributions of principal below zero, first the Group I Class B Prepayment Percentage and Group II Class B Prepayment Percentage of any affected Class of Class B Certificates for such Distribution Date beginning with the affected Class with the lowest numerical Class designation and then, if necessary, the Group I Class B Percentage and Group II Class B Percentage of such Class of the Class B Certificates for such Distribution Date shall be reduced to the respective percentages necessary to bring the Principal Balance of such Class of Class B Certificates to zero. The Class B Prepayment Percentages and the Class B Percentages of the remaining Classes of Class B Certificates will be recomputed substituting for the Group I Subordinated Prepayment Percentage and Group II Subordinated Prepayment Percentages and Group I Subordinated Percentage and Group II Subordinated Percentage in such computations the difference between (A) the Group I Subordinated Prepayment Percentage or Group II Subordinated Prepayment Percentage or Group I Subordinated Percentage or Group II Subordinated Percentage, as the case may be, and (B) the percentages determined in accordance with the preceding sentence necessary to bring the Principal Balances of the affected Classes of Class B Certificates to zero; provided, however, that if the Principal Balances of all the Classes of Class B Certificates eligible to receive distributions of principal shall be reduced to zero on such Distribution Date, the Group I Class B Prepayment Percentage, Group II Class B Prepayment Percentage, Group I Class B Percentage and Group II Class B Percentage of the Class of Class B Certificates with the lowest numerical Class designation which would otherwise be ineligible to receive distributions of principal in accordance with this Section shall equal the remainder of the Group I Subordinated Prepayment Percentage and Group II Subordinated Prepayment Percentage for such Distribution Date minus the sum of the Group I Class B Prepayment Percentages and Group II Class B Prepayment Percentages of the Classes of Class B Certificates having lower numerical Class designations, if any, and the remainder of the Group I Subordinated Percentage and Group II Subordinated Percentage for such Distribution Date minus the sum of the Group I Class B Percentages and Group II Class B Percentages of the Classes of Class B Certificates having lower numerical Class designations, if any, respectively. Any entitlement of any Class of Class B Certificates to principal payments solely pursuant to this clause (ii) shall not cause such Class to be regarded as being eligible to receive principal distributions for the purpose of applying the definition of its Group I Class B Percentage, Group II Class B Percentage, Group I Class B Prepayment Percentage or Group II Class B Prepayment Percentage. (e) On each Distribution Date other than the Final Distribution Date (if such Final Distribution Date is in connection with a purchase of the assets of the Trust Estate by the Seller), the Paying Agent shall, on behalf of the Master Servicer, from funds remitted to it by the Master Servicer, distribute to each Certificateholder of record on the preceding Record Date (other than as provided in Section 9.01 respecting the final distribution to Certificateholders or in the last paragraph of this Section 4.01(f) respecting the final distribution in respect of any Class) either in immediately available funds by wire transfer to the account of such Certificateholder at a bank or other entity having appropriate facilities therefor, if such Certificateholder holds Certificates having a Denomination at least equal to that specified in Section 11.17, and has so notified the Master Servicer or, if applicable, the Paying Agent at least seven Business Days prior to the Distribution Date or, if such Holder holds Certificates having, in the aggregate, a Denomination less than the requisite minimum Denomination or if such Holder holds the Class I-A-R Certificate or has not so notified the Paying Agent, by check mailed to such Holder at the address of such Holder appearing in the Certificate Register, such Holder's share of the Group I-A Distribution Amount or Group II-A Distribution Amount, as applicable, with respect to each Class of Class A Certificates and the Class B Distribution Amount with respect to each Class of Class B Certificates. In the event that, on any Distribution Date prior to the Final Distribution Date, the Principal Balance of any Class of Class A Certificates (other than the Class I-A-R Certificate) or the Principal Balance of any Class of Class B Certificates would be reduced to zero, the Master Servicer shall, as soon as practicable after the Determination Date relating to such Distribution Date, send a notice to the Trustee. The Trustee will then send a notice to each Certificateholder of such Class with a copy to the Certificate Registrar, specifying that the final distribution with respect to such Class will be made on such Distribution Date only upon the presentation and surrender of such Certificateholder's Certificates at the office or agency of the Trustee therein specified; provided, however, that the failure to give such notice will not entitle a Certificateholder to any interest beyond the interest payable with respect to such Distribution Date in accordance with Section 4.01(a)(i). (f) The Paying Agent (or if no Paying Agent is appointed by the Master Servicer, the Master Servicer) shall withhold or cause to be withheld such amounts as may be required by the Code (giving full effect to any exemptions from withholding and related certifications required to be furnished by Certificateholders and any reductions to withholding by virtue of any bilateral tax treaties and any applicable certification required to be furnished by Certificateholders with respect thereto) from distributions to be made to Persons other than U.S. Persons ("Non-U.S. Persons"). Amounts withheld pursuant to this Section 4.01(f) shall be treated as having been distributed to the related Certificateholder for all purposes of this Agreement. For the purposes of this paragraph, a "U.S. Person" is a citizen or resident of the United States, a corporation or partnership (unless, in the case of a partnership, Treasury regulations are adopted that provide otherwise) created or organized in or under the laws of the United States, any state thereof or the District of Columbia, including an entity treated as a corporation or partnership for federal income tax purposes, an estate whose income is subject to United States federal income tax regardless of its source, or a trust if a court within the United States is able to exercise primary supervision over the administration of such trust, and one or more such U.S. Persons have the authority to control all substantial decisions of such trust (or, to the extent provided in applicable Treasury regulations, certain trusts in existence on August 20, 1996 which are eligible to elect to be treated as U.S. Persons). SECTION 4.02 ALLOCATION OF REALIZED LOSSES. (a) With respect to any Distribution Date, the principal portion of Realized Losses (other than Debt Service Reductions) occurring with respect to Group I Mortgage Loans and Group II Mortgage Loans will be allocated as follows: first, to the Class B-6 Certificates until the Class B-6 Principal Balance has been reduced to zero; second, to the Class B-5 Certificates until the Class B-5 Principal Balance has been reduced to zero; third, to the Class B-4 Certificates until the Class B-4 Principal Balance has been reduced to zero; fourth, to the Class B-3 Certificates until the Class B-3 Principal Balance has been reduced to zero; fifth, to the Class B-2 Certificates until the Class B-2 Principal Balance has been reduced to zero; sixth, to the Class B-1 Certificates until the Class B-1 Principal Balance has been reduced to zero; and seventh, (i) with respect to such losses occurring with respect to Group I Mortgage Loans, concurrently, to the Group I-A Certificates and Class I-A-PO Component, pro rata, based on the Non-PO Fraction and the PO Fraction of such Mortgage Loans, respectively; and (ii) with respect to such losses occurring with respect to Group II Mortgage Loans, concurrently, to the Group II-A Certificates and Class II-A-PO Component, pro rata, based on the Non-PO Fraction and the PO Fraction of such Mortgage Loans, respectively. This allocation of Realized Losses will be effected through the reduction of the applicable Class's or Component's Principal Balance. (b) Any Realized Losses allocated to a Class of Class A Certificates or Class B Certificates pursuant to Section 4.02(a) shall be allocated among the Certificates of such Class based on their Percentage Interests. (c) After the Class B Principal Balance has been reduced to zero, the interest portion of Realized Losses occurring with respect to any Group I Mortgage Loan or Group II Mortgage Loan will be allocated among the outstanding Classes of Group I-A and Group II-A Certificates, respectively, based upon their Group I-A and Group II-A Interest Percentages. (d) Realized Losses allocated in accordance with this Section 4.02 will be allocated as follows: (i) Liquidated Loan Losses on Liquidated Loans for which the Liquidation Proceeds were received during, and Bankruptcy Losses incurred in a period corresponding to, an Unscheduled Principal Receipt Period for Full Unscheduled Principal Receipts that is a Mid-Month Receipt Period will be allocated on the Determination Date in the month following the month in which such Mid-Month Receipt Period ended and (ii) Liquidated Loan Losses on Liquidated Loans for which the Liquidation Proceeds were received during, and Bankruptcy Losses incurred in a period corresponding to, an Unscheduled Principal Receipt Period for Full Unscheduled Principal Receipts that is a Prior Month Receipt Period will be allocated on the Determination Date in the second month following the month which is such Prior Month Receipt Period. SECTION 4.03 PAYING AGENT. (a) The Master Servicer hereby appoints the Trustee as initial Paying Agent to make distributions to Certificateholders and to forward to Certificateholders the periodic statements and the annual statements required by Section 4.04 as agent of the Master Servicer. The Master Servicer may, at any time, remove or replace the Paying Agent. The Master Servicer shall cause any Paying Agent that is not the Trustee to execute and deliver to the Trustee an instrument in which such Paying Agent agrees with the Trustee that such Paying Agent shall: (i) hold all amounts remitted to it by the Master Servicer for distribution to Certificateholders in trust for the benefit of Certificateholders until such amounts are distributed to Certificateholders or otherwise disposed of as herein provided; (ii) give the Trustee notice of any default by the Master Servicer in remitting any required amount; and (iii) at any time during the continuance of any such default, upon the written request of the Trustee, forthwith pay to the Trustee all amounts held in trust by such Paying Agent. (b) The Paying Agent shall establish and maintain a Payment Account, which shall be a separate trust account and an Eligible Account, in which the Master Servicer shall cause to be deposited from funds in the Certificate Account or, to the extent required hereunder, from its own funds (i) at or before 10:00 a.m., New York time, on the Business Day preceding each Distribution Date, by wire transfer of immediately available funds, any Periodic Advance for such Distribution Date, pursuant to Section 3.03 and (ii) at or before 10:00 a.m., New York time, on the Business Day preceding each Distribution Date, by wire transfer of immediately available funds, an amount equal to the Pool Distribution Amount. The Master Servicer may cause the Paying Agent to invest the funds in the Payment Account. Any such investment shall be in Eligible Investments, which shall mature not later than the Business Day preceding the related Distribution Date (unless the Eligible Investments are obligations of the Trustee, in which case such Eligible Investments shall mature not later than the Distribution Date), and shall not be sold or disposed of prior to maturity. All income and gain realized from any such investment shall be for the benefit of the Master Servicer and shall be subject to its withdrawal or order from time to time. The amount of any losses incurred in respect of any such investments shall be deposited in the Payment Account by the Master Servicer out of its own funds immediately as realized. The Paying Agent may withdraw from the Payment Account any amount deposited in the Payment Account that was not required to be deposited therein and may clear and terminate the Payment Account pursuant to Section 9.01. SECTION 4.04 STATEMENTS TO CERTIFICATEHOLDERS; REPORT TO THE TRUSTEE AND THE SELLER. Concurrently with each distribution pursuant to Section 4.01(e), the Master Servicer, or the Paying Agent appointed by the Master Servicer (upon receipt of such statement from the Master Servicer), shall forward or cause to be forwarded by mail to each Holder of a Certificate and the Seller a statement setting forth: (i) the amount of such distribution to Holders of each Class of Class A Certificates allocable to principal, separately identifying the aggregate amount of any Unscheduled Principal Receipts included therein; (ii) (a) the amount of such distribution to Holders of each Class of Class A Certificates allocable to interest, (b) the amount of the Current Group I-A Interest Distribution Amount allocated to each Class of Group I-A Certificates and Current Group II-A Interest Distribution Amount allocated to each Class of Group II-A Certificates, (c) any Group I Interest Shortfall Amounts or Group II Interest Shortfall Amounts arising with respect to such Distribution Date and any remaining Class A Unpaid Interest Shortfall with respect to each Class after giving effect to such distribution, (d) the amount of any Non-Supported Interest Shortfall allocated to each Class of Class A Certificates for such Distribution Date and (e) the amount of any Relief Act Shortfall allocated to each Class of Class A Certificates for such Distribution Date; (iii) the amount of such distribution to Holders of each Class of Class B Certificates allocable to principal, separately identifying the aggregate amount of any Unscheduled Principal Receipts included therein; (iv) (a) the amount of such distribution to Holders of each Class of Class B Certificates allocable to interest, (b) the amount of the Current Class B Interest Distribution Amount allocated to each Class of Class B Certificates, (c) any Class B Interest Shortfall Amounts arising with respect to such Distribution Date and any remaining Class B Unpaid Interest Shortfall with respect to each Class of Class B Certificates after giving effect to such distribution, (d) the amount of any Non-Supported Interest Shortfall allocated to each Class of Class B Certificates for such Distribution Date, and (e) the amount of any Relief Act Shortfalls allocated to each Class of Class B Certificates for such Distribution Date; (v) the amount of any Periodic Advance by any Servicer, the Master Servicer or the Trustee pursuant to the Servicing Agreements or this Agreement; (vi) the number of Group I Mortgage Loans and Group II Mortgage Loans outstanding as of the preceding Determination Date; (vii) the Group I-A Principal Balance, the Group II-A Principal Balance, the Principal Balance of each Class of Class A Certificates, the Principal Balance of each Class A-PO Component, the Class B Principal Balance and the Principal Balance of each Class of Class B Certificates as of the following Determination Date after giving effect to the distributions of principal made, and the principal portion of Realized Losses, if any, allocated with respect to such Distribution Date; (viii) the Group I Adjusted Pool Amount, the Group II Adjusted Pool Amount, the Group I Adjusted Pool Amount (PO Portion), the Group II Adjusted Pool Amount (PO Portion), the Group I Pool Scheduled Principal Balance of the Group I Mortgage Loans for such Distribution Date, the Group II Pool Scheduled Principal Balance of the Group II Mortgage Loans for such Distribution Date, the aggregate Scheduled Principal Balance of the Group I Discount Mortgage Loans for such Distribution Date and the aggregate Scheduled Principal Balance of the Group II Discount Mortgage Loans for such Distribution Date; (ix) the aggregate Scheduled Principal Balances of the Group I Mortgage Loans and Group II Mortgage Loans serviced by WFHM and, collectively, by the Other Servicers as of such Distribution Date; (x) the Group I-A Percentage and Group II-A Percentage for such Distribution Date; (xi) the Group I-A Prepayment Percentage and Group II-A Prepayment Percentage for such Distribution Date; (xii) the Group I Class B-1, Class B-2, Class B-3, Class B-4, Class B-5 and Class B-6 Percentages; and Group II Class B-1, Class B-2, Class B-3, Class B-4, Class B-5 and Class B-6 Percentages; for such Distribution Date; (xiii) the Group I Class B-1, Class B-2, Class B-3, Class B-4, Class B-5 and Class B-6 Prepayment Percentages; and Group II Class B-1, Class B-2, Class B-3, Class B-4, Class B-5 and Class B-6 Prepayment Percentages; for such Distribution Date; (xiv) the number and aggregate principal balances of Group I Mortgage Loans and Group II Mortgage Loans delinquent (a) one month, (b) two months and (c) three months or more; (xv) the number and aggregate principal balances of the Group I Mortgage Loans and Group II Mortgage Loans in foreclosure as of the preceding Determination Date; (xvi) the book value of any real estate with respect to Group I Mortgage Loans or Group II Mortgage Loans acquired through foreclosure or grant of a deed in lieu of foreclosure; (xvii) the principal and interest portions of Realized Losses with respect to Group I Mortgage Loans and Group II Mortgage Loans allocated as of such Distribution Date; (xviii) the aggregate amount of Bankruptcy Losses allocated to each Class of Class B Certificates in accordance with Section 4.02(a) since the Relevant Anniversary; (xix) the amount by which the Principal Balance of each Class of Class B Certificates has been reduced as a result of Realized Losses with respect to Group I Mortgage Loans and Group II Mortgage Loans allocated as of such Distribution Date; (xx) the unpaid principal balance of any Group I Mortgage Loan or Group II Mortgage Loan as to which the Servicer of such Mortgage Loan has determined not to foreclose because it believes the related Mortgaged Property may be contaminated with or affected by hazardous wastes or hazardous substances; (xxi) the amount of the aggregate Servicing Fees and Master Servicing Fees paid (and not previously reported) with respect to the related Distribution Date and the amount by which the aggregate Available Master Servicer Compensation has been reduced by the Prepayment Interest Shortfall for the related Distribution Date; (xxii) the Class A-PO Deferred Amounts, if any; and (xxiii) the amount of PMI Advances made by a Servicer, if any with respect to each Loan Group; (xxiv) such other customary information as the Master Servicer deems necessary or desirable to enable Certificateholders to prepare their tax returns; and shall deliver a copy of each type of statement to the Trustee, who shall provide copies thereof to Persons making written request therefor at the Corporate Trust Office. In the case of information furnished with respect to a Class of Class A Certificates pursuant to clauses (i) and (ii) above and with respect to a Class of Class B Certificates pursuant to clauses (iii) and (iv) above, the amounts shall be expressed as a dollar amount per Class A or Class B Certificate (other than the Class I-A-R Certificate) with a $1,000 Denomination, and as a dollar amount per Class I-A-R Certificate with a $100 Denomination. Within a reasonable period of time after the end of each calendar year, the Trustee shall, upon request, furnish or cause to be furnished to each Person who at any time during the calendar year was the Holder of a Certificate a statement containing the information set forth in clauses (i) and (ii)(a) above in the case of a Class A Certificateholder and the information set forth in clauses (iii) and (iv)(a) above in the case of a Class B Certificateholder aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Trustee shall be deemed to have been satisfied to the extent that substantially comparable information shall be provided by the Master Servicer of the Trustee pursuant to any requirements of the Code from time to time in force. Prior to the close of business on the third Business Day preceding each Distribution Date, the Master Servicer shall furnish a statement to the Trustee, any Paying Agent and the Seller (the information in such statement to be made available to Certificateholders by the Master Servicer on written request) setting forth the Group I-A Distribution Amount or Group II-A Distribution Amount, as applicable, with respect to each Class of Class A Certificates and the Class B Distribution Amount with respect to each Class of Class B Certificates. The determination by the Master Servicer of such amounts shall, in the absence of obvious error, be presumptively deemed to be correct for all purposes hereunder and the Trustee and the Paying Agent shall be protected in relying upon the same without any independent check or verification. In addition to the reports required pursuant to this Section 4.04, the Paying Agent shall make available upon request to each Holder and each proposed transferee of a Class B-4, Class B-5 or Class B-6 Certificate such additional information, if any, as may be required to permit the proposed transfer to be effected pursuant to Rule 144A, which information shall be provided on a timely basis to the Paying Agent by the Master Servicer. SECTION 4.05 REPORTS TO MORTGAGORS AND THE INTERNAL REVENUE SERVICE. The Master Servicer shall, in each year beginning after the Cut-Off Date, make the reports of foreclosures and abandonments of any Mortgaged Property as required by Code Section 6050J. In order to facilitate this reporting process, the Master Servicer shall request that each Servicer, on or before January 15th of each year, shall provide to the Internal Revenue Service, with copies to the Master Servicer, reports relating to each instance occurring during the previous calendar year in which such Servicer (i) on behalf of the Trustee acquires an interest in a Mortgaged Property through foreclosure or other comparable conversion in full or partial satisfaction of a Mortgage Loan serviced by such Servicer, or (ii) knows or has reason to know that a Mortgaged Property has been abandoned. Reports from the Servicers shall be in form and substance sufficient to meet the reporting requirements imposed by Code Section 6050J. In addition, each Servicer shall provide the Master Servicer with sufficient information to allow the Master Servicer to, for each year ending after the Cut-Off Date, provide, or cause to be provided, to the Internal Revenue Service and the Mortgagors such information as is required under Code Sections 6050H (regarding payment of interest) and 6050P (regarding cancellation of indebtedness). SECTION 4.06 CALCULATION OF AMOUNTS; BINDING EFFECT OF INTERPRETATIONS AND ACTIONS OF MASTER SERVICER. The Master Servicer will compute the amount of all distributions to be made on the Certificates and all losses to be allocated to the Certificates. In the event that the Master Servicer concludes that any ambiguity or uncertainty exists in any provisions of this Agreement relating to distributions to be made on the Certificates, the allocation of losses to the Certificates or otherwise, the interpretation of such provisions and any actions taken by the Master Servicer in good faith to implement such interpretation shall be binding upon Certificateholders. ARTICLE V THE CERTIFICATES SECTION 5.01 THE CERTIFICATES. (a) The Class A and Class B Certificates shall be issued only in minimum Denominations of a Single Certificate and, except for the Class I-A-R Certificate, integral multiples of $1,000 in excess thereof (except, if necessary, for one Certificate of each Class (other than the Class I-A-R Certificate) that evidences one Single Certificate plus such additional principal portion as is required in order for all Certificates of such Class to equal the aggregate Original Principal Balance of such Class), and shall be substantially in the respective forms set forth as Exhibits A-I-A-1, A-I-A-R, A-II-A-1, A-A-PO, B-1, B-2, B-3, B-4, B-5, B-6 and C (reverse side of Certificates) hereto. On original issue the Certificates shall be executed and delivered by the Trustee to or upon the order of the Seller upon receipt by the Trustee or the Custodian of the documents specified in Section 2.01. The aggregate principal portion evidenced by the Class A and Class B Certificates shall be the sum of the amounts specifically set forth in the respective Certificates. The Certificates shall be executed by manual or facsimile signature on behalf of the Trustee by any Responsible Officer thereof. Certificates bearing the manual or facsimile signatures of individuals who were at any time the proper officers of the Trustee shall bind the Trustee notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Certificates or did not hold such offices at the date of such Certificates. No Certificate shall be entitled to any benefit under this Agreement, or be valid for any purpose, unless manually countersigned by a Responsible Officer of the Trustee, or unless there appears on such Certificate a certificate of authentication executed by the Authenticating Agent by manual signature, and such countersignature or certificate upon a Certificate shall be conclusive evidence, and the only evidence, that such Certificate has been duly authenticated and delivered hereunder. All Certificates shall be dated the date of their authentication. Until such time as Definitive Certificates are issued pursuant to Section 5.07, each Book-Entry Certificate shall bear the following legend: "Unless this certificate is presented by an authorized representative of [the Clearing Agency] to the Seller or its agent for registration of transfer, exchange or payment, and any certificate issued is registered in the name of [the Clearing Agency] or such other name as requested by an authorized representative of [the Clearing Agency] and any payment is made to [the Clearing Agency], any transfer, pledge or other use hereof for value or otherwise by or to any person is wrongful since the registered owner hereof, [the Clearing Agency], has an interest herein." (b) Upon original issuance, the Book-Entry Certificates shall be issued in the form of one or more typewritten certificates, to be delivered to The Depository Trust Company, the initial Clearing Agency, by, or on behalf of, the Seller or to, and deposited with the Certificate Custodian, on behalf of The Depository Trust Company, if directed to do so pursuant instructions from The Depository Trust Company. Such Certificates shall initially be registered in the Certificate Register in the name of the nominee of the initial Clearing Agency, and no Beneficial Owner will receive a definitive certificate representing such Beneficial Owner's interest in the Book-Entry Certificates, except as provided in Section 5.07. Unless and until definitive, fully registered certificates ("Definitive Certificates") have been issued to Beneficial Owners pursuant to Section 5.07: (i) the provisions of this Section 5.01(b) shall be in full force and effect; (ii) the Seller, the Master Servicer, the Certificate Registrar and the Trustee may deal with the Clearing Agency for all purposes (including the making of distributions on the Book-Entry Certificates and the taking of actions by the Holders of Book-Entry Certificates) as the authorized representative of the Beneficial Owners; (iii) to the extent that the provisions of this Section 5.01(b) conflict with any other provisions of this Agreement, the provisions of this Section 5.01(b) shall control; (iv) the rights of Beneficial Owners shall be exercised only through the Clearing Agency and shall be limited to those established by law, the rules, regulations and procedures of the Clearing Agency and agreements between such Beneficial Owners and the Clearing Agency and/or the Clearing Agency Participants, and all references in this Agreement to actions by Certificateholders shall, with respect to the Book-Entry Certificates, refer to actions taken by the Clearing Agency upon instructions from the Clearing Agency Participants, and all references in this Agreement to distributions, notices, reports and statements to Certificateholders shall, with respect to the Book-Entry Certificates, refer to distributions, notices, reports and statements to the Clearing Agency or its nominee, as registered holder of the Book-Entry Certificates, as the case may be, for distribution to Beneficial Owners in accordance with the procedures of the Clearing Agency; and (v) the initial Clearing Agency will make book-entry transfers among the Clearing Agency Participants and receive and transmit distributions of principal and interest on the Certificates to the Clearing Agency Participants, for distribution by such Clearing Agency Participants to the Beneficial Owners or their nominees. For purposes of any provision of this Agreement requiring or permitting actions with the consent of, or at the direction of, Holders of Book-Entry Certificates evidencing specified Voting Interests, such direction or consent shall be given by Beneficial Owners having the requisite Voting Interests, acting through the Clearing Agency. Unless and until Definitive Certificates have been issued to Beneficial Owners pursuant to Section 5.07, copies of the reports or statements referred to in Section 4.04 shall be available to Beneficial Owners upon written request to the Trustee at the Corporate Trust Office. SECTION 5.02 REGISTRATION OF CERTIFICATES. (a) The Trustee shall cause to be kept at one of the offices or agencies to be maintained in accordance with the provisions of Section 5.06 a Certificate Register in which, subject to such reasonable regulations as it may prescribe, the Trustee shall provide for the registration of Certificates and of transfers and exchanges of Certificates as herein provided. The Trustee shall act as, or shall appoint, a Certificate Registrar for the purpose of registering Certificates and transfers and exchanges of Certificates as herein provided. Upon surrender for registration of transfer of any Certificate at any office or agency maintained for such purpose pursuant to Section 5.06 (and subject to the provisions of this Section 5.02) the Trustee shall execute, and shall date, authenticate (or cause the Authenticating Agent to authenticate) and deliver, in the name of the designated transferee or transferees, one or more new Certificates of a like aggregate principal portion or Percentage Interest and of the same Class. At the option of the Certificateholders, Certificates may be exchanged for other Certificates of authorized Denominations of a like aggregate principal portion or Percentage Interest and of the same Class upon surrender of the Certificates to be exchanged at any such office or agency. Whenever any Certificates are so surrendered for exchange, the Trustee shall execute, and shall date, authenticate (or cause the Authenticating Agent to authenticate) and deliver, the Certificates which the Certificateholder making the exchange is entitled to receive. Every Certificate presented or surrendered for transfer or exchange shall (if so required by the Certificate Registrar or the Trustee) be duly endorsed by, or be accompanied by a written instrument of transfer in form satisfactory to the Certificate Registrar, duly executed by the Holder thereof or his attorney duly authorized in writing. No service charge shall be made for any transfer or exchange of Certificates, but the Trustee or the Certificate Registrar may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer or exchange of Certificates. All Certificates surrendered for transfer and exchange shall be canceled by the Certificate Registrar, the Trustee or the Authenticating Agent in accordance with their standard procedures. (b) No transfer of a Class B-4, Class B-5 or Class B-6 Certificate shall be made unless the registration requirements of the Securities Act of 1933, as amended, and any applicable State securities laws are complied with, or such transfer is exempt from the registration requirements under said Act and laws. In the event that a transfer is to be made in reliance upon an exemption from said Act or laws, (i) unless such transfer is made in reliance on Rule 144A, the Trustee or the Seller may, if such transfer is to be made within three years after the later of (i) the date of the initial sale of Certificates or (ii) the last date on which the Seller or any affiliate thereof was a Holder of the Certificates proposed to be transferred, require a Class B-4, Class B-5 or Class B-6 Certificateholder to deliver a written Opinion of Counsel acceptable to and in form and substance satisfactory to the Trustee and the Seller, to the effect that such transfer may be made pursuant to an exemption, describing the applicable exemption and the basis therefor, from said Act and laws or is being made pursuant to said Act and laws, which Opinion of Counsel shall not be an expense of the Trustee, the Seller or the Master Servicer, and (ii) the Trustee shall require the transferee (other than an affiliate of the Seller on the Closing Date) to execute an investment letter in the form of Exhibit J hereto certifying to the Seller and the Trustee the facts surrounding such transfer, which investment letter shall not be an expense of the Trustee, the Seller or the Master Servicer. The Holder of a Class B-4, Class B-5 or Class B-6 Certificate desiring to effect such transfer shall, and does hereby agree to, indemnify the Trustee, the Seller, the Master Servicer and any Paying Agent acting on behalf of the Trustee against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws. Neither the Seller nor the Trustee is under an obligation to register the Class B-4, Class B-5 or Class B-6 Certificates under said Act or any other securities law. (c) No transfer of a Class B-4, Class B-5 or Class B-6 Certificate shall be made unless the Trustee and the Seller shall have received (i) a representation letter from the transferee in the form of Exhibit J hereto, to the effect that either (a) such transferee is not an employee benefit plan or other retirement arrangement subject to Title I of ERISA or Code Section 4975, or a governmental plan, as defined in Section 3(32) of ERISA, subject to any federal, state or local law ("Similar Law") which is to a material extent similar to the foregoing provisions of ERISA or the Code (collectively, a "Plan") and is not a person acting on behalf of or using the assets of any such Plan, which representation letter shall not be an expense of the Trustee, the Seller or the Master Servicer or (b) with respect to the Class B Certificates only, if such transferee is an insurance company, (A) the source of funds used to purchase the Class B-4, Class B-5 or Class B-6 Certificate is an "insurance company general account" (as such term is defined in Section V(e) of Prohibited Transaction Class Exemption 95-60 ("PTE 95-60"), 60 Fed. Reg. 35925 (July 12, 1995)), (B) there is no Plan with respect to which the amount of such general account's reserves and liabilities for the contract(s) held by or on behalf of such Plan and all other Plans maintained by the same employer (or affiliate thereof as defined in Section V(a)(1) of PTE 95-60) or by the same employee organization exceeds 10% of the total of all reserves and liabilities of such general account (as such amounts are determined under Section I(a) of PTE 95-60) at the date of acquisition and (C) the purchase and holding of such Class B-4, Class B-5 or Class B-6 Certificates are covered by Sections I and III of PTE 95-60 or (ii) in the case of any such Class B Certificate presented for registration in the name of a Plan, or a trustee of any such Plan, (A) an Opinion of Counsel satisfactory to the Trustee and the Seller to the effect that the purchase or holding of such Class B-4, Class B-5 or Class B-6 Certificate will not result in the assets of the Trust Estate being deemed to be "plan assets" and subject to the prohibited transaction provisions of ERISA, the Code or Similar Law and will not subject the Trustee, the Seller or the Master Servicer to any obligation in addition to those undertaken in this Agreement, which Opinion of Counsel shall not be an expense of the Trustee, the Seller or the Master Servicer and (B) such other opinions of counsel, officer's certificates and agreements as the Seller or the Master Servicer may require in connection with such transfer, which opinions of counsel, officers' certificates and agreements shall not be an expense of the Trustee, the Seller or the Master Servicer. The Class B-4, Class B-5 and Class B-6 Certificates shall bear a legend referring to the foregoing restrictions contained in this paragraph. (d) No legal or beneficial interest in all or any portion of the Class I-A-R Certificate may be transferred directly or indirectly to a "disqualified organization" within the meaning of Code Section 860E(e)(5) or an agent of a disqualified organization (including a broker, nominee, or middleman), to a Plan or a Person acting on behalf of or investing the assets of a Plan (such Plan or Person, an "ERISA Prohibited Holder") or to an individual, corporation, partnership or other person unless such transferee (i) is not a Non-U.S. Person or (ii) is a Non-U.S. Person that holds the Class I-A-R Certificate in connection with the conduct of a trade or business within the United States and has furnished the transferor and the Trustee with an effective Internal Revenue Service Form 4224 or (iii) is a Non-U.S. Person that has delivered to both the transferor and the Trustee an opinion of a nationally recognized tax counsel to the effect that the transfer of the Class I-A-R Certificate to it is in accordance with the requirements of the Code and the regulations promulgated thereunder and that such transfer of the Class I-A-R Certificate will not be disregarded for federal income tax purposes (any such person who is not covered by clauses (i), (ii) or (iii) above being referred to herein as a "Non-permitted Foreign Holder"), and any such purported transfer shall be void and have no effect. The Trustee shall not execute, and shall not authenticate (or cause the Authenticating Agent to authenticate) and deliver, a new Class I-A-R Certificate in connection with any such transfer to a disqualified organization or agent thereof (including a broker, nominee or middleman), an ERISA Prohibited Holder or a Non-permitted Foreign Holder, and neither the Certificate Registrar nor the Trustee shall accept a surrender for transfer or registration of transfer, or register the transfer of, the Class I-A-R Certificate, unless the transferor shall have provided to the Trustee an affidavit, substantially in the form attached as Exhibit H hereto, signed by the transferee, to the effect that the transferee is not such a disqualified organization, an agent (including a broker, nominee, or middleman) for any entity as to which the transferee has not received a substantially similar affidavit, an ERISA Prohibited Holder or a Non-permitted Foreign Holder, which affidavit shall contain the consent of the transferee to any such amendments of this Agreement as may be required to further effectuate the foregoing restrictions on transfer of the Class I-A-R Certificate to disqualified organizations, ERISA Prohibited Holders or Non-permitted Foreign Holders. Such affidavit shall also contain the statement of the transferee that (i) the transferee has historically paid its debts as they have come due and intends to do so in the future, (ii) the transferee understands that it may incur liabilities in excess of cash flows generated by the residual interest, (iii) the transferee intends to pay taxes associated with holding the residual interest as they become due, (iv) the transferee will not cause income from the Class I-A-R Certificate to be attributable to a foreign permanent establishment or fixed base, within the meaning of an applicable income tax treaty, of such transferee or any other Person, and (v) the transferee will not transfer the Class I-A-R Certificate to any Person who does not provide an affidavit substantially in the form attached as Exhibit H hereto. The affidavit described in the preceding paragraph, if not executed in connection with the initial issuance of the Class I-A-R Certificate, shall be accompanied by a written statement in the form attached as Exhibit I hereto, signed by the transferor, to the effect that as of the time of the transfer, the transferor has no actual knowledge that the transferee is a disqualified organization, ERISA Prohibited Holder or Non-permitted Foreign Holder, and has no knowledge or reason to know that the statements made by the transferee with respect to clauses (i) and (iii) of the last sentence of the preceding paragraph are not true. The Class I-A-R Certificate shall bear a legend referring to the foregoing restrictions contained in this paragraph and the preceding paragraph. Upon notice to the Master Servicer that any legal or beneficial interest in any portion of the Class I-A-R Certificate has been transferred, directly or indirectly, to a disqualified organization or agent thereof (including a broker, nominee, or middleman) in contravention of the foregoing restrictions, (i) such transferee shall be deemed to hold the Class I-A-R Certificate in constructive trust for the last transferor who was not a disqualified organization or agent thereof, and such transferor shall be restored as the owner of such Class I-A-R Certificate as completely as if such transfer had never occurred, provided that the Master Servicer may, but is not required to, recover any distributions made to such transferee with respect to the Class I-A-R Certificate, and (ii) the Master Servicer agrees to furnish to the Internal Revenue Service and to any transferor of the Class I-A-R Certificate or such agent (within 60 days of the request therefor by the transferor or agent) such information necessary to the application of Code Section 860E(e) as may be required by the Code, including but not limited to the present value of the total anticipated excess inclusions with respect to the Class I-A-R Certificate (or portion thereof) for periods after such transfer. At the election of the Master Servicer, the cost to the Master Servicer of computing and furnishing such information may be charged to the transferor or such agent referred to above; however, the Master Servicer shall in no event be excused from furnishing such information. SECTION 5.03 MUTILATED, DESTROYED, LOST OR STOLEN CERTIFICATES. If (i) any mutilated Certificate is surrendered to the Trustee or the Authenticating Agent, or the Trustee or the Authenticating Agent receives evidence to its satisfaction of the destruction, loss or theft of any Certificate, and (ii) there is delivered to the Trustee or the Authenticating Agent such security or indemnity as may be required by them to hold each of them harmless, then, in the absence of notice to the Trustee or the Authenticating Agent that such Certificate has been acquired by a bona fide purchaser, the Trustee shall execute and authenticate (or cause the Authenticating Agent to authenticate) and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Certificate, a new Certificate of like tenor and principal portion or Percentage Interest and of the same Class. Upon the issuance of any new Certificate under this Section, the Trustee or the Certificate Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expense (including the fees and expenses of the Trustee or the Authenticating Agent) in connection therewith. Any duplicate Certificate issued pursuant to this Section shall constitute complete and indefeasible evidence of ownership in the Trust Estate, as if originally issued, whether or not the lost, stolen, or destroyed Certificate shall be found at any time. SECTION 5.04 PERSONS DEEMED OWNERS. Prior to the due presentation of a Certificate for registration of transfer, the Seller, the Master Servicer, the Trustee, the Certificate Registrar and any agent of the Seller, the Master Servicer, the Trustee or the Certificate Registrar may treat the Person in whose name any Certificate is registered as the owner of such Certificate for the purpose of receiving distributions pursuant to Section 4.01, and for all other purposes whatsoever, and neither the Seller, the Master Servicer, the Trustee, the Certificate Registrar nor any agent of the Seller, the Master Servicer, the Trustee or the Certificate Registrar shall be affected by notice to the contrary. SECTION 5.05 ACCESS TO LIST OF CERTIFICATEHOLDERS' NAMES AND ADDRESSES. (a) If the Trustee is not acting as Certificate Registrar, the Certificate Registrar shall furnish or cause to be furnished to the Trustee, within 15 days after receipt by the Certificate Registrar of a request by the Trustee in writing, a list, in such form as the Trustee may reasonably require, of the names and addresses of the Certificateholders of each Class as of the most recent Record Date. (b) If five or more Certificateholders (hereinafter referred to as "applicants") apply in writing to the Trustee, and such application states that the applicants desire to communicate with other Certificateholders with respect to their rights under this Agreement or under the Certificates and is accompanied by a copy of the communication which such applicants propose to transmit, then the Trustee shall, within five Business Days following the receipt of such application, afford such applicants access during normal business hours to the most recent list of Certificateholders held by the Trustee. If such a list is as of the date more than 90 days prior to the date of receipt of such applicants' request and the Trustee is not the Certificate Registrar, the Trustee shall promptly request from the Certificate Registrar a current list as provided in paragraph (a) hereof, and shall afford such applicants access to such list promptly upon receipt. (c) Every Certificateholder, by receiving and holding a Certificate, agrees with the Seller, the Master Servicer, the Certificate Registrar and the Trustee that neither the Seller, the Master Servicer, the Certificate Registrar nor the Trustee shall be held accountable by reason of the disclosure of any such information as to the names, addresses and Percentage Interests of the Certificateholders hereunder, regardless of the source from which such information was delivered. SECTION 5.06 MAINTENANCE OF OFFICE OR AGENCY. The Trustee will maintain, at its expense, an office or agency where Certificates may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Certificate Registrar in respect of the Certificates and this Agreement may be served. The Trustee initially designates the Corporate Trust Office and the principal corporate trust office of the Authenticating Agent, if any, as its offices and agencies for said purposes. SECTION 5.07 DEFINITIVE CERTIFICATES. If (i)(A) the Master Servicer advises the Trustee in writing that the Clearing Agency is no longer willing or able properly to discharge its responsibilities as depository with respect to the Book-Entry Certificates, and (B) the Master Servicer is unable to locate a qualified successor, (ii) the Master Servicer, at its option, advises the Trustee in writing that it elects to terminate the book-entry system through the Clearing Agency or (iii) after the occurrence of dismissal or resignation of the Master Servicer, Beneficial Owners representing aggregate Voting Interests of not less than 51% of the aggregate Voting Interests of each outstanding Class of Book-Entry Certificates advise the Trustee through the Clearing Agency and Clearing Agency Participants in writing that the continuation of a book-entry system through the Clearing Agency is no longer in the best interests of the Beneficial Owners, the Trustee shall notify the Beneficial Owners, through the Clearing Agency, of the occurrence of any such event and of the availability of Definitive Certificates to Beneficial Owners requesting the same. Upon surrender to the Trustee by the Clearing Agency of the Certificates held of record by its nominee, accompanied by reregistration instructions and directions to execute and authenticate new Certificates from the Master Servicer, the Trustee shall execute and authenticate Definitive Certificates for delivery at its Corporate Trust Office. The Master Servicer shall arrange for, and will bear all costs of, the printing and issuance of such Definitive Certificates. Neither the Seller, the Master Servicer nor the Trustee shall be liable for any delay in delivery of such instructions by the Clearing Agency and may conclusively rely on, and shall be protected in relying on, such instructions. SECTION 5.08 NOTICES TO CLEARING AGENCY. Whenever notice or other communication to the Holders of Book-Entry Certificates is required under this Agreement, unless and until Definitive Certificates shall have been issued to Beneficial Owners pursuant to Section 5.07, the Trustee shall give all such notices and communications specified herein to be given to Holders of Book-Entry Certificates to the Clearing Agency. ARTICLE VI THE SELLER AND THE MASTER SERVICER SECTION 6.01 LIABILITY OF THE SELLER AND THE MASTER SERVICER. The Seller and the Master Servicer shall each be liable in accordance herewith only to the extent of the obligations specifically imposed by this Agreement and undertaken hereunder by the Seller and the Master Servicer. SECTION 6.02 MERGER OR CONSOLIDATION OF THE SELLER OR THE MASTER SERVICER. Subject to the following paragraph, the Seller and the Master Servicer each will keep in full effect its existence, rights and franchises as a corporation under the laws of the jurisdiction of its incorporation, and will obtain and preserve its qualification to do business as a foreign corporation in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement, the Certificates or any of the Mortgage Loans and to perform its respective duties under this Agreement. The Seller or the Master Servicer may be merged or consolidated with or into any Person, or transfer all or substantially all of its assets to any Person, in which case any Person resulting from any merger or consolidation to which the Seller or Master Servicer shall be a party, or any Person succeeding to the business of the Seller or Master Servicer, shall be the successor of the Seller or Master Servicer hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding; provided, however, that, in the case of the Master Servicer, any such successor or resulting Person shall be qualified to service mortgage loans for Fannie Mae or Freddie Mac. SECTION 6.03 LIMITATION ON LIABILITY OF THE SELLER, THE MASTER SERVICER AND OTHERS. Neither the Seller nor the Master Servicer nor any subcontractor nor any of the partners, directors, officers, employees or agents of any of them shall be under any liability to the Trust Estate or the Certificateholders and all such Persons shall be held harmless for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, or for errors in judgment; provided, however, that this provision shall not protect any such Person against any breach of warranties or representations made herein or against any liability which would otherwise be imposed by reason of willful misfeasance, bad faith or gross negligence in the performance of duties or by reason of reckless disregard of obligations and duties hereunder. The Seller, the Master Servicer, any subcontractor, and any partner, director, officer, employee or agent of any of them shall be entitled to indemnification by the Trust Estate and will be held harmless against any loss, liability or expense incurred in connection with the performance of its duties and obligations and any legal action relating to this Agreement or the Certificates, including, without limitation, any legal action against the Trustee in its capacity as Trustee hereunder, other than any loss, liability or expense (including, without limitation, expenses payable by the Master Servicer under Section 8.06) incurred by reason of willful misfeasance, bad faith or gross negligence in the performance of his or its duties hereunder or by reason of reckless disregard of his or its obligations and duties hereunder. The Seller, the Master Servicer and any of the directors, officers, employees or agents of either may rely in good faith on any document of any kind which, prima facie, is properly executed and submitted by any Person respecting any matters arising hereunder. Neither the Seller nor the Master Servicer shall be under any obligation to appear in, prosecute or defend any legal action unless such action is related to its respective duties under this Agreement and which in its opinion does not involve it in any expense or liability; provided, however, that the Seller or the Master Servicer may in its discretion undertake any such action which it may deem necessary or desirable with respect to this Agreement and the rights and duties of the parties hereto and the interests of the Certificateholders hereunder if the Certificateholders offer to the Seller or the Master Servicer, as the case may be, reasonable security or indemnity against the costs, expenses and liabilities which may be incurred therein or thereby. In such event, the legal expenses and costs of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust Estate, and the Seller or the Master Servicer shall be entitled to be reimbursed therefor out of the Certificate Account, and such amounts shall, on the following Distribution Date or Distribution Dates, be allocated in reduction of distributions on the Class A Certificates and Class B Certificates in the same manner as Realized Losses are allocated pursuant to Section 4.02(a). SECTION 6.04 RESIGNATION OF THE MASTER SERVICER. The Master Servicer shall not resign from the obligations and duties hereby imposed on it except upon determination that its duties hereunder are no longer permissible under applicable law or are in material conflict by reason of applicable law with any other activities carried on by it. Any such determination permitting the resignation of the Master Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Trustee. No such resignation shall become effective until the Trustee or a successor servicer shall have assumed the Master Servicer's responsibilities, duties, liabilities and obligations hereunder. SECTION 6.05 COMPENSATION TO THE MASTER SERVICER. The Master Servicer shall be entitled to receive a monthly fee equal to the Master Servicing Fee, as compensation for services rendered by the Master Servicer under this Agreement. The Master Servicer also will be entitled to any late reporting fees paid by a Servicer pursuant to its Servicing Agreement, any investment income on funds on deposit in the Certificate Account and any Liquidation Profits to which a Servicer is not entitled under its Servicing Agreement. SECTION 6.06 ASSIGNMENT OR DELEGATION OF DUTIES BY MASTER SERVICER. The Master Servicer shall not assign or transfer any of its rights, benefits or privileges under this Agreement to any other Person, or delegate to or subcontract with, or authorize or appoint any other Person to perform any of the duties, covenants or obligations to be performed by the Master Servicer without the prior written consent of the Trustee, and any agreement, instrument or act purporting to effect any such assignment, transfer, delegation or appointment shall be void. Notwithstanding the foregoing, the Master Servicer shall have the right without the prior written consent of the Trustee (i) to assign its rights and delegate its duties and obligations hereunder; provided, however, that (a) the purchaser or transferee accepting such assignment or delegation is qualified to service mortgage loans for Fannie Mae or Freddie Mac, is satisfactory to the Trustee, in the exercise of its reasonable judgment, and executes and delivers to the Trustee an agreement, in form and substance reasonably satisfactory to the Trustee, which contains an assumption by such purchaser or transferee of the due and punctual performance and observance of each covenant and condition to be performed or observed by the Master Servicer hereunder from and after the date of such agreement; and (b) each applicable Rating Agency's rating of any Certificates in effect immediately prior to such assignment, sale or transfer is not reasonably likely to be qualified, downgraded or withdrawn as a result of such assignment, sale or transfer and the Certificates are not reasonably likely to be placed on credit review status by any such Rating Agency; and (ii) to delegate to, subcontract with, authorize, or appoint an affiliate of the Master Servicer to perform and carry out any duties, covenants or obligations to be performed and carried out by the Master Servicer under this Agreement and hereby agrees so to delegate, subcontract, authorize or appoint to an affiliate of the Master Servicer any duties, covenants or obligations to be performed and carried out by the Master Servicer to the extent that such duties, covenants or obligations are to be performed in any state or states in which the Master Servicer is not authorized to do business as a foreign corporation but in which the affiliate is so authorized. In no case, however, shall any permitted assignment and delegation relieve the Master Servicer of any liability to the Trustee or the Seller under this Agreement, incurred by it prior to the time that the conditions contained in clause (i) above are met. SECTION 6.07 INDEMNIFICATION OF TRUSTEE AND SELLER BY MASTER SERVICER. The Master Servicer shall indemnify and hold harmless the Trustee and the Seller and any director, officer or agent thereof against any loss, liability or expense, including reasonable attorney's fees, arising out of, in connection with or incurred by reason of willful misfeasance, bad faith or negligence in the performance of duties of the Master Servicer under this Agreement or by reason of reckless disregard of its obligations and duties under this Agreement. Any payment pursuant to this Section made by the Master Servicer to the Trustee or the Seller shall be from such entity's own funds, without reimbursement therefor. The provisions of this Section 6.07 shall survive the termination of this Agreement. ARTICLE VII DEFAULT SECTION 7.01 EVENTS OF DEFAULT. In case one or more of the following Events of Default by the Master Servicer shall occur and be continuing, that is to say: (i) any failure by the Master Servicer (a) to remit any funds to the Paying Agent as required by Section 4.03 or (b) to distribute or cause to be distributed to Certificateholders any payment required to be made by the Master Servicer under the terms of this Agreement which, in either case, continues unremedied for a period of three business days after the date upon which written notice of such failure, requiring the same to be remedied, shall have been given to the Master Servicer by the Trustee or to the Master Servicer and the Trustee by the holders of Certificates evidencing in the aggregate not less than 25% of the aggregate Voting Interest represented by all Certificates; (ii) any failure on the part of the Master Servicer duly to observe or perform in any material respect any other of the covenants or agreements on the part of the Master Servicer in the Certificates or in this Agreement which continues unremedied for a period of 60 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Master Servicer by the Trustee, or to the Master Servicer and the Trustee by the holders of Certificates evidencing in the aggregate not less than 25% of the aggregate Voting Interest represented by all Certificates; (iii) a decree or order of a court or agency or supervisory authority having jurisdiction in the premises for the appointment of a trustee, conservator, receiver or liquidator in any bankruptcy, insolvency, readjustment of debt, marshaling of assets and liabilities or similar proceedings, or for the winding-up or liquidation of its affairs, shall have been entered against the Master Servicer and such decree or order shall have remained in force undischarged and unstayed for a period of 60 days; (iv) the Master Servicer shall consent to the appointment of a trustee, conservator, receiver or liquidator or liquidating committee in any bankruptcy, insolvency, readjustment of debt, marshaling of assets and liabilities, voluntary liquidation or similar proceedings of or relating to the Master Servicer, or of or relating to all or substantially all of its property; (v) the Master Servicer shall admit in writing its inability to pay its debts generally as they become due, file a petition to take advantage of any applicable insolvency, bankruptcy or reorganization statute, make an assignment for the benefit of its creditors or voluntarily suspend payment of its obligations; (vi) the Master Servicer shall be dissolved, or shall dispose of all or substantially all of its assets; or consolidate with or merge into another entity or shall permit another entity to consolidate or merge into it, such that the resulting entity does not meet the criteria for a successor servicer, as specified in Section 6.02 hereof; or (vii) the Master Servicer and any subservicer appointed by it becomes ineligible to service for both Fannie Mae and Freddie Mac, which ineligibility continues unremedied for a period of 90 days. then, and in each and every such case, subject to applicable law, so long as an Event of Default shall not have been remedied, either the Trustee or the holders of Certificates evidencing in the aggregate not less than 66 2/3% of the aggregate Voting Interest represented by all Certificates, by notice in writing to the Master Servicer (and to the Trustee if given by the Certificateholders) may terminate all of the rights and obligations of the Master Servicer under this Agreement and in and to the Mortgage Loans, but without prejudice to any rights which the Master Servicer may have to the aggregate Master Servicing Fees due prior to the date of transfer of the Master Servicer's responsibilities hereunder, reimbursement of expenses to the extent permitted by this Agreement, Periodic Advances and other advances of its own funds. Upon receipt by the Master Servicer of such written notice, all authority and power of the Master Servicer under this Agreement, whether with respect to the Certificates or the Mortgage Loans or otherwise, shall pass to and be vested in the Trustee pursuant to and under this Section, subject to the provisions of Section 7.05; and, without limitation, the Trustee is hereby authorized and empowered to execute and deliver, on behalf of the Master Servicer, as attorney-in-fact or otherwise, any and all documents and other instruments, and to do or accomplish all other acts or things necessary or appropriate to effect the purposes of such notice of termination, whether to complete the transfer and endorsement or assignment of the Mortgage Loans and related documents or otherwise. The Master Servicer agrees to cooperate with the Trustee in effecting the termination of the Master Servicer's responsibilities and rights hereunder and shall promptly provide the Trustee all documents and records reasonably requested by it to enable it to assume the Master Servicer's functions hereunder and shall promptly also transfer to the Trustee all amounts which then have been or should have been deposited in the Certificate Account by the Master Servicer or which are thereafter received by the Master Servicer with respect to the Mortgage Loans. SECTION 7.02 OTHER REMEDIES OF TRUSTEE. During the continuance of any Event of Default, so long as such Event of Default shall not have been remedied, the Trustee, in addition to the rights specified in Section 7.01, shall have the right, in its own name as trustee of an express trust, to take all actions now or hereafter existing at law, in equity or by statute to enforce its rights and remedies and to protect the interests, and enforce the rights and remedies, of the Certificateholders (including the institution and prosecution of all judicial, administrative and other proceedings and the filing of proofs of claim and debt in connection therewith). Except as otherwise expressly provided in this Agreement, no remedy provided for by this Agreement shall be exclusive of any other remedy, and each and every remedy shall be cumulative and in addition to any other remedy and no delay or omission to exercise any right or remedy shall impair any such right or remedy or shall be deemed to be a waiver of any Event of Default. SECTION 7.03 DIRECTIONS BY CERTIFICATEHOLDERS AND DUTIES OF TRUSTEE DURING EVENT OF DEFAULT. During the continuance of any Event of Default, Holders of Certificates evidencing in the aggregate not less than 25% of the aggregate Voting Interest represented by all Certificates may direct the time, method and place of conducting any proceeding for any remedy available to the Trustee, or exercising any trust or power conferred upon the Trustee, under this Agreement; provided, however, that the Trustee shall be under no obligation to pursue any such remedy, or to exercise any of the rights or powers vested in it by this agreement (including, without limitation, (i) the conducting or defending of any administrative action or litigation hereunder or in relation hereto and (ii) the terminating of the Master Servicer from its rights and duties as servicer hereunder) at the request, order or direction of any of the Certificateholders, unless such Certificateholders shall have offered to the Trustee reasonable security or indemnity against the cost, expenses and liabilities which may be incurred therein or thereby and, provided further, that, subject to the provisions of Section 8.01, the Trustee shall have the right to decline to follow any such direction if the Trustee, in accordance with an Opinion of Counsel, determines that the action or proceeding so directed may not lawfully be taken or if the Trustee in good faith determines that the action or proceeding so directed would involve it in personal liability or be unjustly prejudicial to the nonassenting Certificateholders. SECTION 7.04 ACTION UPON CERTAIN FAILURES OF THE MASTER SERVICER AND UPON EVENT OF DEFAULT. In the event that the Trustee shall have knowledge of any failure of the Master Servicer specified in Section 7.01(i) or (ii) which would become an Event of Default upon the Master Servicer's failure to remedy the same after notice, the Trustee may, but need not if the Trustee deems it not in the Certificateholders' best interest, give notice thereof to the Master Servicer. For all purposes of this Agreement, in the absence of actual knowledge by a corporate trust officer of the Trustee, the Trustee shall not be deemed to have knowledge of any failure of the Master Servicer as specified in Section 7.01(i) and (ii) or any Event of Default unless notified thereof in writing by the Master Servicer or by a Certificateholder. SECTION 7.05 TRUSTEE TO ACT; APPOINTMENT OF SUCCESSOR. When the Master Servicer receives notice of termination pursuant to Section 7.01 or the Trustee receives the resignation of the Master Servicer evidenced by an Opinion of Counsel pursuant to Section 6.04, the Trustee shall be the successor in all respects to the Master Servicer in its capacity as master servicer under this Agreement and the transactions set forth or provided for herein and shall have the rights and powers and be subject to all the responsibilities, duties and liabilities relating thereto placed on the Master Servicer by the terms and provisions hereof and in its capacity as such successor shall have the same limitation of liability herein granted to the Master Servicer. In the event that the Trustee is succeeding to the Master Servicer as the Master Servicer, as compensation therefor, the Trustee shall be entitled to receive monthly such portion of the Master Servicing Fee, together with such other servicing compensation as is agreed to at such time by the Trustee and the Master Servicer, but in no event more than 25% thereof until the date of final cessation of the Master Servicer's servicing activities hereunder. Notwithstanding the above, the Trustee may, if it shall be unwilling to so act, or shall, if it is unable to so act or to obtain a qualifying bid as described below, appoint, or petition a court of competent jurisdiction to appoint, any housing and home finance institution, bank or mortgage servicing institution having a net worth of not less than $10,000,000 and meeting such other standards for a successor servicer as are set forth herein, as the successor to the Master Servicer hereunder in the assumption of all or any part of the responsibilities, duties or liabilities of the Master Servicer hereunder; provided, however, that until such a successor master servicer is appointed and has assumed the responsibilities, duties and liabilities of the Master Servicer hereunder, the Trustee shall continue as the successor to the Master Servicer as provided above. The compensation of any successor master servicer so appointed shall not exceed the compensation specified in Section 6.05 hereof. In the event the Trustee is required to solicit bids as provided above, the Trustee shall solicit, by public announcement, bids from housing and home finance institutions, banks and mortgage servicing institutions meeting the qualifications set forth in the preceding sentence for the purchase of the master servicing functions. Such public announcement shall specify that the successor master servicer shall be entitled to the full amount of the Master Servicing Fee as compensation together with the other servicing compensation in the form of late reporting fees or otherwise as provided in Section 6.05. Within 30 days after any such public announcement, the Trustee shall negotiate and effect the sale, transfer and assignment of the master servicing rights and responsibilities hereunder to the qualified party submitting the highest qualifying bid. The Trustee shall deduct all costs and expenses of any public announcement and of any sale, transfer and assignment of the servicing rights and responsibilities hereunder from any sum received by the Trustee from the successor to the Master Servicer in respect of such sale, transfer and assignment. After such deductions, the remainder of such sum shall be paid by the Trustee to the Master Servicer at the time of such sale, transfer and assignment to the Master Servicer's successor. The Trustee and such successor shall take such action, consistent with this Agreement, as shall be necessary to effectuate any such succession. The Master Servicer agrees to cooperate with the Trustee and any successor servicer in effecting the termination of the Master Servicer's servicing responsibilities and rights hereunder and shall promptly provide the Trustee or such successor master servicer, as applicable, all documents and records reasonably requested by it to enable it to assume the Master Servicer's function hereunder and shall promptly also transfer to the Trustee or such successor master servicer, as applicable, all amounts which then have been or should have been deposited in the Certificate Account by the Master Servicer or which are thereafter received by the Master Servicer with respect to the Mortgage Loans. Neither the Trustee nor any other successor master servicer shall be deemed to be in default hereunder by reason of any failure to make, or any delay in making, any distribution hereunder or any portion thereof caused by (i) the failure of the Master Servicer to deliver, or any delay in delivering, cash, documents or records to it, or (ii) restrictions imposed by any regulatory authority having jurisdiction over the Master Servicer. Notwithstanding anything to the contrary contained in Section 7.01 above or this Section 7.05, the Master Servicer shall retain all of its rights and responsibilities hereunder, and no successor (including the Trustee) shall succeed thereto, if the assumption thereof by such successor would cause the rating assigned to any Certificates to be revoked, downgraded or placed on credit review status (other than for possible upgrading) by either Rating Agency and the retention thereof by the Master Servicer would avert such revocation, downgrading or review. SECTION 7.06 NOTIFICATION TO CERTIFICATEHOLDERS. Upon any termination of the Master Servicer or appointment of a successor master servicer, in each case as provided herein, the Trustee shall give prompt written notice thereof to Certificateholders at their respective addresses appearing in the Certificate Register. The Trustee shall also, within 45 days after the occurrence of any Event of Default known to the Trustee, give written notice thereof to Certificateholders at their respective addresses appearing in the Certificate Register, unless such Event of Default shall have been cured or waived within said 45 day period. ARTICLE VIII CONCERNING THE TRUSTEE SECTION 8.01 DUTIES OF TRUSTEE. The Trustee, prior to the occurrence of an Event of Default and after the curing of all Events of Default which may have occurred, undertakes to perform such duties and only such duties as are specifically set forth in this Agreement. In case an Event of Default has occurred (which has not been cured), the Trustee, subject to the provisions of Sections 7.01, 7.03, 7.04 and 7.05, shall exercise such of the rights and powers vested in it by this Agreement, and use the same degree of care and skill in its exercise as a prudent investor would exercise or use under the circumstances in the conduct of such investor's own affairs. The Trustee, upon receipt of all resolutions, certificates, statements, opinions, reports, documents, orders or other instruments furnished to the Trustee, which are specifically required to be furnished pursuant to any provision of this Agreement, shall examine them to determine whether they are in the form required by this Agreement; provided, however, that the Trustee shall not be responsible for the accuracy or content of any certificate, statement, instrument, report, notice or other document furnished by the Master Servicer or the Servicers pursuant to Articles III, IV and IX. No provision of this Agreement shall be construed to relieve the Trustee from liability for its own negligent action, its own negligent failure to act or its own willful misconduct; provided, however, that: (i) Prior to the occurrence of an Event of Default and after the curing of all such Events of Default which may have occurred, the duties and obligations of the Trustee shall be determined solely by the express provisions of this Agreement, the Trustee shall not be liable except for the performance of such duties and obligations as are specifically set forth in this Agreement, no implied covenants or obligations shall be read into this Agreement against the Trustee and, in the absence of bad faith on the part of the Trustee, the Trustee may conclusively rely, as to the truth of the statements and the correctness of the opinions expressed therein, upon any certificates or opinions furnished to the Trustee, and conforming to the requirements of this Agreement; (ii) The Trustee shall not be personally liable with respect to any action taken, suffered or omitted to be taken by it in good faith in accordance with the direction of holders of Certificates which evidence in the aggregate not less than 25% of the Voting Interest represented by all Certificates relating to the time, method and place of conducting any proceeding for any remedy available to the Trustee, or exercising any trust or power conferred upon the Trustee, under this Agreement; and (iii) The Trustee shall not be liable for any error of judgment made in good faith by any of its Responsible Officers, unless it shall be proved that the Trustee or such Responsible Officer, as the case may be, was negligent in ascertaining the pertinent facts. None of the provisions contained in this Agreement shall require the Trustee to expend or risk its own funds or otherwise incur personal financial liability in the performance of any of its duties hereunder or in the exercise of any of its rights or powers if there is reasonable ground for believing that repayment of such funds or adequate indemnity against such risk or liability is not reasonably assured to it. SECTION 8.02 CERTAIN MATTERS AFFECTING THE TRUSTEE. Except as otherwise provided in Section 8.01: (i) The Trustee may request and rely and shall be protected in acting or refraining from acting upon any resolution, Officers' Certificate, certificate of auditors or any other certificate, statement, instrument, opinion, report, notice, request, consent, order, appraisal, bond or other paper or document believed by it to be genuine and to have been signed or presented by the proper party or parties and the manner of obtaining consents and evidencing the authorization of the execution thereof shall be subject to such reasonable regulations as the Trustee may prescribe; (ii) The Trustee may consult with counsel, and any written advice of such counsel or any Opinion of Counsel shall be full and complete authorization and protection in respect of any action taken or suffered or omitted by it hereunder in good faith and in accordance with such advice or Opinion of Counsel; (iii) The Trustee shall not be personally liable for any action taken, suffered or omitted by it in good faith and believed by it to be authorized or within the discretion or rights or powers conferred upon it by this Agreement; (iv) Subject to Section 7.04, the Trustee shall not be accountable, shall have no liability and makes no representation as to any acts or omissions hereunder of the Master Servicer until such time as the Trustee may be required to act as Master Servicer pursuant to Section 7.05 and thereupon only for the acts or omissions of the Trustee as successor Master Servicer; and (v) The Trustee may execute any of the trusts or powers hereunder or perform any duties hereunder either directly or by or through agents or attorneys. SECTION 8.03 TRUSTEE NOT REQUIRED TO MAKE INVESTIGATION. Prior to the occurrence of an Event of Default hereunder and after the curing of all Events of Default which may have occurred, the Trustee shall not be bound to make any investigation into the facts or matters stated in any resolution, certificate, statement, instrument, opinion, report, notice, request, consent, order, appraisal, bond, Mortgage, Mortgage Note or other paper or document (provided the same appears regular on its face), unless requested in writing to do so by holders of Certificates evidencing in the aggregate not less than 51% of the Voting Interest represented by all Certificates; provided, however, that if the payment within a reasonable time to the Trustee of the costs, expenses or liabilities likely to be incurred by it in the making of such investigation is, in the opinion of the Trustee, not reasonably assured to the Trustee by the security afforded to it by the terms of this Agreement, the Trustee may require reasonable indemnity against such expense or liability as a condition to so proceeding. The reasonable expense of every such investigation shall be paid by the Master Servicer or, if paid by the Trustee shall be repaid by the Master Servicer upon demand. SECTION 8.04 TRUSTEE NOT LIABLE FOR CERTIFICATES OR MORTGAGE LOANS. The recitals contained herein and in the Certificates (other than the certificate of authentication on the Certificates) shall be taken as the statements of the Seller, and the Trustee assumes no responsibility as to the correctness of the same. The Trustee makes no representation for the correctness of the same. The Trustee makes no representation as to the validity or sufficiency of this Agreement or of the Certificates or of any Mortgage Loan or related document. Subject to Section 2.04, the Trustee shall not be accountable for the use or application by the Seller of any of the Certificates or of the proceeds of such Certificates, or for the use or application of any funds paid to the Master Servicer in respect of the Mortgage Loans deposited into the Certificate Account by the Master Servicer or, in its capacity as trustee, for investment of any such amounts. SECTION 8.05 TRUSTEE MAY OWN CERTIFICATES. The Trustee, and any agent thereof, in its individual or any other capacity, may become the owner or pledgee of Certificates with the same rights it would have if it were not Trustee or such agent and may transact banking and/or trust business with the Seller, the Master Servicer or their Affiliates. SECTION 8.06 THE MASTER SERVICER TO PAY FEES AND EXPENSES. The Master Servicer covenants and agrees to pay to the Trustee from time to time, from its own funds, and the Trustee shall be entitled to receive, reasonable compensation (which shall not be limited by any provision of law in regard to the compensation of a trustee of an express trust) for all services rendered by it in the execution of the trusts hereby created and in the exercise and performance of any of the powers and duties hereunder of the Trustee and, except as otherwise agreed by the Master Servicer and the Trustee, the Master Servicer will pay or reimburse the Trustee upon its request for all reasonable expenses, disbursements and advances incurred or made by it in accordance with any of the provisions of this Agreement (including the reasonable compensation and the expenses and disbursements of its counsel and of all persons not regularly in its employ) except any such expense, disbursement, or advance as may arise from its negligence or bad faith. The Trustee shall have no right of reimbursement from the Trust Estate for any such expenses, disbursements and advances not paid or reimbursed to it by the Master Servicer. SECTION 8.07 ELIGIBILITY REQUIREMENTS. The Trustee hereunder shall at all times (i) be a corporation or association having its principal office in a state and city acceptable to the Seller, organized and doing business under the laws of such state or the United States of America, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $50,000,000, or shall be a member of a bank holding system, the aggregate combined capital and surplus of which is at least $50,000,000, provided that its separate capital and surplus shall at all times be at least the amount specified in Section 310(a)(2) of the Trust Indenture Act of 1939, (ii) be subject to supervision or examination by federal or state authority and (iii) have a credit rating or be otherwise acceptable to the Rating Agencies such that neither of the Rating Agencies would reduce their respective then current ratings of the Certificates (or have provided such security from time to time as is sufficient to avoid such reduction) as evidenced in writing by each Rating Agency. If such corporation or association 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 the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 8.08. SECTION 8.08 RESIGNATION AND REMOVAL. The Trustee may at any time resign and be discharged from the trust hereby created by giving written notice of resignation to the Master Servicer, such resignation to be effective upon the appointment of a successor trustee. Upon receiving such notice of resignation, the Master Servicer shall promptly appoint a successor trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning entity and one copy to its successor. If no successor trustee shall have been appointed and have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor trustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 8.07 and shall fail to resign after written request for its resignation by the Master Servicer, or if at any time the Trustee shall become incapable of acting, or an order for relief shall have been entered in any bankruptcy or insolvency proceeding with respect to such entity, or a receiver of such entity or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of the property or affairs of the Trustee for the purpose of rehabilitation, conversion or liquidation, or the Master Servicer shall deem it necessary in order to change the situs of the Trust Estate for state tax reasons, then the Master Servicer shall remove the Trustee and appoint a successor trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the Trustee so removed and one copy to the successor trustee. The Holders of Certificates evidencing in the aggregate not less than 51% of the Voting Interests represented by all Certificates (except that any Certificate registered in the name of the Seller, the Master Servicer or any affiliate thereof will not be taken into account in determining whether the requisite Voting Interests has been obtained) may at any time remove the Trustee and appoint a successor by written instrument or instruments, in triplicate, signed by such holders or their attorneys-in-fact duly authorized, one complete set of which instruments shall be delivered to the Master Servicer, one complete set of which shall be delivered to the entity or entities so removed and one complete set of which shall be delivered to the successor so appointed. Any resignation or removal of the Trustee and appointment of a successor pursuant to any of the provisions of this Section shall become effective upon acceptance of appointment by the successor as provided in Section 8.09. SECTION 8.09 SUCCESSOR. Any successor trustee appointed as provided in Section 8.08 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective, and such successor, without any further act, deed or reconveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as trustee herein. The predecessor trustee shall deliver to its successor all documents and statements held by it hereunder, and the Seller, the Master Servicer and the predecessor entity shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor shall accept appointment as provided in this Section unless at the time of such acceptance such successor shall be eligible under the provisions of Section 8.07. Upon acceptance of appointment by a successor as provided in this Section, the Master Servicer shall mail notice of the succession of such trustee hereunder to all Holders of Certificates at their addresses as shown in the Certificate Register. If the Master Servicer fails to mail such notice within ten days after acceptance of the successor trustee, the successor trustee shall cause such notice to be mailed at the expense of the Master Servicer. SECTION 8.10 MERGER OR CONSOLIDATION. Any Person into which the Trustee may be merged or converted or with which it may be consolidated, to which it may sell or transfer its corporate trust business and assets as a whole or substantially as a whole or any Person resulting from any merger, sale, transfer, conversion or consolidation to which the Trustee shall be a party, or any Person succeeding to the business of such entity, shall be the successor of the Trustee hereunder; provided, however, that (i) such Person shall be eligible under the provisions of Section 8.07, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding, and (ii) the Trustee shall deliver an Opinion of Counsel to the Seller and the Master Servicer to the effect that such merger, consolidation, sale or transfer will not subject the REMIC to federal, state or local tax or cause the Trust Estate to fail to qualify as a REMIC, which Opinion of Counsel shall be at the sole expense of the Trustee. SECTION 8.11 AUTHENTICATING AGENT. The Trustee may appoint an Authenticating Agent, which shall be authorized to act on behalf of the Trustee in authenticating Certificates. Wherever reference is made in this Agreement to the authentication of Certificates by the Trustee or the Trustee's countersignature, such reference shall be deemed to include authentication on behalf of the Trustee by the Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by the Authenticating Agent. The Authenticating Agent must be acceptable to the Seller and the Master Servicer and must be a corporation organized and doing business under the laws of the United States of America or of any state, having a principal office and place of business in a state and city acceptable to the Seller and the Master Servicer, having a combined capital and surplus of at least $15,000,000, authorized under such laws to do a trust business and subject to supervision or examination by federal or state authorities. Any corporation into which the Authenticating Agent may be merged or converted or with which it may be consolidated, or any corporation resulting from any merger, conversion or consolidation to which the Authenticating Agent shall be a party, or any corporation succeeding to the corporate agency business of the Authenticating Agent, shall be the Authenticating Agent without the execution or filing of any paper or any further act on the part of the Trustee or the Authenticating Agent. The Authenticating Agent may at any time resign by giving at least 30 days' advance written notice of resignation to the Trustee, the Seller and the Master Servicer. The Trustee may at any time terminate the agency of the Authenticating Agent by giving written notice thereof to the Authenticating Agent, the Seller and the Master Servicer. Upon receiving a notice of resignation or upon such a termination, or in case at any time the Authenticating Agent shall cease to be eligible in accordance with the provisions of this Section 8.11, the Trustee promptly shall appoint a successor Authenticating Agent, which shall be acceptable to the Master Servicer, and shall give written notice of such appointment to the Seller, and shall mail notice of such appointment to all Certificateholders. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers, duties and responsibilities of its predecessor hereunder, with like effect as if originally named as Authenticating Agent herein. No successor Authenticating Agent shall be appointed unless eligible under the provisions of this Section 8.11. The Authenticating Agent shall have no responsibility or liability for any action taken by it as such at the direction of the Trustee. Any reasonable compensation paid to the Authenticating Agent shall be a reimbursable expense under Section 8.06. SECTION 8.12 SEPARATE TRUSTEES AND CO-TRUSTEES. The Trustee shall have the power from time to time to appoint one or more persons or corporations to act either as co-trustees jointly with the Trustee, or as separate trustees, for the purpose of holding title to, foreclosing or otherwise taking action with respect to any Mortgage Loan outside the state where the Trustee has its principal place of business, where such separate trustee or co-trustee is necessary or advisable (or the Trustee is advised by the Master Servicer that such separate trustee or co-trustee is necessary or advisable) under the laws of any state in which a Mortgaged Property is located or for the purpose of otherwise conforming to any legal requirement, restriction or condition in any state in which a Mortgaged Property is located or in any state in which any portion of the Trust Estate is located. The Master Servicer shall advise the Trustee when, in its good faith opinion, a separate trustee or co-trustee is necessary or advisable as aforesaid. The separate trustees or co-trustees so appointed shall be trustees for the benefit of all of the Certificateholders and shall have such powers, rights and remedies as shall be specified in the instrument of appointment; provided, however, that no such appointment shall, or shall be deemed to, constitute the appointee an agent of the Trustee. The Seller and the Master Servicer shall join in any such appointment, but such joining shall not be necessary for the effectiveness of such appointment. Every separate trustee and co-trustee shall, to the extent permitted by law, be appointed and act subject to the following provisions and conditions: (i) all powers, duties, obligations and rights conferred upon the Trustee, in respect of the receipt, custody and payment of moneys shall be exercised solely by the Trustee; (ii) all other rights, powers, duties and obligations conferred or imposed upon the Trustee shall be conferred or imposed upon and exercised or performed by the Trustee and such separate trustee or co-trustee jointly, except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed (whether as Trustee hereunder or as successor to the Master Servicer hereunder) the Trustee shall be incompetent or unqualified to perform such act or acts, in which event such rights, powers, duties and obligations (including the holding of title to the Trust Estate or any portion thereof in any such jurisdiction) shall be exercised and performed by such separate trustee or co-trustee; (iii) no separate trustee or co-trustee hereunder shall be personally liable by reason of any act or omission of any other separate trustee or co-trustee hereunder; and (iv) the Trustee may at any time accept the resignation of or remove any separate trustee or co-trustee so appointed by it, if such resignation or removal does not violate the other terms of this Agreement. Any notice, request or other writing given to the Trustee shall be deemed to have been given to each of the then separate trustees and co-trustees, as effectively as if given to each of them. Every instrument appointing any separate trustee, co-trustee, or custodian shall refer to this Agreement and the conditions of this Article. Each separate trustee and co-trustee, upon its acceptance of the trusts conferred, shall be vested with the estates or property specified in its instrument of appointment, either jointly with the Trustee, or separately, as may be provided therein, subject to all the provisions of this Agreement, specifically including every provision of this Agreement relating to the conduct of, affecting the liability of, or affording protection to, the Trustee. Every such instrument shall be furnished to the Trustee. Any separate trustee, co-trustee, or custodian may, at any time, constitute the Trustee, its agent or attorney-in-fact, with full power and authority, to the extent not prohibited by law, to do any lawful act under or in respect of this Agreement on its behalf and in its name. If any separate trustee or co-trustee shall die, become incapable of acting, resign or be removed, all of its estates, properties, rights, remedies and trusts shall vest in and be exercised by the Trustee to the extent permitted by law, without the appointment of a new or successor trustee. No separate trustee or co-trustee hereunder shall be required to meet the terms of eligibility as a successor trustee under Section 8.07 hereunder and no notice to Certificateholders of the appointment thereof shall be required under Section 8.09 hereof. The Trustee agrees to instruct its co-trustees, if any, to the extent necessary to fulfill such entity's obligations hereunder. The Master Servicer shall pay the reasonable compensation of the co-trustees to the extent, and in accordance with the standards, specified in Section 8.06 hereof. SECTION 8.13 TAX MATTERS; COMPLIANCE WITH REMIC PROVISIONS. (a) Each of the Trustee and the Master Servicer covenants and agrees that it shall perform its duties hereunder in a manner consistent with the REMIC Provisions and shall not knowingly take any action or fail to take any action that would (i) affect the determination of the Trust Estate's status as a REMIC; or (ii) cause the imposition of any federal, state or local income, prohibited transaction, contribution or other tax on either the REMIC or the Trust Estate. The Master Servicer, or, in the case of any tax return or other action required by law to be performed directly by the Trustee, the Trustee, shall (i) prepare or cause to be prepared, timely cause to be signed by the Trustee and file or cause to be filed annual federal and applicable state and local income tax returns using a calendar year as the taxable year for the REMIC and the accrual method of accounting; (ii) in the first such federal tax return, make, or cause to be made, elections satisfying the requirements of the REMIC Provisions, on behalf of the Trust Estate, to treat the Trust Estate as a REMIC; (iii) prepare, execute and forward, or cause to be prepared, executed and forwarded, to the Certificateholders all information reports or tax returns required with respect to the REMIC, as and when required to be provided to the Certificateholders, and to the Internal Revenue Service and any other relevant governmental taxing authority in accordance with the REMIC Provisions and any other applicable federal, state or local laws, including without limitation information reports relating to "original issue discount" and "market discount" as defined in the Code based upon the issue prices, prepayment assumption and cash flows provided by the Seller to the Trustee and calculated on a monthly basis by using the issue prices of the Certificates; (iv) make available information necessary for the application of any tax imposed on transferors of residual interests to "disqualified organizations" (as defined in the REMIC Provisions); (v) file Form 8811 and apply for an Employee Identification Number with a Form SS-4 or any other permissible method and respond to inquiries by Certificateholders or their nominees concerning information returns, reports or tax returns; (vi) maintain (or cause to be maintained by the Servicers) such records relating to the REMIC, including but not limited to the income, expenses, individual Mortgage Loans (including REO Mortgage Loans), other assets and liabilities of the REMIC, and the fair market value and adjusted basis of the property of the REMIC determined at such intervals as may be required by the Code, as may be necessary to prepare the foregoing returns or information reports; (vii) exercise reasonable care not to allow the creation of any "interests" in the REMIC within the meaning of Code Section 860D(a)(2) other than the interests represented by the Class I-A-1, Class I-A-R, Class II-A-1, Class A-PO, Class B-1, Class B-2, Class B-3, Class B-4, Class B-5 and Class B-6 Certificates; (viii) exercise reasonable care not to allow the occurrence of any "prohibited transactions" within the meaning of Code Section 860F(a), unless the Master Servicer shall have provided an Opinion of Counsel to the Trustee that such occurrence would not (a) result in a taxable gain, (b) otherwise subject either the Trust Estate or the REMIC to tax or (c) cause the Trust Estate to fail to qualify as a REMIC; (ix) exercise reasonable care not to allow the REMIC to receive income from the performance of services or from assets not permitted under the REMIC Provisions to be held by a REMIC; (x) pay (on behalf of the REMIC) the amount of any federal income tax, including, without limitation, prohibited transaction taxes, taxes on net income from foreclosure property, and taxes on certain contributions to a REMIC after the Startup Day, imposed on the REMIC when and as the same shall be due and payable (but such obligation shall not prevent the Master Servicer or any other appropriate Person from contesting any such tax in appropriate proceedings and shall not prevent the Master Servicer from withholding or depositing payment of such tax, if permitted by law, pending the outcome of such proceedings); and (xi) if required or permitted by the Code and applicable law, act as "tax matters person" for the REMIC within the meaning of Treasury Regulations Section 1.860F-4(d), and the Master Servicer is hereby designated as agent of the Class I-A-R Certificateholder for such purpose (or if the Master Servicer is not so permitted, the Holder of the Class I-A-R Certificate shall be the tax matters person in accordance with the REMIC Provisions). The Master Servicer shall be entitled to be reimbursed pursuant to Section 3.02 for any taxes paid by it pursuant to clause (x) of the preceding sentence, except to the extent that such taxes are imposed as a result of the bad faith, willful misfeasance or gross negligence of the Master Servicer in the performance of its obligations hereunder. The Trustee shall sign the tax returns referred to in clause (i) of the second preceding sentence. In order to enable the Master Servicer or the Trustee, as the case may be, to perform its duties as set forth above, the Seller shall provide, or cause to be provided, to the Master Servicer within ten days after the Closing Date all information or data that the Master Servicer determines to be relevant for tax purposes to the valuations and offering prices of the Certificates, including, without limitation, the price, yield, prepayment assumption and projected cash flows of each Class of Certificates and the Mortgage Loans in the aggregate. Thereafter, the Seller shall provide to the Master Servicer or the Trustee, as the case may be, promptly upon request therefor, any such additional information or data that the Master Servicer or the Trustee, as the case may be, may from time to time request in order to enable the Master Servicer to perform its duties as set forth above. The Seller hereby indemnifies the Master Servicer or the Trustee, as the case may be, for any losses, liabilities, damages, claims or expenses of the Master Servicer or the Trustee arising from any errors or miscalculations by the Master Servicer or the Trustee pursuant to this Section that result from any failure of the Seller to provide, or to cause to be provided, accurate information or data to the Master Servicer or the Trustee, as the case may be, on a timely basis. The Master Servicer hereby indemnifies the Seller and the Trustee for any losses, liabilities, damages, claims or expenses of the Seller or the Trustee arising from the Master Servicer's willful misfeasance, bad faith or gross negligence in preparing any of the federal, state and local tax returns of the REMIC as described above. In the event that the Trustee prepares any of the federal, state and local tax returns of the REMIC as described above, the Trustee hereby indemnifies the Seller and the Master Servicer for any losses, liabilities, damages, claims or expenses of the Seller or the Master Servicer arising from the Trustee's willful misfeasance, bad faith or negligence in connection with such preparation. (b) Notwithstanding anything in this Agreement to the contrary, each of the Master Servicer and the Trustee shall pay from its own funds, without any right of reimbursement therefor, the amount of any costs, liabilities and expenses incurred by the Trust Estate (including, without limitation, any and all federal, state or local taxes, including taxes imposed on "prohibited transactions" within the meaning of the REMIC Provisions) if and to the extent that such costs, liabilities and expenses arise from a failure of the Master Servicer or the Trustee, respectively, to perform its obligations under this Section 8.13. SECTION 8.14 MONTHLY ADVANCES. In the event that WFHM fails to make a Periodic Advance required to be made pursuant to the WFHM Servicing Agreement on or before the Distribution Date, the Trustee shall make a Periodic Advance as required by Section 3.03 hereof; provided, however, the Trustee shall not be required to make such Periodic Advances if prohibited by law or if it determines that such Periodic Advance would be a Nonrecoverable Advance. With respect to those Periodic Advances which should have been made by WFHM, the Trustee shall be entitled, pursuant to Section 3.02(a)(i), (ii) or (v) hereof, to be reimbursed from the Certificate Account for Periodic Advances and Nonrecoverable Advances made by it. ARTICLE IX TERMINATION SECTION 9.01 TERMINATION UPON PURCHASE BY THE SELLER OR LIQUIDATION OF ALL MORTGAGE LOANS. Subject to Section 9.02, the respective obligations and responsibilities of the Seller, the Master Servicer and the Trustee created hereby (other than the obligation of the Trustee to make certain payments after the Final Distribution Date to Certificateholders and the obligation of the Master Servicer to send certain notices as hereinafter set forth and the tax reporting obligations under Sections 4.05 and 8.13 hereof) shall terminate upon the last action required to be taken by the Trustee on the Final Distribution Date pursuant to this Article IX following the earlier of (i) the purchase by the Seller of all Mortgage Loans and all property acquired in respect of any Mortgage Loan remaining in the Trust Estate at a price equal to the sum of (x) 100% of the unpaid principal balance of each Mortgage Loan (other than any REO Mortgage Loan) as of the Final Distribution Date, and (y) the fair market value of the Mortgaged Property related to any REO Mortgage Loan (as determined by the Master Servicer as of the close of business on the third Business Day next preceding the date upon which notice of any such termination is furnished to Certificateholders pursuant to the third paragraph of this Section 9.01), plus any accrued and unpaid interest through the last day of the month preceding the month of such purchase at the applicable Mortgage Interest Rate less any Fixed Retained Yield on each Mortgage Loan (including any REO Mortgage Loan) and (ii) the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan remaining in the Trust Estate (including for this purpose the discharge of any Mortgagor under a defaulted Mortgage Loan on which a Servicer is not obligated to foreclose due to environmental impairment) or the disposition of all property acquired upon foreclosure or deed in lieu of foreclosure of any Mortgage Loan; provided, however, that in no event shall the trust created hereby continue beyond the expiration of 21 years from the death of the last survivor of the descendants of Joseph P. Kennedy, the late ambassador of the United States to the Court of St. James, living on the date hereof. The right of the Seller to purchase all the assets of the Trust Estate pursuant to clause (i) of the preceding paragraph are subject to Section 9.02 and conditioned upon the Pool Scheduled Principal Balance of the Mortgage Loans as of the Final Distribution Date being less than the amount set forth in Section 11.16. In the case of any purchase by the Seller pursuant to said clause (i), the Seller shall provide to the Trustee the certification required by Section 3.04 and the Trustee and the Custodian shall, promptly following payment of the purchase price, release to the Seller the Owner Mortgage Loan Files pertaining to the Mortgage Loans being purchased. Notice of any termination, specifying the Final Distribution Date (which shall be a date that would otherwise be a Distribution Date) upon which the Certificateholders may surrender their Certificates to the Trustee for payment of the final distribution and cancellation, shall be given promptly by the Trustee by letter to Certificateholders mailed not earlier than the 15th day of the month preceding the month of such final distribution and not later than the twentieth day of the month of such final distribution specifying (A) the Final Distribution Date upon which final payment of the Certificates will be made upon presentation and surrender of Certificates at the office or agency of the Trustee therein designated, (B) the amount of any such final payment and (C) that the Record Date otherwise applicable to such Distribution Date is not applicable, payments being made (except in the case of any Class A Certificate surrendered on a prior Distribution Date pursuant to Section 4.01) only upon presentation and surrender of the Certificates at the office or agency of the Trustee therein specified. If the Seller is exercising its right to purchase, the Seller shall deposit in the Certificate Account on or before the Final Distribution Date in immediately available funds an amount equal to the purchase price for the assets of the Trust Estate computed as above provided. Failure to give notice of termination as described herein shall not entitle a Certificateholder to any interest beyond the interest payable on the Final Distribution Date. Upon presentation and surrender of the Certificates, the Trustee shall cause to be distributed to Certificateholders on the Final Distribution Date in proportion to their respective Percentage Interests an amount equal to (i) as to the Classes of Class A Certificates, the respective Principal Balance together with any related Class A Unpaid Interest Shortfall and one month's interest in an amount equal to the respective Interest Accrual Amount, (ii) as to the Classes of Class B Certificates, the respective Principal Balance together with any related Class B Unpaid Interest Shortfall and one month's interest in an amount equal to the respective Interest Accrual Amount and (iii) as to the Class I-A-R Certificate, the amounts, if any, which remain on deposit in the Certificate Account (other than amounts retained to meet claims) after application pursuant to clauses (i), (ii) and (iii) above and payment to the Master Servicer of any amounts it is entitled as reimbursement or otherwise hereunder. Notwithstanding the foregoing, if the price paid pursuant to clause (i) of the first paragraph of this Section 9.01, after reimbursement to the Servicers, the Master Servicer and the Trustee of any Periodic Advances, is insufficient to pay in full the amounts set forth in clauses (i), (ii) and (iii) of this paragraph, then any shortfall in the amount available for distribution to Certificateholders shall be allocated in reduction of the amounts otherwise distributable on the Final Distribution Date in the same manner as Realized Losses are allocated pursuant to Section 4.02(a) hereof. Such distribution on the Final Distribution Date shall be in lieu of the distribution otherwise required to be made on such Distribution Date in respect of each Class of Certificates. In the event that all of the Certificateholders shall not surrender their Certificates for final payment and cancellation within three months following the Final Distribution Date, the Trustee shall on such date cause all funds, if any, in the Certificate Account not distributed in final distribution to Certificateholders to be withdrawn therefrom and credited to the remaining Certificateholders by depositing such funds in a separate escrow account for the benefit of such Certificateholders or the Trustee shall give a second written notice to the remaining Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within three months after the second notice all the Certificates shall not have been surrendered for cancellation, the Trustee may take appropriate steps, or may appoint an agent to take appropriate steps, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the funds on deposit in such escrow account. SECTION 9.02 ADDITIONAL TERMINATION REQUIREMENTS. In the event of a termination of the Trust Estate upon the exercise by the Seller of its purchase option as provided in Section 9.01, the Trust Estate shall be terminated in accordance with the following additional requirements, unless the Trustee has received an Opinion of Counsel to the effect that any other manner of termination (i) will constitute a "qualified liquidation" of the Trust Estate within the meaning of Code Section 860F(a)(4)(A) and (ii) will not subject the REMIC to federal tax or cause the Trust Estate to fail to qualify as a REMIC at any time that any Certificates are outstanding: (ii) The notice given by the Trustee under Section 9.01 shall provide that such notice constitutes the adoption of a plan of complete liquidation of the REMIC as of the date of such notice (or, if earlier, the date on which the first such notice is mailed to Certificateholders). The Master Servicer shall also specify such date in a statement attached to the final tax return of the REMIC; and (iii) At or after the time of adoption of such a plan of complete liquidation and at or prior to the Final Distribution Date, the Trustee shall sell all of the assets of the Trust Estate to the Seller for cash at the purchase price specified in Section 9.01 and shall distribute such cash within 90 days of such adoption in the manner specified in Section 9.01. ARTICLE X MISCELLANEOUS PROVISIONS SECTION 10.01 AMENDMENT. (a) This Agreement or the Custodial Agreement may be amended from time to time by the Seller, the Master Servicer and the Trustee without the consent of any of the Certificateholders, (i) to cure any ambiguity or mistake, (ii) to correct or supplement any provisions herein or therein which may be inconsistent with any other provisions herein or therein or in the related Prospectus, (iii) to modify, eliminate or add to any of its provisions to such extent as shall be necessary to maintain the qualification of the Trust Estate as a REMIC at all times that any Certificates are outstanding or to avoid or minimize the risk of the imposition of any federal tax on the Trust Estate or the REMIC pursuant to the Code that would be a claim against the Trust Estate, provided that (a) the Trustee has received an Opinion of Counsel to the effect that such action is necessary or desirable to maintain such qualification or to avoid or minimize the risk of the imposition of any such tax and (b) such action shall not, as evidenced by such Opinion of Counsel, adversely affect in any material respect the interests of any Certificateholder, (iv) to change the timing and/or nature of deposits into the Certificate Account provided that such change shall not, as evidenced by an Opinion of Counsel, adversely affect in any material respect the interests of any Certificateholder, (v) to modify, eliminate or add to the provisions of Section 5.02 or any other provisions hereof restricting transfer of the Certificates, provided that the Master Servicer for purposes of Section 5.02 has determined in its sole discretion that any such modifications to this Agreement will neither adversely affect the rating on the Certificates nor give rise to a risk that either the Trust Estate or the REMIC or any of the Certificateholders will be subject to a tax caused by a transfer to a non-permitted transferee and (vi) to make any other provisions with respect to matters or questions arising under this Agreement or such Custodial Agreement which shall not be materially inconsistent with the provisions of this Agreement, provided that such action shall not, as evidenced by an Opinion of Counsel, adversely affect in any material respect the interests of any Certificateholder. Notwithstanding the foregoing, any amendment pursuant to clause (iv) or (vi) shall not be deemed to adversely affect in any material respect the interest of Certificateholders and no Opinion of Counsel to that effect shall be required if the person requesting the amendment instead obtains a letter from each Rating Agency stating that the amendment would not result in the downgrading or withdrawal of the respective ratings then assigned to the Certificates. This Agreement or the Custodial Agreement may also be amended from time to time by the Seller, the Master Servicer and the Trustee with the consent of the Holders of Certificates evidencing in the aggregate not less than 66-2/3% of the aggregate Voting Interests of each Class of Certificates affected thereby for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Agreement or such Custodial Agreement or of modifying in any manner the rights of the Holders of Certificates of such Class; provided, however, that no such amendment shall (i) reduce in any manner the amount of, or delay the timing of, payments received on Mortgage Loans which are required to be distributed on any Certificate without the consent of the Holder of such Certificate, (ii) adversely affect in any material respect the interest of the Holders of Certificates of any Class in a manner other than as described in clause (i) hereof without the consent of Holders of Certificates of such Class evidencing, as to such Class, Voting Interests aggregating not less than 66-2/3% or (iii) reduce the aforesaid percentage of Certificates of any Class the Holders of which are required to consent to any such amendment, without the consent of the Holders of all Certificates of such Class then outstanding. Notwithstanding any contrary provision of this Agreement, the Trustee shall not consent to any amendment to this Agreement unless it shall have first received an Opinion of Counsel to the effect that such amendment will not subject the REMIC to tax or cause the Trust Estate to fail to qualify as a REMIC at any time that any Certificates are outstanding. Promptly after the execution of any amendment requiring the consent of Certificateholders, the Trustee shall furnish written notification of the substance of such amendment to each Certificateholder. It shall not be necessary for the consent of Certificateholders under this Section 10.01(a) to approve the particular form of any proposed amendment, but it shall be sufficient if such consent shall approve the substance thereof. The manner of obtaining such consents and of evidencing the authorization of the execution thereof by Certificateholders shall be subject to such reasonable regulations as the Trustee may prescribe. (b) Notwithstanding any contrary provision of this Agreement, the Master Servicer may, from time to time, amend Schedule I hereto without the consent of any Certificateholder or the Trustee; provided, however, (i) that such amendment does not conflict with any provisions of the related Servicing Agreement, (ii) that the related Servicing Agreement provides for the remittance of each type of Unscheduled Principal Receipts received by such Servicer during the Applicable Unscheduled Principal Receipt Period (as so amended) related to each Distribution Date to the Master Servicer no later than the 24th day of the month in which such Distribution Date occurs and (iii) that such amendment is for the purpose of: (a) changing the Applicable Unscheduled Principal Receipt Period for Type 1 Mortgage Loans to a Mid-Month Receipt Period with respect to all Unscheduled Principal Receipts; or (b) changing the Applicable Unscheduled Principal Receipt Period for all Mortgage Loans serviced by any Servicer to a Mid-Month Receipt Period with respect to Full Unscheduled Principal Receipts and to a Prior Month Receipt Period with respect to Partial Unscheduled Principal Receipts. A copy of any amendment to Schedule I pursuant to this Section 10.01(b) shall be promptly forwarded to the Trustee. SECTION 10.02 RECORDATION OF AGREEMENT. This Agreement (or an abstract hereof, if acceptable to the applicable recording office) is subject to recordation in all appropriate public offices for real property records in all the towns or other comparable jurisdictions in which any or all of the Mortgaged Properties are situated, and in any other appropriate public office or elsewhere, such recordation to be effected by the Master Servicer and at its expense on direction by the Trustee, but only upon direction accompanied by an Opinion of Counsel to the effect that such recordation materially and beneficially affects the interests of the Certificateholders. For the purpose of facilitating the recordation of this Agreement as herein provided and for other purposes, this Agreement may be executed simultaneously in any number of counterparts, each of which counterparts shall be deemed to be an original, and such counterparts shall constitute but one and the same instrument. SECTION 10.03 LIMITATION ON RIGHTS OF CERTIFICATEHOLDERS. The death or incapacity of any Certificateholder shall not operate to terminate this Agreement or the Trust Estate, nor entitle such Certificateholder's legal representatives or heirs to claim an accounting or take any action or proceeding in any court for a partition or winding up of the Trust Estate, nor otherwise affect the rights, obligations and liabilities of the parties hereto or any of them. Except as otherwise expressly provided herein, no Certificateholder, solely by virtue of its status as a Certificateholder, shall have any right to vote or in any manner otherwise control the operation and management of the Trust Estate, or the obligations of the parties hereto, nor shall anything herein set forth, or contained in the terms of the Certificates, be construed so as to constitute the Certificateholders from time to time as partners or members of an association, nor shall any Certificateholder be under any liability to any third person by reason of any action taken by the parties to this Agreement pursuant to any provision hereof. No Certificateholder, solely by virtue of its status as Certificateholder, shall have any right by virtue or by availing of any provision of this Agreement to institute any suit, action or proceeding in equity or at law upon or under or with respect to this Agreement, unless such Holder previously shall have given to the Trustee a written notice of default and of the continuance thereof, as hereinbefore provided, and unless also the Holders of Certificates evidencing not less than 25% of the Voting Interest represented by all Certificates shall have made written request upon the Trustee to institute such action, suit or proceeding in its own name as Trustee hereunder and shall have offered to the Trustee such reasonable indemnity as it may require against the cost, expenses and liabilities to be incurred therein or thereby, and the Trustee, for 60 days after its receipt of such notice, request and offer of indemnity, shall have neglected or refused to institute any such action, suit or proceeding; it being understood and intended, and being expressly covenanted by each Certificateholder with every other Certificateholder and the Trustee, that no one or more Holders of Certificates shall have any right in any manner whatever by virtue or by availing of any provision of this Agreement to affect, disturb or prejudice the rights of the Holders of any other of such Certificates, or to obtain or seek to obtain priority over or preference to any other such Holder, or to enforce any right under this Agreement, except in the manner herein provided and for the benefit of all Certificateholders. For the protection and enforcement of the provisions of this Section, each and every Certificateholder and the Trustee shall be entitled to such relief as can be given either at law or in equity. SECTION 10.04 GOVERNING LAW; JURISDICTION. This Agreement shall be construed in accordance with the laws of the State of New York (without regard to conflicts of laws principles), and the obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws. SECTION 10.05 NOTICES. All demands, notices and communications hereunder shall be in writing and shall be deemed to have been duly given if personally delivered at or mailed by certified or registered mail, return receipt requested (i) in the case of the Seller, to Wells Fargo Asset Securities Corporation, 7485 New Horizon Way, Frederick, Maryland 21703, Attention: Vice President, or such other address as may hereafter be furnished to the Master Servicer and the Trustee in writing by the Seller, (ii) in the case of the Master Servicer, to Wells Fargo Bank Minnesota, National Association, 7485 New Horizon Way, Frederick, Maryland 21703, Attention: Vice President or such other address as may hereafter be furnished to the Seller and the Trustee in writing by the Master Servicer and (iii) in the case of the Trustee, to the Corporate Trust Office, or such other address as may hereafter be furnished to the Seller and the Master Servicer in writing by the Trustee, in each case Attention: Corporate Trust Department. Any notice required or permitted to be mailed to a Certificateholder shall be given by first class mail, postage prepaid, at the address of such Holder as shown in the Certificate Register. Any notice mailed or transmitted within the time prescribed in this Agreement shall be conclusively presumed to have been duly given, whether or not the addressee receives such notice, provided, however, that any demand, notice or communication to or upon the Seller, the Master Servicer or the Trustee shall not be effective until received. For all purposes of this Agreement, in the absence of actual knowledge by an officer of the Master Servicer, the Master Servicer shall not be deemed to have knowledge of any act or failure to act of any Servicer unless notified thereof in writing by the Trustee, the Servicer or a Certificateholder. SECTION 10.06 SEVERABILITY OF PROVISIONS. If any one or more of the covenants, agreements, provisions or terms of this Agreement shall be for any reason whatsoever held invalid, then such covenants, agreements, provisions or terms shall be deemed severable from the remaining covenants, agreements, provisions or terms of this Agreement and shall in no way affect the validity or enforceability of the other provisions of this Agreement or of the Certificates or the rights of the Holders thereof. SECTION 10.07 SPECIAL NOTICES TO RATING AGENCIES. (a) The Trustee shall give prompt notice to each Rating Agency of the occurrence of any of the following events of which it has notice: (i) any amendment to this Agreement pursuant to Section 10.01(a); (ii) any sale or transfer of the Class B Certificates pursuant to Section 5.02 to an affiliate of the Seller; (iii) any assignment by the Master Servicer of its rights and delegation of its duties pursuant to Section 6.06; (iv) any resignation of the Master Servicer pursuant to Section 6.04; (v) the occurrence of any of the Events of Default described in Section 7.01; (vi) any notice of termination given to the Master Servicer pursuant to Section 7.01; (vii) the appointment of any successor to the Master Servicer pursuant to Section 7.05; or (viii) the making of a final payment pursuant to Section 9.01. (b) The Master Servicer shall give prompt notice to each Rating Agency of the occurrence of any of the following events: (i) the resignation of the Custodian or the appointment of a successor Custodian pursuant to the Custodial Agreement; (ii) the resignation or removal of the Trustee pursuant to Section 8.08; (iii) the appointment of a successor trustee pursuant to Section 8.09; or (iv) the sale, transfer or other disposition in a single transaction of 50% or more of the equity interests in the Master Servicer. (c) The Master Servicer shall deliver to each Rating Agency: (i) reports prepared pursuant to Section 3.05; and (ii) statements prepared pursuant to Section 4.04. SECTION 10.08 COVENANT OF SELLER. The Seller shall not amend Article Third of its Certificate of Incorporation without the prior written consent of each Rating Agency rating the Certificates. SECTION 10.09 RECHARACTERIZATION. The Parties intend the conveyance by the Seller to the Trustee of all of its right, title and interest in and to the Mortgage Loans pursuant to this Agreement to constitute a purchase and sale and not a loan. Notwithstanding the foregoing, to the extent that such conveyance is held not to constitute a sale under applicable law, it is intended that this Agreement shall constitute a security agreement under applicable law and that the Seller shall be deemed to have granted to the Trustee a first priority security interest in all of the Seller's right, title and interest in and to the Mortgage Loans. ARTICLE XI TERMS FOR CERTIFICATES SECTION 11.01 CUT-OFF DATE. The Cut-Off Date for the Certificates is August 1, 2002. SECTION 11.02 CUT-OFF DATE AGGREGATE PRINCIPAL BALANCE. The Cut-Off Date Aggregate Principal Balance is $225,460,487.91. SECTION 11.03 ORIGINAL GROUP I-A PERCENTAGE. The Original Group I-A Percentage is 53.76866746%. SECTION 11.04 ORIGINAL GROUP II-A PERCENTAGE. The Original Group II-A Percentage is 40.19640019%. SECTION 11.05 ORIGINAL PRINCIPAL BALANCES OF THE CLASSES OF CLASS A CERTIFICATES. As to the following Classes of Class A Certificates, the Principal Balance of such Class as of the Cut-Off Date, as follows: Original Class Principal Balance ----- ----------------- Class I-A-1 $121,227,000.00 Class I-A-R $ 100.00 Class II-A-1 $ 90,627,000.00 Original Component Component Principal Balance --------- ------------------ Class I-A-PO Component $ 18,684.96 Class II-A-PO Component $ 58,977.46 SECTION 11.06 ORIGINAL AGGREGATE NON-PO PRINCIPAL BALANCE. The Original Aggregate Non-PO Principal Balance is $225,382,825.49. SECTION 11.07 ORIGINAL AGGREGATE PERCENTAGES. SECTION 11.07(A) ORIGINAL AGGREGATE SUBORDINATE PERCENTAGE. The Original Aggregate Subordinate Percentage is 6.38586909%. SECTION 11.07(B) ORIGINAL AGGREGATE CLASS A PERCENTAGE. The Original Aggregate Class A Percentage is 93.61413091%. SECTION 11.08 ORIGINAL CLASS B PRINCIPAL BALANCE. The Original Class B Principal Balance is $13,528,725.49. SECTION 11.09 ORIGINAL PRINCIPAL BALANCES OF THE CLASSES OF CLASS B CERTIFICATES. As to the following Classes of Class B Certificate, the Principal Balance of such Class as of the Cut-Off Date, is as follows: Original Class Principal Balance ----- ----------------- Class B-1 $ 7,440,000.00 Class B-2 $ 2,142,000.00 Class B-3 $ 1,127,000.00 Class B-4 $ 1,127,000.00 Class B-5 $ 677,000.00 Class B-6 $ 1,015,725.49 SECTION 11.10 ORIGINAL CLASS B-1 FRACTIONAL INTEREST. The Original Class B-1 Fractional Interest is 2.87401824%. SECTION 11.11 ORIGINAL CLASS B-2 FRACTIONAL INTEREST. The Original Class B-2 Fractional Interest is 1.86294505%. SECTION 11.12 ORIGINAL CLASS B-3 FRACTIONAL INTEREST. The Original Class B-3 Fractional Interest is 1.33097518%. SECTION 11.13 ORIGINAL CLASS B-4 FRACTIONAL INTEREST. The Original Class B-4 Fractional Interest is 0.79900530%. SECTION 11.14 ORIGINAL CLASS B-5 FRACTIONAL INTEREST. The Original Class B-5 Fractional Interest is 0.47944575%. SECTION 11.15 CLOSING DATE. The Closing Date is August 28, 2002. SECTION 11.16 RIGHT TO PURCHASE. The right of the Seller to purchase all of the Mortgage Loans pursuant to Section 9.01 hereof shall be conditioned upon the aggregate Scheduled Principal Balance of the Mortgage Loans being less than $22,546,048.79 (10% of the Cut-Off Date Aggregate Principal Balance) at the time of any such purchase. SECTION 11.17 WIRE TRANSFER ELIGIBILITY. With respect to the Class A Certificates (other than the Class I-A-R and Class A-PO Certificates) and the Class B Certificates, the minimum Denomination eligible for wire transfer on each Distribution Date is $500,000. The Class I-A-R and Class A-PO Certificates are not eligible for wire transfer; provided however, that for so long as the Holder of the Class A-PO Certificates is the Clearing Agency or its nominee, such Class shall be eligible for wire transfer. SECTION 11.18 SINGLE CERTIFICATE. A Single Certificate for the Class I-A-1 and Class II-A-1 Certificates represent a $25,000 Denomination. A Single Certificate for the Class A-PO, Class B-1, Class B-2 and Class B-3 Certificates represents a $100,000 Denomination. A Single Certificate for the Class I-A-R Certificate represents a $100 Denomination. A Single Certificate for the Class B-4, Class B-5 and Class B-6 Certificates represents a $250,000 Denomination. SECTION 11.19 SERVICING FEE RATE. The rate used to calculate the Servicing Fee is equal to such rate as is set forth on the Mortgage Loan Schedule with respect to a Mortgage Loan. SECTION 11.20 MASTER SERVICING FEE RATE. The rate used to calculate the Master Servicing Fee for each Mortgage Loan shall be 0.017% per annum. IN WITNESS WHEREOF, the Seller, the Master Servicer and the Trustee have caused their names to be signed hereto by their respective officers thereunto duly authorized, all as of the day and year first above written. WELLS FARGO ASSET SECURITIES CORPORATION as Seller By: ------------------------------------- Name: Alan S. McKenney Title: Vice President WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION as Master Servicer By: ------------------------------------- Name: William B. Hill, III Title: Vice President WACHOVIA BANK, NATIONAL ASSOCIATION as Trustee By: ------------------------------------- Name: Title: Attest: By: ___________________________________ Name: _________________________________ Title: ________________________________ STATE OF MARYLAND ) ss.: COUNTY OF FREDERICK ) On this 28th day of August, 2002, before me, a notary public in and for the State of Maryland, personally Alan McKenney, known to me who, being by me duly sworn, did depose and say that he resides at McLean, Virginia; that he is Vice President of Wells Fargo Asset Securities Corporation, a Delaware corporation, one of the parties that executed the foregoing instrument; and that he signed his name thereto by order of the Board of Directors of said corporation. ------------------------- Notary Public [NOTARIAL SEAL] STATE OF MARYLAND ) ss.: COUNTY OF FREDERICK ) On this 28th day of August, 2002, before me, a notary public in and for the State of Maryland, personally appeared William B. Hill, III, known to me who, being by me duly sworn, did depose and say that he resides at Frederick, Maryland; that he is a Vice President of Wells Fargo Bank Minnesota, National Association, a national banking association, one of the parties that executed the foregoing instrument; and that he signed her name thereto by order of the Board of Directors of said corporation. ------------------------- Notary Public [NOTARIAL SEAL] STATE OF NORTH CAROLINA ) ss.: COUNTY OF ) On this 28th day of August, 2002, before me, a notary public in and for the State of North Carolina, personally appeared ___________________, known to me who, being by me duly sworn, did depose and say that s/he resides at _________________, North Carolina; that s/he is a ____________________ of Wachovia Bank, National Association, a national banking association, one of the parties that executed the foregoing instrument; and that s/he signed his/her name thereto by order of the Board of Directors of said corporation. STATE OF NORTH CAROLINA ) ss.: COUNTY OF ) On this 28th day of August, 2002, before me, a notary public in and for the State of North Carolina, personally appeared _____________________, known to me who, being by me duly sworn, did depose and say that he resides at __________________, North Carolina; that he is a _____________________ of Wachovia Bank, National Association, a national banking association, one of the parties that executed the foregoing instrument; and that s/he signed his name thereto by order of the Board of Directors of said corporation. ------------------------- Notary Public [NOTARIAL SEAL] SCHEDULE I Wells Fargo Asset Securities Corporation, Mortgage Asset-Backed Pass-Through Certificates, Series 2002-1 Applicable Unscheduled Principal Receipt Period
Full Unscheduled Partial Unscheduled Servicer Principal Receipts Principal Receipts ------------------------------------- ------------------ ------------------- WFHM (Exhibits F-1A and F-1B) Mid-Month Mid-Month WFHM (Exhibits F-2A and F-2B) Prior Month Prior Month National City Mortgage Corporation Mid-Month Prior Month First Nationwide Mortgage Corporation Mid-Month Prior Month First Horizon Home Loan Corporation Mid-Month Prior Month Cendant Mortgage Corporation Prior Month Prior Month Washington Mutual Bank, FA Mid-Month Prior Month Bank United Mid-Month Prior Month HSBC Mortgage Corporation (USA) Mid-Month Prior Month Old Kent Mortgage Corporation Mid-Month Prior Month
EXHIBIT I-A-1 [FORM OF FACE OF CLASS I-A-1 CERTIFICATE] [UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY TO THE SELLER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY AND ANY PAYMENT IS MADE TO CEDE & CO., ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL SINCE THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] MORTGAGE ASSET-BACKED PASS-THROUGH CERTIFICATE SERIES 2002-1, CLASS I-A-1 evidencing an interest in a pool of fixed interest rate, conventional, monthly pay, fully amortizing, first lien, one- to four-family residential mortgage loans, which may include loans secured by shares issued by cooperative housing corporations, sold by WELLS FARGO ASSET SECURITIES CORPORATION (Not an interest in or obligation of the Seller) THIS CERTIFICATE DOES NOT EVIDENCE AN OBLIGATION OF, OR AN INTEREST IN, THE SELLER, THE MASTER SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES, AND IS NOT INSURED OR GUARANTEED BY THE SELLER, THE MASTER SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES, OR BY ANY GOVERNMENT AGENCY OR PRIVATE INSURER. DISTRIBUTIONS IN REDUCTION OF THE PRINCIPAL BALANCE OF THIS CERTIFICATE WILL BE MADE IN THE MANNER DESCRIBED IN THE POOLING AND SERVICING AGREEMENT. ACCORDINGLY, THE OUTSTANDING PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL PRINCIPAL BALANCE REPRESENTED HEREBY. Certificate No. Cut-Off Date: August 1, 2002 CUSIP No.: 94974S AA 1 First Distribution Date: September 25, 2002 Denomination: $________________ Percentage Interest evidenced by this Certificate: ______% Final Scheduled Maturity Date: September 25, 2032 THIS CERTIFIES THAT _____________________ is the registered owner of the Percentage Interest evidenced by this Certificate in monthly distributions to the Holders of the Class I-A-1 Certificates with respect to a Trust Estate consisting of two pools of fixed interest rate, conventional, monthly pay, fully amortizing, first lien, one- to four-family residential mortgage loans, other than the Fixed Retained Yield, if any, with respect thereto, and which may include loans secured by shares issued by cooperative housing corporations (the "Group I Mortgage Loans" and "Group II Mortgage Loans", respectively), formed by Wells Fargo Asset Securities Corporation (hereinafter called the "Seller", which term includes any successor entity under the Agreement referred to below). The Trust Estate was created pursuant to a Pooling and Servicing Agreement dated as of August 28, 2002 (the "Agreement") among the Seller, Wells Fargo Bank Minnesota, National Association, as master servicer (the "Master Servicer") and Wachovia Bank, National Association, as trustee (the "Trustee"), a summary of certain of the pertinent provisions of which is set forth hereinafter. To the extent not defined herein, the capitalized terms used herein have the meanings ascribed to such terms in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. Pursuant to the terms of the Agreement, a distribution will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (the "Distribution Date"), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered at the close of business on the last Business Day of the month preceding the month of such distribution, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the Group I-A Distribution Amount for the Class I-A-1 Certificates required to be distributed to Holders of the Class I-A-1 Certificates on such Distribution Date, subject to adjustment in certain events as specified in the Agreement. Distributions in reduction of the Principal Balance of certain Classes of Class A Certificates may not commence on the first Distribution Date specified above. Distributions of principal will be allocated among the Classes of Group I-A Certificates in accordance with the provisions of the Agreement. The pass-through rate on the Class I-A-1 Certificates applicable to each Distribution Date will be 6.250% per annum. The amount of interest which accrues on this Certificate in any month will be subject to reduction with respect to any Non-Supported Interest Shortfall, any Relief Act Shortfall and the interest portion of certain Realized Losses allocated to the Class I-A-1 Certificates, as described in the Agreement. Distributions on this Certificate will be made on behalf of the Trustee either by the Master Servicer or by a Paying Agent appointed by the Master Servicer by check mailed to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, unless such Person is entitled to receive payments by wire transfer in immediately available funds in accordance with the Pooling and Servicing Agreement and such Person has notified the Master Servicer pursuant to the Pooling and Servicing Agreement that such payments are to be made by wire transfer of immediately available funds. Notwithstanding the above, the final distribution in reduction of the Principal Balance of this Certificate will be made after due notice of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency specified by the Trustee for that purpose in the notice of final distribution. Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. This Certificate constitutes a "regular interest" in a "real estate mortgage investment conduit" as those terms are defined in Section 860G(a)(1) and Section 860D, respectively, of the Internal Revenue Code of 1986, as amended. Unless this Certificate has been countersigned by an authorized officer of the Trustee, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose. IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed as of the date set forth below. Dated: Wachovia Bank, National Association, Trustee By____________________________ Authorized Officer Countersigned: Wachovia Bank, National Association, Trustee By ________________________ Authorized Officer EXHIBIT I-A-R [Form of Face of Class I-A-R Certificate] FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A "RESIDUAL INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT CONDUIT" AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(2) AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE"). A TRANSFEREE OF THIS CERTIFICATE, BY ACCEPTANCE HEREOF, IS DEEMED TO HAVE ACCEPTED THIS CERTIFICATE SUBJECT TO CERTAIN RESTRICTIONS ON TRANSFERABILITY, AS SET FORTH IN SECTION 5.02(d) OF THE POOLING AND SERVICING AGREEMENT, AND SHALL BE REQUIRED TO FURNISH AN AFFIDAVIT TO THE TRANSFEROR AND THE TRUSTEE TO THE EFFECT THAT, AMONG OTHER THINGS, IT IS NOT A DISQUALIFIED ORGANIZATION, AS SUCH TERM IS DEFINED IN CODE SECTION 860E(e)(5), AN AGENT (INCLUDING A BROKER, NOMINEE OR OTHER MIDDLEMAN) FOR A DISQUALIFIED ORGANIZATION OR A NON-PERMITTED FOREIGN HOLDER, AS DEFINED IN SECTION 5.02(d) OF THE POOLING AND SERVICING AGREEMENT AND TO HAVE AGREED TO SUCH AMENDMENTS TO THE POOLING AND SERVICING AGREEMENT AS MAY BE REQUIRED TO FURTHER EFFECTUATE THE RESTRICTIONS ON TRANSFERS TO DISQUALIFIED ORGANIZATIONS, AGENTS THEREOF OR NON-PERMITTED FOREIGN HOLDERS. THE HOLDER OF THIS CLASS I-A-R CERTIFICATE, BY ACCEPTANCE HEREOF, IS DEEMED TO HAVE AGREED TO THE DESIGNATION OF THE MASTER SERVICER AS ITS AGENT TO ACT AS "TAX MATTERS PERSON" OF THE REMIC TO PERFORM THE FUNCTIONS OF A "TAX MATTERS PARTNER" FOR PURPOSES OF SUBCHAPTER C OF CHAPTER 63 OF SUBTITLE F OF THE CODE, OR, IF SO REQUESTED BY THE MASTER SERVICER, TO ACT AS TAX MATTERS PERSON OF THE REMIC. THIS CERTIFICATE MAY NOT BE PURCHASED BY OR TRANSFERRED TO ANY PERSON WHICH IS AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT SUBJECT TO TITLE I OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED ("ERISA"), OR SECTION 4975 OF THE CODE OR A GOVERNMENTAL PLAN, AS DEFINED IN SECTION 3(32) OF ERISA SUBJECT TO ANY FEDERAL, STATE OR LOCAL LAW WHICH IS, TO A MATERIAL EXTENT, SIMILAR TO THE FOREGOING PROVISIONS OF ERISA OR THE CODE (COLLECTIVELY, A "PLAN"), OR ANY PERSON ACTING ON BEHALF OF OR INVESTING THE ASSETS OF A PLAN. MORTGAGE ASSET-BACKED PASS-THROUGH CERTIFICATE SERIES 2002-1, CLASS I-A-R evidencing an interest in a pool of fixed interest rate, conventional, monthly pay, fully amortizing, first lien, one- to four-family residential mortgage loans, which may include loans secured by shares issued by cooperative housing corporations, sold by WELLS FARGO ASSET SECURITIES CORPORATION (Not an interest in or obligation of the Seller) THIS CERTIFICATE DOES NOT EVIDENCE AN OBLIGATION OF, OR AN INTEREST IN, THE SELLER, THE MASTER SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES, AND IS NOT INSURED OR GUARANTEED BY THE SELLER, THE MASTER SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES, OR BY ANY GOVERNMENT AGENCY OR PRIVATE INSURER. DISTRIBUTIONS IN REDUCTION OF THE PRINCIPAL BALANCE OF THIS CERTIFICATE WILL BE MADE IN THE MANNER DESCRIBED IN THE POOLING AND SERVICING AGREEMENT. ACCORDINGLY, THE OUTSTANDING PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL PRINCIPAL BALANCE REPRESENTED HEREBY. Certificate No. Cut-Off Date: August 1, 2002 CUSIP No.: 94974S AB 9 First Distribution Date: September 25, 2002 Denomination: $___________ Percentage Interest evidenced by this Certificate: ______% Final Scheduled Maturity Date: September 25, 2032 THIS CERTIFIES THAT __________________________ is the registered owner of the Percentage Interest evidenced by this Certificate in monthly distributions to the Holder of the Class I-A-R Certificate with respect to a Trust Estate consisting of two pools of fixed interest rate, conventional, monthly pay, fully amortizing, first lien, one- to four-family residential mortgage loans, other than the Fixed Retained Yield, if any, with respect thereto, and which may include loans secured by shares issued by cooperative housing corporations (the "Group I Mortgage Loans" and "Group II Mortgage Loans," respectively), formed by Wells Fargo Asset Securities Corporation (hereinafter called the "Seller", which term includes any successor entity under the Agreement referred to below). The Trust Estate was created pursuant to a Pooling and Servicing Agreement dated as of August 28, 2002 (the "Agreement") among the Seller, Wells Fargo Bank Minnesota, National Association, as master servicer (the "Master Servicer") and Wachovia Bank, National Association, as trustee (the "Trustee"), a summary of certain of the pertinent provisions of which is set forth hereinafter. To the extent not defined herein, the capitalized terms used herein have the meanings ascribed to such terms in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. Pursuant to the terms of the Agreement, a distribution will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (the "Distribution Date"), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered at the close of business on the last Business Day of the month preceding the month of such distribution, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the Group I-A Distribution Amount for the Class I-A-R Certificate required to be distributed to the Holder of the Class I-A-R Certificate on such Distribution Date, subject to adjustment in certain events as specified in the Agreement. Distributions in reduction of the Principal Balance of certain Classes of Class A Certificates may not commence on the first Distribution Date specified above. Distributions of principal will be allocated among the Classes of Group I-A Certificates in accordance with the provisions of the Agreement. The pass-through rate on the Class I-A-R Certificate applicable to each Distribution Date will be 6.250% per annum. The amount of interest which accrues on this Certificate in any month will be subject to reduction with respect to any Non-Supported Interest Shortfall, any Relief Act Shortfall and the interest portion of certain Realized Losses allocated to the Class I-A-R Certificate, as described in the Agreement. Distributions on this Certificate will be made on behalf of the Trustee either by the Master Servicer or by a Paying Agent appointed by the Master Servicer by check mailed to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register. Notwithstanding the above, the final distribution on this Certificate will be made after due notice of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency specified by the Trustee for that purpose in the notice of final distribution. Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless this Certificate has been countersigned by an authorized officer of the Trustee, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose. IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed as of the date set forth below. Dated: Wachovia Bank, National Association, Trustee By____________________________ Authorized Officer Countersigned: Wachovia Bank, National Association, Trustee By ________________________ Authorized Officer EXHIBIT A-PO [FORM OF FACE OF CLASS I-A-PO CERTIFICATE] [UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY TO THE SELLER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY AND ANY PAYMENT IS MADE TO CEDE & CO., ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL SINCE THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] MORTGAGE ASSET-BACKED PASS-THROUGH CERTIFICATE SERIES 2002-1, CLASS A-PO evidencing an interest in two pools of fixed interest rate, conventional, monthly pay, fully amortizing, first lien, one- to four-family residential mortgage loans, which may include loans secured by shares issued by cooperative housing corporations, sold by WELLS FARGO ASSET SECURITIES CORPORATION (Not an interest in or obligation of the Seller) THIS CERTIFICATE DOES NOT EVIDENCE AN OBLIGATION OF, OR AN INTEREST IN, THE SELLER, THE MASTER SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES, AND IS NOT INSURED OR GUARANTEED BY THE SELLER, THE MASTER SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES, OR BY ANY GOVERNMENT AGENCY OR PRIVATE INSURER. DISTRIBUTIONS IN REDUCTION OF THE PRINCIPAL BALANCE OF THIS CERTIFICATE WILL BE MADE IN THE MANNER DESCRIBED IN THE POOLING AND SERVICING AGREEMENT. ACCORDINGLY, THE OUTSTANDING PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL PRINCIPAL BALANCE REPRESENTED HEREBY. Certificate No. Cut-Off Date: August 1, 2002 CUSIP No.: 94974S AC 7 First Distribution Date: September 25, 2002 Denomination: $________________ Percentage Interest evidenced by this Certificate: ____% Final Scheduled Maturity Date: September 25, 2032 THIS CERTIFIES THAT ________________________ is the registered owner of the Percentage Interest evidenced by this Certificate in monthly distributions to the Holders of the Class A-PO Certificates with respect to a Trust Estate consisting of two pools of fixed interest rate, conventional, monthly pay, fully amortizing, first lien, one- to four-family residential mortgage loans, other than the Fixed Retained Yield, if any, with respect thereto, and which may include loans secured by shares issued by cooperative housing corporations (the "Group I Mortgage Loans" and "Group II Mortgage Loans," respectively), formed by Wells Fargo Asset Securities Corporation (hereinafter called the "Seller", which term includes any successor entity under the Agreement referred to below). The Trust Estate was created pursuant to a Pooling and Servicing Agreement dated as of August 28, 2002 (the "Agreement") among the Seller, Wells Fargo Bank Minnesota, National Association, as master servicer (the "Master Servicer") and Wachovia Bank, National Association, as trustee (the "Trustee"), a summary of certain of the pertinent provisions of which is set forth hereinafter. To the extent not defined herein, the capitalized terms used herein have the meanings ascribed to such terms in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. Pursuant to the terms of the Agreement, a distribution will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (the "Distribution Date"), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered at the close of business on the last Business Day of the month preceding the month of such distribution, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the Group I-A Distribution Amount and the Group II-A Distribution Amount for the Class A-PO Certificates required to be distributed to Holders of the Class A-PO Certificates on such Distribution Date, subject to adjustment in certain events as specified in the Agreement. For the purposes of determining distributions in reduction of Principal Balance, the Class A-PO Certificates consist of two components (each, a "Component" and individually, the "Class I-A-PO Component" and the "Class I-A-PO Component"). The Class A-PO Components are principal only Components and will not be entitled to distributions in respect of interest. Distributions on this Certificate will be made on behalf of the Trustee either by the Master Servicer or by a Paying Agent appointed by the Master Servicer by check mailed to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, unless such Person is entitled to receive payments by wire transfer in immediately available funds in accordance with the Pooling and Servicing Agreement and such Person has notified the Master Servicer pursuant to the Pooling and Servicing Agreement that such payments are to be made by wire transfer of immediately available funds. Notwithstanding the above, the final distribution in reduction of the Principal Balance of this Certificate will be made after due notice of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency specified by the Trustee for that purpose in the notice of final distribution. Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Each Component of this Certificate constitutes a "regular interest" in a "real estate mortgage investment conduit" as those terms are defined in Section 860G(a)(1) and Section 860D, respectively, of the Internal Revenue Code of 1986, as amended. Unless this Certificate has been countersigned by an authorized officer of the Trustee by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose. IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed as of the date set forth below. Dated: Wachovia Bank, National Association, Trustee By____________________________ Authorized Officer Countersigned: Wachovia Bank, National Association, Trustee By ________________________ Authorized Officer EXHIBIT II-A-1 [FORM OF FACE OF CLASS II-A-1 CERTIFICATE] [UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY TO THE SELLER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY AND ANY PAYMENT IS MADE TO CEDE & CO., ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL SINCE THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] MORTGAGE ASSET-BACKED PASS-THROUGH CERTIFICATE SERIES 2002-1, CLASS II-A-1 evidencing an interest in a pool of fixed interest rate, conventional, monthly pay, fully amortizing, first lien, one- to four-family residential mortgage loans, which may include loans secured by shares issued by cooperative housing corporations, sold by WELLS FARGO ASSET SECURITIES CORPORATION (Not an interest in or obligation of the Seller) THIS CERTIFICATE DOES NOT EVIDENCE AN OBLIGATION OF, OR AN INTEREST IN, THE SELLER, THE MASTER SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES, AND IS NOT INSURED OR GUARANTEED BY THE SELLER, THE MASTER SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES, OR BY ANY GOVERNMENT AGENCY OR PRIVATE INSURER. DISTRIBUTIONS IN REDUCTION OF THE PRINCIPAL BALANCE OF THIS CERTIFICATE WILL BE MADE IN THE MANNER DESCRIBED IN THE POOLING AND SERVICING AGREEMENT. ACCORDINGLY, THE OUTSTANDING PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL PRINCIPAL BALANCE REPRESENTED HEREBY. Certificate No. Cut-Off Date: August 1, 2002 CUSIP No.: 94974S AD 5 First Distribution Date: September 25, 2002 Denomination: $________________ Percentage Interest evidenced by this Certificate: ______% Final Scheduled Maturity Date: September 25, 2032 THIS CERTIFIES THAT _____________________ is the registered owner of the Percentage Interest evidenced by this Certificate in monthly distributions to the Holders of the Class II-A-1 Certificates with respect to a Trust Estate consisting of two pools of fixed interest rate, conventional, monthly pay, fully amortizing, first lien, one- to four-family residential mortgage loans, other than the Fixed Retained Yield, if any, with respect thereto, and which may include loans secured by shares issued by cooperative housing corporations (the "Group I Mortgage Loans" and "Group II Mortgage Loans", respectively), formed by Wells Fargo Asset Securities Corporation (hereinafter called the "Seller", which term includes any successor entity under the Agreement referred to below). The Trust Estate was created pursuant to a Pooling and Servicing Agreement dated as of August 28, 2002 (the "Agreement") among the Seller, Wells Fargo Bank Minnesota, National Association, as master servicer (the "Master Servicer") and Wachovia Bank, National Association, as trustee (the "Trustee"), a summary of certain of the pertinent provisions of which is set forth hereinafter. To the extent not defined herein, the capitalized terms used herein have the meanings ascribed to such terms in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. Pursuant to the terms of the Agreement, a distribution will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (the "Distribution Date"), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered at the close of business on the last Business Day of the month preceding the month of such distribution, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and the Group II-A Distribution Amount for the Class II-A-1 Certificates required to be distributed to Holders of the Class II-A-1 Certificates on such Distribution Date, subject to adjustment in certain events as specified in the Agreement. Distributions in reduction of the Principal Balance of certain Classes of Class A Certificates may not commence on the first Distribution Date specified above. Distributions of principal will be allocated among the Classes of Group II-A Certificates in accordance with the provisions of the Agreement. The pass-through rate on the Class II-A-1 Certificates applicable to each Distribution Date will be 6.250% per annum. The amount of interest which accrues on this Certificate in any month will be subject to reduction with respect to any Non-Supported Interest Shortfall, any Relief Act Shortfall and the interest portion of certain Realized Losses allocated to the Class II-A-1 Certificates, as described in the Agreement. Distributions on this Certificate will be made on behalf of the Trustee either by the Master Servicer or by a Paying Agent appointed by the Master Servicer by check mailed to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, unless such Person is entitled to receive payments by wire transfer in immediately available funds in accordance with the Pooling and Servicing Agreement and such Person has notified the Master Servicer pursuant to the Pooling and Servicing Agreement that such payments are to be made by wire transfer of immediately available funds. Notwithstanding the above, the final distribution in reduction of the Principal Balance of this Certificate will be made after due notice of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency specified by the Trustee for that purpose in the notice of final distribution. Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. This Certificate constitutes a "regular interest" in a "real estate mortgage investment conduit" as those terms are defined in Section 860G(a)(1) and Section 860D, respectively, of the Internal Revenue Code of 1986, as amended. Unless this Certificate has been countersigned by an authorized officer of the Trustee, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose. IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed as of the date set forth below. Dated: Wachovia Bank, National Association, Trustee By____________________________ Authorized Officer Countersigned: Wachovia Bank, National Association, Trustee By ________________________ Authorized Officer EXHIBIT B-1 [FORM OF FACE OF CLASS B-1 CERTIFICATE] THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN. [UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY TO THE SELLER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY AND ANY PAYMENT IS MADE TO CEDE & CO., ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL SINCE THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] MORTGAGE ASSET-BACKED PASS-THROUGH CERTIFICATE SERIES 2002-1, CLASS B-1 evidencing an interest in two pools of fixed interest rate, conventional, monthly pay, fully amortizing, first lien, one- to four- family residential mortgage loans, which may include loans secured by shares issued by cooperative housing corporations, sold by WELLS FARGO ASSET SECURITIES CORPORATION (Not an interest in or obligation of the Seller) THIS CERTIFICATE DOES NOT EVIDENCE AN OBLIGATION OF, OR AN INTEREST IN, THE SELLER, THE MASTER SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES, AND IS NOT INSURED OR GUARANTEED BY THE SELLER, THE MASTER SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES, OR BY ANY GOVERNMENT AGENCY OR PRIVATE INSURER. DISTRIBUTIONS IN REDUCTION OF THE PRINCIPAL BALANCE OF THIS CERTIFICATE WILL BE MADE IN THE MANNER DESCRIBED IN THE POOLING AND SERVICING AGREEMENT. ACCORDINGLY, THE OUTSTANDING PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL PRINCIPAL BALANCE REPRESENTED HEREBY. Certificate No. Cut-Off Date: August 1, 2002 CUSIP No.: 94974S AF 0 First Distribution Date: September 25, 2002 Denomination: $_________________ Percentage Interest evidenced by this Certificate: ________% Final Scheduled Maturity Date: September 25, 2032 THIS CERTIFIES THAT __________________________ is the registered owner of the Percentage Interest evidenced by this Certificate in monthly distributions to the Holders of the Class B-1 Certificates with respect to a Trust Estate consisting of two pools of fixed interest rate, conventional, monthly pay, fully amortizing, first lien, one- to four-family residential mortgage loans, other than the Fixed Retained Yield, if any, with respect thereto, and which may include loans secured by shares issued by cooperative housing corporations (the "Group I Mortgage Loans" and "Group II Mortgage Loans," respectively), formed by Wells Fargo Asset Securities Corporation (hereinafter called the "Seller", which term includes any successor entity under the Agreement referred to below). The Trust Estate was created pursuant to a Pooling and Servicing Agreement dated as of August 28, 2002 (the "Agreement") among the Seller, Wells Fargo Bank Minnesota, National Association, as master servicer (the "Master Servicer") and Wachovia Bank, National Association, as trustee (the "Trustee"), a summary of certain of the pertinent provisions of which is set forth hereinafter. To the extent not defined herein, the capitalized terms used herein have the meanings ascribed to such terms in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. Pursuant to the terms of the Agreement, a distribution will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (the "Distribution Date"), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered at the close of business on the last Business Day of the month preceding the month of such distribution, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and, subject to the prior rights of the Class A Certificates as specified in the Agreement, any Class B-1 Distribution Amount required to be distributed to Holders of the Class B-1 Certificates on such Distribution Date, subject to adjustment, in certain events, as specified in the Agreement. The pass-through rate on the Class B-1 Certificates applicable to each Distribution Date will be 6.250% per annum. The amount of interest which accrues on this Certificate in any month will be subject to reduction with respect to any Non-Supported Interest Shortfall, any Relief Act Shortfall and the interest portion of certain Realized Losses allocated to the Class B-1 Certificates, as described in the Agreement. Distributions on this Certificate will be made on behalf of the Trustee either by the Master Servicer or by a Paying Agent appointed by the Master Servicer by check mailed to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, unless such Person is entitled to receive payments by wire transfer in immediately available funds in accordance with the Pooling and Servicing Agreement and such Person has notified the Master Servicer pursuant to the Pooling and Servicing Agreement that such payments are to be made by wire transfer of immediately available funds. Notwithstanding the above, the final distribution in reduction of the Principal Balance of this Certificate will be made after due notice of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency specified by the Trustee for that purpose in the notice of final distribution. Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. This Certificate constitutes a "regular interest" in a "real estate mortgage investment conduit" as those terms are defined in Section 860G(a)(1) and Section 860D, respectively, of the Internal Revenue Code of 1986, as amended. Unless this Certificate has been countersigned by an authorized officer of the Trustee, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose. IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed as of the date set forth below. Dated: Wachovia Bank, National Association, Trustee By____________________________ Authorized Officer Countersigned: Wachovia Bank, National Association, Trustee By ________________________ Authorized Officer EXHIBIT B-2 [FORM OF FACE OF CLASS B-2 CERTIFICATE] THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A CERTIFICATES AND THE CLASS B-1 CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN. [UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY TO THE SELLER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY AND ANY PAYMENT IS MADE TO CEDE & CO., ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL SINCE THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] MORTGAGE ASSET-BACKED PASS-THROUGH CERTIFICATE SERIES 2002-1, CLASS B-2 evidencing an interest in a pool of fixed interest rate, conventional, monthly pay, fully amortizing, first lien, one- to four- family residential mortgage loans, which may include loans secured by shares issued by cooperative housing corporations, sold by WELLS FARGO ASSET SECURITIES CORPORATION (Not an interest in or obligation of the Seller) THIS CERTIFICATE DOES NOT EVIDENCE AN OBLIGATION OF, OR AN INTEREST IN, THE SELLER, THE MASTER SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES, AND IS NOT INSURED OR GUARANTEED BY THE SELLER, THE MASTER SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES, OR BY ANY GOVERNMENT AGENCY OR PRIVATE INSURER. DISTRIBUTIONS IN REDUCTION OF THE PRINCIPAL BALANCE OF THIS CERTIFICATE WILL BE MADE IN THE MANNER DESCRIBED IN THE POOLING AND SERVICING AGREEMENT. ACCORDINGLY, THE OUTSTANDING PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL PRINCIPAL BALANCE REPRESENTED HEREBY. Certificate No. Cut-Off Date: August 1, 2002 CUSIP No.: 94974S AG 8 First Distribution Date: September 25, 2002 Denomination: $________________ Percentage Interest evidenced by this Certificate: ____% Final Scheduled Maturity Date: September 25, 2032 THIS CERTIFIES THAT _________________________ is the registered owner of the Percentage Interest evidenced by this Certificate in monthly distributions to the Holders of the Class B-2 Certificates with respect to a Trust Estate consisting of two pools of fixed interest rate, conventional, monthly pay, fully amortizing, first lien, one- to four-family residential mortgage loans, other than the Fixed Retained Yield, if any, with respect thereto, and which may include loans secured by shares issued by cooperative housing corporations (the "Group I Mortgage Loans" and "Group II Mortgage Loans," respectively), formed by Wells Fargo Asset Securities Corporation (hereinafter called the "Seller", which term includes any successor entity under the Agreement referred to below). The Trust Estate was created pursuant to a Pooling and Servicing Agreement dated as of August 28, 2002 (the "Agreement") among the Seller, Wells Fargo Bank Minnesota, National Association, as master servicer (the "Master Servicer") and Wachovia Bank, National Association, as trustee (the "Trustee"), a summary of certain of the pertinent provisions of which is set forth hereinafter. To the extent not defined herein, the capitalized terms used herein have the meanings ascribed to such terms in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. Pursuant to the terms of the Agreement, a distribution will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (the "Distribution Date"), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered at the close of business on the last Business Day of the month preceding the month of such distribution, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and, subject to the prior rights of the Class A Certificates and each Class of Class B Certificates bearing a lower numerical designation as specified in the Agreement, any Class B-2 Distribution Amount required to be distributed to Holders of the Class B-2 Certificates on such Distribution Date, subject to adjustment, in certain events, as specified in the Agreement. The pass-through rate on the Class B-2 Certificates applicable to each Distribution Date will be 6.250% per annum. The amount of interest which accrues on this Certificate in any month will be subject to reduction with respect to any Non-Supported Interest Shortfall, any Relief Act Shortfall and the interest portion of certain Realized Losses allocated to the Class B-2 Certificates, as described in the Agreement. Distributions on this Certificate will be made on behalf of the Trustee either by the Master Servicer or by a Paying Agent appointed by the Master Servicer by check mailed to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, unless such Person is entitled to receive payments by wire transfer in immediately available funds in accordance with the Pooling and Servicing Agreement and such Person has notified the Master Servicer pursuant to the Pooling and Servicing Agreement that such payments are to be made by wire transfer of immediately available funds. Notwithstanding the above, the final distribution in reduction of the Principal Balance of this Certificate will be made after due notice of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency specified by the Trustee for that purpose in the notice of final distribution. Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. This Certificate constitutes a "regular interest" in a "real estate mortgage investment conduit" as those terms are defined in Section 860G(a)(1) and Section 860D, respectively, of the Internal Revenue Code of 1986, as amended. Unless this Certificate has been countersigned by an authorized officer of the Trustee, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose. IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed as of the date set forth below. Dated: Wachovia Bank, National Association, Trustee By____________________________ Authorized Officer Countersigned: Wachovia Bank, National Association, Trustee By ________________________ Authorized Officer EXHIBIT B-3 [FORM OF FACE OF CLASS B-3 CERTIFICATE] THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A CERTIFICATES, THE CLASS B-1 CERTIFICATES AND THE CLASS B-2 CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN. [UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY TO THE SELLER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY AND ANY PAYMENT IS MADE TO CEDE & CO., ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL SINCE THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] MORTGAGE ASSET-BACKED PASS-THROUGH CERTIFICATE SERIES 2002-1, CLASS B-3 evidencing an interest in two pools of fixed interest rate, conventional, monthly pay, fully amortizing, first lien, one- to four- family residential mortgage loans, which may include loans secured by shares issued by cooperative housing corporations, sold by WELLS FARGO ASSET SECURITIES CORPORATION (Not an interest in or obligation of the Seller) THIS CERTIFICATE DOES NOT EVIDENCE AN OBLIGATION OF, OR AN INTEREST IN, THE SELLER, THE MASTER SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES, AND IS NOT INSURED OR GUARANTEED BY THE SELLER, THE MASTER SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES, OR BY ANY GOVERNMENT AGENCY OR PRIVATE INSURER. DISTRIBUTIONS IN REDUCTION OF THE PRINCIPAL BALANCE OF THIS CERTIFICATE WILL BE MADE IN THE MANNER DESCRIBED IN THE POOLING AND SERVICING AGREEMENT. ACCORDINGLY, THE OUTSTANDING PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL PRINCIPAL BALANCE REPRESENTED HEREBY. Certificate No. Cut-Off Date: August 1, 2002 CUSIP No.: 94974S AH 6 First Distribution Date: September 25, 2002 Denomination: $________________ Percentage Interest evidenced by this Certificate: ____% Final Scheduled Maturity Date: September 25, 2032 THIS CERTIFIES THAT ________________________ is the registered owner of the Percentage Interest evidenced by this Certificate in monthly distributions to the Holders of the Class B-3 Certificates with respect to a Trust Estate consisting of two pools of fixed interest rate, conventional, monthly pay, fully amortizing, first lien, one- to four-family residential mortgage loans, other than the Fixed Retained Yield, if any, with respect thereto, and which may include loans secured by shares issued by cooperative housing corporations (the "Group I Mortgage Loans" and "Group II Mortgage Loans," respectively), formed by Wells Fargo Asset Securities Corporation (hereinafter called the "Seller", which term includes any successor entity under the Agreement referred to below). The Trust Estate was created pursuant to a Pooling and Servicing Agreement dated as of August 28, 2002 (the "Agreement") among the Seller, Wells Fargo Bank Minnesota, National Association, as master servicer (the "Master Servicer") and Wachovia Bank, National Association, as trustee (the "Trustee"), a summary of certain of the pertinent provisions of which is set forth hereinafter. To the extent not defined herein, the capitalized terms used herein have the meanings ascribed to such terms in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. Pursuant to the terms of the Agreement, a distribution will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (the "Distribution Date"), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered at the close of business on the last Business Day of the month preceding the month of such distribution, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and, subject to the prior rights of the Class A Certificates and each Class of Class B Certificates bearing a lower numerical designation as specified in the Agreement, any Class B-3 Distribution Amount required to be distributed to Holders of the Class B-3 Certificates on such Distribution Date, subject to adjustment, in certain events, as specified in the Agreement. The pass-through rate on the Class B-3 Certificates applicable to each Distribution Date will be 6.250% per annum. The amount of interest which accrues on this Certificate in any month will be subject to reduction with respect to any Non-Supported Interest Shortfall, any Relief Act Shortfall and the interest portion of certain Realized Losses allocated to the Class B-3 Certificates, as described in the Agreement. Distributions on this Certificate will be made on behalf of the Trustee either by the Master Servicer or by a Paying Agent appointed by the Master Servicer by check mailed to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, unless such Person is entitled to receive payments by wire transfer in immediately available funds in accordance with the Pooling and Servicing Agreement and such Person has notified the Master Servicer pursuant to the Pooling and Servicing Agreement that such payments are to be made by wire transfer of immediately available funds. Notwithstanding the above, the final distribution in reduction of the Principal Balance of this Certificate will be made after due notice of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency specified by the Trustee for that purpose in the notice of final distribution. Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. This Certificate constitutes a "regular interest" in a "real estate mortgage investment conduit" as those terms are defined in Section 860G(a)(1) and Section 860D, respectively, of the Internal Revenue Code of 1986, as amended. Unless this Certificate has been countersigned by an authorized officer of the Trustee, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose. IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed as of the date set forth below. Dated: Wachovia Bank, National Association, Trustee By____________________________ Authorized Officer Countersigned: Wachovia Bank, National Association, Trustee By ________________________ Authorized Officer EXHIBIT B-4 [FORM OF FACE OF CLASS B-4 CERTIFICATE] THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A CERTIFICATES, THE CLASS B-1 CERTIFICATES, THE CLASS B-2 CERTIFICATES AND THE CLASS B-3 CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN. THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE RESOLD OR TRANSFERRED UNLESS IT IS REGISTERED PURSUANT TO SUCH ACT AND LAWS OR IS SOLD OR TRANSFERRED IN TRANSACTIONS WHICH ARE EXEMPT FROM REGISTRATION UNDER SUCH ACT AND UNDER APPLICABLE STATE LAW AND IS TRANSFERRED IN ACCORDANCE WITH THE PROVISIONS OF SECTION 5.02 OF THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN. EXCEPT AS PROVIDED IN SECTION 5.02(C) OF THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN, THIS CERTIFICATE MAY NOT BE PURCHASED BY OR TRANSFERRED TO ANY PERSON THAT HAS NOT DELIVERED A REPRESENTATION LETTER STATING EITHER (A) THAT THE TRANSFEREE IS NOT AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT SUBJECT TO TITLE I OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED ("ERISA"), OR SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE"), OR A GOVERNMENTAL PLAN, AS DEFINED IN SECTION 3(32) OF ERISA, SUBJECT TO ANY FEDERAL, STATE OR LOCAL LAW WHICH IS, TO A MATERIAL EXTENT, SIMILAR TO THE FOREGOING PROVISIONS OF ERISA OR THE CODE (COLLECTIVELY, A "PLAN"), AND IS NOT ACTING ON BEHALF OF OR INVESTING THE ASSETS OF A PLAN OR (B) SUBJECT TO CERTAIN CONDITIONS SET FORTH IN THE POOLING AND SERVICING AGREEMENT, THAT THE SOURCE OF FUNDS USED TO PURCHASE THIS CERTIFICATE IS AN "INSURANCE COMPANY GENERAL ACCOUNT." MORTGAGE ASSET-BACKED PASS-THROUGH CERTIFICATE SERIES 2002-1, CLASS B-4 evidencing an interest in two pools of fixed interest rate, conventional, monthly pay, fully amortizing, first lien, one- to four- family residential mortgage loans, which may include loans secured by shares issued by cooperative housing corporations, sold by WELLS FARGO ASSET SECURITIES CORPORATION (Not an interest in or obligation of the Seller) THIS CERTIFICATE DOES NOT EVIDENCE AN OBLIGATION OF, OR AN INTEREST IN, THE SELLER, THE MASTER SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES, AND IS NOT INSURED OR GUARANTEED BY THE SELLER, THE MASTER SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES, OR BY ANY GOVERNMENT AGENCY OR PRIVATE INSURER. DISTRIBUTIONS IN REDUCTION OF THE PRINCIPAL BALANCE OF THIS CERTIFICATE WILL BE MADE IN THE MANNER DESCRIBED IN THE POOLING AND SERVICING AGREEMENT. ACCORDINGLY, THE OUTSTANDING PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL PRINCIPAL BALANCE REPRESENTED HEREBY. Certificate No. Cut-Off Date: August 1, 2002 CUSIP No.: 94974S AJ 2 First Distribution Date: September 25, 2002 Denomination: $_______________ Percentage Interest evidenced by this Certificate: _____% Final Scheduled Maturity Date: September 25, 2032 THIS CERTIFIES THAT ___________________________ is the registered owner of the Percentage Interest evidenced by this Certificate in monthly distributions to the Holders of the Class B-4 Certificates with respect to a Trust Estate consisting of two pools of fixed interest rate, conventional, monthly pay, fully amortizing, first lien, one- to four-family residential mortgage loans, other than the Fixed Retained Yield, if any, with respect thereto, and which may include loans secured by shares issued by cooperative housing corporations (the "Group I Mortgage Loans" and "Group II Mortgage Loans," respectively), formed by Wells Fargo Asset Securities Corporation (hereinafter called the "Seller", which term includes any successor entity under the Agreement referred to below). The Trust Estate was created pursuant to a Pooling and Servicing Agreement dated as of August 28, 2002 (the "Agreement") among the Seller, Wells Fargo Bank Minnesota, National Association, as master servicer (the "Master Servicer") and Wachovia Bank, National Association, as trustee (the "Trustee"), a summary of certain of the pertinent provisions of which is set forth hereinafter. To the extent not defined herein, the capitalized terms used herein have the meanings ascribed to such terms in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. Pursuant to the terms of the Agreement, a distribution will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (the "Distribution Date"), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered at the close of business on the last Business Day of the month preceding the month of such distribution, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and, subject to the prior rights of the Class A Certificates and each Class of Class B Certificates bearing a lower numerical designation as specified in the Agreement, any Class B-4 Distribution Amount required to be distributed to Holders of the Class B-4 Certificates on such Distribution Date, subject to adjustment, in certain events, as specified in the Agreement. The pass-through rate on the Class B-4 Certificates applicable to each Distribution Date will be 6.250% per annum. The amount of interest which accrues on this Certificate in any month will be subject to reduction with respect to any Non-Supported Interest Shortfall, any Relief Act Shortfall and the interest portion of certain Realized Losses allocated to the Class B-4 Certificates, as described in the Agreement. Distributions on this Certificate will be made on behalf of the Trustee either by the Master Servicer or by a Paying Agent appointed by the Master Servicer by check mailed to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, unless such Person is entitled to receive payments by wire transfer in immediately available funds in accordance with the Pooling and Servicing Agreement and such Person has notified the Master Servicer pursuant to the Pooling and Servicing Agreement that such payments are to be made by wire transfer of immediately available funds. Notwithstanding the above, the final distribution in reduction of the Principal Balance of this Certificate will be made after due notice of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency specified by the Trustee for that purpose in the notice of final distribution. No transfer of a Class B-4 Certificate will be made unless such transfer is exempt from the registration requirements of the Securities Act of 1933, as amended, and any applicable state securities laws or is made in accordance with said Act and laws. In the event that such a transfer is desired to be made by the Holder hereof, (i) the transferee will be required to execute an investment letter in the form described in the Agreement and (ii) if such transfer is to be made within three years from the later of (a) the date of initial issuance of the Certificates or (b) the last date on which the Seller or any affiliate thereof was a Holder of the Certificates proposed to be transferred, and unless such transfer is made in reliance on Rule 144A of the Securities Act of 1933, as amended, the Trustee or the Seller may require the Holder to deliver an opinion of counsel acceptable to and in form and substance satisfactory to the Trustee and the Seller that such transfer is exempt (describing the applicable exemption and the basis therefor) from or is being made pursuant to the registration requirements of the Securities Act of 1933, as amended, and of any applicable statute of any state. The Holder hereof desiring to effect such transfer shall, and does hereby agree to, indemnify the Trustee, the Seller, the Master Servicer, and any Paying Agent acting on behalf of the Trustee against any liability that may result if the transfer is not so exempt or is not made in accordance with such Federal and state laws. In connection with any such transfer, the Trustee will also require (i) a representation letter, in the form as described in the Agreement, stating either (a) that the transferee is not a Plan and is not acting on behalf of a Plan or using the assets of a Plan to effect such purchase or (b) subject to certain conditions described in the Agreement, that the source of funds used to purchase this Certificate is an "insurance company general account," or (ii) if such transferee is a Plan, (a) an opinion of counsel acceptable to and in form and substance satisfactory to the Trustee and the Seller with respect to certain matters and (b) such other documentation as the Seller or the Master Servicer may require, as described in the Agreement. Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. This Certificate constitutes a "regular interest" in a "real estate mortgage investment conduit" as those terms are defined in Section 860G(a)(1) and Section 860D, respectively, of the Internal Revenue Code of 1986, as amended. Unless this Certificate has been countersigned by an authorized officer of the Trustee, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose. IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed as of the date set forth below. Dated: Wachovia Bank, National Association, Trustee By____________________________ Authorized Officer Countersigned: Wachovia Bank, National Association, Trustee By ________________________ Authorized Officer EXHIBIT B-5 [FORM OF FACE OF CLASS B-5 CERTIFICATE] THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A CERTIFICATES, THE CLASS B-1 CERTIFICATES, THE CLASS B-2 CERTIFICATES, THE CLASS B-3 CERTIFICATES AND THE CLASS B-4 CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN. THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE RESOLD OR TRANSFERRED UNLESS IT IS REGISTERED PURSUANT TO SUCH ACT AND LAWS OR IS SOLD OR TRANSFERRED IN TRANSACTIONS WHICH ARE EXEMPT FROM REGISTRATION UNDER SUCH ACT AND UNDER APPLICABLE STATE LAW AND IS TRANSFERRED IN ACCORDANCE WITH THE PROVISIONS OF SECTION 5.02 OF THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN. EXCEPT AS PROVIDED IN SECTION 5.02(C) OF THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN, THIS CERTIFICATE MAY NOT BE PURCHASED BY OR TRANSFERRED TO ANY PERSON THAT HAS NOT DELIVERED A REPRESENTATION LETTER STATING EITHER (A) THAT THE TRANSFEREE IS NOT AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT SUBJECT TO TITLE I OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED ("ERISA"), OR SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE"), OR A GOVERNMENTAL PLAN, AS DEFINED IN SECTION 3(32) OF ERISA, SUBJECT TO ANY FEDERAL, STATE OR LOCAL LAW WHICH IS, TO A MATERIAL EXTENT, SIMILAR TO THE FOREGOING PROVISIONS OF ERISA OR THE CODE (COLLECTIVELY, A "PLAN"), AND IS NOT ACTING ON BEHALF OF OR INVESTING THE ASSETS OF A PLAN OR (B) SUBJECT TO CERTAIN CONDITIONS SET FORTH IN THE POOLING AND SERVICING AGREEMENT, THAT THE SOURCE OF FUNDS USED TO PURCHASE THIS CERTIFICATE IS AN "INSURANCE COMPANY GENERAL ACCOUNT." MORTGAGE ASSET-BACKED PASS-THROUGH CERTIFICATE SERIES 2002-1, CLASS B-5 evidencing an interest in two pools of fixed interest rate, conventional, monthly pay, fully amortizing, first lien, one- to four- family residential mortgage loans, which may include loans secured by shares issued by cooperative housing corporations, sold by WELLS FARGO ASSET SECURITIES CORPORATION (Not an interest in or obligation of the Seller) THIS CERTIFICATE DOES NOT EVIDENCE AN OBLIGATION OF, OR AN INTEREST IN, THE SELLER, THE MASTER SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES, AND IS NOT INSURED OR GUARANTEED BY THE SELLER, THE MASTER SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES, OR BY ANY GOVERNMENT AGENCY OR PRIVATE INSURER. DISTRIBUTIONS IN REDUCTION OF THE PRINCIPAL BALANCE OF THIS CERTIFICATE WILL BE MADE IN THE MANNER DESCRIBED IN THE POOLING AND SERVICING AGREEMENT. ACCORDINGLY, THE OUTSTANDING PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL PRINCIPAL BALANCE REPRESENTED HEREBY. Certificate No. Cut-Off Date: August 1, 2002 CUSIP No.: 94974S AK 9 First Distribution Date: September 25, 2002 Denomination: $_____________ Percentage Interest evidenced by this Certificate: _____% Final Scheduled Maturity Date: September 25, 2032 THIS CERTIFIES THAT _________________________ is the registered owner of the Percentage Interest evidenced by this Certificate in monthly distributions to the Holders of the Class B-5 Certificates with respect to a Trust Estate consisting of two pools of fixed interest rate, conventional, monthly pay, fully amortizing, first lien, one- to four-family residential mortgage loans, other than the Fixed Retained Yield, if any, with respect thereto, and which may include loans secured by shares issued by cooperative housing corporations (the "Group I Mortgage Loans" and "Group II Mortgage Loans," respectively), formed by Wells Fargo Asset Securities Corporation (hereinafter called the "Seller", which term includes any successor entity under the Agreement referred to below). The Trust Estate was created pursuant to a Pooling and Servicing Agreement dated as of August 28, 2002 (the "Agreement") among the Seller, Wells Fargo Bank Minnesota, National Association, as master servicer (the "Master Servicer") and Wachovia Bank, National Association, as trustee (the "Trustee"), a summary of certain of the pertinent provisions of which is set forth hereinafter. To the extent not defined herein, the capitalized terms used herein have the meanings ascribed to such terms in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. Pursuant to the terms of the Agreement, a distribution will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (the "Distribution Date"), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered at the close of business on the last Business Day of the month preceding the month of such distribution, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and, subject to the prior rights of the Class A Certificates and each Class of Class B Certificates bearing a lower numerical designation as specified in the Agreement, any Class B-5 Distribution Amount required to be distributed to Holders of the Class B-5 Certificates on such Distribution Date, subject to adjustment, in certain events, as specified in the Agreement. The pass-through rate on the Class B-5 Certificates applicable to each Distribution Date will be 6.250% per annum. The amount of interest which accrues on this Certificate in any month will be subject to reduction with respect to any Non-Supported Interest Shortfall, any Relief Act Shortfall and the interest portion of certain Realized Losses allocated to the Class B-5 Certificates, as described in the Agreement. Distributions on this Certificate will be made on behalf of the Trustee either by the Master Servicer or by a Paying Agent appointed by the Master Servicer by check mailed to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, unless such Person is entitled to receive payments by wire transfer in immediately available funds in accordance with the Pooling and Servicing Agreement and such Person has notified the Master Servicer pursuant to the Pooling and Servicing Agreement that such payments are to be made by wire transfer of immediately available funds. Notwithstanding the above, the final distribution in reduction of the Principal Balance of this Certificate will be made after due notice of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency specified by the Trustee for that purpose in the notice of final distribution. No transfer of a Class B-5 Certificate will be made unless such transfer is exempt from the registration requirements of the Securities Act of 1933, as amended, and any applicable state securities laws or is made in accordance with said Act and laws. In the event that such a transfer is desired to be made by the Holder hereof, (i) the transferee will be required to execute an investment letter in the form described in the Agreement and (ii) if such transfer is to be made within three years from the later of (a) the date of initial issuance of the Certificates or (b) the last date on which the Seller or any affiliate thereof was a Holder of the Certificates proposed to be transferred, and unless such transfer is made in reliance on Rule 144A of the Securities Act of 1933, as amended, the Trustee or the Seller may require the Holder to deliver an opinion of counsel acceptable to and in form and substance satisfactory to the Trustee and the Seller that such transfer is exempt (describing the applicable exemption and the basis therefor) from or is being made pursuant to the registration requirements of the Securities Act of 1933, as amended, and of any applicable statute of any state. The Holder hereof desiring to effect such transfer shall, and does hereby agree to, indemnify the Trustee, the Seller, the Master Servicer, and any Paying Agent acting on behalf of the Trustee against any liability that may result if the transfer is not so exempt or is not made in accordance with such Federal and state laws. In connection with any such transfer, the Trustee will also require (i) a representation letter, in the form as described in the Agreement, stating either (a) that the transferee is not a Plan and is not acting on behalf of a Plan or using the assets of a Plan to effect such purchase or (b) subject to certain conditions described in the Agreement, that the source of funds used to purchase this Certificate is an "insurance company general account," or (ii) if such transferee is a Plan, (a) an opinion of counsel acceptable to and in form and substance satisfactory to the Trustee and the Seller with respect to certain matters and (b) such other documentation as the Seller or the Master Servicer may require, as described in the Agreement. Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. This Certificate constitutes a "regular interest" in a "real estate mortgage investment conduit" as those terms are defined in Section 860G(a)(1) and Section 860D, respectively, of the Internal Revenue Code of 1986, as amended. Unless this Certificate has been countersigned by an authorized officer of the Trustee, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose. IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed as of the date set forth below. Dated: Wachovia Bank, National Association, Trustee By____________________________ Authorized Officer Countersigned: Wachovia Bank, National Association, Trustee By ________________________ Authorized Officer EXHIBIT B-6 [FORM OF FACE OF CLASS B-6 CERTIFICATE] THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A CERTIFICATES, THE CLASS B-1 CERTIFICATES, THE CLASS B-2 CERTIFICATES, THE CLASS B-3 CERTIFICATES, THE CLASS B-4 CERTIFICATES AND THE CLASS B-5 CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN. THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE RESOLD OR TRANSFERRED UNLESS IT IS REGISTERED PURSUANT TO SUCH ACT AND LAWS OR IS SOLD OR TRANSFERRED IN TRANSACTIONS WHICH ARE EXEMPT FROM REGISTRATION UNDER SUCH ACT AND UNDER APPLICABLE STATE LAW AND IS TRANSFERRED IN ACCORDANCE WITH THE PROVISIONS OF SECTION 5.02 OF THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN. EXCEPT AS PROVIDED IN SECTION 5.02(C) OF THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN, THIS CERTIFICATE MAY NOT BE PURCHASED BY OR TRANSFERRED TO ANY PERSON THAT HAS NOT DELIVERED A REPRESENTATION LETTER STATING EITHER (A) THAT THE TRANSFEREE IS NOT AN EMPLOYEE BENEFIT PLAN OR OTHER RETIREMENT ARRANGEMENT SUBJECT TO TITLE I OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED ("ERISA"), OR SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE"), OR A GOVERNMENTAL PLAN, AS DEFINED IN SECTION 3(32) OF ERISA, SUBJECT TO ANY FEDERAL, STATE OR LOCAL LAW WHICH IS, TO A MATERIAL EXTENT, SIMILAR TO THE FOREGOING PROVISIONS OF ERISA OR THE CODE (COLLECTIVELY, A "PLAN"), AND IS NOT ACTING ON BEHALF OF OR INVESTING THE ASSETS OF A PLAN OR (B) SUBJECT TO CERTAIN CONDITIONS SET FORTH IN THE POOLING AND SERVICING AGREEMENT, THAT THE SOURCE OF FUNDS USED TO PURCHASE THIS CERTIFICATE IS AN "INSURANCE COMPANY GENERAL ACCOUNT." MORTGAGE ASSET-BACKED PASS-THROUGH CERTIFICATE SERIES 2002-1, CLASS B-6 evidencing an interest in two pools of fixed interest rate, conventional, monthly pay, fully amortizing, first lien, one- to four- family residential mortgage loans, which may include loans secured by shares issued by cooperative housing corporations, sold by WELLS FARGO ASSET SECURITIES CORPORATION (Not an interest in or obligation of the Seller) THIS CERTIFICATE DOES NOT EVIDENCE AN OBLIGATION OF, OR AN INTEREST IN, THE SELLER, THE MASTER SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES, AND IS NOT INSURED OR GUARANTEED BY THE SELLER, THE MASTER SERVICER, THE TRUSTEE OR ANY OF THEIR AFFILIATES, OR BY ANY GOVERNMENT AGENCY OR PRIVATE INSURER. DISTRIBUTIONS IN REDUCTION OF THE PRINCIPAL BALANCE OF THIS CERTIFICATE WILL BE MADE IN THE MANNER DESCRIBED IN THE POOLING AND SERVICING AGREEMENT. ACCORDINGLY, THE OUTSTANDING PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL PRINCIPAL BALANCE REPRESENTED HEREBY. Certificate No. Cut-Off Date: August 1, 2002 CUSIP No.: 94974S AL 7 First Distribution Date: September 25, 2002 Denomination: $_______________ Percentage Interest evidenced by this Certificate: _____% Final Scheduled Maturity Date: September 25, 2032 THIS CERTIFIES THAT ______________________________ is the registered owner of the Percentage Interest evidenced by this Certificate in monthly distributions to the Holders of the Class B-6 Certificates with respect to a Trust Estate consisting of two pools of fixed interest rate, conventional, monthly pay, fully amortizing, first lien, one- to four-family residential mortgage loans, other than the Fixed Retained Yield, if any, with respect thereto, and which may include loans secured by shares issued by cooperative housing corporations (the "Group I Mortgage Loans" and "Group II Mortgage Loans," respectively), formed by Wells Fargo Asset Securities Corporation (hereinafter called the "Seller", which term includes any successor entity under the Agreement referred to below). The Trust Estate was created pursuant to a Pooling and Servicing Agreement dated as of August 28, 2002 (the "Agreement") among the Seller, Wells Fargo Bank Minnesota, National Association, as master servicer (the "Master Servicer") and Wachovia Bank, National Association, as trustee (the "Trustee"), a summary of certain of the pertinent provisions of which is set forth hereinafter. To the extent not defined herein, the capitalized terms used herein have the meanings ascribed to such terms in the Agreement. This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. Pursuant to the terms of the Agreement, a distribution will be made on the 25th day of each month or, if such 25th day is not a Business Day, the Business Day immediately following (the "Distribution Date"), commencing on the first Distribution Date specified above, to the Person in whose name this Certificate is registered at the close of business on the last Business Day of the month preceding the month of such distribution, in an amount equal to the product of the Percentage Interest evidenced by this Certificate and, subject to the prior rights of the Class A Certificates and each Class of Class B Certificates bearing a lower numerical designation as specified in the Agreement, any Class B-6 Distribution Amount required to be distributed to Holders of the Class B-6 Certificates on such Distribution Date, subject to adjustment, in certain events, as specified in the Agreement. The pass-through rate on the Class B-6 Certificates applicable to each Distribution Date will be 6.250% per annum. The amount of interest which accrues on this Certificate in any month will be subject to reduction with respect to any Non-Supported Interest Shortfall, any Relief Act Shortfall and the interest portion of certain Realized Losses allocated to the Class B-6 Certificates, as described in the Agreement. Distributions on this Certificate will be made on behalf of the Trustee either by the Master Servicer or by a Paying Agent appointed by the Master Servicer by check mailed to the address of the Person entitled thereto, as such name and address shall appear on the Certificate Register, unless such Person is entitled to receive payments by wire transfer in immediately available funds in accordance with the Pooling and Servicing Agreement and such Person has notified the Master Servicer pursuant to the Pooling and Servicing Agreement that such payments are to be made by wire transfer of immediately available funds. Notwithstanding the above, the final distribution in reduction of the Principal Balance of this Certificate will be made after due notice of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency specified by the Trustee for that purpose in the notice of final distribution. No transfer of a Class B-6 Certificate will be made unless such transfer is exempt from the registration requirements of the Securities Act of 1933, as amended, and any applicable state securities laws or is made in accordance with said Act and laws. In the event that such a transfer is desired to be made by the Holder hereof, (i) the transferee will be required to execute an investment letter in the form described in the Agreement and (ii) if such transfer is to be made within three years from the later of (a) the date of initial issuance of the Certificates or (b) the last date on which the Seller or any affiliate thereof was a Holder of the Certificates proposed to be transferred, and unless such transfer is made in reliance on Rule 144A of the Securities Act of 1933, as amended, the Trustee or the Seller may require the Holder to deliver an opinion of counsel acceptable to and in form and substance satisfactory to the Trustee and the Seller that such transfer is exempt (describing the applicable exemption and the basis therefor) from or is being made pursuant to the registration requirements of the Securities Act of 1933, as amended, and of any applicable statute of any state. The Holder hereof desiring to effect such transfer shall, and does hereby agree to, indemnify the Trustee, the Seller, the Master Servicer, and any Paying Agent acting on behalf of the Trustee against any liability that may result if the transfer is not so exempt or is not made in accordance with such Federal and state laws. In connection with any such transfer, the Trustee will also require (i) a representation letter, in the form as described in the Agreement, stating either (a) that the transferee is not a Plan and is not acting on behalf of a Plan or using the assets of a Plan to effect such purchase or (b) subject to certain conditions described in the Agreement, that the source of funds used to purchase this Certificate is an "insurance company general account," or (ii) if such transferee is a Plan, (a) an opinion of counsel acceptable to and in form and substance satisfactory to the Trustee and the Seller with respect to certain matters and (b) such other documentation as the Seller or the Master Servicer may require, as described in the Agreement. Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. This Certificate constitutes a "regular interest" in a "real estate mortgage investment conduit" as those terms are defined in Section 860G(a)(1) and Section 860D, respectively, of the Internal Revenue Code of 1986, as amended. Unless this Certificate has been countersigned by an authorized officer of the Trustee, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose. IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly executed as of the date set forth below. Dated: Wachovia Bank, National Association, Trustee By____________________________ Authorized Officer Countersigned: Wachovia Bank, National Association, Trustee By ________________________ Authorized Officer EXHIBIT C [Form of Reverse of Series 2002-1 Certificates] WELLS FARGO ASSET SECURITIES CORPORATION MORTGAGE ASSET-BACKED PASS-THROUGH CERTIFICATES SERIES 2002-1 This Certificate is one of a duly authorized issue of Certificates issued in several Classes designated as Mortgage Asset-Backed Pass-Through Certificates of the Series specified hereon (herein collectively called the "Certificates"). The Certificates are limited in right of payment to certain collections and recoveries respecting the Mortgage Loans, all as more specifically set forth herein and in the Agreement. In the event funds are advanced with respect to any Mortgage Loan by a Servicer, the Master Servicer or the Trustee, such advances are reimbursable to such Servicer, the Master Servicer or the Trustee to the extent provided in the Agreement, from related recoveries on such Mortgage Loan or from other cash that would have been distributable to Certificateholders. As provided in the Agreement, withdrawals from the Certificate Account created for the benefit of Certificateholders may be made by the Master Servicer from time to time for purposes other than distributions to Certificateholders, such purposes including reimbursement to a Servicer, the Master Servicer or the Trustee, as applicable, of advances made by such Servicer, the Master Servicer or the Trustee. The Agreement permits, with certain exceptions therein provided, the amendment of the Agreement and the modification of the rights and obligations of the Seller, the Master Servicer and the Trustee and the rights of the Certificateholders under the Agreement at any time by the Seller, the Master Servicer and the Trustee with the consent of the Holders of Certificates evidencing in the aggregate not less than 66 2/3% of the Voting Interests of each Class of Certificates affected thereby. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and upon all future holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange hereof or in lieu hereof whether or not notation of such consent is made upon the Certificate. The Agreement also permits the amendment thereof in certain circumstances without the consent of the Holders of any of the Certificates. As provided in the Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the office or agency appointed by the Trustee, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of transfer in form satisfactory to the Trustee and the Certificate Registrar, duly executed by the Holder hereof or such Holder's attorney duly authorized in writing, and thereupon one or more new Certificates of authorized Denominations evidencing the same Class and aggregate Percentage Interest will be issued to the designated transferee or transferees. The Certificates are issuable only as registered Certificates without coupons in Classes and Denominations specified in the Agreement. As provided in the Agreement and subject to certain limitations therein set forth, Certificates are exchangeable for new Certificates of authorized Denominations evidencing the same Class and aggregate Percentage Interest, as requested by the Holder surrendering the same. No service charge will be made for any such registration of transfer or exchange, but the Trustee or the Certificate Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection therewith. The Seller, the Master Servicer, the Trustee and the Certificate Registrar, and any agent of the Seller, the Master Servicer, the Trustee or the Certificate Registrar, may treat the Person in whose name this Certificate is registered as the owner hereof for all purposes, and neither the Seller, the Master Servicer, the Trustee, the Certificate Registrar nor any such agent shall be affected by notice to the contrary. The obligations created by the Agreement in respect of the Certificates and the Trust Estate created thereby shall terminate upon the last action required to be taken by the Trustee on the Final Distribution Date pursuant to the Agreement following the earlier of (i) the payment or other liquidation (or advance with respect thereto) of the last Mortgage Loan subject thereto or the disposition of all property acquired upon foreclosure or deed in lieu of foreclosure of any Mortgage Loan, and (ii) the purchase by the Seller from the Trust Estate of all remaining Mortgage Loans and all property acquired in respect of such Mortgage Loans; provided, however, that the Trust Estate will in no event continue beyond the expiration of 21 years from the death of the last survivor of the descendants of Joseph P. Kennedy, the late ambassador of the United States to the Court of St. James, living on the date of the Agreement. The Agreement permits, but does not require, the Seller to purchase all remaining Mortgage Loans and all property acquired in respect of any Mortgage Loan at a price determined as provided in the Agreement. The exercise of such option will effect early retirement of the Certificates, the Seller's right to exercise such option being subject to the Pool Scheduled Principal Balance of the Mortgage Loans as of the Distribution Date upon which the proceeds of such repurchase are distributed being less than ten percent of the Cut-Off Date Aggregate Principal Balance. ASSIGNMENT ---------- FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto ___________________________________________________________________________ ________________________________________________________________________________ ________________________________________________________________________________ (Please print or typewrite name and address including postal zip code of assignee) the beneficial interest evidenced by the within Mortgage Asset-Backed Pass-Through Certificate and hereby authorizes the transfer of registration of such interest to assignee on the Certificate Register of the Trust Estate. I (We) further direct the Certificate Registrar to issue a new Certificate of a like Denomination or Percentage Interest and Class, to the above named assignee and deliver such Certificate to the following address: ________________________________________________________________________________ ________________________________________________________________________________ Social Security or other Identifying Number of Assignee: Dated: ------------------------------------------ Signature by or on behalf of assignor ------------------------------------------ Signature Guaranteed DISTRIBUTION INSTRUCTIONS The assignee should include the following for purposes of distribution: Distributions shall be made, if the assignee is eligible to receive distributions in immediately available funds, by wire transfer or otherwise, in immediately available funds to _________________________________________________ for the account of _____________________________________________________________ account number _____________, or, if mailed by check, to _______________________ _____________________________________. Applicable statements should be mailed to __________________________________________________________. This information is provided by ______________________, the assignee named above, or ___________________________________, as its agent. EXHIBIT D RESERVED EXHIBIT E (See Tab 8) CUSTODIAL AGREEMENT THIS CUSTODIAL AGREEMENT (as amended and supplemented from time to time, the "Agreement"), dated as of August 28, 2002, by and among Wachovia Bank, National Association, not individually, but solely as Trustee (including its successors under the Pooling and Servicing Agreement defined below, the "Trustee"), WELLS FARGO ASSET SECURITIES CORPORATION (together with any successor in interest, the "Seller"), WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION (together with any successor in interest or successor under the Pooling and Servicing Agreement referred to below, the "Master Servicer") and WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION (together with any successor in interest or any successor appointed hereunder, the "Custodian"). W I T N E S S E T H T H A T WHEREAS, the Seller, the Master Servicer, and the Trustee, have entered into a Pooling and Servicing Agreement dated as of August 28, 2002 relating to the issuance of Mortgage Asset-Backed Pass-Through Certificates, Series 2002-1 (as amended and supplemented from time to time, the "Pooling and Servicing Agreement"); and WHEREAS, the Custodian has agreed to act as agent for the Trustee for the purposes of receiving and holding certain documents and other instruments delivered by the Seller under the Pooling and Servicing Agreement, all upon the terms and conditions and subject to the limitations hereinafter set forth; NOW, THEREFORE, in consideration of the premises and the mutual covenants and agreements hereinafter set forth, the Trustee, the Seller, the Master Servicer and the Custodian hereby agree as follows: ARTICLE I DEFINITIONS Capitalized terms used in this Agreement and not defined herein shall have the meanings assigned in the Pooling and Servicing Agreement, unless otherwise required by the context herein. ARTICLE II CUSTODY OF MORTGAGE DOCUMENTS Section 2.1. Custodian to Act as Agent; Acceptance of Custodial Files. Subject to Section 2.3 hereof, the Custodian, as the duly appointed agent of the Trustee for these purposes, declares that it holds and will hold the documents delivered to it pursuant to Section 2.01 of the Pooling and Servicing Agreement and any other documents constituting part of the Owner Mortgage Loan File received on or subsequent to the date hereof (the "Custodial Files") as agent for the Trustee, in trust, for the use and benefit of all present and future Certificateholders. Section 2.2. Recordation of Assignments. Unless an assignment of a Mortgage is not required to be recorded in accordance with Section 2.01 of the Pooling and Servicing Agreement, if any Custodial File includes one or more assignments to the Trustee of Mortgage Notes and related Mortgages that have not been recorded, each such assignment shall be delivered by the Custodian to the Seller for the purpose of recording it in the appropriate public office for real property records, and the Seller, at no expense to the Custodian, shall promptly cause to be recorded in the appropriate public office for real property records each such assignment and, upon receipt thereof from such public office, shall return each such assignment to the Custodian. Section 2.3. Review of Custodial Files. The Custodian agrees, for the benefit of Certificateholders, to review, in accordance with the provisions of Section 2.02 of the Pooling and Servicing Agreement, each Custodial File and to provide the initial and final certifications in the forms of Exhibits N and O to the Pooling and Servicing Agreement in accordance with the provisions thereof. If in performing the review required by this Section 2.3 the Custodian finds any document or documents constituting a part of a Custodial File to be missing or defective, the Custodian shall follow the procedures specified in the Pooling and Servicing Agreement. Section 2.4. Notification of Breaches of Representations and Warranties. Upon discovery by the Custodian of a breach of any representation or warranty made by the Seller or the Master Servicer as set forth in the Pooling and Servicing Agreement, the Custodian shall follow the procedures specified in the Pooling and Servicing Agreement. Section 2.5. Custodian to Cooperate; Release of Custodial Files. Upon the payment in full of any Mortgage Loan, or the receipt by the Master Servicer of a notification that payment in full will be escrowed in a manner customary for such purposes, the Master Servicer or applicable Servicer shall immediately deliver to the Custodian two copies of a Request for Release or such request in an electronic format acceptable to the Custodian and shall request delivery to it of the Custodial File. The Custodian agrees, within five business days of receipt of such Request for Release, to release the related Custodial File to the Master Servicer or applicable Servicer. From time to time as is appropriate for the servicing or foreclosure of any Mortgage Loan, the Master Servicer or applicable Servicer shall deliver to the Custodian two copies of a Request for Release of a Servicing Officer requesting that possession of the Custodial File be released to the Master Servicer and certifying as to the reason for such release. Upon receipt of the foregoing, the Custodian shall deliver the Custodial File to the Master Servicer or applicable Servicer. The Master Servicer or applicable Servicer shall cause each Custodial File therein so released to be returned to the Custodian when the need therefor by the Master Servicer or applicable Servicer no longer exists, unless (i) the Mortgage Loan has been liquidated and the Liquidation Proceeds relating to the Mortgage Loan have been deposited in the Certificate Account to the extent required by the Pooling and Servicing Agreement or (ii) the Custodial File or such document has been delivered to an attorney, or to a public trustee or other public official as required by law, for purposes of initiating or pursuing legal action or other proceedings for the foreclosure of the Mortgaged Property either judicially or non-judicially. In the event of the liquidation of a Mortgage Loan, the Master Servicer or applicable Servicer shall deliver two copies of a Request for Release with respect thereto to the Custodian upon deposit of the related Liquidation Proceeds in the Certificate Account to the extent required by the Pooling and Servicing Agreement. Section 2.6. Assumption Agreements. In the event that any assumption agreement or substitution of liability agreement is entered into with respect to any Mortgage Loan subject to this Agreement in accordance with the terms and provisions of the Pooling and Servicing Agreement, the Master Servicer shall notify the Custodian that such assumption or substitution agreement has been completed by forwarding to the Custodian the original of such assumption or substitution agreement, which copy shall be added to the related Custodial File and, for all purposes, shall be considered a part of such Custodial File to the same extent as all other documents and instruments constituting parts thereof. ARTICLE III CONCERNING THE CUSTODIAN Section 3.1. Custodian a Bailee and Agent of the Trustee. With respect to each Mortgage Note, Mortgage and other documents constituting each Custodian File which are delivered to the Custodian, the Custodian is exclusively the bailee and agent of the Trustee, holds such documents for the benefit of Certificateholders and undertakes to perform such duties and only such duties as are specifically set forth in this Agreement and in the Pooling and Servicing Agreement. All provisions of the Pooling and Servicing Agreement setting forth duties of the Custodian in more detail are hereby incorporated by reference into this Agreement. Except upon compliance with the provisions of Section 2.5 of this Agreement and the provisions of the Pooling and Servicing Agreement, no Mortgage Note, Mortgage or other document constituting a part of a Custodial File shall be delivered by the Custodian to the Seller or the Master Servicer or otherwise released from the possession of the Custodian. Section 3.2. Indemnification. The Seller hereby agrees to indemnify and hold the Custodian harmless from and against all claims, liabilities, losses, actions, suits or proceedings at law or in equity, or any other expenses, fees or charges of any character or nature, which the Custodian may incur or with which the Custodian may be threatened by reasons of its acting as custodian under this Agreement, including indemnification of the Custodian against any and all expenses, including attorney's fees if counsel for the Custodian has been approved by the Seller, and the cost of defending any action, suit or proceedings or resisting any claim. Notwithstanding the foregoing, it is specifically understood and agreed that in the event any such claim, liability, loss, action, suit or proceeding or other expense, fees, or charge shall have been caused by reason of any negligent act, negligent failure to act, or willful misconduct on the part of the Custodian, or which shall constitute a willful breach of its duties hereunder, the indemnification provisions of this Agreement shall not apply. Section 3.3. Custodian May Own Certificates. The Custodian in its individual or any other capacity may become the owner or pledgee of Certificates with the same rights it would have if it were not Custodian. Section 3.4. Master Servicer to Pay Custodian's Fees and Expenses. The Master Servicer covenants and agrees to pay to the Custodian from time to time, and the Custodian shall be entitled to, reasonable compensation for all services rendered by it in the exercise and performance of any of the powers and duties hereunder of the Custodian, and the Master Servicer will pay or reimburse the Custodian upon its request for all reasonable expenses, disbursements and advances incurred or made by the Custodian in accordance with any of the provisions of this Agreement (including the reasonable compensation and the expenses and disbursements of its counsel and of all persons not regularly in its employ), except any such expense, disbursement or advance as may arise from its negligence or bad faith. Section 3.5. Custodian May Resign; Trustee May Remove Custodian. The Custodian may resign from the obligations and duties hereby imposed upon it as such obligations and duties relate to its acting as Custodian of the Mortgage Loans. Upon receiving such notice of resignation, the Trustee shall either take custody of the Custodial Files itself and give prompt notice thereof to the Seller, the Master Servicer and the Custodian or promptly appoint a successor Custodian by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Custodian and one copy to the successor Custodian. If the Trustee shall not have taken custody of the Custodial Files and no successor Custodian shall have been so appointed and have accepted resignation, the resigning Custodian may petition any court of competent jurisdiction for the appointment of a successor Custodian. The Trustee, upon 60 days written notice, may remove the Custodian. In such event, the Trustee shall appoint, or petition a court of competent jurisdiction to appoint, a successor Custodian hereunder. Any successor Custodian shall be a depository institution subject to supervision or examination by federal or state authority and shall be able to satisfy the other requirements contained in Section 3.7. Any resignation or removal of the Custodian and appointment of a successor Custodian pursuant to any of the provisions of this Section 3.5 shall become effective upon acceptance of appointment by the successor Custodian. The Trustee shall give prompt notice to the Seller and the Master Servicer of the appointment of any successor Custodian. No successor Custodian shall have been appointed and accepted appointment by the Trustee without the prior approval of the Seller and the Master Servicer. Section 3.6. Merger or Consolidation of Custodian. Any Person into which the Custodian may be merged or converted or with which it may be consolidated, or any Person resulting from any merger, conversion or consolidation to which the Custodian shall be a party, or any Person succeeding to the business of the Custodian, shall be the successor of the Custodian hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding. Section 3.7. Representations of the Custodian. The Custodian hereby represents that it is a depository institution subject to supervision or examination by a federal or state authority, has a combined capital and surplus of at least $10,000,000 and is qualified to do business in the jurisdiction in which it will hold any Custodian File. ARTICLE IV MISCELLANEOUS PROVISIONS Section 4.1. Notices. All notices, requests, consents and demands and other communications required under this Agreement or pursuant to any other instrument or document delivered hereunder shall be in writing and, unless otherwise specifically provided, may be delivered personally, by telegram or telex, or by registered or certified mail, postage prepaid, return receipt requested, at the addresses specified on the signature page hereof (unless changed by the particular party whose address is stated herein by similar notice in writing), in which case the notice will be deemed delivered when received. Section 4.2. Amendments. No modification or amendment of or supplement to this Agreement shall be valid or effective unless the same is in writing and signed by all parties hereto, and neither the Seller, the Master Servicer nor the Trustee shall enter into any amendment hereof except as permitted by the Pooling and Servicing Agreement. The Trustee shall give prompt written notice to the Custodian of any amendment or supplement to the Pooling and Servicing Agreement and furnish the Custodian with written copies thereof. SECTION 4.3. GOVERNING LAW. THIS AGREEMENT SHALL BE DEEMED A CONTRACT MADE UNDER THE LAWS OF THE STATE OF NEW YORK AND SHALL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK. Section 4.4. Recordation of Agreement. To the extent permitted by applicable law, this Agreement is subject to recordation in all appropriate public offices for real property records in all the counties or other comparable jurisdictions in which any or all of the properties subject to the Mortgages are situated, and in any other appropriate public recording office or elsewhere, such recordation to be effected by the Master Servicer and at its expense on direction by the Trustee, but only upon direction accompanied by an Opinion of Counsel to the effect that such recordation materially and beneficially affects the interests of the Certificateholders. For the purpose of facilitating the recordation of this Agreement as herein provided and for other purposes, this Agreement may be executed simultaneously in any number of counterparts, each of which counterparts shall be deemed to be an original, and such counterparts shall constitute but one and the same instrument. Section 4.5. Severability of Provisions. If any one or more of the covenants, agreements, provisions or terms of this Agreement shall be for any reason whatsoever held invalid, then such covenants, agreements, provisions or terms shall be deemed severable from the remaining covenants, agreements, provisions or terms of this Agreement and shall in no way affect the validity or enforceability of the other provisions of this Agreement or of the Certificates or the rights of the holders thereof. IN WITNESS WHEREOF, this Agreement is executed as of the date first above written. Address: WACHOVIA BANK, NATIONAL ASSOCIATION, as Trustee 401 South Tryon Street Charlotte, North Carolina, 28202 By:_______________________________________ Name:_____________________________________ Title:____________________________________ Address: WELLS FARGO ASSET SECURITIES CORPORATION, as Seller 7485 New Horizon Way Frederick, Maryland 21703 By:_______________________________________ Name: Alan S. McKenney Title: Vice President Address: WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION, as Master Servicer 7485 New Horizon Way Frederick, Maryland 21703 By:_______________________________________ Name: William B. Hill, III Title: Vice President Address: WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION, as Custodian 1015 10th Avenue South East Minneapolis, Minnesota 55414 By:_______________________________________ Name: Bradley D. Johnson Title: Assistant Vice President STATE OF MARYLAND ) ss.: COUNTY OF FREDERICK ) On this 28th day of August, 2002, before me, a notary public in and for the State of Maryland, personally appeared Alan McKenney, known to me who, being by me duly sworn, did depose and say that he resides at McLean, Virginia; that he is Vice President of Wells Fargo Asset Securities Corporation, a Delaware corporation, one of the parties that executed the foregoing instrument; and that he signed his name thereto by order of the Board of Directors of said corporation. _________________________ Notary Public [NOTARIAL SEAL] STATE OF MARYLAND ) ss.: COUNTY OF FREDERICK ) On this 28th day of August, 2002, before me, a notary public in and for the State of Maryland, personally appeared William B. Hill, III, known to me who, being by me duly sworn, did depose and say that he resides at Frederick, Maryland; that he is a Vice President of Wells Fargo Bank Minnesota, National Association, a national banking association, one of the parties that executed the foregoing instrument; and that he signed her name thereto by order of the Board of Directors of said corporation. _________________________ Notary Public [NOTARIAL SEAL] STATE OF NORTH CAROLINA ) ss.: COUNTY OF ) On this 28th day of August, 2002, before me, a notary public in and for the State of North Carolina, personally appeared _____________________, known to me who, being by me duly sworn, did depose and say that he resides at __________________, North Carolina; that he is a _____________________ of Wachovia Bank, National Association, a national banking association, one of the parties that executed the foregoing instrument; and that s/he signed his name thereto by order of the Board of Directors of said corporation. _________________________ Notary Public [NOTARIAL SEAL] STATE OF MINNESOTA ) ss.: COUNTY OF ) On this 28th day of August, 2002, before me, a notary public in and for the State of Minnesota, personally appeared Bradley D. Johnson, known to me who, being by me duly sworn, did depose and say that he resides at ________________; that he is a ________________ of Wells Fargo Bank Minnesota, National Association, a national banking association, one of the parties that executed the foregoing instrument; and that he signed his name thereto by order of the Board of Directors of said corporation. _________________________ Notary Public [NOTARIAL SEAL] EXHIBIT F-1A [Schedule of Type 1 Mortgage Loans in Group I] WFALT WFALT 2002-01 EXHIBIT F-1 GROUP I LOANS F10, F15, F20, F25 & F30 YEAR FIXED CONFORMING MORTGAGE LOANS
(i) (ii) (iii) (iv) (v) (vi) (vii) ----- ------------------- ----- ----- -------- -------- -------- --------- -------- NET MORTGAGE MORTGAGE MORTGAGE CURRENT ORIGINAL LOAN ZIP PROPERTY INTEREST INTEREST MONTHLY TERM TO NUMBER CITY STATE CODE TYPE RATE RATE PAYMENT MATURITY -------- ------------------- ----- ----- -------- -------- -------- --------- -------- 0001410 SHERBURNE NY 13460 SFD 7.500 7.233 $290.87 360 0003784 JANESVILLE MN 56048 SFD 7.625 7.358 $1,769.48 360 0011020 MANSFIELD OH 44907 SFD 7.625 7.358 $254.81 360 0015469 ROCHESTER NH 03867 MF3 7.750 7.483 $1,276.65 360 0019999 COSTA MESA CA 92626 SFD 7.000 6.733 $1,716.15 360 0026109 IRON MOUNTAIN MI 49801 SFD 7.000 6.733 $1,051.91 360 0039797 OLYMPIA FIELDS IL 60461 SFD 7.250 6.983 $873.19 360 0044304 JIM THORPE PA 18229 SFD 7.875 7.608 $371.96 360 0044698 BIDDEFORD ME 04005 MF4 7.625 7.358 $853.60 360 0044829 PORTSMOUTH NH 03801 LCO 7.375 7.108 $1,520.80 360 0051757 SAN ANTONIO TX 78212 SFD 7.750 7.483 $393.31 360 0052275 WASHINGTON DC 20020 SFD 7.875 7.608 $1,021.26 360 0056208 FEASTERVILLE PA 19053 SFD 7.375 7.108 $854.71 360 0083520 MIAMI FL 33015 LCO 7.625 7.358 $395.80 360 0086049 ST. HELENA CA 94574 SFD 7.750 7.483 $2,149.24 360 0087961 BALTIMORE MD 21220 SFD 7.750 7.483 $261.49 360 0088133 EASTON PA 18042 SFD 6.875 6.608 $431.66 180 0089959 FORT WASHINGTON MD 20744 SFD 7.750 7.483 $785.98 360 0090989 TRAVERSE CITY MI 49686 SFD 7.625 7.358 $901.91 360 0092548 AURORA CO 80012 SFD 7.625 7.358 $799.81 360 0094564 RIVERDALE IL 60827 SFD 7.875 7.608 $195.77 360 0105186 FREDERICK MD 21701 LCO 7.125 6.858 $752.21 360 0106349 DECATUR GA 30032 SFD 7.875 7.608 $543.80 360 0109243 GRANTS PASS OR 97527 SFD 7.500 7.233 $1,018.06 360 0109499 BALTIMORE MD 21239 SFD 7.750 7.483 $291.58 360 0117792 CHICAGO IL 60636 MF2 7.750 7.483 $773.73 360 0117931 TAMPA FL 33626 PUD 7.000 6.733 $829.43 360 0119152 ONTARIO CA 91764 MF3 7.250 6.983 $920.94 360 0121572 PORTLAND OR 97205 SFD 7.625 7.358 $1,104.16 360 0122016 BRIDGEPORT CA 93517 SFD 7.750 7.483 $1,432.82 360 0124589 EDINA MN 55436 SFD 7.500 7.233 $1,048.82 360 0125149 HENDERSON NV 89015 SFD 7.750 7.483 $1,275.21 360 0126065 BALTIMORE MD 21239 SFD 7.750 7.483 $297.31 360 0127296 BRECKENRIDGE CO 80424 LCO 7.125 6.858 $1,344.74 360 0127816 HOP BOTTOM PA 18824 MF3 8.250 7.983 $333.97 180 0128955 GRAND RAPIDS MI 49503 MF4 7.125 6.858 $673.04 360 0131667 BRIDGETON MO 63132 SFD 7.500 7.233 $679.64 360 0133154 PALMERTON PA 18071 SFD 7.250 6.983 $386.79 360 0133774 EDINA MN 55435 SFD 7.750 7.483 $1,318.20 360 0135116 MORENO VALLEY CA 92557 SFD 7.250 6.983 $870.15 360 0138175 RIXEYVILLE VA 22737 SFD 7.375 7.108 $1,025.65 360 0139090 MENDON MA 01756 SFD 7.500 7.233 $1,873.20 360 0139520 ARCADIA CA 91007 SFD 7.625 7.358 $962.60 360 0140126 WORCESTER MA 01610 MF3 7.125 6.858 $1,224.82 360 0141272 ROSEDALE NY 11422 SFD 7.250 6.983 $1,338.43 360 0141717 FORSYTH MO 65653 MAN 7.750 7.483 $254.68 360 0143195 AUSTIN TX 78741 MF2 7.750 7.483 $877.61 360 0143483 ALEXANDRIA VA 22304 LCO 7.750 7.483 $322.39 360 0148568 PETALUMA CA 94952 SFD 6.875 6.608 $1,051.09 360 0151790 BURNS TOWNSHIP MN 55303 SFD 7.500 7.233 $1,048.82 360 0153060 STEPHENSON VA 22656 SFD 7.125 6.858 $1,057.74 360 0154422 PRESCOTT VALLEY AZ 86314 SFD 7.750 7.483 $802.38 360 0155132 BONNERS FERRY ID 83805 SFD 7.500 7.233 $1,817.96 360 0158678 FRAMINGHAM MA 01702 SFD 7.500 7.233 $1,300.54 360 0160500 GRANITE CITY IL 62040 SFD 7.500 7.233 $307.10 360 0160711 HENDERSON NV 89015 SFD 7.750 7.483 $1,318.20 360 0161453 ROTTERDAM JCT. NY 12150 SFD 7.375 7.108 $414.41 360 0161734 SARGENT TX 77404 SFD 7.250 6.983 $839.83 180 0162416 CLIFFWOOD BEACH NJ 07735 SFD 7.000 6.733 $1,200.87 360 0163456 GERMANTOWN TN 38139 SFD 7.250 6.983 $1,807.47 180 0163784 LOS ANGELES CA 90247 MF3 7.750 7.483 $1,208.95 360 0166218 YARMOUTH MA 02664 SFD 7.125 6.858 $1,967.26 360 0168338 ENFIELD CT 06082 SFD 7.500 7.233 $872.62 360 0169195 REX GA 30273 SFD 7.250 6.983 $587.35 360 0170247 ROCHESTER WA 98579 SFD 7.250 6.983 $897.74 360 0170421 SPOKANE WA 99223 SFD 7.000 6.733 $798.36 360 0171493 EGG HARBOR TWP. NJ 08234 SFD 7.375 7.108 $996.64 360 0174739 WELLS ME 04090 LCO 7.625 7.358 $591.01 360 0175847 BOISE ID 83716 SFD 7.500 7.233 $585.24 360 0176626 SAN RAMON CA 94583 LCO 7.250 6.983 $1,978.31 360 0176880 EAST HARTFORD CT 06108 MF4 7.875 7.608 $880.96 360 0177304 BELLEVUE WA 98007 MF4 7.125 6.858 $3,099.11 360 0178647 NEWMARKET NH 03857 MF4 7.500 7.233 $1,140.42 360 0180205 COLLEYVILLE TX 76034 SFD 7.375 7.108 $1,712.53 360 0181728 PUNTA GORDA FL 33950 LCO 7.000 6.733 $680.60 360 0181948 NORTH EAST MD 21901 SFD 7.125 6.858 $735.70 360 0182653 CHICAGO IL 60649 MF2 7.500 7.233 $1,008.15 360 0183917 PHOENIX AZ 85051 SFD 7.375 7.108 $491.76 360 0184757 OAKLAND CA 94619 SFD 7.250 6.983 $1,828.23 360 0185424 BAKERSFIELD CA 93306 SFD 7.750 7.483 $2,428.49 180 0185677 ORANGE MA 01364 SFD 7.375 7.108 $761.12 360 0187530 COLUMBUS OH 43213 SFD 7.625 7.358 $450.16 360 0188164 ORTONVILLE MI 48462 SFD 7.500 7.233 $601.32 360 0188345 MT. DORA FL 32757 SFD 7.500 7.233 $436.10 360 0190529 FORT MYERS BEACH FL 33931 SFD 7.500 7.233 $1,055.81 360 0191325 BLOOMINGTON CA 92316 SFD 7.500 7.233 $854.44 360 0191947 HOUSTON TX 77062 SFD 7.250 6.983 $665.80 360 0194711 LANCASTER CA 93535 SFD 7.500 7.233 $794.48 360 0196412 BEAVERCREEK OR 97004 SFD 7.750 7.483 $1,361.18 360 0198353 BROCKTON MA 02301 MF3 7.625 7.358 $1,475.33 360 0199319 OAKLAND CA 94605 SFD 7.625 7.358 $1,688.09 360 0199553 CHICAGO IL 60623 MF3 7.375 7.108 $1,417.27 360 0199663 ERIE PA 16502 MF4 7.625 7.358 $509.61 360 0202199 PALM SPRINGS CA 92262 SFD 6.875 6.608 $1,116.78 360 0202628 SPRING TX 77379 SFD 6.875 6.608 $1,641.01 180 0204848 SAN JOSE CA 95116 MF2 6.875 6.608 $1,970.79 360 0206197 LULING LA 70070 SFD 7.500 7.233 $664.25 360 0208565 RANCHO SANTA MARG CA 92688 LCO 6.875 6.608 $1,313.86 360 0208764 LAGUNA NIGUEL CA 92677 SFD 7.375 7.108 $2,043.71 360 0209042 HARTFORD CT 06106 MF4 7.500 7.233 $664.25 360 0209539 COLTS NECK NJ 07722 SFD 7.000 6.733 $765.10 360 0210520 FREEHOLD NJ 07728 SFD 7.250 6.983 $1,227.92 360 0210802 FOREST LAKE MN 55025 SFD 7.625 7.358 $1,153.70 360 0212219 LONG BEACH CA 90804 MF4 7.250 6.983 $3,356.31 360 0213826 POUGHKEEPSIE NY 12601 MF2 7.625 7.358 $877.66 360 0214867 CANYON COUNTRY CA 91387 LCO 7.250 6.983 $764.04 360 0216858 WICHITA FALLS TX 76309 SFD 7.875 7.608 $174.51 180 0218293 PLANO TX 75074 SFD 7.500 7.233 $556.30 360 0218999 TACOMA WA 98403 MF3 7.250 6.983 $907.29 360 0219300 STATEN ISLAND NY 10306 SFD 7.500 7.233 $769.14 360 0219421 MASTIC BEACH NY 11951 SFD 7.625 7.358 $594.55 360 0220306 TERRE HAUTE IN 47807 MF2 7.500 7.233 $220.25 360 0221056 TROY NY 12180 MF4 7.625 7.358 $445.91 360 0221596 FT LAUDERDALE FL 33315 MF2 7.250 6.983 $665.12 360 0221625 LINCOLN CITY OR 97367 SFD 7.500 7.233 $314.65 360 0222891 ROYSTON GA 30662 SFD 7.500 7.233 $957.92 360 0223006 INDIAN TRAIL NC 28079 SFD 7.250 6.983 $2,024.70 360 0224028 BELLVILLE TX 77418 SFD 7.250 6.983 $782.80 360 0224137 KELLER TX 76262 SFD 7.750 7.483 $608.95 360 0225352 UKIAH CA 95482 SFD 7.000 6.733 $1,420.15 180 0225386 COMPTON CA 90222 SFD 7.500 7.233 $643.28 360 0228323 BRADFORD TN 38316 SFD 7.250 6.983 $1,227.92 360 0228404 SHINGLE SPRINGS CA 95682 SFD 6.875 6.608 $1,970.79 360 0229052 OAKLAND CA 94607 SFD 7.375 7.108 $1,564.38 360 0229182 COMO MS 38619 MAN 7.625 7.358 $691.16 360 0230872 VACAVILLE CA 95687 SFD 7.000 6.733 $1,330.61 360 0231385 ASPEN CO 81611 LCT 7.500 7.233 $1,230.62 360 0232163 MAHOPAC NY 10541 SFD 7.125 6.858 $1,224.82 360 0232176 ST PAUL MN 55104 MF2 7.000 6.733 $659.98 360 0232896 POWELL OH 43065 LCO 7.375 7.108 $795.11 360 0234271 SACRAMENTO CA 95816 MF3 7.375 7.108 $1,519.49 360 0235006 BLAINE WA 98230 SFD 6.750 6.483 $1,524.21 360 0235065 PIONEER CA 95666 SFD 7.625 7.358 $735.75 360 0235160 PEMBROKE PINES FL 33029 SFD 6.875 6.608 $1,235.03 360 0235965 ST PAUL MN 55108 MF2 6.875 6.608 $1,708.01 360 0238672 PALMDALE CA 93550 SFD 6.500 6.233 $887.01 180 0239713 VALDOSTA GA 31601 SFD 7.625 7.358 $713.46 360 0241443 BEVERLY HILLS CA 90212 MF4 7.500 7.233 $3,976.43 360 0242083 CHICAGO IL 60623 MF2 7.625 7.358 $586.05 360 0244401 KELLER TX 76248 SFD 7.500 7.233 $454.00 360 0244702 BAYFIELD CO 81122 SFD 7.500 7.233 $1,255.44 360 0245021 TUCSON AZ 85743 MAN 7.500 7.233 $325.55 360 0247348 PRINEVILLE OR 97754 SFD 7.625 7.358 $702.13 360 0247960 NEDERLAND CO 80466 SFD 7.250 6.983 $1,995.37 360 0253052 ATLANTA GA 30310 SFD 7.000 6.733 $1,317.30 360 0253702 CINCINNATI OH 45238 MF4 7.250 6.983 $911.73 360 0254759 ASHBY MA 01431 SFD 6.875 6.608 $843.66 360 0254883 SATELLITE BEACH FL 32937 HCO 7.250 6.983 $1,500.79 360 0260440 COOS BAY OR 97420 SFD 8.375 8.108 $796.56 360 0261204 MYRTLE BEACH SC 29577 HCT 7.625 7.358 $424.68 360 0261422 KEMMERER WY 83101 SFD 8.500 8.233 $441.94 360 0262539 TUCSON AZ 85749 SFD 7.375 7.108 $1,015.30 360 0263205 SPARKS NV 89436 SFD 7.375 7.108 $413.97 180 0263995 CAMARILLO CA 93010 SFD 7.500 7.233 $1,244.60 360 0265131 BEAVERTON OR 97008 SFD 8.500 8.233 $1,281.98 360 0265409 LIMA OH 45805 SFD 9.250 8.983 $664.32 360 0271052 ANCHORAGE AK 99517 MF3 7.125 6.858 $1,450.18 360 0271998 SCOTTSDALE AZ 85251 SFD 8.125 7.858 $767.61 360 0272565 SILER CITY NC 27344 SFD 7.250 6.983 $648.07 360 0273691 HUNTINGTON NY 11743 SFD 7.500 7.233 $1,730.56 360 0275478 PANORA IA 50216 PUD 8.375 8.108 $646.07 360 0276003 FLORAL PARK NY 11001 MF2 9.125 8.858 $1,757.45 360 0280079 SUTHERLIN OR 97479 MAN 7.500 7.233 $594.33 360 0282258 CALEXICO CA 92231 LCO 7.000 6.733 $557.28 180 0282866 MIAMI FL 33144 LCO 7.000 6.733 $298.39 360 0282950 SANFORD NC 27331 SFD 8.500 8.233 $997.09 360 0284014 LAFAYETTE IN 47905 LCO 7.625 7.358 $414.06 360 0284402 OVERLAND PARK KS 66212 SFD 8.500 8.233 $996.52 360 0290473 MERRICK NY 11566 SFD 7.125 6.858 $1,347.44 360 0296679 WINDSOR VT 05089 SFD 7.750 7.483 $547.34 360 0296774 JONESBORO GA 30238 SFD 8.750 8.483 $958.39 360 0302029 OAKLAND CA 94619 SFD 7.125 6.858 $964.10 360 0302189 WOODBRIDGE VA 22191 SFD 6.500 6.233 $1,060.47 180 0302818 AUSTIN TX 78723 SFD 7.250 6.983 $586.68 360 0303880 CARSON CITY NV 89704 SFD 7.500 7.233 $1,352.98 360 0305285 EAGLE ID 83616 SFD 7.500 7.233 $1,887.88 360 0305709 EDGEWATER MD 21037 SFD 7.125 6.858 $1,000.47 360 0306432 NORTH EAST MD 21901 SFD 6.750 6.483 $875.61 360 0307375 LAUDERHILL FL 33313 SFD 7.375 7.108 $290.09 360 0314247 DERBY KS 67037 SFD 7.250 6.983 $1,255.20 360 0314750 LINCOLN RI 02865 MF3 7.375 7.108 $1,398.61 360 0314779 CLEARWATER FL 33767 MF4 7.250 6.983 $3,658.17 360 0315862 FORT LAUDERDALE FL 33334 MF2 7.375 7.108 $773.56 360 0317137 WHITTIER CA 90604 SFD 6.875 6.608 $1,540.17 360 0319526 BELL GARDENS CA 90201 MF4 7.375 7.108 $2,274.78 360 0324873 ORLANDO FL 32822 SFD 7.625 7.358 $781.40 360 0325602 TUCSON AZ 85730 SFD 7.500 7.233 $594.33 360 0326510 SALISBURY MD 21804 SFD 7.500 7.233 $1,492.83 360 0327299 HERNDON VA 20171 SFD 7.000 6.733 $1,277.38 360 0329898 CHASKA MN 55318 SFD 7.000 6.733 $875.54 360 0338323 BURNET TX 78611 SFD 6.875 6.608 $1,596.34 360 0338637 WAPPINGERS FALLS NY 12590 SFD 6.750 6.483 $1,314.62 360 0339855 HAGERSTOWN MD 21740 SFD 6.875 6.608 $488.76 360 0342961 EL LAGO TX 77586 MF2 7.625 7.358 $1,021.13 360 0346850 HAYSVILLE KS 67060 SFD 7.500 7.233 $769.14 360 0346933 UPPER DARBY PA 19082 SFD 7.500 7.233 $590.97 180 0347199 ATLANTA GA 30314 SFD 7.500 7.233 $890.10 360 0354921 FT MYERS FL 33919 SFD 6.750 6.483 $661.08 360 0355041 RIVERVIEW FL 33569 SFD 7.500 7.233 $349.61 360 0359261 WHITEWOOD SD 57793 SFD 6.875 6.608 $579.71 180 0360053 WASHINGTON DC 20017 MF4 7.625 7.358 $1,344.81 360 0361480 BIG BEAR CITY CA 92314 MAN 7.000 6.733 $417.96 180 0362303 HARPERS FERRY WV 25425 SFD 7.000 6.733 $444.42 360 0363032 LAKELAND TN 38002 SFD 7.000 6.733 $2,021.55 180 0363335 FORT LEE NJ 07024 SFD 6.875 6.608 $2,675.56 180 0367210 MAHOPAC NY 10541 SFD 6.875 6.608 $1,313.86 360 0373112 EAST LONGMEADOW MA 01028 SFD 6.875 6.608 $1,478.25 180 0373198 MOUNT DESERT ME 04660 SFD 6.750 6.483 $1,311.79 360 0373692 CHARLESTON SC 29403 SFD 7.250 6.983 $1,749.78 360 0374169 RALEIGH NC 27615 SFD 7.375 7.108 $701.73 360 0377673 GERMANTOWN NY 12526 SFD 7.625 7.358 $833.43 360 0379977 SEATTLE WA 98178 SFD 7.375 7.108 $1,036.01 360 0380289 EVERETT WA 98201 SFD 7.250 6.983 $736.75 360 0388103 JUDITH GAP MT 59453 MAN 7.375 7.108 $465.52 360 0390735 MANHATTAN MT 59741 SFD 7.000 6.733 $1,796.32 360 0391145 FREDERICKSBURG VA 22407 SFD 7.250 6.983 $966.98 360 0391146 ELK GROVE CA 95624 SFD 9.500 9.233 $1,278.10 360 0392119 PEPPER PIKE OH 44124 SFD 7.500 7.233 $1,337.25 360 0396060 SEATTLE WA 98166 SFD 7.000 6.733 $1,516.89 360 0397951 OLYMPIA WA 98501 SFD 6.875 6.608 $1,131.69 360 0405036 BETHLEHAM PA 18015 SFD 6.875 6.608 $1,409.11 360 0408502 PAHRUMP NV 89048 SFD 7.375 7.108 $984.21 360 0409042 WVC UT 84120 SFD 7.000 6.733 $629.18 180 0410210 CAMPTON NH 03223 LCO 6.750 6.483 $371.66 180 0410307 MAPLEWOOD NJ 07040 SFD 7.250 6.983 $1,157.31 360 0413204 MIAMI FL 33196 SFD 6.875 6.608 $825.10 360 0428625 HUNTSVILLE TX 77340 SFD 7.375 7.108 $304.59 360 0428751 MICANOPY FL 32667 SFD 6.875 6.608 $981.04 180 0430347 TULSA OK 74114 SFD 6.750 6.483 $1,009.22 360 0433016 AMARILLO TX 79119 SFD 7.000 6.733 $1,085.77 360 0435225 BULLHEAD CITY AZ 86426 SFD 7.000 6.733 $441.49 360 0440813 MELBA ID 83641 SFD 7.000 6.733 $1,000.95 360 0445323 ALPHARETTA GA 30022 SFD 7.375 7.108 $944.84 360 0447236 ROCKVILLE MD 20852 SFD 7.125 6.858 $1,435.02 360 0448131 PASADENA TX 77505 SFD 6.875 6.608 $624.30 180 0448820 BOISE ID 83702 SFD 7.375 7.108 $1,381.35 360 0450907 HOLLYWOOD FL 33021 SFD 7.375 7.108 $483.47 360 0451077 WILMINGTON DE 19806 HCO 6.875 6.608 $1,018.24 360 0459422 KEIZER OR 97303 SFD 6.875 6.608 $762.04 360 0468422 CHARLESTON SC 29407 SFD 7.250 6.983 $706.05 360 0480824 BRUNSWICK OH 44212 SFD 7.375 7.108 $1,267.46 360 0500869 PUNTA GORDA FL 33950 LCO 7.000 6.733 $598.77 360 0510666 CHALLIS ID 83226 SFD 6.750 6.483 $292.02 180 0512588 MT. PLEASANT SC 29466 SFD 7.250 6.983 $1,023.26 360 0526054 INDIAN HEAD PARK IL 60525 PUD 7.250 6.983 $1,565.59 360 0533392 CLEAR LAKE MN 55319 SFD 7.250 6.983 $1,125.59 360 0535415 COLUMBUS OH 43214 SFD 7.250 6.983 $494.58 360 0737911 DUNCAN OK 73533 SFD 7.500 7.233 $477.21 360 0740459 ANCHORAGE AK 99508 MF4 7.375 7.108 $1,696.64 360 0740556 KIRKLAND WA 98033 SFD 8.250 7.983 $875.23 360 0742076 LAS VEGAS NV 89110 SFD 7.625 7.358 $1,217.41 360 0742157 MIAMI FL 33138 MF4 7.500 7.233 $862.84 360 0743580 RAPID CITY SD 57701 SFD 8.500 8.233 $591.68 360 0744006 EDMOND OK 73013 SFD 8.875 8.608 $865.47 360 0744917 HOLLADAY UT 84117 SFD 8.875 8.608 $2,229.80 360 0747152 GREENSBORO NC 27408 SFD 8.125 7.858 $629.64 360 0753119 MIAMI FL 33186 PUD 8.250 7.983 $1,656.55 360 0757175 LAKE ELSINORE CA 92530 SFD 8.375 8.108 $1,340.77 360 0760492 GRANITE CITY IL 62040 SFD 8.125 7.858 $617.76 360 0768067 HENDERSON NV 89015 SFD 8.250 7.983 $420.71 360 0773892 BALTIMORE MD 21218 MF3 7.000 6.733 $1,245.45 360 0795177 AUSTIN TX 78754 SFD 9.625 9.358 $1,079.49 360 0804114 POWELL TN 37849 SFD 9.125 8.858 $1,109.19 360 0804301 ALEXANDRIA VA 22301 SFD 10.950 10.683 $2,646.45 360 0810198 CAMANO ISLAND WA 98282 MAN 6.750 6.483 $741.35 360 0811682 CLEARWATER FL 33767 HCO 8.750 8.483 $1,088.80 360 0816384 RICHARDSON TX 75081 SFD 8.500 8.233 $793.52 360 0818219 CINCINNATI OH 45244 SFD 7.250 6.983 $1,326.83 360 0822474 NEW YORK NY 10023 HCO 7.875 7.608 $1,903.31 360 0825766 POWELL OH 43065 SFD 6.750 6.483 $1,327.37 180 0826348 ROCKFORD MI 49341 SFD 9.625 9.358 $1,070.14 360 0827539 MEMPHIS TN 38118 SFD 10.250 9.983 $676.79 360 0836909 COLUMBUS OH 43214 SFD 9.950 9.683 $1,966.23 360 0844610 ABERDEEN WA 98520 SFD 8.750 8.483 $258.28 360 0847647 ELMHURST IL 60126 SFD 8.500 8.233 $438.28 360 0848458 KYLE TX 78640 SFD 10.750 10.483 $794.58 360 0848851 SAINT PAUL MN 55116 SFD 10.500 10.233 $1,750.82 360 0849202 WILMINGTON NC 28405 SFD 8.750 8.483 $865.38 360 0849211 WILMINGTON NC 28405 SFD 8.750 8.483 $865.38 360 0850642 SNELLVILLE GA 30078 MF4 9.125 8.858 $2,397.46 360 0853651 ANGLETON TX 77515 SFD 8.375 8.108 $1,573.35 360 0853998 NEW ORLEANS LA 70112 MF3 8.500 8.233 $339.10 360 0857004 LONG BEACH CA 90804 SFD 8.375 8.108 $991.89 360 0857341 OLYMPIA WA 98502 SFD 7.875 7.608 $1,196.37 360 0866480 LONDONDERRY NH 03053 SFD 9.250 8.983 $1,679.09 360 0868796 EAST LANSING MI 48823 SFD 9.625 9.358 $557.17 360 0876298 GREER SC 29651 SFD 10.500 10.233 $642.20 360 0878940 OCEANSIDE CA 92054 SFD 7.750 7.483 $1,346.86 360 0893795 FORT WORTH TX 76123 SFD 10.500 10.233 $1,831.81 360 0896997 BREEZY POINT MN 56472 SFD 7.500 7.233 $1,127.48 360 0897583 LEWISTON ID 83501 SFD 8.750 8.483 $503.49 360 0898192 ORANGE NJ 07050 MF3 7.750 7.483 $952.83 360 0900207 CLEARWATER FL 33767 HCO 8.875 8.608 $955.97 360 0900255 ATLANTA GA 30324 SFD 8.625 8.358 $1,575.03 360 0902083 KEELING VA 24566 SFD 7.500 7.233 $585.25 360 0919401 MIAMI BEACH FL 33139 LCO 7.500 7.233 $507.54 180 0921854 OAK HARBOR WA 98277 SFD 10.125 9.858 $1,259.51 360 0925387 SULPHUR OK 73086 SFD 8.875 8.608 $723.24 360 0931940 CEDAR KEY FL 32625 SFD 7.875 7.608 $1,609.66 360 0934201 RENO NV 89506 SFD 8.950 8.683 $634.42 360 0958149 SAINT PETERSBURG FL 33705 SFD 8.250 7.983 $1,490.52 360 0963775 PINELLAS PARK FL 33781 SFD 7.875 7.608 $804.83 360 0971270 BATH ME 04530 SFD 7.500 7.233 $723.69 360 0971889 RICHFIELD MN 55423 SFD 8.875 8.608 $1,288.95 360 0973712 PENACOOK NH 03303 LCO 7.950 7.683 $598.84 360 0973772 BAY POINT CA 94565 SFD 9.625 9.358 $1,415.24 360 0974077 PHOENIX AZ 85035 SFD 7.875 7.608 $375.95 360 0976574 PEMBROKE PINES FL 33029 SFD 6.875 6.608 $918.39 360 0977014 ANNANDALE VA 22003 SFD 7.500 7.233 $1,628.48 360 0978620 PENSACOLA FL 32501 SFD 7.000 6.733 $439.10 360 0979969 ANCHORAGE AK 99515 MF4 7.625 7.358 $2,567.17 360 0983901 WINONA MN 55987 SFD 9.375 9.108 $823.44 360 0986366 PORTLAND OR 97206 SFD 8.750 8.483 $641.17 360 0987469 BATON ROUGE LA 70810 SFD 7.250 6.983 $827.31 360 0990550 OLYMPIA WA 98502 SFD 8.625 8.358 $1,366.97 360 0993711 PHILADELPHIA PA 19147 MF3 7.500 7.233 $610.42 360 0997521 SACRAMENTO CA 95833 SFD 8.875 8.608 $1,772.30 360 1003900 PEMBROKE PINES FL 33028 SFD 7.500 7.233 $978.90 360 1011266 BATON ROUGE LA 70809 SFD 7.875 7.608 $707.67 360 1058040 SOUTH OZONE PARK NY 11420 SFD 7.125 6.858 $2,527.27 180 1185902 CHATTANOOGA TN 37415 SFD 6.875 6.608 $546.90 360 1203635 JAMAICA NY 11433 MF2 7.625 7.358 $2,151.70 360 1244975 TULSA OK 74105 MF4 7.750 7.483 $813.85 360 2026903 CONGERS NY 10920 MF2 8.000 7.733 $1,467.53 360 2936747 SPRINGFIELD MO 65807 SFD 8.000 7.733 $375.69 360 3838445 ROCK HALL MD 21661 SFD 7.500 7.233 $524.41 360 3841500 MIAMI FL 33129 HCO 7.375 7.108 $984.21 360 3847045 CATHEDRAL CITY CA 92234 LCO 7.875 7.608 $1,114.79 360 3849210 LAS VEGAS NV 89121 SFD 7.875 7.608 $1,089.78 360 3892294 MEADVILLE PA 16335 SFD 8.250 7.983 $250.17 360 4072351 KIHEI HI 96753 SFD 7.375 7.108 $1,638.97 360 4141727 CANADIAN LAKES MI 49346 SFD 8.500 8.233 $984.21 360 4161493 BIG BEAR CITY CA 92314 SFD 7.125 6.858 $350.33 360 4172656 EDGEWATER FL 32132 LCO 7.625 7.358 $318.51 360 4218647 WINSTON SALEM NC 27107 SFD 8.750 8.483 $427.97 360 4220766 REDMOND OR 97756 SFD 8.500 8.233 $2,156.81 360 4221458 PISMO BEACH CA 93448 LCO 9.000 8.733 $1,609.25 360 4221460 PISMO BEACH CA 93448 LCO 9.000 8.733 $1,508.67 360 4221830 STATEN ISLAND NY 10312 SFD 7.625 7.358 $763.71 360 4222689 ST.ALBANS NY 11412 SFD 7.375 7.108 $1,533.30 360 4223336 DALLAS NC 28034 SFD 8.500 8.233 $813.89 180 4225227 MANSFIELD TX 76063 MF4 8.750 8.483 $849.64 360 4225304 MANSFIELD TX 76063 MF4 8.750 8.483 $849.64 360 4225814 HEFLIN AL 36264 SFD 7.750 7.483 $483.58 360 4225851 PAWLEYS ISLAND SC 29585 HCO 8.500 8.233 $1,068.60 360 4226172 CITRUS HEIGHTS CA 95621 SFD 7.875 7.608 $1,229.00 360 4228747 VIRGINIA BEACH VA 23462 SFD 8.625 8.358 $437.51 360 4228978 FRESNO CA 93727 SFD 8.125 7.858 $928.13 360 4229812 KAILUA KONA HI 96740 LCO 7.750 7.483 $488.95 360 4230605 ALBANY OR 97321 SFD 8.625 8.358 $790.24 360 4234850 GAINSVILLE GA 30506 SFD 7.875 7.608 $1,010.03 360 4236136 MADISON WI 53705 SFD 8.250 7.983 $704.32 360 4242407 KILLEEN TX 76543 MF4 8.250 7.983 $1,217.05 360 4243915 WAILUKU HI 96793 MF2 8.000 7.733 $3,668.82 360 4254243 MANCHESTER NJ 08759 SFD 8.750 8.483 $601.83 360 4280770 SAG HARBOR NY 11963 SFD 8.000 7.733 $1,027.27 360 4289745 BRONX NY 10461 MF3 8.500 8.233 $2,422.08 360 4290760 CARRBORO NC 27510 SFD 7.875 7.608 $435.04 360 4290803 PHOENIX AZ 85040 MF3 8.750 8.483 $665.55 360 4290852 MANCHESTER NH 03103 MF4 8.500 8.233 $1,273.32 360 4290882 MANCHESTER NH 03102 MF4 8.500 8.233 $1,307.92 360 4290898 CHICAGO IL 60653 MF4 8.000 7.733 $2,237.99 360 4290903 GREEN COVE SPRINGS FL 32043 SFD 8.000 7.733 $1,203.37 360 4291296 LAS VEGAS NV 89123 PUD 8.000 7.733 $805.67 360 4291379 MANSFIELD MA 02048 SFD 7.250 6.983 $938.68 360 4296960 ZEPHYR COVE NV 89449 SFD 7.250 6.983 $1,163.12 360 4306714 SEMINOLE FL 33712 SFD 7.875 7.608 $765.68 360 4306914 BENICIA CA 94510 LCO 7.500 7.233 $741.17 360 4310276 SOUTH BAY FL 33493 SFD 8.500 8.233 $384.46 360 4312462 OTIS OR 97368 SFD 7.625 7.358 $530.85 360 4318291 MINNEAPOLIS MN 55412 SFD 7.875 7.608 $986.09 360 4318953 NEW YORK NY 10024 COP 7.625 7.358 $821.04 360 4319713 EVERETT WA 98204 MF2 8.000 7.733 $2,146.27 360 4319740 ALEXANDRIA VA 22309 LCO 7.875 7.608 $423.45 360 4319744 AUSTIN TX 78730 SFD 7.500 7.233 $1,957.80 360 4319771 AVON PARK FL 33825 MF2 7.875 7.608 $311.78 360 4319784 MOSCOW PA 18444 MF3 8.250 7.983 $447.01 360 4319800 COLLEGE PARK GA 30349 MF3 8.500 8.233 $1,141.84 360 4319808 NOKESVILLE VA 20181 SFD 7.375 7.108 $1,457.33 360 4319819 INMAN SC 29349 SFD 8.500 8.233 $1,408.65 360 4319841 MEMPHIS TN 38117 SFD 7.875 7.608 $2,055.58 360 4319861 TACOMA WA 98404 MF4 7.500 7.233 $832.07 360 4319879 NEWTON MA 02465 SFD 7.125 6.858 $1,852.73 360 4319929 ST. LOUIS MO 63116 MF2 8.500 8.233 $567.46 360 4319947 MANTECA CA 95336 MF4 8.500 8.233 $2,110.67 360 4319960 LAWRENCEVILLE GA 30043 SFD 7.500 7.233 $1,015.26 360 4320054 UNIVERSITY PLACE WA 98467 MF2 7.375 7.108 $821.91 360 4321032 PINE CITY MN 55063 SFD 8.750 8.483 $1,403.48 360 4328059 FORT MYERS FL 33907 MF2 7.750 7.483 $401.19 360 4332807 CHELMSFORD MA 01863 SFD 8.250 7.983 $518.38 360 4338948 EAST ROCKAWAY NY 11578 COP 7.500 7.233 $531.41 360 4350236 MIAMI FL 33183 LCO 7.875 7.608 $375.59 360 4356593 NASHVILLE TN 37208 SFD 8.375 8.108 $419.18 360 4357415 MONTARA CA 94037 MF4 7.375 7.108 $3,651.60 360 4363517 PORT ORCHARD WA 98366 SFD 7.125 6.858 $464.87 360 4363611 KEY WEST FL 33040 SFD 7.750 7.483 $1,232.23 360 4366721 LEOMINSTER MA 01453 MF3 8.500 8.233 $553.62 360 4366742 DURANGO CO 81301 LCO 8.250 7.983 $349.34 360 4366751 ATTLEBORO MA 02703 MF3 8.500 8.233 $1,660.09 360 4366788 MANCHESTER TOWNSHIP NJ 08759 SFD 8.500 8.233 $968.83 360 4366885 RICHMOND VA 23229 SFD 8.625 8.358 $784.01 360 4366928 GRAYSON GA 30017 SFD 7.625 7.358 $2,099.68 360 4367028 RENO NV 89509 LCO 8.000 7.733 $610.86 360 4367945 PLEASANTON CA 94566 SFD 6.625 6.358 $1,664.81 360 4368163 CHINO CA 91710 SFD 7.875 7.608 $1,876.12 360 4368494 NEW ORLEANS LA 70116 MF2 7.875 7.608 $522.05 360 4369074 NEWTOWN MA 02446 MF2 7.875 7.608 $1,993.95 360 4369269 STEWARTSVILLE NJ 08886 SFD 7.875 7.608 $2,154.00 360 4374199 CHATTANOOGA TN 37421 SFD 8.000 7.733 $857.04 360 4374240 NEW HAVEN CT 06511 MF3 8.375 8.108 $513.05 360 4374241 CHATTANOOGA TN 37421 SFD 8.000 7.733 $857.04 360 4374281 ROSEVILLE CA 95747 PUD 7.375 7.108 $1,989.14 360 4374324 TAYLORS SC 29687 SFD 7.875 7.608 $1,018.17 180 4374394 EATON CO 80615 SFD 7.875 7.608 $2,117.21 360 4374497 CINCINNATI OH 45214 MF2 8.125 7.858 $394.27 360 4374863 MIAMI FL 33172 SFD 7.375 7.108 $1,160.34 360 4374907 TRENTON NJ 08609 MF4 8.375 8.108 $607.68 360 4375639 FORT LAUDERDALE FL 33316 SFD 8.375 8.108 $2,189.01 360 4375739 LEXINGTON KY 40517 SFD 7.250 6.983 $611.23 360 4375833 ORLANDO FL 32835 SFD 8.500 8.233 $1,276.40 360 4375951 NORTH CHELMSFORD MA 01863 LCO 8.500 8.233 $1,359.44 360 4375999 ROSEVILLE CA 95747 SFD 7.625 7.358 $2,123.38 360 4376117 ORANGE CA 92867 MF4 8.500 8.233 $1,676.23 360 4377170 ASHBURN VA 20147 PUD 7.875 7.608 $1,678.90 360 4377203 NAPLES FL 34108 SFD 8.125 7.858 $1,236.26 360 4377240 MOUNT LAUREL NJ 08054 LCO 8.375 8.108 $395.24 360 4377333 RICHARDSON TX 75081 SFD 8.000 7.733 $1,033.14 360 4379593 METHUEN MA 01844 MF2 7.000 6.733 $794.38 360 4379692 IDAHO FALLS ID 83404 MF4 8.000 7.733 $463.74 360 4379742 MESA AZ 85203 MF3 8.375 8.108 $1,094.50 360 4379844 MONROE WA 98272 SFD 8.125 7.858 $950.40 360 4379878 EPPING NH 03042 MF3 8.750 8.483 $1,120.27 360 4379937 ALISO VIEJO CA 92656 LCO 7.250 6.983 $1,364.35 360 4380015 GREENWICH CT 06830 SFD 8.000 7.733 $1,049.29 360 4380039 TUCSON AZ 85706 MF4 8.375 8.108 $710.67 360 4380124 LAS VEGAS NV 89107 MF4 8.375 8.108 $1,402.34 360 4380159 HOUSTON TX 77074 LCO 7.875 7.608 $306.71 360 4380187 LAS VEGAS NV 89107 MF4 8.375 8.108 $1,402.34 360 4380273 LAKESIDE AZ 85929 SFD 8.250 7.983 $621.67 360 4384189 CHICAGO IL 60617 MF4 7.750 7.483 $773.73 360 4384213 BELLWOOD IL 60104 MF4 8.000 7.733 $1,465.70 360 4384260 RANCHO MIRAGE CA 92270 SFD 8.375 8.108 $2,052.20 360 4384274 SPRINGFIELD MA 01108 MF2 8.375 8.108 $677.23 360 4384351 DORCHESTER MA 02122 MF3 7.750 7.483 $1,773.13 360 4384381 CHICAGO IL 60623 MF3 7.500 7.233 $1,096.02 360 4385453 FORT LEE NJ 07024 HCO 8.500 8.233 $634.36 360 4386431 SAINT ALBANS VT 05478 MF4 8.375 8.108 $1,185.72 360 4386691 UNIVERSITY CITY MO 63130 MF4 8.500 8.233 $830.43 360 4386756 POWDER SPRINGS GA 30127 SFD 7.125 6.858 $1,920.10 360 4386903 CLEMENTON NJ 08021 SFD 8.000 7.733 $726.43 360 4386937 WILDER VT 05088 MF2 8.000 7.733 $824.75 360 4395471 BLOOMFIELD HILLS MI 48033 SFD 7.500 7.233 $1,223.63 360 4396220 JERSEY CITY NJ 07037 MF4 8.000 7.733 $2,113.25 360 4396368 LEICESTER MA 01524 SFD 7.750 7.483 $1,289.55 360 4396403 GLOVERSVILLE NY 12078 MF4 7.875 7.608 $355.67 180 4396405 LAS VEGAS NV 89104 MF4 7.875 7.608 $557.58 360 4396517 GARDNER MA 01440 MF3 8.375 8.108 $793.52 360 4396589 UNIVERSITY CITY MO 63130 MF4 8.500 8.233 $830.43 360 4396630 HUDSON FL 34667 SFD 7.875 7.608 $1,087.60 360 4396723 WEST SPRINGFIELD MA 01089 MF4 8.375 8.108 $923.49 360 4401227 MIAMI FL 33165 SFD 7.500 7.233 $1,048.83 360 4403375 PAWTUCKET RI 02860 MF3 8.375 8.108 $1,094.51 360 4407443 POQUOSON VA 23662 SFD 7.500 7.233 $349.61 360 4409276 EAST HAMPTON NY 11937 MF2 7.625 7.358 $1,450.98 360 4410171 JERSEY CITY NJ 07303 LCO 8.000 7.733 $1,085.97 360 4411091 FAIRFIELD CT 06851 MF3 6.500 6.233 $1,561.21 360 4412862 GRIFFIN GA 30224 SFD 8.750 8.483 $672.63 360 4423042 WASHINGTON DC 20019 MF4 7.875 7.608 $718.44 360 4430893 ATLANTA GA 30324 SFD 8.250 7.983 $2,065.99 360 4432363 TEMPLE TERRACE FL 33617 LCO 8.125 7.858 $384.25 360 4434359 BRONX NY 10461 MF3 7.875 7.608 $3,248.31 360 4439617 PARKVILLE MD 21234 MF2 7.750 7.483 $279.41 360 4440236 LONG BEACH CA 90813 MF4 7.375 7.108 $1,420.03 360 4446596 DUCK KEY FL 33050 MF2 7.750 7.483 $2,722.37 360 4446653 SHELBY TWP MI 48315 SFD 6.875 6.608 $1,129.92 360 4446707 SCOTTSDALE AZ 85251 LCO 7.500 7.233 $384.57 360 4446778 HONESDALE PA 18431 MF4 8.375 8.108 $615.66 360 4446960 VENICE AREA CA 90291 MF3 8.250 7.983 $2,065.98 360 4449773 OAKTON VA 22124 LCO 7.875 7.608 $1,102.11 360 4614590 SARASOTA FL 34236 LCO 7.750 7.483 $1,576.04 360 4620969 RIO RANCHO NM 87124 SFD 7.250 6.983 $1,084.74 360 4677951 PROVIDENCE RI 02909 MF2 7.750 7.483 $486.80 360 4678421 GLEN ARBOR MI 49636 SFD 8.000 7.733 $2,054.54 360 4781209 NARRAGANSETT RI 02882 SFD 7.750 7.483 $1,608.35 360 4814935 TUALATIN OR 97062 SFD 7.750 7.483 $1,432.82 360 4863122 CAPE CORAL FL 33914 SFD 6.250 5.983 $668.79 180 4868717 CINCINNATI OH 45237 MF4 7.500 7.233 $956.53 360 4877874 WARREN OH 44483 SFD 7.375 7.108 $877.16 360 4909560 EUCLID OH 44119 MF2 8.250 7.983 $500.34 360 4929766 CINCINNATI OH 45237 MF4 7.500 7.233 $956.53 360 4938940 MODESTO CA 95356 SFD 7.500 7.233 $1,513.83 360 4955548 JOHNSTON IA 50131 SFD 7.500 7.233 $894.30 360 4960845 HUGO MN 55038 SFD 7.625 7.358 $1,584.82 360 4984647 PUNTA GORDA FL 33983 SFD 7.875 7.608 $1,239.51 360 5026059 DORCHESTER MA 02124 LCO 8.500 8.233 $456.73 360 5077995 ERIE MI 48133 SFD 7.000 6.733 $467.04 360 5343637 ST LOUIS MO 63116 SFD 7.500 7.233 $398.55 360 5378294 TREMONT IL 61568 SFD 6.875 6.608 $646.42 360 5598511 ST PAUL MN 55103 MF3 7.375 7.108 $1,069.18 360 5754296 AMISSVILLE VA 20106 SFD 7.500 7.233 $1,146.71 360 5835350 EDGEWATER FL 32132 LCO 7.625 7.358 $318.51 360 5933262 EDGEWATER FL 32132 LCO 7.625 7.358 $318.51 360 5951566 ALBANY NY 12209 MF3 8.250 7.983 $631.06 360 6027786 KILLEEN TX 76542 MF4 9.000 8.733 $1,302.76 360 6087230 BANDERA TX 78003 SFD 7.375 7.108 $361.78 360 6094367 KENNESAW GA 30152 SFD 8.000 7.733 $1,454.82 360 6097034 EDGEWATER FL 32132 LCO 7.625 7.358 $318.51 360 6098018 EDGEWATER FL 32132 LCO 7.625 7.358 $318.51 360 6108927 YOUNTVILLE CA 94599 SFD 7.500 7.233 $1,678.11 360 6169196 WASHINGTON DC 20001 MF2 7.875 7.608 $725.07 360 6170742 EDGEWATER FL 32132 LCO 7.625 7.358 $318.51 360 6171287 FRENCH CREEK NY 14724 LCO 7.250 6.983 $955.05 360 6174198 TUCSON AZ 85749 SFD 7.875 7.608 $520.96 360 6179993 EDGEWATER FL 32132 LCO 7.625 7.358 $318.51 360 6180941 EDGEWATER FL 32132 LCO 7.625 7.358 $318.51 360 6188116 EDGEWATER FL 32132 LCO 7.625 7.358 $318.51 360 6192563 SAN GABRIEL CA 91776 SFD 7.500 7.233 $1,817.96 360 6197976 CHICAGO IL 60621 MF2 8.750 8.483 $778.83 360 6224998 CULVER CITY CA 90232 MF4 7.125 6.858 $1,987.47 360 6225805 HUMBLE TX 77346 SFD 7.375 7.108 $478.29 360 6242221 EDGEWATER FL 32132 LCO 7.625 7.358 $318.51 360 6303534 PENSACOLA FL 32514 SFD 7.625 7.358 $532.26 360 8388085 MILLSBORO DE 19966 SFD 7.250 6.983 $723.11 360 8415224 WEST DES MOINES IA 50266 SFD 8.125 7.858 $1,423.57 360 8426393 COLLEGE GROVE TN 37046 SFD 7.500 7.233 $1,750.83 360 8446329 BATH MI 48808 SFD 6.875 6.608 $1,806.55 360 8519818 NORTH POLE AK 99705 SFD 8.000 7.733 $858.50 360 8558532 SHREVEPORT LA 71129 SFD 8.875 8.608 $676.30 360 8585187 ORD NE 68862 SFD 8.000 7.733 $1,137.34 360 8619437 ARDMORE OK 73402 SFD 7.125 6.858 $1,503.74 360 8636568 WAPPINGERS NY 12590 SFD 8.375 8.108 $1,039.78 360 8645239 LINDEN NJ 07036 MF4 8.250 7.983 $1,724.16 360 8660616 SAN ANTONIO TX 78228 SFD 8.000 7.733 $719.09 360 8695088 PORTLAND OR 97236 SFD 7.500 7.233 $1,510.30 360 8710558 MOSS POINT MS 39563 SFD 7.500 7.233 $440.51 360 8738521 SYRIA VA 22743 SFD 7.750 7.483 $573.13 360 8748397 BOARDMAN OR 97818 MAN 7.625 7.358 $445.91 360 8754286 PRESCOTT VALLEY AZ 86314 SFD 7.625 7.358 $871.50 360 8777154 STATEN ISLAND NY 10309 MF2 7.250 6.983 $2,046.53 360 8779817 YARDLEY PA 19067 LCO 8.125 7.858 $1,234.77 360 8780767 WEISER ID 83672 SFD 7.625 7.358 $849.35 360 8789137 FREEVILLE NY 13068 MF4 7.375 7.108 $870.25 360 8794528 PASCO WA 99301 MF4 8.125 7.858 $574.69 360 8798250 ARLINGTON TX 76017 SFD 8.375 8.108 $400.18 360 8805734 MIDDLE VILLAGE NY 11379 SFD 8.000 7.733 $1,808.00 360 8808199 DRAPER UT 84020 SFD 8.000 7.733 $1,717.01 360 8812427 LINCOLN CITY OR 97367 HCO 7.125 6.858 $494.58 180 8812502 GROVELAND CA 95321 SFD 8.375 8.108 $410.44 360 8827938 BRANDON FL 33511 SFD 7.500 7.233 $1,274.42 360 8834192 OCEANSIDE CA 92054 SFD 8.375 8.108 $864.58 360 8839945 TRUCKEE CA 96161 LCO 8.125 7.858 $259.87 360 8844932 LAS VEGAS NV 89123 SFD 8.125 7.858 $595.48 360 8846899 NEWBURGH NY 12550 MF2 8.500 8.233 $501.23 180 8847471 MATTAPAN MA 02126 MF2 8.125 7.858 $1,784.22 360 8850215 EULESS TX 76039 SFD 7.875 7.608 $964.57 180 8850565 RENO NV 89503 SFD 6.750 6.483 $831.21 360 8858815 MC FARLAND CA 93250 SFD 7.750 7.483 $519.58 180 8859219 PEQUANNOCK NJ 07444 SFD 8.000 7.733 $1,328.11 360 8860091 SPRINGFIELD MO 65807 SFD 8.500 8.233 $495.95 360 8868728 DEPOE BAY OR 97341 SFD 8.000 7.733 $1,467.53 360 8869578 JANESVILLE MN 56048 SFD 8.125 7.858 $826.77 360 8872971 WAREHAM MA 02571 LCO 8.000 7.733 $791.73 360 8874452 LOS ANGELES CA 90001 SFD 8.000 7.733 $902.53 360 8874749 LAKE HAVASU CITY AZ 86403 SFD 7.625 7.358 $389.29 360 8879323 JACKSON MI 49201 SFD 7.500 7.233 $509.86 180 8882255 PLYMOUTH MA 02360 LCO 8.125 7.858 $521.23 360 8883942 CHESTER ID 83421 SFD 8.125 7.858 $1,152.36 360 8889997 WYCKOFF NJ 07481 SFD 7.250 6.983 $1,807.77 360 8900105 STATEN ISLAND NY 10305 LCO 7.125 6.858 $889.31 360 8900171 LINCOLN CITY OR 97367 LCO 8.000 7.733 $471.81 360 8900408 NEW YORK NY 10031 LCO 8.125 7.858 $427.67 360 8904313 CHARLOTTE NC 28203 SFD 8.500 8.233 $1,310.23 360 8905596 VIENNA VA 22182 SFD 7.625 7.358 $2,123.38 360 8906123 SCRANTON PA 18510 MF4 8.750 8.483 $403.58 360 8906447 AMARILLO TX 79107 SFD 8.500 8.233 $323.98 180 8907993 ATHENS GA 30601 SFD 7.375 7.108 $904.44 360 8908270 SACRAMENTO CA 95821 SFD 7.250 6.983 $976.88 360 8908434 HARTFORD CT 06114 MF2 8.250 7.983 $496.96 360 8909457 SOMMERVILLE MA 02143 MF2 7.500 7.233 $2,781.04 180 8909739 MIAMI FL 33189 SFD 7.500 7.233 $870.52 360 8910170 KODIAK AK 99615 SFD 8.750 8.483 $2,407.30 360 8913656 HAGERSTOWN MD 21740 SFD 7.500 7.233 $434.07 360 8914795 WHITE BEAR LAKE MN 55110 SFD 8.250 7.983 $1,089.34 360 8918394 VENTURA CA 93003 SFD 7.500 7.233 $1,510.30 360 8920133 FT. LAUDERDALE FL 33312 MF2 7.875 7.608 $870.08 360 8922941 UNIVERSITY PLACE WA 98467 MF4 7.875 7.608 $1,403.01 360 8923191 WATSONVILLE CA 95076 SFD 7.875 7.608 $2,146.21 360 8923357 PORTERVILLE CA 93257 SFD 8.125 7.858 $447.73 360 8924767 PRESCOTT AZ 86303 SFD 8.000 7.733 $339.00 360 8925119 LOS ANGELES CA 90039 MF3 8.000 7.733 $1,898.98 360 8926000 REDLANDS CA 92373 SFD 8.000 7.733 $1,650.97 360 8926656 MILFORD NH 03055 SFD 6.625 6.358 $1,280.62 360 8927072 BINGHAMTON NY 13905 SFD 8.000 7.733 $528.31 360 8928131 TINTON FALLS NJ 07753 LCO 7.875 7.608 $1,038.08 180 8929256 SPRINGFIELD MA 01108 MF4 8.750 8.483 $848.85 360 8929277 SPRINGFIELD MA 01108 MF4 8.750 8.483 $849.64 360 8930181 CHARLOTTE NC 28216 SFD 8.125 7.858 $512.73 180 8931399 PAINESVILLE TWP OH 44077 SFD 7.750 7.483 $1,053.13 360 8934453 NEPTUNE NJ 07753 SFD 7.625 7.358 $1,132.47 360 8936946 OAKLAND CA 94606 SFD 7.500 7.233 $1,503.31 360 9006141 EAST POINT GA 30344 SFD 7.625 7.358 $877.67 360 9015552 BRONX NY 10458 MF3 9.375 9.108 $1,759.15 360 9019657 CHICAGO IL 60626 LCO 9.375 9.108 $1,609.44 360 9025628 VANCOUVER WA 98665 SFD 8.500 8.233 $1,061.10 360 9029996 BILLINGS MT 59106 SFD 8.375 8.108 $869.53 360 9036653 BROOKLYN NY 11234 LCO 8.750 8.483 $1,384.60 360 9064000 LAWRENCE NY 11559 SFD 7.875 7.608 $475.83 360 9067681 LEXINGTON KY 40508 SFD 7.625 7.358 $270.74 360 9070442 DEER ISLAND OR 97054 SFD 8.250 7.983 $2,043.45 360 9174673 TAMPA FL 33616 MF4 7.750 7.483 $677.01 360 9177064 DALLAS TX 75214 SFD 7.500 7.233 $2,080.87 360 9201734 DENVER CO 80209 SFD 7.500 7.233 $1,457.87 360 9209803 STERLING HEIGHTS MI 48313 SFD 8.250 7.983 $931.57 360 9212793 ANTIOCH CA 94509 SFD 8.500 8.233 $1,124.54 360 9216393 IRVINGTON NJ 07111 MF4 8.125 7.858 $1,456.84 180 9223223 PORTLAND OR 97219 MF3 7.750 7.483 $1,763.45 360 9226211 HAZEL CREST IL 60429 SFD 8.500 8.233 $1,305.77 180 9231823 SHARPSBURG GA 30277 SFD 8.250 7.983 $1,419.90 360 9232801 DARTMOUTH MA 02747 SFD 8.625 8.358 $575.57 360 9268943 RIVERDALE GA 30274 SFD 9.250 8.983 $482.39 360 9270513 LUTZ FL 33549 SFD 7.375 7.108 $814.31 360 9270817 HOUSTON TX 77080 SFD 8.000 7.733 $759.45 360 9275339 EL PASO TX 79902 SFD 7.750 7.483 $722.15 360 9278443 FORT LEE NJ 07024 COP 7.375 7.108 $690.68 360 9279548 REDMOND OR 97756 SFD 7.375 7.108 $657.52 360 9287887 CANYON LAKE TX 78000 SFD 8.750 8.483 $479.74 180 9289943 WOLF CREEK OR 97497 SFD 8.375 8.108 $1,846.98 360 9290684 VALLEJO CA 94590 SFD 8.125 7.858 $932.58 360 9290907 FLINT MI 48503 SFD 7.750 7.483 $338.51 360 9291081 JOHNSON CITY TN 37604 SFD 9.000 8.733 $563.24 360 9291107 ALBANY OR 97321 SFD 8.875 8.608 $808.38 360 9291108 ALBANY OR 97321 SFD 8.875 8.608 $808.38 360 9291745 UNIVERSITY PARK TX 75205 MF4 7.750 7.483 $2,281.06 360 9292836 VALLEJO CA 94590 SFD 8.875 8.608 $1,050.26 360 9293648 NORCROSS GA 30093 SFD 7.250 6.983 $729.93 360 9294191 HOPKINS SC 29061 SFD 8.250 7.983 $390.66 360 9295008 BRONX NY 10460 MF3 7.750 7.483 $2,192.23 360 9295562 SACRAMENTO CA 95817 SFD 8.750 8.483 $527.09 360 9299573 SHREWSBURY PA 17361 SFD 7.125 6.858 $1,050.77 180 9301207 DELHI CA 95315 SFD 7.375 7.108 $635.43 360 9302176 BROOKLYN NY 11207 MF3 7.250 6.983 $2,204.12 360 9303645 COLORADO SPRINGS CO 80915 SFD 7.750 7.483 $694.92 360 9306365 WEST NEW YORK NJ 07093 MF3 8.500 8.233 $2,037.62 360 9310459 ADVANCE NC 27101 SFD 8.500 8.233 $676.65 360 9312315 MONROE GA 30655 MF2 7.500 7.233 $524.41 360 9312349 MONROE GA 30655 MF2 7.500 7.233 $524.41 360 9312356 MONROE GA 30655 MF2 7.500 7.233 $524.41 360 9312364 MONROE GA 30655 MF2 7.500 7.233 $524.41 360 9312711 MONROE GA 30655 MF2 7.500 7.233 $524.41 360 9314148 PITTSBURGH PA 15220 SFD 7.250 6.983 $730.29 180 9325493 ACWORTH GA 30102 SFD 7.250 6.983 $774.96 360 9325806 HAYWARD CA 94541 MF3 7.875 7.608 $2,512.37 360 9325875 ATLANTA GA 30315 SFD 7.750 7.483 $694.92 360 9326773 SOQUEL CA 95073 LCO 7.750 7.483 $1,776.71 360 9327218 SOUTH LAKE TAHOE CA 96150 SFD 7.875 7.608 $1,972.19 360 9329230 YOUNGSTOWN OH 44509 SFD 8.500 8.233 $280.65 180 9329303 FRESNO CA 93711 SFD 8.000 7.733 $2,164.61 360 9329393 COLUMBIA SC 29203 SFD 8.500 8.233 $568.77 360 9329709 VALLEJO CA 94590 SFD 8.250 7.983 $751.27 360 9330258 COLFAX CA 95713 SFD 7.875 7.608 $941.87 360 9330978 PATCHOGUE NY 11772 SFD 8.500 8.233 $1,384.05 360 9331007 OAKDALE CA 95361 SFD 7.500 7.233 $629.30 360 9331681 LINCOLNTON NC 28092 SFD 7.500 7.233 $648.18 360 9331808 LAWRENCEVILLE GA 30044 SFD 8.000 7.733 $704.42 360 9331834 KARNS CITY PA 16041 SFD 8.250 7.983 $310.28 360 9332965 SACRAMENTO CA 95817 SFD 8.750 8.483 $424.82 360 9334127 SITKA AK 99835 SFD 8.000 7.733 $825.49 360 9334275 HOLT MI 48842 SFD 7.250 6.983 $586.68 360 9335870 TONOPAH AZ 85354 SFD 8.500 8.233 $449.82 360 9337241 CLEARWATER FL 33756 SFD 7.875 7.608 $565.56 360 9340203 LILBURN GA 30047 SFD 8.250 7.983 $763.29 360 9340686 ROWLETT TX 75088 SFD 7.875 7.608 $870.09 360 9342518 WEAVERVILLE NC 28787 SFD 7.250 6.983 $690.37 360 9342910 SUWANEE GA 30043 SFD 8.250 7.983 $781.32 360 9343156 SANTA ROSA CA 95403 SFD 7.625 7.358 $1,486.02 360 9344000 BEAVERTON MI 48612 SFD 7.250 6.983 $1,309.78 360 9345779 GLENDORA CA 91741 SFD 7.625 7.358 $1,400.16 360 9352382 CLEVELAND TN 37312 MF4 7.875 7.608 $1,389.96 360 9352771 DALLAS TX 75231 SFD 7.625 7.358 $351.78 360 9354748 CLEVELAND TN 37312 MF4 7.875 7.608 $1,389.96 360 9356143 ANNAPOLIS MD 21401 SFD 7.000 6.733 $1,142.99 360 9356689 AUSTIN TX 78705 LCO 7.875 7.608 $887.49 360 9357892 PARADISE CA 95969 SFD 7.500 7.233 $501.69 360 9359207 DACULA GA 30019 SFD 7.500 7.233 $968.42 360 9359408 LAS VEGAS NV 89119 LCO 7.500 7.233 $245.78 360 9361589 WOODSIDE NY 11377 SFD 7.875 7.608 $1,879.75 360 9363764 GRANBURY TX 76048 SFD 7.500 7.233 $1,183.08 360 9373870 SANTA MARIA CA 93454 SFD 7.125 6.858 $1,469.73 360 9375000 BLOOMFIELD NM 87413 SFD 8.500 8.233 $664.34 360 9382543 LOS ANGELES CA 90044 MF3 8.625 8.358 $1,046.52 360 9384546 SPOKANE WA 99201 SFD 7.000 6.733 $314.36 360 9391005 BROCKTON MA 02301 MF2 7.500 7.233 $1,636.17 360 9392951 OZONE PARK NY 11421 SFD 6.875 6.608 $1,487.29 360 9394423 STONE MOUNTAIN GA 30088 SFD 7.000 6.733 $688.59 360 9399977 LAKE WORTH FL 33463 LCO 9.000 8.733 $231.74 360 9400530 KNIGHTSEN CA 94548 SFD 7.250 6.983 $2,046.53 360 9403765 WINSTON SALEM NC 27106 SFD 8.375 8.108 $881.69 360 9405497 LAWRENCEVILLE GA 30044 MF4 7.125 6.858 $2,048.11 360 9405693 SACRAMENTO CA 95820 MF2 9.000 8.733 $619.56 360 9407189 AMAGANSETT NY 11930 COP 7.500 7.233 $839.06 360 9407251 SOUTH BEND IN 46616 MF4 7.125 6.858 $400.19 360 9408061 LAMPASAS TX 76550 SFD 6.375 6.108 $2,208.16 180 9409376 PROVIDENCE RI 02909 MF3 7.625 7.358 $828.12 360 9415168 NEW BEDFORD MA 02740 SFD 7.375 7.108 $1,286.73 360 9416044 ATLANTA GA 30331 SFD 7.625 7.358 $414.06 360 9424727 SPRAGUE RIVER OR 97624 SFD 9.000 8.733 $466.69 360 9425159 FRESNO CA 93704 LCO 7.500 7.233 $286.68 360 9425725 ROCKLIN CA 95765 SFD 7.375 7.108 $1,547.06 360 9429251 SANDWICH MA 02563 SFD 8.750 8.483 $1,069.92 360 9432495 DALLAS TX 75203 SFD 7.750 7.483 $246.45 360 9433288 SLATON TX 79329 SFD 7.500 7.233 $516.03 360 9439380 LANCASTER TX 75146 SFD 8.750 8.483 $814.24 360 9439582 KAUKAUNA WI 54130 MF4 8.375 8.108 $1,101.16 360 9439921 FRESNO CA 93711 SFD 7.000 6.733 $1,092.76 360 9442081 LAWTON OK 73505 SFD 7.750 7.483 $482.87 360 9442561 OREGON CITY OR 97045 SFD 7.375 7.108 $870.25 360 9444636 DOUGLASVILLE GA 30134 SFD 6.500 6.233 $900.70 360 9445498 TECUMSEH MI 49286 MF3 7.250 6.983 $1,092.85 360 9445506 DALLAS TX 75232 SFD 8.750 8.483 $559.35 360 9446014 LOS ANGELES CA 90008 SFD 8.250 7.983 $1,267.77 360 9450488 VALLEY NE 68064 SFD 7.250 6.983 $1,091.48 360 9450646 INDEPENDENCE NJ 07840 SFD 7.375 7.108 $1,421.75 360 9461977 SAN ANTONIO TX 78240 SFD 7.125 6.858 $625.02 180 9466757 CINCINNATI OH 45224 SFD 7.875 7.608 $390.88 360 9469969 COUNTRY CLUB HILL IL 60478 SFD 7.875 7.608 $535.10 360 9472252 MACON GA 31210 MF2 8.875 8.608 $558.54 360 9473180 LONG LANE MO 65590 SFD 6.750 6.483 $1,006.95 360 9473930 LAKE HAVASU CITY AZ 86403 SFD 7.250 6.983 $880.00 180 9478761 MEADVILLE PA 16335 MF4 7.875 7.608 $440.48 360 9480018 FAIRFAX VA 22030 SFD 7.375 7.108 $1,567.83 360 9483080 HERMOSA BEACH CA 90254 LCT 7.375 7.108 $1,683.52 360 9483137 CARRBORO NC 27510 SFD 6.875 6.608 $1,192.98 360 9488319 SAVANNAH GA 31404 SFD 7.500 7.233 $346.11 360 9489340 HARTFORD CT 06106 MF3 8.875 8.608 $1,012.86 360 9491092 ALANSON MI 49706 SFD 8.250 7.983 $600.26 360 9492784 FORT MYERS FL 33907 MF2 8.125 7.858 $421.00 360 9493572 MINNEAPOLIS MN 55413 SFD 7.375 7.108 $732.12 360 9493705 WELLINGTON CO 80549 SFD 6.875 6.608 $952.42 360 9494499 RIVERSIDE CA 92507 LCO 6.000 5.733 $316.56 360 9494543 PHOENIX AZ 85013 MF3 8.000 7.733 $808.98 360 9495089 PHOENIX AZ 85013 MF3 8.000 7.733 $808.98 360 9498891 W. PALM BEACH FL 33401 MF2 8.750 8.483 $786.70 360 9503089 FAIRFAX VA 22030 SFD 7.125 6.858 $1,602.98 360 9506570 CALUMET CITY IL 60409 MF2 8.750 8.483 $665.55 360 9511990 MEDFORD MA 02155 MF3 7.625 7.358 $3,085.98 360 9513261 PALM BEACH GARDEN FL 33418 SFD 7.375 7.108 $1,243.22 360 9513535 MESA AZ 85212 SFD 6.750 6.483 $1,053.00 360 9517622 NORTH MANKATO MN 56003 SFD 7.500 7.233 $1,705.38 360 9518356 LEES SUMMIT MO 64086 MF4 7.375 7.108 $1,833.74 360 9519772 LEES SUMMIT MO 64086 MF4 7.375 7.108 $1,833.74 360 9520310 FISH CREEK WI 54212 SFD 6.750 6.483 $1,297.20 360 9531890 ELKO NV 89801 SFD 6.875 6.608 $642.14 180 9537583 BAKERSFIELD CA 93313 MF2 7.250 6.983 $372.23 360 9538683 MINNEAPOLIS MN 55418 MF4 8.625 8.358 $1,633.36 360 9542384 ROCHESTER NH 03867 MF3 7.375 7.108 $1,069.17 360 9553081 HARTFORD CT 06120 MF3 8.375 8.108 $365.29 360 9560649 HILLSBORO NH 03244 MF4 7.000 6.733 $1,240.38 180 9563225 NORTH EAST MD 21901 SFD 7.250 6.983 $716.29 360 9564036 GLEN NH 03838 SFD 8.375 8.108 $478.85 360 9572509 FLUSHING NY 11355 SFD 7.250 6.983 $1,279.08 360 9572935 DOUGLASVILLE GA 30135 SFD 7.625 7.358 $884.74 360 9573203 UMATILLA FL 32784 SFD 7.125 6.858 $359.43 360 9575793 WEEHAWKEN NJ 07087 MF3 7.125 6.858 $2,223.27 360 9581170 CHICAGO IL 60605 LCO 9.000 8.733 $877.04 360 9583642 SAN LEANDRO CA 94579 SFD 7.250 6.983 $511.63 360 9588252 OAKDALE CA 95361 SFD 6.375 6.108 $1,351.69 180 9590903 SILVER SPRINGS MD 20906 SFD 7.125 6.858 $969.62 360 9593042 BRICK NJ 08723 SFD 8.250 7.983 $608.53 360 9594392 OGDEN UT 84403 SFD 8.750 8.483 $396.50 360 9596055 SHREVEPORT LA 71104 MF3 6.500 6.233 $720.56 360 9620665 MARQUETTE MI 49855 MF3 7.750 7.483 $418.78 360 9638483 DESTIN FL 32550 SFD 8.125 7.858 $1,423.74 360 9648882 LANCASTER MA 01523 MF3 8.750 8.483 $2,187.03 360 9655007 ST LOUIS PARK MN 55416 LCO 7.375 7.108 $801.27 360 9663511 SPRINGFIELD OH 45504 SFD 7.250 6.983 $832.94 360 9665468 CONYERS GA 30094 SFD 8.500 8.233 $490.18 360 9669473 STOW OH 44224 SFD 7.500 7.233 $1,465.50 360 9670250 BRONX NY 10468 MF2 8.500 8.233 $1,951.50 360 9674910 SHEPHERDSTOWN WV 25443 MF4 7.500 7.233 $1,202.65 360 9675679 HIGH POINT NC 27262 SFD 7.375 7.108 $495.10 360 9682446 VICTOR ID 83455 SFD 7.375 7.108 $673.41 360 9689888 MIAMI FL 33173 LCO 7.625 7.358 $509.05 360 9691536 KIRKSVILLE MO 63501 MF3 7.875 7.608 $509.00 360 9695619 REHOBOTH BEACH DE 19971 SFD 7.500 7.233 $1,314.52 360 9707293 BETHEL CT 06801 SFD 7.625 7.358 $1,879.19 360 9710214 GRIFFIN GA 30223 SFD 8.750 8.483 $552.26 360 9711061 MONSON MA 01057 MF3 8.750 8.483 $959.47 180 9711801 EMPORIA KS 66801 MF4 7.875 7.608 $460.06 360 9723467 LAS VEGAS NV 89102 PUD 8.500 8.233 $342.17 360 9729683 HYDE PARK MA 02136 MF4 7.875 7.608 $2,465.24 360 9740091 HAMPTON NH 03842 SFD 7.125 6.858 $1,340.03 360 9749014 ARLINGTON TX 76014 MF4 7.625 7.358 $874.83 360 9749710 SPARKS NV 89436 SFD 7.625 7.358 $927.21 360 9751600 WALLACE MI 49893 SFD 6.750 6.483 $538.24 360 9761377 YAKIMA WA 98901 MF4 7.500 7.233 $723.69 360 9763537 BROOKLYN NY 11207 MF2 7.500 7.233 $1,370.46 360 9764798 CHICAGO IL 60620 SFD 7.625 7.358 $399.41 360 9806445 FORT WORTH TX 76119 SFD 7.000 6.733 $306.51 180 9806762 COLUMBUS GA 31909 SFD 7.000 6.733 $532.25 360 9808065 DADE CITY FL 33523 SFD 8.250 7.983 $517.09 180 9811519 SACRAMENTO CA 95817 SFD 8.875 8.608 $504.44 360 9811608 SACRAMENTO CA 95817 SFD 9.000 8.733 $652.96 360 9811625 SACRAMENTO CA 95820 SFD 8.875 8.608 $595.94 360 9811921 MILLCREEK TOWNSHIP PA 16505 SFD 7.750 7.483 $578.51 360 9812016 MARKHAM IL 60426 SFD 8.500 8.233 $393.90 180 9812573 SANTA ANA CA 92704 SFD 6.875 6.608 $1,360.08 180 9816715 NORTH PROVIDENCE RI 02911 SFD 7.750 7.483 $811.34 360 9819120 INDIANAPOLIS IN 46202 SFD 8.875 8.608 $2,148.25 360 9821073 FRESNO CA 93702 SFD 7.500 7.233 $330.03 360 9823403 LEBANON OR 97355 SFD 7.500 7.233 $321.64 360 9830078 WILLS POINT TX 75169 SFD 7.000 6.733 $414.82 360 9832871 CAMBRIDGE MA 02139 LCO 7.000 6.733 $1,982.61 360 9834801 FREEPORT NY 11520 SFD 6.875 6.608 $1,018.24 360 9838679 OKMULGEE OK 74447 SFD 7.500 7.233 $311.48 180 9846598 LEBANON TN 37087 SFD 7.625 7.358 $719.12 360 9847099 PATERSON NJ 07501 MF2 7.875 7.608 $725.07 360 9848584 CITRUS HEIGHTS CA 95610 SFD 6.875 6.608 $1,200.54 360 9850150 PORTLAND OR 97266 MF3 7.375 7.108 $1,524.78 180 9850719 OAKLAND CA 94608 SFD 7.250 6.983 $668.20 360 9850911 TIMONIUM MD 21093 SFD 7.625 7.358 $1,981.83 360 9867101 GREENFIELD IN 46140 MF3 8.125 7.858 $678.28 360 9867186 MANCHESTER NH 03103 MF3 8.375 8.108 $1,033.93 360 9867190 ANAHEIM CA 92808 LCO 7.500 7.233 $771.93 360 9867249 STARKVILLE MS 39759 MF4 8.250 7.983 $845.17 360 9867373 CENTREVILLE VA 20120 PUD 7.375 7.108 $2,002.96 360 9867387 YUMA AZ 85365 SFD 7.500 7.233 $2,041.71 360 9867442 YUBA CITY CA 95991 MF3 7.000 6.733 $508.96 360 9867930 GREENSBORO NC 27406 SFD 7.250 6.983 $649.43 360 9869086 CHANDLER AZ 85225 MF2 7.875 7.608 $543.80 360 9877109 MIAMI BEACH FL 33141 HCT 7.500 7.233 $1,576.85 180 9886870 BROCKTON MA 02301 MF3 8.500 8.233 $1,522.45 360 9886963 DELRAY BEACH FL 33444 SFD 7.875 7.608 $2,133.88 360 9886998 WORCESTER MA 01606 MF3 7.625 7.358 $1,284.65 360 9888193 CHARLOTTE NC 28210 PUD 6.875 6.608 $1,970.79 360 9888206 NAPLES FL 34114 LCO 8.375 8.108 $950.09 360 9888210 MILWAUKEE WI 53215 MF2 8.125 7.858 $441.05 360 9888224 PAWTUCKET RI 02860 MF3 8.375 8.108 $1,011.66 360 9888238 PROVIDENCE RI 02906 MF3 8.125 7.858 $1,752.30 360 9888247 LEWISTOWN IL 61542 MF3 7.875 7.608 $185.99 360 9888251 WOONSOCKET RI 02895 MF3 7.875 7.608 $437.22 360 9890739 WEST NYACK NY 10994 MF2 8.625 8.358 $662.68 360 9890816 OZONE PARK NY 11416 MF2 8.375 8.108 $1,436.54 360 9890871 HACKENSACK NJ 07601 HCO 8.375 8.108 $1,156.07 360 9891751 RUMSON NJ 07760 SFD 8.375 8.108 $1,208.51 360 9891815 RINGGOLD GA 30736 SFD 7.875 7.608 $725.07 360 9891867 BROCKTON MA 02301 MF4 8.375 8.108 $1,450.22 360 9891890 CLEARWATER FL 33756 MF3 7.250 6.983 $914.12 360 9891938 SANTA ANA CA 92703 MF3 7.625 7.358 $1,868.58 360 9891967 CINCINNATI OH 45211 MF4 8.250 7.983 $1,014.21 360 9906300 FALL RIVER MA 02721 MF4 8.500 8.233 $816.59 360 9923150 ANCHORAGE AK 99504 MF4 8.375 8.108 $2,086.40 360 9933292 SNELLVILLE GA 30039 SFD 7.625 7.358 $1,596.08 360 9939294 DANBURY CT 06811 LCO 8.500 8.233 $573.81 360 9953286 VICTORVILLE CA 92392 SFD 9.950 9.683 $967.39 360 9955496 KENNEBUNK ME 04043 SFD 7.750 7.483 $1,976.04 360 9958869 PHILADELPHIA PA 19129 MF3 7.625 7.358 $780.35 360 9963594 KIHEI HI 96753 LCO 7.250 6.983 $720.55 360 9968579 CHICAGO IL 60657 MF3 7.500 7.233 $2,974.46 360 9968630 LUBBOCK TX 79413 SFD 7.875 7.608 $300.18 360 9971825 BROOKLYN NY 11217 MF3 7.625 7.358 $2,802.87 360 9978764 BROCKTON MA 02302 SFD 7.125 6.858 $976.90 360 9979442 DARIEN IL 60561 PUD 7.750 7.483 $1,321.79 360 9979458 DURHAM NC 27704 SFD 7.000 6.733 $441.77 360 9979504 CHICAGO IL 60637 MF2 8.375 8.108 $444.65 360 9979510 WATERBURY CT 06705 MF3 7.375 7.108 $683.77 360 9979530 PRESCOTT AZ 86301 SFD 7.250 6.983 $791.33 360 9979538 DELAND FL 32720 SFD 7.000 6.733 $532.25 360 9979569 NAPLES FL 34104 LCO 7.875 7.608 $661.27 360 9979570 STOCKBRIDGE GA 30281 MF4 7.875 7.608 $1,450.14 360 9979593 NORMAN OK 73071 MF3 7.375 7.108 $640.26 360 9979628 OYSTER BAY NY 11771 SFD 7.750 7.483 $1,971.53 240 9979655 FALL RIVER MA 02724 MF3 7.750 7.483 $839.64 360 9979683 BRADENTON FL 34202 PUD 6.875 6.608 $1,471.56 180 9979950 DENVER CO 80223 SFD 7.000 6.733 $1,336.56 180 9980199 VENETIA PA 15367 LCO 7.625 7.358 $630.65 360 9981266 WEST MELBOURNE FL 32904 SFD 6.875 6.608 $1,970.79 360 9981288 PIEDMONT SC 29673 SFD 6.875 6.608 $981.04 180 9981311 BIDDEFORD ME 04005 MF3 7.250 6.983 $1,135.83 360 9981314 PRESCOTT AZ 86314 SFD 7.250 6.983 $719.02 360 9981330 CAROLINA BEACH NC 28428 SFD 6.625 6.358 $919.81 360 9981342 ROYERSFORD PA 19468 PUD 7.125 6.858 $614.43 360 9981343 PLANTATION FL 33322 SFD 7.000 6.733 $1,257.43 360 9981363 TUCSON AZ 85716 MF4 7.000 6.733 $665.31 360 9981382 CHICAGO IL 60649 MF3 8.250 7.983 $2,065.99 360 9981408 LONG ISLAND CITY NY 11101 MF2 7.875 7.608 $1,696.28 180 9981448 BETHLEHEM PA 18018 SFD 7.750 7.483 $1,073.05 180 9981464 LAS VEGAS NV 89128 SFD 7.375 7.108 $880.62 360 9985504 SPARKS NV 89434 SFD 8.625 8.358 $1,039.13 360 9986159 BATON ROUGE LA 70816 MF4 7.000 6.733 $832.30 360 9988045 ONAMIA TOWNSHIP MN 56359 SFD 7.750 7.483 $1,096.11 360 9992449 WINCHESTER VA 22601 SFD 9.125 8.858 $987.84 360 9992954 ROCKAWAY PARK NY 11694 MF3 8.750 8.483 $2,301.10 360 (i) (viii) (ix) (x) (xi) (xii) (xiii) (xv) (xvI) ----- --------- --------------- ------ ------- --------- ------- ------- -------- CUT-OFF MORTGAGE SCHEDULED DATE MORTGAGE MASTER FIXED LOAN MATURITY PRINCIPAL INSURANCE SERVICE SERVICE RETAINED NUMBER DATE BALANCE LTV SUBSIDY CODE FEE FEE YIELD -------- --------- --------------- ------ ------- --------- ------- ------- -------- 0001410 1-Apr-32 $41,447.63 80.00 0.250 0.017 0.000 0003784 1-Mar-32 $249,083.73 74.85 0.250 0.017 0.000 0011020 1-Mar-32 $35,868.03 90.00 12 0.250 0.017 0.000 0015469 1-Mar-32 $177,562.94 90.00 06 0.250 0.017 0.000 0019999 1-Apr-32 $173,802.22 70.00 0.250 0.017 0.000 0026109 1-Mar-32 $157,454.39 97.00 24 0.250 0.017 0.000 0039797 1-Apr-32 $127,596.93 80.00 0.250 0.017 0.000 0044304 1-Mar-32 $51,121.15 90.00 01 0.250 0.017 0.000 0044698 1-Mar-32 $120,157.98 90.00 06 0.250 0.017 0.000 0044829 1-Apr-32 $219,157.11 97.00 01 0.250 0.017 0.000 0051757 1-Mar-32 $54,703.74 90.00 01 0.250 0.017 0.000 0052275 1-Apr-32 $140,456.41 90.00 24 0.250 0.017 0.000 0056208 1-Mar-32 $123,273.37 90.00 06 0.250 0.017 0.000 0083520 1-May-32 $55,797.81 80.00 0.250 0.017 0.000 0086049 1-Jun-32 $299,575.15 30.00 0.250 0.017 0.000 0087961 1-Apr-32 $36,395.96 79.76 0.250 0.017 0.000 0088133 1-May-17 $47,934.24 72.24 0.250 0.017 0.000 0089959 1-Apr-32 $109,316.46 90.00 12 0.250 0.017 0.000 0090989 1-Apr-32 $127,043.15 75.00 0.250 0.017 0.000 0092548 1-Jun-32 $112,835.90 62.78 0.250 0.017 0.000 0094564 1-Apr-32 $26,924.94 90.00 12 0.250 0.017 0.000 0105186 1-May-32 $111,380.22 68.92 0.250 0.017 0.000 0106349 1-Apr-32 $74,791.51 75.00 0.250 0.017 0.000 0109243 1-Jun-32 $145,383.20 80.00 0.250 0.017 0.000 0109499 1-Apr-32 $40,583.97 79.80 0.250 0.017 0.000 0117792 1-Apr-32 $107,692.11 90.00 11 0.250 0.017 0.000 0117931 1-Apr-32 $124,256.64 90.00 01 0.250 0.017 0.000 0119152 1-Jul-32 $134,894.69 75.00 0.250 0.017 0.000 0121572 1-May-32 $155,659.11 80.00 0.250 0.017 0.000 0122016 1-May-32 $199,573.81 55.56 0.250 0.017 0.000 0124589 1-May-32 $149,663.94 55.56 0.250 0.017 0.000 0125149 1-Apr-32 $177,492.60 64.73 0.250 0.017 0.000 0126065 1-Apr-32 $41,381.70 79.81 0.250 0.017 0.000 0127296 1-Jun-32 $199,179.23 61.70 0.250 0.017 0.000 0127816 1-Apr-17 $34,031.77 90.00 33 0.250 0.017 0.000 0128955 1-Apr-32 $99,562.54 90.00 13 0.250 0.017 0.000 0131667 1-May-32 $96,982.23 90.00 01 0.250 0.017 0.000 0133154 1-May-32 $56,439.64 90.00 06 0.250 0.017 0.000 0133774 1-Apr-32 $183,475.47 80.00 0.250 0.017 0.000 0135116 1-Jun-32 $127,355.38 97.00 01 0.250 0.017 0.000 0138175 1-Apr-32 $148,043.84 90.00 06 0.250 0.017 0.000 0139090 1-May-32 $267,299.79 95.00 12 0.250 0.017 0.000 0139520 1-May-32 $135,702.82 80.00 0.250 0.017 0.000 0140126 1-May-32 $181,361.26 90.00 06 0.250 0.017 0.000 0141272 1-Jun-32 $195,892.97 90.00 12 0.250 0.017 0.000 0141717 1-Jun-32 $35,499.66 90.00 01 0.250 0.017 0.000 0143195 1-May-32 $122,238.94 70.00 0.250 0.017 0.000 0143483 1-May-32 $44,904.08 62.07 0.250 0.017 0.000 0148568 1-May-32 $159,594.42 36.78 0.250 0.017 0.000 0151790 1-Apr-32 $149,550.52 75.76 0.250 0.017 0.000 0153060 1-May-32 $156,621.10 47.58 0.250 0.017 0.000 0154422 1-May-32 $111,761.32 74.92 0.250 0.017 0.000 0155132 1-Jun-32 $259,612.87 80.00 0.250 0.017 0.000 0158678 1-May-32 $183,570.75 80.00 0.250 0.017 0.000 0160500 1-May-32 $43,821.59 80.00 0.250 0.017 0.000 0160711 1-May-32 $183,607.87 81.78 01 0.250 0.017 0.000 0161453 1-Aug-32 $60,000.00 33.52 0.250 0.017 0.000 0161734 1-May-17 $91,142.85 80.00 0.250 0.017 0.000 0162416 1-Jun-32 $180,203.23 95.00 12 0.250 0.017 0.000 0163456 1-May-17 $196,155.24 66.00 0.250 0.017 0.000 0163784 1-May-32 $168,390.36 90.00 33 0.250 0.017 0.000 0166218 1-Jun-32 $291,531.59 80.00 0.250 0.017 0.000 0168338 1-May-32 $124,520.40 80.00 0.250 0.017 0.000 0169195 1-May-32 $85,897.29 67.80 0.250 0.017 0.000 0170247 1-May-32 $130,988.35 80.00 0.250 0.017 0.000 0170421 1-Jul-32 $119,901.64 75.47 0.250 0.017 0.000 0171493 1-May-32 $143,968.58 89.96 01 0.250 0.017 0.000 0174739 1-Apr-32 $83,255.93 58.19 0.250 0.017 0.000 0175847 1-Jun-32 $83,550.23 90.00 13 0.250 0.017 0.000 0176626 1-May-32 $289,317.21 78.91 0.250 0.017 0.000 0176880 1-May-32 $121,247.49 90.00 24 0.250 0.017 0.000 0177304 1-May-32 $458,889.86 80.00 0.250 0.017 0.000 0178647 1-Jun-32 $162,857.16 83.64 24 0.250 0.017 0.000 0180205 1-Jul-32 $247,761.33 57.00 0.250 0.017 0.000 0181728 1-May-32 $102,046.98 79.98 0.250 0.017 0.000 0181948 1-May-32 $108,936.47 72.80 0.250 0.017 0.000 0182653 1-Jun-32 $143,968.31 90.00 01 0.250 0.017 0.000 0183917 1-Jun-32 $71,091.31 80.00 0.250 0.017 0.000 0184757 1-Jul-32 $267,790.94 80.00 0.250 0.017 0.000 0185424 1-Jun-17 $256,470.60 74.78 0.250 0.017 0.000 0185677 1-May-32 $109,946.91 88.51 12 0.250 0.017 0.000 0187530 1-Jun-32 $63,507.64 80.00 0.250 0.017 0.000 0188164 1-Jun-32 $85,871.96 43.00 0.250 0.017 0.000 0188345 1-Jun-32 $62,276.73 80.00 0.250 0.017 0.000 0190529 1-Jun-32 $150,775.18 67.11 0.250 0.017 0.000 0191325 1-Jul-32 $122,109.31 65.00 0.250 0.017 0.000 0191947 1-May-32 $97,370.22 80.00 0.250 0.017 0.000 0194711 1-Jun-32 $113,455.83 75.00 0.250 0.017 0.000 0196412 1-May-32 $189,595.11 59.38 0.250 0.017 0.000 0198353 1-Jun-32 $207,869.36 90.00 06 0.250 0.017 0.000 0199319 1-Jun-32 $238,153.66 90.00 01 0.250 0.017 0.000 0199553 1-Jun-32 $204,886.75 90.00 12 0.250 0.017 0.000 0199663 1-Jun-32 $71,895.45 90.00 06 0.250 0.017 0.000 0202199 1-Jun-32 $169,210.68 68.55 0.250 0.017 0.000 0202628 1-Jun-17 $182,822.75 80.00 0.250 0.017 0.000 0204848 1-Jun-32 $299,494.48 64.52 0.250 0.017 0.000 0206197 1-Jun-32 $94,858.56 69.85 0.250 0.017 0.000 0208565 1-Jun-32 $199,662.98 68.99 0.250 0.017 0.000 0208764 1-May-32 $295,220.37 79.99 0.250 0.017 0.000 0209042 1-Jun-32 $94,858.56 95.00 06 0.250 0.017 0.000 0209539 1-Jun-32 $114,810.91 38.08 0.250 0.017 0.000 0210520 1-Jun-32 $179,717.51 61.02 0.250 0.017 0.000 0210802 1-Jun-32 $162,763.31 74.09 0.250 0.017 0.000 0212219 1-Jun-32 $491,230.06 80.00 0.250 0.017 0.000 0213826 1-Jun-32 $123,779.00 80.00 0.250 0.017 0.000 0214867 1-Jun-32 $111,786.30 80.00 0.250 0.017 0.000 0216858 1-May-17 $18,237.66 61.33 0.250 0.017 0.000 0218293 1-Jun-32 $79,441.53 80.00 0.250 0.017 0.000 0218999 1-Jun-32 $132,791.87 78.24 0.250 0.017 0.000 0219300 1-Jun-32 $109,836.18 35.48 0.250 0.017 0.000 0219421 1-Jun-32 $83,878.01 80.00 0.250 0.017 0.000 0220306 1-Jun-32 $31,453.11 90.00 11 0.250 0.017 0.000 0221056 1-Jul-32 $62,954.40 90.00 01 0.250 0.017 0.000 0221596 1-Jun-32 $97,347.42 75.00 0.250 0.017 0.000 0221625 1-Jun-32 $44,932.99 52.94 0.250 0.017 0.000 0222891 1-Jun-32 $136,796.02 64.02 0.250 0.017 0.000 0223006 1-May-32 $296,101.20 77.09 0.250 0.017 0.000 0224028 1-Jun-32 $114,570.42 90.00 12 0.250 0.017 0.000 0224137 1-Jun-32 $84,879.63 51.52 0.250 0.017 0.000 0225352 1-May-17 $155,325.95 68.70 0.250 0.017 0.000 0225386 1-Jun-32 $91,863.01 80.00 0.250 0.017 0.000 0228323 1-Jun-32 $179,718.31 90.00 06 0.250 0.017 0.000 0228404 1-Aug-32 $300,000.00 64.52 0.250 0.017 0.000 0229052 1-Jun-32 $226,154.24 75.00 0.250 0.017 0.000 0229182 1-Jun-32 $97,508.20 90.00 01 0.250 0.017 0.000 0230872 1-Jun-32 $199,671.16 66.89 0.250 0.017 0.000 0231385 1-Jun-32 $175,737.94 41.90 0.250 0.017 0.000 0232163 1-Jul-32 $181,654.62 90.00 33 0.250 0.017 0.000 0232176 1-Aug-32 $99,200.00 80.00 0.250 0.017 0.000 0232896 1-Jul-32 $115,032.40 80.00 0.250 0.017 0.000 0234271 1-Jul-32 $219,832.59 55.00 0.250 0.017 0.000 0235006 1-Jun-32 $234,594.20 75.34 0.250 0.017 0.000 0235065 1-Jun-32 $103,799.06 90.00 24 0.250 0.017 0.000 0235160 1-Jun-32 $187,683.20 79.97 0.250 0.017 0.000 0235965 1-Jul-32 $259,781.57 57.79 0.250 0.017 0.000 0238672 1-Jun-17 $100,349.02 53.69 0.250 0.017 0.000 0239713 1-Jun-32 $100,653.62 90.00 12 0.250 0.017 0.000 0241443 1-Jun-32 $567,853.26 55.00 0.250 0.017 0.000 0242083 1-Jul-32 $82,740.08 90.00 13 0.250 0.017 0.000 0244401 1-May-32 $64,784.53 70.19 0.250 0.017 0.000 0244702 1-Jun-32 $179,282.66 95.00 06 0.250 0.017 0.000 0245021 1-Jun-32 $46,490.68 97.00 12 0.250 0.017 0.000 0247348 1-Jun-32 $99,055.95 80.00 0.250 0.017 0.000 0247960 1-Jun-32 $292,042.26 75.00 0.250 0.017 0.000 0253052 1-Jun-32 $196,848.01 90.00 24 0.250 0.017 0.000 0253702 1-Jun-32 $133,440.32 90.00 24 0.250 0.017 0.000 0254759 1-Jul-32 $128,316.22 70.56 0.250 0.017 0.000 0254883 1-Jun-32 $219,655.72 70.97 0.250 0.017 0.000 0260440 1-Jul-32 $104,734.86 80.00 0.250 0.017 0.000 0261204 1-Jul-32 $59,956.57 69.36 0.250 0.017 0.000 0261422 1-Jul-32 $57,430.17 95.00 33 0.250 0.017 0.000 0262539 1-Jul-32 $146,888.14 56.54 0.250 0.017 0.000 0263205 1-Jul-17 $44,862.59 23.14 0.250 0.017 0.000 0263995 1-Jul-32 $177,867.90 20.34 0.250 0.017 0.000 0265131 1-Jul-32 $166,623.99 95.00 33 0.250 0.017 0.000 0265409 1-Jul-32 $80,708.13 95.00 33 0.250 0.017 0.000 0271052 1-Jul-32 $215,077.87 75.00 0.250 0.017 0.000 0271998 1-Jul-32 $103,313.37 80.00 0.250 0.017 0.000 0272565 1-Jul-32 $94,925.89 88.79 33 0.250 0.017 0.000 0273691 1-Aug-32 $247,500.00 90.00 33 0.250 0.017 0.000 0275478 1-Jul-32 $84,947.16 20.24 0.250 0.017 0.000 0276003 1-Jul-32 $215,885.05 90.00 33 0.250 0.017 0.000 0280079 1-Jun-32 $84,869.92 59.86 0.250 0.017 0.000 0282258 1-Jul-17 $61,804.39 60.19 0.250 0.017 0.000 0282866 1-Jul-32 $44,813.23 65.00 0.250 0.017 0.000 0282950 1-Jul-32 $129,596.44 95.00 33 0.250 0.017 0.000 0284014 1-Jul-32 $58,457.66 59.39 0.250 0.017 0.000 0284402 1-Jul-32 $129,438.48 90.00 33 0.250 0.017 0.000 0290473 1-Jul-31 $197,845.06 80.00 0.250 0.017 0.000 0296679 1-Aug-32 $76,400.00 80.00 0.250 0.017 0.000 0296774 1-Jul-32 $121,752.90 95.00 33 0.250 0.017 0.000 0302029 1-Aug-32 $143,100.00 79.50 0.250 0.017 0.000 0302189 1-Aug-17 $121,738.00 69.56 0.250 0.017 0.000 0302818 1-Aug-32 $86,000.00 80.00 0.250 0.017 0.000 0303880 1-Jun-32 $193,211.90 90.00 01 0.250 0.017 0.000 0305285 1-Jul-32 $269,799.62 90.00 24 0.250 0.017 0.000 0305709 1-Jun-32 $148,261.79 90.00 33 0.250 0.017 0.000 0306432 1-Jun-32 $134,766.88 90.00 06 0.250 0.017 0.000 0307375 1-Aug-32 $42,000.00 80.00 0.250 0.017 0.000 0314247 1-Aug-32 $184,000.00 80.00 0.250 0.017 0.000 0314750 1-Jul-32 $202,345.92 90.00 33 0.250 0.017 0.000 0314779 1-Jun-32 $534,467.70 75.00 0.250 0.017 0.000 0315862 1-Jun-32 $111,829.02 70.00 0.250 0.017 0.000 0317137 1-Jun-32 $234,054.93 90.00 12 0.250 0.017 0.000 0319526 1-Aug-32 $329,355.00 90.00 33 0.250 0.017 0.000 0324873 1-Jun-32 $110,176.79 80.00 0.250 0.017 0.000 0325602 1-Jun-32 $84,873.45 68.00 0.250 0.017 0.000 0326510 1-Aug-32 $213,500.00 89.71 33 0.250 0.017 0.000 0327299 1-Jul-32 $191,842.62 86.88 06 0.250 0.017 0.000 0329898 1-Jun-32 $130,675.88 78.80 0.250 0.017 0.000 0338323 1-Jul-32 $242,795.85 90.00 12 0.250 0.017 0.000 0338637 1-Aug-32 $202,687.00 75.00 0.250 0.017 0.000 0339855 1-Jun-32 $74,274.62 80.00 0.250 0.017 0.000 0342961 1-Jun-32 $144,060.51 90.00 12 0.250 0.017 0.000 0346850 1-Jul-32 $109,918.36 72.37 0.250 0.017 0.000 0346933 1-Jul-17 $63,557.47 75.00 0.250 0.017 0.000 0347199 1-Jun-32 $127,110.46 95.00 33 0.250 0.017 0.000 0354921 1-Jun-32 $101,489.96 75.00 0.250 0.017 0.000 0355041 1-Jun-32 $49,925.55 30.77 0.250 0.017 0.000 0359261 1-Jun-17 $64,584.19 31.25 0.250 0.017 0.000 0360053 1-Jun-32 $189,724.09 95.00 11 0.250 0.017 0.000 0361480 1-Jul-17 $46,353.29 75.00 0.250 0.017 0.000 0362303 1-Jun-32 $66,690.18 80.00 0.250 0.017 0.000 0363032 1-Jul-17 $224,200.42 90.00 12 0.250 0.017 0.000 0363335 1-Jul-17 $299,043.19 50.00 0.250 0.017 0.000 0367210 1-Jul-32 $199,831.97 37.04 0.250 0.017 0.000 0373112 1-Aug-17 $165,750.00 84.57 06 0.250 0.017 0.000 0373198 1-Jul-32 $202,075.87 89.89 12 0.250 0.017 0.000 0373692 1-Jul-32 $256,299.91 90.00 01 0.250 0.017 0.000 0374169 1-Jul-32 $101,522.69 80.00 0.250 0.017 0.000 0377673 1-Jul-32 $117,664.77 75.00 0.250 0.017 0.000 0379977 1-Jul-32 $149,885.86 53.58 0.250 0.017 0.000 0380289 1-Jul-32 $107,915.75 80.00 0.250 0.017 0.000 0388103 1-Aug-32 $67,400.00 89.87 33 0.250 0.017 0.000 0390735 1-Aug-32 $270,000.00 75.00 0.250 0.017 0.000 0391145 1-Jul-32 $141,639.43 75.00 0.250 0.017 0.000 0391146 1-Jun-32 $151,849.87 80.00 0.250 0.017 0.000 0392119 1-Aug-32 $191,250.00 90.00 13 0.250 0.017 0.000 0396060 1-Jul-32 $227,813.11 80.00 0.250 0.017 0.000 0397951 1-Jul-32 $172,125.27 74.90 0.250 0.017 0.000 0405036 1-Aug-32 $214,500.00 65.00 0.250 0.017 0.000 0408502 1-Aug-32 $142,500.00 75.00 0.250 0.017 0.000 0409042 1-Jul-17 $69,779.15 56.00 0.250 0.017 0.000 0410210 1-Jul-17 $41,864.59 80.00 0.250 0.017 0.000 0410307 1-Jul-32 $169,517.66 90.00 06 0.250 0.017 0.000 0413204 1-Jul-32 $125,494.48 80.00 0.250 0.017 0.000 0428625 1-Jul-32 $44,066.44 90.00 12 0.250 0.017 0.000 0428751 1-Jul-17 $109,649.17 52.38 0.250 0.017 0.000 0430347 1-Jul-32 $155,466.03 80.00 0.250 0.017 0.000 0433016 1-Jul-32 $163,066.23 80.00 0.250 0.017 0.000 0435225 1-Aug-32 $66,360.00 79.00 0.250 0.017 0.000 0440813 1-Jul-32 $150,326.67 85.00 06 0.250 0.017 0.000 0445323 1-Jul-32 $136,695.91 74.96 0.250 0.017 0.000 0447236 1-Jul-32 $212,829.67 71.00 0.250 0.017 0.000 0448131 1-Aug-17 $70,000.00 72.92 0.250 0.017 0.000 0448820 1-Aug-32 $200,000.00 57.22 0.250 0.017 0.000 0450907 1-Aug-32 $70,000.00 60.34 0.250 0.017 0.000 0451077 1-Jul-32 $154,869.78 46.27 0.250 0.017 0.000 0459422 1-Aug-32 $116,000.00 80.00 0.250 0.017 0.000 0468422 1-Jul-32 $103,419.26 90.00 06 0.250 0.017 0.000 0480824 1-Aug-32 $183,510.00 90.00 24 0.250 0.017 0.000 0500869 1-Jul-32 $89,926.23 40.47 0.250 0.017 0.000 0510666 1-Aug-17 $33,000.00 60.00 0.250 0.017 0.000 0512588 1-Jul-32 $149,882.99 51.85 0.250 0.017 0.000 0526054 1-Aug-32 $229,500.00 90.00 01 0.250 0.017 0.000 0533392 1-Aug-32 $165,000.00 75.00 0.250 0.017 0.000 0535415 1-Aug-32 $72,500.00 50.00 0.250 0.017 0.000 0737911 1-Jun-32 $68,148.39 75.00 0.250 0.017 0.000 0740459 1-Jun-32 $245,268.49 85.00 01 0.250 0.017 0.000 0740556 1-Jun-32 $116,350.91 44.81 0.250 0.017 0.000 0742076 1-Jul-32 $171,875.51 38.22 0.250 0.017 0.000 0742157 1-Jun-32 $123,216.25 95.00 33 0.250 0.017 0.000 0743580 1-Jun-32 $76,647.58 90.00 33 0.250 0.017 0.000 0744006 1-Jun-32 $108,652.57 95.00 33 0.250 0.017 0.000 0744917 1-Jun-32 $279,934.60 95.00 33 0.250 0.017 0.000 0747152 1-Jun-32 $84,688.32 79.25 0.250 0.017 0.000 0753119 1-Jul-32 $220,059.39 90.00 33 0.250 0.017 0.000 0757175 1-Jul-32 $176,287.88 90.00 33 0.250 0.017 0.000 0760492 1-Jul-32 $83,145.57 80.00 0.250 0.017 0.000 0768067 1-May-32 $55,892.13 74.67 0.250 0.017 0.000 0773892 1-Aug-32 $187,200.00 90.00 33 0.250 0.017 0.000 0795177 1-Apr-32 $126,753.69 94.99 33 0.250 0.017 0.000 0804114 1-Apr-32 $136,031.47 95.00 33 0.250 0.017 0.000 0804301 1-Apr-32 $278,592.17 90.00 33 0.250 0.017 0.000 0810198 1-Apr-32 $113,903.02 65.31 0.250 0.017 0.000 0811682 1-Apr-32 $138,077.97 80.00 0.250 0.017 0.000 0816384 1-May-32 $103,011.11 80.00 0.250 0.017 0.000 0818219 1-Jul-32 $194,348.27 66.04 0.250 0.017 0.000 0822474 1-Mar-32 $261,584.81 75.00 0.250 0.017 0.000 0825766 1-Jul-17 $149,516.38 52.26 0.250 0.017 0.000 0826348 1-Apr-32 $125,441.24 94.99 33 0.250 0.017 0.000 0827539 1-Apr-32 $75,396.65 95.00 33 0.250 0.017 0.000 0836909 1-May-32 $224,564.25 90.00 33 0.250 0.017 0.000 0844610 1-Jun-32 $32,792.08 70.60 0.250 0.017 0.000 0847647 1-Apr-32 $56,820.57 28.50 0.250 0.017 0.000 0848458 1-May-32 $85,016.94 95.00 33 0.250 0.017 0.000 0848851 1-May-32 $191,169.78 94.99 33 0.250 0.017 0.000 0849202 1-Jun-32 $109,872.94 79.71 0.250 0.017 0.000 0849211 1-Jun-32 $109,872.94 79.71 0.250 0.017 0.000 0850642 1-Apr-32 $294,025.54 90.00 33 0.250 0.017 0.000 0853651 1-Jun-32 $206,741.78 90.00 33 0.250 0.017 0.000 0853998 1-Jan-32 $43,908.90 90.00 06 0.250 0.017 0.000 0857004 1-Jan-32 $129,862.08 90.00 11 0.250 0.017 0.000 0857341 1-May-32 $164,657.09 60.00 0.250 0.017 0.000 0866480 1-Jul-32 $203,994.18 94.97 33 0.250 0.017 0.000 0868796 1-May-32 $65,408.82 95.00 33 0.250 0.017 0.000 0876298 1-May-32 $70,120.54 95.00 33 0.250 0.017 0.000 0878940 1-Jun-32 $187,733.76 80.00 0.250 0.017 0.000 0893795 1-May-32 $199,082.57 90.00 33 0.250 0.017 0.000 0896997 1-Jul-32 $161,130.33 75.00 0.250 0.017 0.000 0897583 1-May-32 $63,888.73 94.12 33 0.250 0.017 0.000 0898192 1-Jun-32 $132,811.65 95.00 33 0.250 0.017 0.000 0900207 1-May-32 $119,946.42 90.00 33 0.250 0.017 0.000 0900255 1-May-32 $202,138.73 90.00 33 0.250 0.017 0.000 0902083 1-Jul-32 $83,637.88 83.70 01 0.250 0.017 0.000 0919401 1-Jun-17 $54,418.26 75.00 0.250 0.017 0.000 0921854 1-Jun-32 $141,902.14 95.00 33 0.250 0.017 0.000 0925387 1-May-32 $90,745.98 90.00 13 0.250 0.017 0.000 0931940 1-Jun-32 $221,693.43 75.00 0.250 0.017 0.000 0934201 1-Jun-32 $78,160.08 90.00 33 0.250 0.017 0.000 0958149 1-Jun-32 $198,146.09 80.00 0.250 0.017 0.000 0963775 1-Jun-32 $110,796.39 68.52 0.250 0.017 0.000 0971270 1-Jun-32 $103,285.71 90.00 13 0.250 0.017 0.000 0971889 1-Jul-32 $161,909.17 90.00 33 0.250 0.017 0.000 0973712 1-Jul-32 $81,944.41 80.00 0.250 0.017 0.000 0973772 1-Jun-32 $166,339.82 90.00 33 0.250 0.017 0.000 0974077 1-Jul-32 $51,810.58 61.00 0.250 0.017 0.000 0976574 1-Jun-32 $139,564.42 73.58 0.250 0.017 0.000 0977014 1-Jun-32 $232,553.21 85.00 01 0.250 0.017 0.000 0978620 1-Feb-32 $65,670.63 75.00 0.250 0.017 0.000 0979969 1-Jun-32 $362,173.31 90.00 33 0.250 0.017 0.000 0983901 1-Jul-32 $98,950.00 89.59 33 0.250 0.017 0.000 0986366 1-Jun-32 $81,405.86 69.66 0.250 0.017 0.000 0987469 1-Aug-32 $121,275.00 90.00 33 0.250 0.017 0.000 0990550 1-Jun-32 $175,541.72 95.00 33 0.250 0.017 0.000 0993711 1-May-32 $87,104.40 90.00 12 0.250 0.017 0.000 0997521 1-Jun-32 $222,045.99 90.00 33 0.250 0.017 0.000 1003900 1-Nov-31 $139,041.18 66.04 0.250 0.017 0.000 1011266 1-Oct-31 $96,906.82 80.00 0.250 0.017 0.000 1058040 1-May-17 $276,372.33 90.00 06 0.250 0.017 0.000 1185902 1-Mar-32 $82,896.23 90.00 13 0.250 0.017 0.000 1203635 1-Jun-32 $303,558.54 80.00 0.250 0.017 0.000 1244975 1-Apr-32 $113,276.15 80.00 0.250 0.017 0.000 2026903 1-Oct-31 $195,211.35 56.66 0.250 0.017 0.000 2936747 1-Oct-31 $50,845.94 80.00 0.250 0.017 0.000 3838445 1-Nov-31 $73,760.67 40.00 0.250 0.017 0.000 3841500 1-Nov-31 $141,499.79 75.00 0.250 0.017 0.000 3847045 1-Oct-31 $152,660.15 75.00 0.250 0.017 0.000 3849210 1-Nov-31 $149,344.24 90.00 13 0.250 0.017 0.000 3892294 1-Oct-31 $33,080.99 90.00 06 0.250 0.017 0.000 4072351 1-Oct-31 $235,443.51 79.98 0.250 0.017 0.000 4141727 1-Dec-31 $127,364.06 73.35 0.250 0.017 0.000 4161493 1-Dec-31 $51,660.35 80.00 0.250 0.017 0.000 4172656 1-Nov-31 $44,699.22 90.00 01 0.250 0.017 0.000 4218647 1-Aug-31 $54,008.92 80.00 0.250 0.017 0.000 4220766 1-Sep-31 $278,220.27 85.00 12 0.250 0.017 0.000 4221458 1-Oct-31 $198,869.88 80.00 0.250 0.017 0.000 4221460 1-Oct-31 $186,279.77 75.00 0.250 0.017 0.000 4221830 1-Oct-31 $107,096.33 54.52 0.250 0.017 0.000 4222689 1-Oct-31 $220,263.25 89.88 06 0.250 0.017 0.000 4223336 1-Nov-16 $79,769.51 95.00 01 0.250 0.017 0.000 4225227 1-Sep-31 $107,211.12 90.00 12 0.250 0.017 0.000 4225304 1-Sep-31 $107,224.31 90.00 11 0.250 0.017 0.000 4225814 1-Oct-31 $67,009.49 90.00 06 0.250 0.017 0.000 4225851 1-Sep-31 $138,015.36 85.00 13 0.250 0.017 0.000 4226172 1-Oct-31 $168,298.38 86.92 06 0.250 0.017 0.000 4228747 1-Sep-31 $55,871.26 75.00 0.250 0.017 0.000 4228978 1-Sep-31 $124,069.39 50.00 0.250 0.017 0.000 4229812 1-Oct-31 $67,754.06 65.00 0.250 0.017 0.000 4230605 1-Sep-31 $100,915.89 80.00 0.250 0.017 0.000 4234850 1-Oct-31 $138,312.45 84.94 13 0.250 0.017 0.000 4236136 1-Sep-31 $93,069.24 79.99 0.250 0.017 0.000 4242407 1-Dec-31 $161,153.42 90.00 12 0.250 0.017 0.000 4243915 1-Jul-31 $495,459.78 76.92 0.250 0.017 0.000 4254243 1-Sep-31 $74,869.90 90.00 12 0.250 0.017 0.000 4280770 1-Sep-31 $138,931.55 73.68 0.250 0.017 0.000 4289745 1-Sep-31 $312,824.91 90.00 13 0.250 0.017 0.000 4290760 1-Jun-31 $59,396.65 31.58 0.250 0.017 0.000 4290803 1-Jul-31 $83,938.81 90.00 06 0.250 0.017 0.000 4290852 1-Jun-31 $164,129.19 90.00 01 0.250 0.017 0.000 4290882 1-Jun-31 $168,589.05 90.00 01 0.250 0.017 0.000 4290898 1-Apr-31 $301,547.87 71.76 0.250 0.017 0.000 4290903 1-Jun-31 $162,390.93 77.00 0.250 0.017 0.000 4291296 1-Jul-31 $108,803.03 90.00 33 0.250 0.017 0.000 4291379 1-Jul-31 $135,306.81 56.63 0.250 0.017 0.000 4296960 1-Nov-31 $165,402.94 69.59 0.250 0.017 0.000 4306714 1-Nov-31 $104,928.43 80.00 0.250 0.017 0.000 4306914 1-Sep-31 $104,578.25 53.00 0.250 0.017 0.000 4310276 1-Sep-31 $49,653.60 74.63 0.250 0.017 0.000 4312462 1-Sep-31 $74,383.50 50.00 0.250 0.017 0.000 4318291 1-Oct-31 $134,988.15 72.73 0.250 0.017 0.000 4318953 1-Oct-31 $115,136.01 64.99 0.250 0.017 0.000 4319713 1-Aug-31 $290,056.45 90.00 06 0.250 0.017 0.000 4319740 1-Aug-31 $57,899.79 80.00 0.250 0.017 0.000 4319744 1-Jul-31 $277,194.94 80.00 0.250 0.017 0.000 4319771 1-Jul-31 $42,364.00 63.24 0.250 0.017 0.000 4319784 1-Aug-31 $59,027.00 70.00 0.250 0.017 0.000 4319800 1-Aug-31 $147,371.85 90.00 13 0.250 0.017 0.000 4319808 1-Aug-31 $209,006.81 46.89 0.250 0.017 0.000 4319819 1-Aug-31 $181,815.09 80.00 0.250 0.017 0.000 4319841 1-Aug-31 $280,789.80 90.00 33 0.250 0.017 0.000 4319861 1-Aug-31 $117,902.96 70.00 0.250 0.017 0.000 4319879 1-Jun-31 $271,799.47 58.51 0.250 0.017 0.000 4319929 1-Aug-31 $73,206.00 86.82 13 0.250 0.017 0.000 4319947 1-Aug-31 $271,561.09 90.00 06 0.250 0.017 0.000 4319960 1-Jul-31 $143,684.88 80.00 0.250 0.017 0.000 4320054 1-Aug-31 $117,875.83 70.00 0.250 0.017 0.000 4321032 1-Oct-31 $175,509.08 80.00 0.250 0.017 0.000 4328059 1-Nov-31 $55,634.96 56.00 0.250 0.017 0.000 4332807 1-Jun-31 $68,290.41 75.00 0.250 0.017 0.000 4338948 1-Feb-32 $75,656.22 80.00 0.250 0.017 0.000 4350236 1-Dec-31 $50,762.50 70.00 0.250 0.017 0.000 4356593 1-Sep-31 $54,749.35 59.95 0.250 0.017 0.000 4357415 1-Sep-31 $524,136.19 68.22 0.250 0.017 0.000 4363517 1-Oct-31 $68,433.19 57.98 0.250 0.017 0.000 4363611 1-Nov-31 $170,878.78 80.00 0.250 0.017 0.000 4366721 1-Aug-31 $71,455.68 90.00 12 0.250 0.017 0.000 4366742 1-Aug-31 $46,110.72 75.00 0.250 0.017 0.000 4366751 1-Aug-31 $214,214.37 90.00 12 0.250 0.017 0.000 4366788 1-Aug-31 $124,998.01 64.62 0.250 0.017 0.000 4366885 1-Jun-31 $99,887.04 90.00 12 0.250 0.017 0.000 4366928 1-Aug-31 $293,981.41 89.99 11 0.250 0.017 0.000 4367028 1-Aug-31 $81,590.55 90.00 11 0.250 0.017 0.000 4367945 1-Nov-31 $257,889.28 60.47 0.250 0.017 0.000 4368163 1-Nov-31 $257,079.64 75.00 0.250 0.017 0.000 4368494 1-Nov-31 $71,542.17 90.00 12 0.250 0.017 0.000 4369074 1-Aug-31 $272,645.06 51.12 0.250 0.017 0.000 4369269 1-Aug-31 $294,531.14 85.00 12 0.250 0.017 0.000 4374199 1-Oct-31 $115,992.35 80.00 0.250 0.017 0.000 4374240 1-Aug-31 $66,976.74 90.00 12 0.250 0.017 0.000 4374241 1-Oct-31 $115,992.35 80.00 0.250 0.017 0.000 4374281 1-Sep-31 $285,514.00 90.00 06 0.250 0.017 0.000 4374324 1-Aug-16 $102,761.39 95.00 11 0.250 0.017 0.000 4374394 1-Aug-31 $288,301.51 80.00 0.250 0.017 0.000 4374497 1-Aug-31 $52,619.77 90.00 06 0.250 0.017 0.000 4374863 1-Nov-31 $166,820.74 80.00 0.250 0.017 0.000 4374907 1-Aug-31 $79,299.64 65.00 0.250 0.017 0.000 4375639 1-Sep-31 $285,960.74 90.00 01 0.250 0.017 0.000 4375739 1-Sep-31 $88,807.49 80.00 0.250 0.017 0.000 4375833 1-Jun-31 $164,414.35 79.05 0.250 0.017 0.000 4375951 1-Aug-31 $175,463.47 80.00 0.250 0.017 0.000 4375999 1-Sep-31 $297,516.16 80.00 0.250 0.017 0.000 4376117 1-Sep-31 $216,172.39 51.29 0.250 0.017 0.000 4377170 1-Oct-31 $229,908.58 80.00 0.250 0.017 0.000 4377203 1-Sep-31 $165,197.45 90.00 13 0.250 0.017 0.000 4377240 1-Sep-31 $50,854.84 80.00 0.250 0.017 0.000 4377333 1-Mar-31 $139,105.38 80.00 0.250 0.017 0.000 4379593 1-Sep-31 $116,258.83 60.00 0.250 0.017 0.000 4379692 1-Sep-31 $62,539.12 80.00 0.250 0.017 0.000 4379742 1-Sep-31 $142,980.43 90.00 33 0.250 0.017 0.000 4379844 1-Sep-31 $126,240.75 80.00 0.250 0.017 0.000 4379878 1-Sep-31 $141,180.79 95.00 01 0.250 0.017 0.000 4379937 1-Oct-31 $198,396.72 80.00 0.250 0.017 0.000 4380015 1-Oct-31 $142,011.12 25.00 0.250 0.017 0.000 4380039 1-Sep-31 $92,837.94 85.00 33 0.250 0.017 0.000 4380124 1-Sep-31 $183,193.53 90.00 33 0.250 0.017 0.000 4380159 1-Sep-31 $41,969.02 90.00 33 0.250 0.017 0.000 4380187 1-Sep-31 $183,193.53 90.00 33 0.250 0.017 0.000 4380273 1-Sep-31 $81,847.16 79.95 0.250 0.017 0.000 4384189 1-Sep-31 $106,931.93 85.71 06 0.250 0.017 0.000 4384213 1-Sep-31 $197,842.28 85.00 11 0.250 0.017 0.000 4384260 1-Sep-31 $268,088.14 75.00 0.250 0.017 0.000 4384274 1-Sep-31 $88,447.56 90.00 11 0.250 0.017 0.000 4384351 1-Aug-31 $245,327.62 75.00 0.250 0.017 0.000 4384381 1-Sep-31 $155,429.61 95.00 11 0.250 0.017 0.000 4385453 1-Nov-31 $81,308.75 75.00 0.250 0.017 0.000 4386431 1-Sep-31 $154,895.33 80.00 0.250 0.017 0.000 4386691 1-Sep-31 $107,254.24 90.00 06 0.250 0.017 0.000 4386756 1-Aug-31 $282,173.95 89.06 11 0.250 0.017 0.000 4386903 1-Sep-31 $96,464.22 90.00 11 0.250 0.017 0.000 4386937 1-Sep-31 $111,542.20 89.99 01 0.250 0.017 0.000 4395471 1-Nov-31 $173,801.42 54.69 0.250 0.017 0.000 4396220 1-Sep-31 $285,801.96 90.00 11 0.250 0.017 0.000 4396368 1-Aug-31 $177,487.13 90.00 11 0.250 0.017 0.000 4396403 1-Aug-16 $36,136.59 89.29 12 0.250 0.017 0.000 4396405 1-Jul-31 $76,184.24 47.47 0.250 0.017 0.000 4396517 1-Sep-31 $103,660.73 90.00 12 0.250 0.017 0.000 4396589 1-Sep-31 $107,249.39 90.00 11 0.250 0.017 0.000 4396630 1-Sep-31 $146,554.25 76.92 0.250 0.017 0.000 4396723 1-Sep-31 $120,639.68 90.00 12 0.250 0.017 0.000 4401227 1-Dec-31 $149,089.63 75.00 0.250 0.017 0.000 4403375 1-Sep-31 $142,980.30 90.00 06 0.250 0.017 0.000 4407443 1-Nov-31 $49,657.54 58.82 0.250 0.017 0.000 4409276 1-Feb-32 $204,095.48 51.25 0.250 0.017 0.000 4410171 1-Oct-31 $146,976.65 64.63 0.250 0.017 0.000 4411091 1-Dec-31 $245,176.35 79.68 0.250 0.017 0.000 4412862 1-Oct-31 $84,991.62 90.00 06 0.250 0.017 0.000 4423042 1-Oct-31 $98,382.57 95.00 33 0.250 0.017 0.000 4430893 1-Jan-32 $272,987.85 57.05 0.250 0.017 0.000 4432363 1-Jan-32 $51,508.11 90.00 33 0.250 0.017 0.000 4434359 1-Aug-31 $444,163.80 80.00 0.250 0.017 0.000 4439617 1-Jan-32 $38,611.78 55.71 0.250 0.017 0.000 4440236 1-Nov-31 $204,156.85 80.00 0.250 0.017 0.000 4446596 1-Nov-31 $377,522.85 80.00 0.250 0.017 0.000 4446653 1-Nov-31 $170,669.28 80.00 0.250 0.017 0.000 4446707 1-Oct-31 $54,502.01 94.99 33 0.250 0.017 0.000 4446778 1-Nov-31 $80,534.02 90.00 06 0.250 0.017 0.000 4446960 1-Oct-31 $273,191.20 68.75 0.250 0.017 0.000 4449773 1-Dec-31 $151,088.17 80.00 0.250 0.017 0.000 4614590 1-Oct-31 $218,283.73 80.00 0.250 0.017 0.000 4620969 1-Apr-32 $158,478.98 97.00 24 0.250 0.017 0.000 4677951 1-Nov-31 $67,403.12 90.00 13 0.250 0.017 0.000 4678421 1-Nov-31 $278,263.34 80.00 0.250 0.017 0.000 4781209 1-Nov-31 $221,732.61 84.72 06 0.250 0.017 0.000 4814935 1-Nov-31 $198,696.31 44.44 0.250 0.017 0.000 4863122 1-Nov-16 $75,587.32 80.00 0.250 0.017 0.000 4868717 1-Nov-31 $135,859.95 90.00 01 0.250 0.017 0.000 4877874 1-Nov-31 $121,169.38 66.84 0.250 0.017 0.000 4909560 1-Nov-31 $66,207.14 90.00 06 0.250 0.017 0.000 4929766 1-Nov-31 $135,845.93 90.00 01 0.250 0.017 0.000 4938940 1-Nov-31 $213,440.93 67.55 0.250 0.017 0.000 4955548 1-Nov-31 $126,978.99 79.99 0.250 0.017 0.000 4960845 1-Oct-31 $222,057.45 80.00 0.250 0.017 0.000 4984647 1-Oct-31 $169,738.15 96.99 01 0.250 0.017 0.000 5026059 1-Feb-32 $59,180.27 90.00 12 0.250 0.017 0.000 5077995 1-Nov-31 $69,661.55 90.00 01 0.250 0.017 0.000 5343637 1-Nov-31 $56,609.64 63.33 0.250 0.017 0.000 5378294 1-Dec-31 $97,226.53 80.00 0.250 0.017 0.000 5598511 1-Nov-31 $153,715.42 95.00 01 0.250 0.017 0.000 5754296 1-Dec-31 $163,004.74 80.00 0.250 0.017 0.000 5835350 1-Nov-31 $44,699.22 90.00 01 0.250 0.017 0.000 5933262 1-Nov-31 $44,699.22 90.00 01 0.250 0.017 0.000 5951566 1-Feb-31 $81,568.56 80.00 0.250 0.017 0.000 6027786 1-Apr-32 $161,551.78 89.95 12 0.250 0.017 0.000 6087230 1-Nov-31 $52,012.31 97.00 01 0.250 0.017 0.000 6094367 1-Nov-31 $197,038.27 97.00 06 0.250 0.017 0.000 6097034 1-Nov-31 $44,699.22 90.00 06 0.250 0.017 0.000 6098018 1-Nov-31 $44,699.22 90.00 06 0.250 0.017 0.000 6108927 1-Nov-31 $237,842.57 51.61 0.250 0.017 0.000 6169196 1-Nov-31 $99,364.12 40.82 0.250 0.017 0.000 6170742 1-Nov-31 $44,699.22 90.00 01 0.250 0.017 0.000 6171287 1-Jan-32 $139,201.92 80.00 0.250 0.017 0.000 6174198 1-Dec-31 $71,445.24 54.85 0.250 0.017 0.000 6179993 1-Nov-31 $44,699.22 90.00 24 0.250 0.017 0.000 6180941 1-Nov-31 $44,699.22 90.00 01 0.250 0.017 0.000 6188116 1-Nov-31 $44,699.22 90.00 12 0.250 0.017 0.000 6192563 1-Nov-31 $258,219.30 80.00 0.250 0.017 0.000 6197976 1-Feb-32 $98,651.99 90.00 01 0.250 0.017 0.000 6224998 1-Jan-32 $293,293.58 69.41 0.250 0.017 0.000 6225805 1-Dec-31 $68,819.30 89.64 01 0.250 0.017 0.000 6242221 1-Nov-31 $44,699.22 90.00 24 0.250 0.017 0.000 6303534 1-Nov-31 $74,500.79 80.00 0.250 0.017 0.000 8388085 1-Jan-32 $105,335.74 67.52 0.250 0.017 0.000 8415224 1-Oct-31 $190,433.91 80.00 0.250 0.017 0.000 8426393 1-Nov-31 $248,685.10 71.54 0.250 0.017 0.000 8446329 1-Apr-32 $274,067.92 45.83 0.250 0.017 0.000 8519818 1-Apr-31 $115,633.02 90.00 01 0.250 0.017 0.000 8558532 1-Dec-31 $84,608.75 48.57 0.250 0.017 0.000 8585187 1-Aug-31 $152,426.58 59.05 0.250 0.017 0.000 8619437 1-Oct-31 $221,231.10 90.00 12 0.250 0.017 0.000 8636568 1-Nov-31 $136,013.03 80.00 0.250 0.017 0.000 8645239 1-Jun-31 $227,357.00 90.00 01 0.250 0.017 0.000 8660616 1-Nov-31 $66,296.08 80.00 0.250 0.017 0.000 8695088 1-Nov-31 $214,520.70 80.00 0.250 0.017 0.000 8710558 1-Nov-31 $62,568.49 90.00 06 0.250 0.017 0.000 8738521 1-Sep-31 $78,408.22 41.03 0.250 0.017 0.000 8748397 1-Aug-31 $62,433.30 53.85 0.250 0.017 0.000 8754286 1-Oct-31 $122,211.90 90.00 12 0.250 0.017 0.000 8777154 1-Feb-32 $298,574.43 80.00 0.250 0.017 0.000 8779817 1-Oct-31 $164,247.43 79.99 0.250 0.017 0.000 8780767 1-Mar-32 $117,452.58 80.00 0.250 0.017 0.000 8789137 1-Nov-31 $125,115.60 90.00 01 0.250 0.017 0.000 8794528 1-Aug-31 $76,769.32 90.00 01 0.250 0.017 0.000 8798250 1-Jul-31 $52,206.25 90.00 33 0.250 0.017 0.000 8805734 1-Sep-31 $244,519.48 80.00 0.250 0.017 0.000 8808199 1-Oct-31 $232,380.98 62.00 0.250 0.017 0.000 8812427 1-Oct-16 $52,849.82 65.00 0.250 0.017 0.000 8812502 1-Sep-31 $53,362.36 80.00 0.250 0.017 0.000 8827938 1-Oct-31 $180,159.93 97.00 12 0.250 0.017 0.000 8834192 1-Oct-31 $112,976.86 69.89 0.250 0.017 0.000 8839945 1-Sep-31 $34,227.28 77.78 0.250 0.017 0.000 8844932 1-Jan-32 $79,468.06 68.86 0.250 0.017 0.000 8846899 1-Nov-16 $49,597.34 89.85 06 0.250 0.017 0.000 8847471 1-Aug-31 $238,336.50 90.00 13 0.250 0.017 0.000 8850215 1-Sep-16 $98,321.81 90.00 24 0.250 0.017 0.000 8850565 1-Dec-31 $127,254.72 95.00 01 0.250 0.017 0.000 8858815 1-Oct-16 $53,520.99 80.00 0.250 0.017 0.000 8859219 1-Sep-31 $179,618.69 78.35 0.250 0.017 0.000 8860091 1-Sep-31 $64,054.63 75.00 0.250 0.017 0.000 8868728 1-Sep-31 $198,473.63 61.54 0.250 0.017 0.000 8869578 1-Sep-31 $110,479.47 79.99 0.250 0.017 0.000 8872971 1-Sep-31 $107,076.55 89.99 12 0.250 0.017 0.000 8874452 1-Nov-31 $122,237.11 77.85 0.250 0.017 0.000 8874749 1-Nov-31 $54,632.47 73.33 0.250 0.017 0.000 8879323 1-Oct-16 $53,288.49 57.89 0.250 0.017 0.000 8882255 1-Sep-31 $69,677.47 90.00 01 0.250 0.017 0.000 8883942 1-Nov-31 $154,261.12 80.00 0.250 0.017 0.000 8889997 1-Oct-31 $262,413.36 72.60 0.250 0.017 0.000 8900105 1-Dec-31 $130,982.64 80.00 0.250 0.017 0.000 8900171 1-Dec-31 $63,946.69 57.93 0.250 0.017 0.000 8900408 1-Nov-31 $57,250.57 90.00 06 0.250 0.017 0.000 8904313 1-Oct-31 $169,334.15 80.00 0.250 0.017 0.000 8905596 1-Oct-31 $295,460.32 73.53 0.250 0.017 0.000 8906123 1-Jan-32 $51,088.80 90.00 01 0.250 0.017 0.000 8906447 1-Sep-16 $31,863.51 70.00 0.250 0.017 0.000 8907993 1-Jan-32 $130,032.12 97.00 06 0.250 0.017 0.000 8908270 1-Dec-31 $142,287.17 80.00 0.250 0.017 0.000 8908434 1-Sep-31 $65,669.75 90.00 01 0.250 0.017 0.000 8909457 1-Nov-16 $291,638.79 69.77 0.250 0.017 0.000 8909739 1-Nov-31 $123,647.36 75.00 0.250 0.017 0.000 8910170 1-Nov-31 $293,347.86 57.74 0.250 0.017 0.000 8913656 1-Oct-31 $61,460.18 97.00 12 0.250 0.017 0.000 8914795 1-Oct-31 $140,803.77 79.98 0.250 0.017 0.000 8918394 1-Sep-31 $214,180.54 80.00 0.250 0.017 0.000 8920133 1-Sep-31 $118,984.05 80.00 0.250 0.017 0.000 8922941 1-Oct-31 $192,128.30 90.00 12 0.250 0.017 0.000 8923191 1-Nov-31 $294,116.92 80.00 0.250 0.017 0.000 8923357 1-Oct-31 $59,790.11 90.00 06 0.250 0.017 0.000 8924767 1-Nov-31 $45,913.45 61.60 0.250 0.017 0.000 8925119 1-Oct-31 $256,488.56 80.00 0.250 0.017 0.000 8926000 1-Nov-31 $223,402.46 86.87 01 0.250 0.017 0.000 8926656 1-Dec-31 $198,560.79 80.00 0.250 0.017 0.000 8927072 1-Nov-31 $71,553.44 90.00 06 0.250 0.017 0.000 8928131 1-Nov-16 $106,494.94 60.14 0.250 0.017 0.000 8929256 1-Oct-31 $107,258.43 89.99 01 0.250 0.017 0.000 8929277 1-Oct-31 $107,357.81 90.00 01 0.250 0.017 0.000 8930181 1-Oct-16 $51,680.96 75.00 0.250 0.017 0.000 8931399 1-Oct-31 $145,931.76 71.01 0.250 0.017 0.000 8934453 1-Nov-31 $157,798.60 80.00 0.250 0.017 0.000 8936946 1-Oct-31 $213,229.59 62.32 0.250 0.017 0.000 9006141 1-Feb-31 $121,898.50 89.86 06 0.250 0.017 0.000 9015552 1-Mar-31 $209,563.71 90.00 12 0.250 0.017 0.000 9019657 1-Feb-31 $191,619.22 90.00 06 0.250 0.017 0.000 9025628 1-Jan-31 $136,154.49 74.59 0.250 0.017 0.000 9029996 1-Jan-31 $112,708.79 80.00 0.250 0.017 0.000 9036653 1-Feb-31 $174,059.69 80.00 0.250 0.017 0.000 9064000 1-Apr-31 $64,856.10 75.00 0.250 0.017 0.000 9067681 1-Apr-31 $37,771.09 90.00 01 0.250 0.017 0.000 9070442 1-Apr-31 $269,077.03 80.00 0.250 0.017 0.000 9174673 1-Oct-31 $93,813.30 90.00 13 0.250 0.017 0.000 9177064 1-Oct-31 $295,318.91 80.00 0.250 0.017 0.000 9201734 1-Nov-31 $207,071.98 74.46 0.250 0.017 0.000 9209803 1-Apr-31 $122,652.10 89.92 01 0.250 0.017 0.000 9212793 1-Apr-31 $144,072.32 75.00 0.250 0.017 0.000 9216393 1-Nov-16 $147,301.19 84.53 06 0.250 0.017 0.000 9223223 1-Jun-31 $243,613.00 90.00 13 0.250 0.017 0.000 9226211 1-Jun-16 $113,786.34 85.00 13 0.250 0.017 0.000 9231823 1-Mar-31 $186,744.97 78.75 0.250 0.017 0.000 9232801 1-Apr-31 $73,243.49 39.78 0.250 0.017 0.000 9268943 1-May-31 $58,154.51 90.00 06 0.250 0.017 0.000 9270513 1-Oct-31 $116,814.63 90.00 11 0.250 0.017 0.000 9270817 1-Aug-31 $102,635.35 90.00 24 0.250 0.017 0.000 9275339 1-Nov-31 $100,142.85 90.00 13 0.250 0.017 0.000 9278443 1-Jul-31 $98,973.45 74.63 0.250 0.017 0.000 9279548 1-Nov-31 $94,531.81 80.00 0.250 0.017 0.000 9287887 1-Aug-16 $46,379.13 80.00 0.250 0.017 0.000 9289943 1-Dec-31 $241,761.72 90.00 12 0.250 0.017 0.000 9290684 1-Sep-31 $124,664.98 80.00 0.250 0.017 0.000 9290907 1-Sep-31 $46,871.04 70.52 0.250 0.017 0.000 9291081 1-Sep-31 $69,563.21 87.50 13 0.250 0.017 0.000 9291107 1-Aug-31 $100,887.94 80.00 0.250 0.017 0.000 9291108 1-Aug-31 $100,887.94 80.00 0.250 0.017 0.000 9291745 1-Jul-31 $315,362.60 80.00 0.250 0.017 0.000 9292836 1-Aug-31 $130,303.14 80.00 0.250 0.017 0.000 9293648 1-Nov-31 $106,230.35 71.81 0.250 0.017 0.000 9294191 1-Aug-31 $51,586.67 80.00 0.250 0.017 0.000 9295008 1-Nov-31 $304,005.20 85.00 12 0.250 0.017 0.000 9295562 1-Oct-31 $66,601.61 70.53 0.250 0.017 0.000 9299573 1-Jul-16 $111,122.37 80.00 0.250 0.017 0.000 9301207 1-Nov-31 $91,354.17 46.00 0.250 0.017 0.000 9302176 1-Feb-32 $321,299.26 90.00 01 0.250 0.017 0.000 9303645 1-Nov-31 $95,870.36 66.90 0.250 0.017 0.000 9306365 1-Aug-31 $262,996.66 79.82 0.250 0.017 0.000 9310459 1-Nov-31 $87,506.34 80.00 0.250 0.017 0.000 9312315 1-Nov-31 $74,486.36 57.25 0.250 0.017 0.000 9312349 1-Nov-31 $74,486.36 57.25 0.250 0.017 0.000 9312356 1-Nov-31 $74,486.36 59.52 0.250 0.017 0.000 9312364 1-Nov-31 $74,486.36 59.52 0.250 0.017 0.000 9312711 1-Nov-31 $74,486.36 57.25 0.250 0.017 0.000 9314148 1-Nov-16 $77,722.90 80.00 0.250 0.017 0.000 9325493 1-Oct-31 $111,030.40 80.00 0.250 0.017 0.000 9325806 1-Sep-31 $343,789.12 75.00 0.250 0.017 0.000 9325875 1-Nov-31 $96,367.68 74.62 0.250 0.017 0.000 9326773 1-Oct-31 $246,197.82 80.00 0.250 0.017 0.000 9327218 1-Oct-31 $270,071.85 85.00 24 0.250 0.017 0.000 9329230 1-Oct-16 $27,686.68 75.00 0.250 0.017 0.000 9329303 1-Oct-31 $292,960.13 79.73 0.250 0.017 0.000 9329393 1-Oct-31 $72,740.91 90.00 01 0.250 0.017 0.000 9329709 1-Nov-31 $99,410.04 47.62 0.250 0.017 0.000 9330258 1-Oct-31 $128,979.13 79.99 0.250 0.017 0.000 9330978 1-Nov-31 $178,990.29 90.00 12 0.250 0.017 0.000 9331007 1-Oct-31 $89,312.90 54.55 0.250 0.017 0.000 9331681 1-Oct-31 $91,992.29 90.00 01 0.250 0.017 0.000 9331808 1-Nov-31 $95,404.50 80.00 0.250 0.017 0.000 9331834 1-Oct-31 $41,028.27 94.94 06 0.250 0.017 0.000 9332965 1-Oct-31 $53,678.91 68.35 0.250 0.017 0.000 9334127 1-Feb-32 $112,039.45 90.00 12 0.250 0.017 0.000 9334275 1-Oct-31 $85,310.58 78.90 0.250 0.017 0.000 9335870 1-Nov-31 $58,129.86 90.00 12 0.250 0.017 0.000 9337241 1-Oct-31 $75,650.48 66.10 0.250 0.017 0.000 9340203 1-Oct-31 $100,931.68 80.00 0.250 0.017 0.000 9340686 1-Oct-31 $119,149.26 80.00 0.250 0.017 0.000 9342518 1-Dec-31 $100,554.86 89.56 13 0.250 0.017 0.000 9342910 1-Oct-31 $103,315.89 80.00 0.250 0.017 0.000 9343156 1-Nov-31 $208,547.06 75.01 0.250 0.017 0.000 9344000 1-Jan-32 $190,932.35 80.00 0.250 0.017 0.000 9345779 1-Dec-31 $196,648.77 90.00 12 0.250 0.017 0.000 9352382 1-Nov-31 $190,480.99 90.00 06 0.250 0.017 0.000 9352771 1-Dec-31 $49,405.68 74.96 0.250 0.017 0.000 9354748 1-Nov-31 $190,480.99 90.00 06 0.250 0.017 0.000 9356143 1-Dec-31 $170,650.15 89.95 06 0.250 0.017 0.000 9356689 1-Dec-31 $121,710.40 69.98 0.250 0.017 0.000 9357892 1-Dec-31 $67,979.92 50.98 0.250 0.017 0.000 9359207 1-Nov-31 $137,551.38 89.35 12 0.250 0.017 0.000 9359408 1-Nov-31 $34,812.46 79.89 0.250 0.017 0.000 9361589 1-Jan-32 $257,976.20 85.00 06 0.250 0.017 0.000 9363764 1-Nov-31 $168,041.12 90.00 12 0.250 0.017 0.000 9373870 1-Mar-32 $217,269.32 80.00 0.250 0.017 0.000 9375000 1-Mar-32 $86,134.57 80.00 0.250 0.017 0.000 9382543 1-Mar-32 $134,147.04 90.00 06 0.250 0.017 0.000 9384546 1-Feb-32 $46,644.15 74.41 0.250 0.017 0.000 9391005 1-Feb-32 $232,941.55 90.00 01 0.250 0.017 0.000 9392951 1-Mar-32 $225,438.01 80.00 0.250 0.017 0.000 9394423 1-Feb-32 $102,983.49 90.00 01 0.250 0.017 0.000 9399977 1-Feb-32 $28,703.76 90.00 13 0.250 0.017 0.000 9400530 1-Feb-32 $296,137.23 65.22 0.250 0.017 0.000 9403765 1-Feb-32 $115,559.73 80.00 0.250 0.017 0.000 9405497 1-Feb-32 $302,519.51 95.00 01 0.250 0.017 0.000 9405693 1-Feb-32 $76,742.86 61.60 0.250 0.017 0.000 9407189 1-Apr-32 $119,640.40 75.00 0.250 0.017 0.000 9407251 1-Feb-32 $59,110.73 90.00 12 0.250 0.017 0.000 9408061 1-Feb-17 $250,326.81 55.30 0.250 0.017 0.000 9409376 1-Feb-32 $116,483.76 90.00 01 0.250 0.017 0.000 9415168 1-Feb-32 $185,436.26 90.00 12 0.250 0.017 0.000 9416044 1-Apr-32 $58,329.02 90.00 06 0.250 0.017 0.000 9424727 1-Mar-32 $57,839.15 73.89 0.250 0.017 0.000 9425159 1-Jan-32 $40,782.96 58.66 0.250 0.017 0.000 9425725 1-Jan-32 $222,743.48 80.00 0.250 0.017 0.000 9429251 1-Feb-32 $135,521.84 80.00 0.250 0.017 0.000 9432495 1-Dec-31 $34,201.28 80.00 0.250 0.017 0.000 9433288 1-Dec-31 $70,931.92 90.00 11 0.250 0.017 0.000 9439380 1-Dec-31 $103,011.24 90.00 12 0.250 0.017 0.000 9439582 1-Dec-31 $144,121.12 95.00 12 0.250 0.017 0.000 9439921 1-Feb-32 $163,430.32 90.00 06 0.250 0.017 0.000 9442081 1-Dec-31 $66,360.46 89.99 12 0.250 0.017 0.000 9442561 1-Jan-32 $125,293.95 90.00 12 0.250 0.017 0.000 9444636 1-Dec-31 $141,449.66 95.00 13 0.250 0.017 0.000 9445498 1-Jan-32 $159,107.05 90.00 12 0.250 0.017 0.000 9445506 1-Dec-31 $70,764.22 90.00 13 0.250 0.017 0.000 9446014 1-Dec-31 $167,868.10 75.00 0.250 0.017 0.000 9450488 1-Jan-32 $158,497.49 68.09 0.250 0.017 0.000 9450646 1-Nov-31 $204,405.17 55.64 0.250 0.017 0.000 9461977 1-Apr-17 $68,099.53 53.41 0.250 0.017 0.000 9466757 1-Dec-31 $53,564.05 90.00 06 0.250 0.017 0.000 9469969 1-Nov-31 $73,330.72 90.00 12 0.250 0.017 0.000 9472252 1-Dec-31 $69,876.91 90.00 06 0.250 0.017 0.000 9473180 1-Nov-31 $153,364.06 75.00 0.250 0.017 0.000 9473930 1-Dec-16 $93,092.14 80.00 0.250 0.017 0.000 9478761 1-Dec-31 $60,406.27 90.00 06 0.250 0.017 0.000 9480018 1-Dec-31 $224,661.90 67.36 0.250 0.017 0.000 9483080 1-Jan-32 $242,427.52 65.00 0.250 0.017 0.000 9483137 1-Dec-31 $180,354.74 80.00 0.250 0.017 0.000 9488319 1-Jan-32 $49,237.99 75.00 0.250 0.017 0.000 9489340 1-Nov-31 $126,638.19 95.00 01 0.250 0.017 0.000 9491092 1-Dec-31 $79,482.47 85.00 24 0.250 0.017 0.000 9492784 1-Dec-31 $56,345.92 90.00 12 0.250 0.017 0.000 9493572 1-Nov-31 $105,255.94 80.00 0.250 0.017 0.000 9493705 1-Nov-31 $143,859.32 97.00 01 0.250 0.017 0.000 9494499 1-Jan-32 $52,426.51 80.00 0.250 0.017 0.000 9494543 1-Dec-31 $109,644.17 90.00 01 0.250 0.017 0.000 9495089 1-Dec-31 $109,644.17 90.00 01 0.250 0.017 0.000 9498891 1-Jan-32 $99,588.17 80.00 0.250 0.017 0.000 9503089 1-Dec-31 $236,375.82 70.00 0.250 0.017 0.000 9506570 1-Feb-32 $84,289.81 90.00 13 0.250 0.017 0.000 9511990 1-Dec-31 $433,418.62 94.99 24 0.250 0.017 0.000 9513261 1-Dec-31 $137,094.07 75.00 0.250 0.017 0.000 9513535 1-Jan-32 $161,354.86 89.99 12 0.250 0.017 0.000 9517622 1-Dec-31 $242,419.90 90.00 01 0.250 0.017 0.000 9518356 1-Dec-31 $263,848.64 90.00 12 0.250 0.017 0.000 9519772 1-Dec-31 $263,848.64 90.00 12 0.250 0.017 0.000 9520310 1-Jan-32 $198,452.32 71.43 0.250 0.017 0.000 9531890 1-Dec-16 $70,125.61 32.00 0.250 0.017 0.000 9537583 1-Jan-32 $54,261.59 70.00 0.250 0.017 0.000 9538683 1-Dec-31 $208,982.80 70.00 0.250 0.017 0.000 9542384 1-Dec-31 $153,837.10 90.00 06 0.250 0.017 0.000 9553081 1-Dec-31 $47,813.76 90.68 12 0.250 0.017 0.000 9560649 1-Feb-17 $135,349.33 89.03 06 0.250 0.017 0.000 9563225 1-Jan-32 $104,210.23 74.47 0.250 0.017 0.000 9564036 1-Jan-32 $62,720.05 85.14 01 0.250 0.017 0.000 9572509 1-Feb-32 $186,609.04 72.12 0.250 0.017 0.000 9572935 1-Dec-31 $124,259.96 41.20 0.250 0.017 0.000 9573203 1-Jan-32 $51,270.43 97.00 16 0.250 0.017 0.000 9575793 1-Jan-32 $328,114.57 75.00 0.250 0.017 0.000 9581170 1-Feb-32 $108,635.98 50.70 0.250 0.017 0.000 9583642 1-Jan-32 $74,582.98 21.43 0.250 0.017 0.000 9588252 1-Feb-17 $152,625.30 66.55 0.250 0.017 0.000 9590903 1-Feb-32 $142,101.02 80.00 0.250 0.017 0.000 9593042 1-Feb-32 $80,684.69 63.78 0.250 0.017 0.000 9594392 1-Jan-32 $50,192.51 80.00 0.250 0.017 0.000 9596055 1-Feb-32 $113,373.21 95.00 01 0.250 0.017 0.000 9620665 1-Feb-32 $58,127.28 90.00 01 0.250 0.017 0.000 9638483 1-Jan-32 $190,853.93 63.49 0.250 0.017 0.000 9648882 1-Feb-32 $277,022.66 89.68 01 0.250 0.017 0.000 9655007 1-Jan-32 $115,381.91 97.00 01 0.250 0.017 0.000 9663511 1-Jan-32 $121,165.78 96.98 01 0.250 0.017 0.000 9665468 1-Feb-32 $63,514.16 75.00 0.250 0.017 0.000 9669473 1-Jan-32 $208,183.95 97.00 24 0.250 0.017 0.000 9670250 1-Feb-32 $252,861.01 90.00 06 0.250 0.017 0.000 9674910 1-Feb-32 $171,222.03 80.00 0.250 0.017 0.000 9675679 1-Jan-32 $71,294.05 97.00 01 0.250 0.017 0.000 9682446 1-Feb-32 $97,047.95 65.00 0.250 0.017 0.000 9689888 1-Jan-32 $71,548.58 80.00 0.250 0.017 0.000 9691536 1-Jan-32 $69,855.08 90.00 12 0.250 0.017 0.000 9695619 1-Feb-32 $187,105.81 80.00 0.250 0.017 0.000 9707293 1-Mar-32 $264,509.10 90.00 12 0.250 0.017 0.000 9710214 1-Feb-32 $69,953.23 90.00 13 0.250 0.017 0.000 9711061 1-Feb-17 $94,414.52 78.69 0.250 0.017 0.000 9711801 1-Jan-32 $63,138.23 90.00 24 0.250 0.017 0.000 9723467 1-Feb-32 $44,332.48 55.97 0.250 0.017 0.000 9729683 1-May-32 $339,293.41 80.00 0.250 0.017 0.000 9740091 1-Feb-32 $172,633.59 90.00 06 0.250 0.017 0.000 9749014 1-Mar-32 $122,780.01 54.93 0.250 0.017 0.000 9749710 1-Mar-32 $130,257.82 87.33 01 0.250 0.017 0.000 9751600 1-Mar-32 $82,569.64 97.00 24 0.250 0.017 0.000 9761377 1-Apr-32 $103,189.85 90.00 24 0.250 0.017 0.000 9763537 1-Apr-32 $195,393.51 70.00 0.250 0.017 0.000 9764798 1-Apr-32 $56,265.06 90.00 12 0.250 0.017 0.000 9806445 1-Apr-17 $33,665.85 74.95 0.250 0.017 0.000 9806762 1-Apr-32 $79,735.36 70.80 0.250 0.017 0.000 9808065 1-May-17 $52,844.93 34.84 0.250 0.017 0.000 9811519 1-May-32 $63,292.58 64.69 0.250 0.017 0.000 9811608 1-Apr-32 $80,970.66 77.29 0.250 0.017 0.000 9811625 1-May-32 $74,773.09 69.35 0.250 0.017 0.000 9811921 1-May-32 $80,577.89 95.00 12 0.250 0.017 0.000 9812016 1-Apr-17 $37,013.85 63.49 0.250 0.017 0.000 9812573 1-May-17 $151,032.47 62.24 0.250 0.017 0.000 9816715 1-Jun-32 $113,089.62 75.00 0.250 0.017 0.000 9819120 1-May-32 $269,542.51 90.00 12 0.250 0.017 0.000 9821073 1-May-32 $47,094.25 80.00 0.250 0.017 0.000 9823403 1-May-32 $45,896.94 80.00 0.250 0.017 0.000 9830078 1-May-32 $61,789.18 76.98 0.250 0.017 0.000 9832871 1-Jun-32 $297,510.02 79.47 0.250 0.017 0.000 9834801 1-Jun-32 $154,738.61 70.45 0.250 0.017 0.000 9838679 1-Jul-17 $33,398.52 80.00 0.250 0.017 0.000 9846598 1-Jun-32 $101,452.46 94.95 11 0.250 0.017 0.000 9847099 1-Jun-32 $99,861.91 80.00 0.250 0.017 0.000 9848584 1-Jun-32 $182,442.06 85.00 13 0.250 0.017 0.000 9850150 1-Jul-17 $163,743.89 65.00 0.250 0.017 0.000 9850719 1-Jul-32 $97,873.58 45.14 0.250 0.017 0.000 9850911 1-Jun-32 $279,593.39 80.00 0.250 0.017 0.000 9867101 1-Nov-31 $90,797.31 90.00 13 0.250 0.017 0.000 9867186 1-Sep-31 $135,066.76 90.00 01 0.250 0.017 0.000 9867190 1-Oct-31 $107,235.29 80.00 0.250 0.017 0.000 9867249 1-Oct-31 $111,604.84 90.00 06 0.250 0.017 0.000 9867373 1-Nov-31 $287,817.07 74.38 0.250 0.017 0.000 9867387 1-Nov-31 $289,864.23 80.00 0.250 0.017 0.000 9867442 1-Oct-31 $75,735.20 90.00 06 0.250 0.017 0.000 9867930 1-Nov-31 $94,515.26 71.58 0.250 0.017 0.000 9869086 1-Nov-31 $74,523.10 78.95 0.250 0.017 0.000 9877109 1-Jan-17 $166,435.79 70.00 0.250 0.017 0.000 9886870 1-Oct-31 $196,761.53 90.00 12 0.250 0.017 0.000 9886963 1-Oct-31 $285,994.41 90.00 11 0.250 0.017 0.000 9886998 1-Oct-31 $180,148.09 77.23 0.250 0.017 0.000 9888193 1-Nov-31 $297,430.65 78.95 0.250 0.017 0.000 9888206 1-Oct-31 $124,198.21 59.56 0.250 0.017 0.000 9888210 1-Nov-31 $59,040.61 90.00 06 0.250 0.017 0.000 9888224 1-Oct-31 $131,841.88 89.99 11 0.250 0.017 0.000 9888238 1-Nov-31 $234,572.33 80.00 0.250 0.017 0.000 9888247 1-Oct-31 $25,329.17 90.00 06 0.250 0.017 0.000 9888251 1-Nov-31 $59,916.54 90.00 12 0.250 0.017 0.000 9890739 1-Oct-31 $84,666.35 56.80 0.250 0.017 0.000 9890816 1-Sep-31 $187,661.70 90.00 11 0.250 0.017 0.000 9890871 1-Sep-31 $151,023.00 90.00 12 0.250 0.017 0.000 9891751 1-Nov-31 $158,085.35 64.90 0.250 0.017 0.000 9891815 1-Sep-31 $99,217.66 55.56 0.250 0.017 0.000 9891867 1-Oct-31 $189,576.10 90.00 11 0.250 0.017 0.000 9891890 1-Nov-31 $133,032.82 79.95 0.250 0.017 0.000 9891938 1-Oct-31 $262,033.64 80.00 0.250 0.017 0.000 9891967 1-Oct-31 $134,112.02 90.00 06 0.250 0.017 0.000 9906300 1-Jul-31 $105,327.09 90.00 12 0.250 0.017 0.000 9923150 1-Jan-32 $273,280.37 90.00 01 0.250 0.017 0.000 9933292 1-Mar-32 $224,673.48 78.30 0.250 0.017 0.000 9939294 1-Feb-32 $72,850.42 75.00 0.250 0.017 0.000 9953286 1-Apr-32 $110,499.52 90.00 33 0.250 0.017 0.000 9955496 1-Mar-32 $274,838.99 85.00 12 0.250 0.017 0.000 9958869 1-Mar-32 $109,806.37 90.00 12 0.250 0.017 0.000 9963594 1-Apr-32 $105,292.40 65.00 0.250 0.017 0.000 9968579 1-Jan-32 $423,148.15 57.88 0.250 0.017 0.000 9968630 1-Feb-32 $41,166.74 90.00 01 0.250 0.017 0.000 9971825 1-Mar-32 $394,548.58 90.00 33 0.250 0.017 0.000 9978764 1-Jul-31 $143,431.23 78.38 0.250 0.017 0.000 9979442 1-Jan-32 $183,570.57 90.00 06 0.250 0.017 0.000 9979458 1-Dec-31 $65,797.90 80.00 0.250 0.017 0.000 9979504 1-Jan-32 $58,232.43 90.00 11 0.250 0.017 0.000 9979510 1-Jan-32 $98,462.86 90.00 12 0.250 0.017 0.000 9979530 1-Jan-32 $115,313.90 80.00 0.250 0.017 0.000 9979538 1-Jan-32 $79,532.81 89.89 06 0.250 0.017 0.000 9979569 1-Jan-32 $90,751.87 80.00 0.250 0.017 0.000 9979570 1-Dec-31 $198,873.25 78.43 0.250 0.017 0.000 9979593 1-Dec-31 $91,625.58 90.00 11 0.250 0.017 0.000 9979628 1-Oct-21 $235,742.04 67.65 0.250 0.017 0.000 9979655 1-Jan-32 $116,609.60 89.98 06 0.250 0.017 0.000 9979683 1-Jan-17 $161,252.35 36.67 0.250 0.017 0.000 9979950 1-Dec-16 $144,843.31 84.97 06 0.250 0.017 0.000 9980199 1-Jan-32 $88,259.90 90.00 11 0.250 0.017 0.000 9981266 1-Dec-31 $295,349.40 70.59 0.250 0.017 0.000 9981288 1-Jan-17 $107,501.56 50.93 0.250 0.017 0.000 9981311 1-Dec-31 $165,438.65 90.00 06 0.250 0.017 0.000 9981314 1-Dec-31 $104,691.94 85.00 06 0.250 0.017 0.000 9981330 1-Dec-31 $142,616.27 35.91 0.250 0.017 0.000 9981342 1-Jan-32 $90,347.28 80.00 0.250 0.017 0.000 9981343 1-Dec-31 $187,670.98 90.00 06 0.250 0.017 0.000 9981363 1-Dec-31 $98,614.12 80.00 0.250 0.017 0.000 9981382 1-Jan-32 $273,746.85 39.57 0.250 0.017 0.000 9981408 1-Oct-16 $173,447.96 63.87 0.250 0.017 0.000 9981448 1-Dec-16 $111,235.34 75.00 0.250 0.017 0.000 9981464 1-Nov-31 $126,605.03 75.00 0.250 0.017 0.000 9985504 1-Mar-32 $133,199.89 80.00 0.250 0.017 0.000 9986159 1-Mar-32 $124,581.23 90.00 33 0.250 0.017 0.000 9988045 1-Feb-32 $152,341.55 66.52 0.250 0.017 0.000 9992449 1-Apr-32 $121,148.57 90.00 33 0.250 0.017 0.000 9992954 1-Mar-32 $291,644.79 90.00 13 0.250 0.017 0.000 $126,411,030.27
COUNT: 892 WAC: 7.72007361 WAM: 343.5917574 WALTV: 78.53327419 EXHIBIT F-1B [Schedule of Type 1 Mortgage Loans in Group II] WFALT WFALT 2002-01 EXHIBIT F-1 GROUP II LOANS F10, F15, F20, F25 & F30 YEAR FIXED NON-CONFORMING MORTGAGE LOANS
(i) (ii) (iii) (iv) (v) (vi) (vii) -------- ------------------ ----- ----- -------- -------- -------- ---------- -------- NET MORTGAGE MORTGAGE MORTGAGE CURRENT ORIGINAL LOAN ZIP PROPERTY INTEREST INTEREST MONTHLY TERM TO NUMBER CITY STATE CODE TYPE RATE RATE PAYMENT MATURITY -------- ------------------ ----- ----- -------- -------- -------- ---------- -------- 0034674 CALISTOGA CA 94515 MF3 7.000 6.733 $5,122.83 360 0048617 LEHIGHTON PA 18235 SFD 7.000 6.733 $2,062.44 360 0078497 AUSTIN TX 78735 SFD 7.625 7.358 $2,293.25 360 0080427 PANGUITCH UT 84759 SFD 7.875 7.608 $3,961.68 180 0103106 CARLSBAD CA 92009 LCO 7.375 7.108 $2,393.19 360 0104079 STAMFORD CT 06902 SFD 7.250 6.983 $2,978.38 360 0108029 ASTORIA NY 11370 MF2 7.500 7.233 $3,461.11 360 0119591 WOODCLIFF LAKE NJ 07677 SFD 6.875 6.608 $2,627.72 360 0121915 LOS GATOS CA 95032 SFD 6.875 6.608 $3,232.09 360 0124935 PAROWAN UT 84761 SFD 7.625 7.358 $3,786.70 360 0139723 MIDDLETOWN DE 19709 SFD 6.875 6.608 $3,161.12 360 0148258 HOUSTON TX 77079 SFD 7.875 7.608 $2,465.24 360 0148751 MEDINA WA 98039 SFD 7.500 7.233 $2,964.67 360 0153827 ARLINGTON VA 22203 SFD 7.000 6.733 $2,255.38 360 0154754 SEDONA AZ 86336 SFD 7.750 7.483 $3,707.43 360 0155364 RENO NV 89511 SFD 6.625 6.358 $2,125.83 360 0169741 WESTFIELD NJ 07090 SFD 6.875 6.608 $2,128.45 360 0174806 WEEHAWKEN NJ 07480 MF2 7.250 6.983 $2,865.14 360 0182785 AUSTIN TX 78730 SFD 6.875 6.608 $2,075.90 360 0184447 ROCKVILLE MD 20852 SFD 7.250 6.983 $2,319.40 360 0186711 CARLSBAD CA 92009 SFD 7.000 6.733 $2,978.23 360 0194037 SOUTH LAKE TAHOE CA 96150 SFD 7.125 6.858 $2,694.87 360 0196392 HUNTINGTON BEACH CA 92648 SFD 7.625 7.358 $3,425.72 360 0197899 LOS ANGELES CA 90035 MF3 7.000 6.733 $3,898.01 360 0199864 CHICAGO IL 60601 HCO 6.875 6.608 $3,652.52 360 0201615 OCEAN CITY NJ 08226 LCO 7.125 6.858 $2,640.98 360 0207224 DORCHESTER MA 02122 SFD 7.500 7.233 $2,139.60 360 0211660 CARPINTERIA CA 93013 SFD 7.625 7.358 $2,763.23 360 0213103 PUTNAM VALLEY NY 10579 SFD 7.250 6.983 $2,614.10 360 0213612 OCEAN CITY NJ 08226 LCO 7.375 7.108 $2,306.85 360 0215697 PASADENA CA 91107 SFD 7.500 7.233 $6,188.05 360 0230556 MCQUEENEY TX 78123 SFD 6.875 6.608 $2,417.50 360 0230727 VIENNA VA 22181 SFD 7.000 6.733 $3,113.62 360 0233647 VACAVILLE CA 95688 SFD 6.875 6.608 $2,039.76 360 0240511 MINNETONKA MN 55315 SFD 6.875 6.608 $2,102.17 360 0242422 FALLS CHURCH VA 22042 SFD 6.875 6.608 $2,627.72 360 0243056 UPPER FREEHOLD NJ 08501 SFD 7.250 6.983 $3,121.65 360 0243306 SEATTLE WA 98119 MF2 7.625 7.358 $3,623.90 360 0247180 CAMERON PARK CA 95682 SFD 7.250 6.983 $2,148.86 360 0251989 MOUND MN 55364 SFD 7.125 6.858 $3,705.45 360 0308408 MARINE ON THE ST. MN 55344 SFD 6.875 6.608 $2,627.72 360 0313174 SEAL BEACH CA 90740 MF4 7.000 6.733 $4,257.94 360 0318176 SEATTLE WA 98117 SFD 6.875 6.608 $3,547.42 360 0320519 BELLEAIR BEACH FL 33786 SFD 7.125 6.858 $2,829.62 360 0324258 SIOUX FALLS SD 57105 SFD 7.000 6.733 $2,661.21 360 0341346 SAN FRANCISCO CA 94131 SFD 7.125 6.858 $2,652.77 360 0363745 TAHOE CITY CA 96145 LCO 6.750 6.483 $2,438.73 360 0388466 SAN DIEGO CA 92117 SFD 7.375 7.108 $2,520.96 360 0397809 HAYMARKET VA 20169 SFD 7.500 7.233 $2,307.41 360 0402569 TRAVERSE CITY MI 49684 SFD 7.000 6.733 $2,987.21 360 0413499 BURLINGAME CA 94010 SFD 6.875 6.608 $3,435.74 360 0463993 GRIMES IA 50111 SFD 7.000 6.733 $3,346.47 360 0743481 WESTCLIFFE CO 81252 SFD 8.375 8.108 $2,584.25 360 0750357 BELLE MEAD NJ 08502 SFD 8.375 8.108 $3,838.30 360 0762528 BURTONSVILLE MD 20866 SFD 6.875 6.608 $2,137.65 360 0807343 ENGLEWOOD CO 80110 SFD 6.750 6.483 $3,872.14 360 0809492 LAKE OSWEGO OR 97035 SFD 6.875 6.608 $2,943.04 360 0826756 CHICAGO IL 60657 MF3 7.000 6.733 $3,892.01 360 0833130 HOHOKUS NJ 07423 SFD 7.000 6.733 $2,993.86 360 0871431 WEST BLOOMFIELD MI 48322 SFD 10.625 10.358 $3,141.94 360 0877080 FALLBROOK CA 92028 SFD 8.250 7.983 $3,319.10 360 0884773 BIDDEFORD POOL ME 04006 SFD 7.875 7.608 $3,625.35 360 0887041 SAINT LOUIS MO 63122 SFD 7.250 6.983 $2,605.91 360 0890237 SAN JOSE CA 95126 SFD 7.500 7.233 $2,310.21 360 0891486 SARATOGA CA 95070 PUD 7.250 6.983 $2,182.97 360 0894093 GLEN HEAD NY 11545 SFD 7.875 7.608 $2,356.48 360 0914707 HIGHLAND HEIGHTS KY 41076 SFD 7.625 7.358 $2,548.06 360 0970116 BROOKLYN NY 11215 SFD 6.625 6.358 $5,962.10 360 1165571 SAN JOSE CA 95122 SFD 7.000 6.733 $2,403.41 360 1201469 MAPLEWOOD NJ 07040 SFD 7.375 7.108 $2,237.79 360 1219772 NORTHBROOK IL 60062 SFD 7.000 6.733 $2,953.95 360 2027903 EAST GREENWICH RI 02818 SFD 7.625 7.358 $2,208.32 360 3849095 JACKSON WY 83001 SFD 7.250 6.983 $2,430.25 360 4223683 HOUSTON TX 77007 SFD 7.125 6.858 $2,913.83 360 4228012 DOUGLAS FLAT CA 95229 SFD 7.750 7.483 $3,223.86 360 4233709 FOLSOM CA 95630 SFD 7.500 7.233 $2,265.46 360 4236364 BROOKLYN NY 11201 MF3 8.250 7.983 $4,706.69 360 4285495 LOS ALTOS CA 94022 SFD 7.375 7.108 $2,417.36 360 4290814 MEMPHIS TN 38104 SFD 8.250 7.983 $3,228.19 360 4291120 AUSTIN TX 78703 SFD 7.625 7.358 $4,246.77 360 4291722 CENTREVILLE VA 20121 PUD 8.250 7.983 $2,404.06 360 4292370 STEAMBOAT SPRINGS CO 80488 SFD 8.125 7.858 $2,738.33 360 4316220 VENTURA CA 93003 SFD 7.250 6.983 $3,410.88 360 4319883 WOODLAND CA 95695 SFD 7.375 7.108 $2,417.36 360 4319956 NORTH BEND WA 98045 SFD 7.625 7.358 $2,434.82 360 4322357 WOODMERE NY 11598 SFD 7.875 7.608 $2,434.79 360 4358546 MILL VALLEY CA 94941 SFD 7.625 7.358 $4,600.66 360 4364962 ISLAMORADA FL 33036 SFD 8.000 7.733 $4,365.90 360 4366683 CHICAGO IL 60634 SFD 8.000 7.733 $3,249.22 180 4366702 ATLANTA GA 30342 SFD 7.500 7.233 $3,447.13 360 4366807 NORTHHAMPTON PA 19115 SFD 7.750 7.483 $2,865.65 360 4366823 BRIGHTON CO 80601 SFD 7.875 7.608 $2,341.98 360 4369148 TAVERNIER FL 33070 SFD 7.875 7.608 $2,581.25 360 4369293 NEW CANAAN CT 06840 SFD 8.125 7.858 $3,823.87 360 4369362 WESTPORT CT 06880 SFD 8.250 7.983 $2,764.66 360 4374215 MONTCLAIR NJ 07043 SFD 7.750 7.483 $2,235.21 360 4374275 WASHINGTON DC 20012 SFD 7.875 7.608 $2,639.25 360 4374327 PALM HARBOR FL 34683 SFD 7.500 7.233 $2,517.17 360 4374359 PARSIPPAMY NJ 07054 SFD 7.500 7.233 $2,153.59 360 4374362 GRANADA HILLS AREA CA 91344 SFD 7.875 7.608 $3,190.31 360 4374484 DENVER NC 28037 SFD 7.500 7.233 $3,966.64 360 4374522 LIGHTHOUSE POINT FL 33064 SFD 8.000 7.733 $4,182.46 360 4374535 SOUTH ORANGE NJ 07079 SFD 7.875 7.608 $2,806.02 360 4374851 BOCA RATON FL 33433 SFD 7.250 6.983 $2,373.98 360 4374925 PARKLAND FL 33067 SFD 7.750 7.483 $2,292.52 360 4376046 COSTA MESA CA 92627 SFD 7.500 7.233 $2,569.62 360 4379913 BURLINGTON MA 01803 SFD 7.500 7.233 $2,349.37 360 4380096 LAKE FOREST PARK WA 98155 SFD 7.375 7.108 $2,209.61 360 4380154 DURANGO CO 81301 PUD 7.875 7.608 $3,560.10 360 4384300 ATLANTA GA 30339 THS 7.875 7.608 $2,613.88 360 4384412 NORWALK CT 06851 SFD 7.875 7.608 $2,900.28 360 4386539 WOODBURY NY 11797 SFD 7.500 7.233 $2,468.23 360 4386594 VIENNA VA 22180 SFD 7.250 6.983 $2,182.97 360 4386834 ENGLEWOOD CO 80111 SFD 8.375 8.108 $2,866.24 360 4392667 SAN MARCOS CA 92078 SFD 7.125 6.858 $2,132.32 360 4400266 WEAVERVILLE NC 28787 SFD 7.750 7.483 $2,292.52 360 4400298 WALDWICK NJ 07463 SFD 7.500 7.233 $2,954.86 180 4406554 LENOIR NC 28645 SFD 8.125 7.858 $6,682.48 360 4411833 WHITE PLAINS NY 10607 SFD 7.375 7.108 $3,211.64 360 4446831 DENVER CO 80206 SFD 7.875 7.608 $3,167.83 360 4733184 GRANDVIEW TX 76050 SFD 7.625 7.358 $6,724.04 360 4738274 SAN FRANCISCO CA 94118 SFD 7.500 7.233 $4,544.89 360 4739074 SAN DIEGO CA 92109 LCO 8.375 8.108 $3,106.80 360 4874590 MILPITAS CA 95035 SFD 7.500 7.233 $2,153.58 360 4959680 CORONADO CA 92118 SFD 7.875 7.608 $3,618.10 360 5263520 KENNEBUNKPORT ME 04046 SFD 7.250 6.983 $2,919.71 360 5600721 OAKLAND MD 21550 SFD 7.375 7.108 $2,265.41 360 5921098 SAN JOSE CA 95136 SFD 7.875 7.608 $3,589.09 360 6024442 SAN CARLOS CA 94070 SFD 7.750 7.483 $3,008.93 360 6033783 ANAHEIM HILLS CA 92807 SFD 8.375 8.108 $2,778.07 360 6121485 NAGS HEAD NC 27959 SFD 7.500 7.233 $4,155.43 360 6270903 MURRIETA CA 92563 SFD 7.500 7.233 $2,155.33 360 6292346 MERTZTOWN PA 19539 SFD 7.125 6.858 $3,368.59 360 8476868 BLOOMFIELD HILLS MI 48304 SFD 8.125 7.858 $6,682.47 360 8621602 BROOKLYN NY 11233 MF2 7.500 7.233 $2,719.94 360 8687282 OCEAN CITY NJ 08226 MF2 7.625 7.358 $3,538.97 360 8740914 STREET MD 21154 SFD 7.625 7.358 $3,185.07 360 8812396 LOS ANGELES CA 90039 MF2 7.875 7.608 $3,596.34 360 8855489 PLYMOUTH MA 02360 SFD 7.250 6.983 $3,757.77 360 8865168 SAN JOSE CA 95148 SFD 7.375 7.108 $2,141.09 360 8873950 WICHITA KS 67206 SFD 8.000 7.733 $2,700.25 360 8884085 NEW YORK NY 10021 HCO 7.875 7.608 $2,291.22 360 8886936 ST. HELENA CA 94574 SFD 8.000 7.733 $2,436.10 360 8894018 CHICAGO IL 60614 MF3 7.625 7.358 $3,556.66 360 8910537 ST. HELENA CA 94574 SFD 8.000 7.733 $2,670.90 360 8923722 SANTA MONICA CA 90403 MF3 7.125 6.858 $4,328.64 360 9250887 DEDHAM MA 02026 SFD 7.625 7.358 $2,516.21 360 9274780 SALEM OR 97306 SFD 8.000 7.733 $2,436.10 360 9282245 MILLBRAE CA 94030 SFD 7.375 7.108 $2,590.04 360 9288705 ORANGEVALE CA 95662 SFD 7.875 7.608 $3,676.11 360 9327306 SHINGLE SPRINGS CA 95682 SFD 7.500 7.233 $4,544.90 360 9333000 WATSONVILLE CA 95076 SFD 7.750 7.483 $2,693.71 360 9336191 WESTFORD MA 01886 SFD 7.875 7.608 $2,537.75 360 9347473 HUNTINGTON BEACH CA 92649 SFD 7.500 7.233 $3,496.08 360 9349652 LIGHTHOUSE POINT FL 33064 SFD 6.500 6.233 $4,072.43 180 9351345 DECATUR GA 30030 SFD 7.250 6.983 $2,302.35 360 9357591 CONCORD CA 94521 SFD 8.125 7.858 $2,399.75 360 9439118 YORBA LINDA CA 92887 SFD 7.500 7.233 $4,270.74 360 9482980 EDINA MN 55436 SFD 6.875 6.608 $6,008.27 360 9498201 PENSACOLA FL 32507 LCO 7.500 7.233 $2,477.92 300 9506600 NEW YORK NY 10021 HCO 7.250 6.983 $2,824.21 360 9512253 CHINO HILLS CA 91709 SFD 7.125 6.858 $3,741.08 180 9523702 NEW CANAAN CT 06840 SFD 7.375 7.108 $4,592.99 360 9562728 BAKERSFIELD CA 93311 SFD 6.750 6.483 $2,014.55 360 9832530 LEWISVILLE TX 75056 SFD 7.250 6.983 $2,880.15 360 9842686 GLEN COVE NY 11542 SFD 7.625 7.358 $3,779.62 360 9867070 ATLANTA GA 30307 SFD 7.750 7.483 $2,593.41 360 9867095 STRASBURG CO 80136 PUD 7.000 6.733 $2,016.54 360 9867169 SAN JOSE CA 95124 MF2 7.375 7.108 $2,762.70 360 9867361 LITTLETON CO 80124 PUD 7.250 6.983 $2,128.39 360 9867436 NAGS HEAD NC 27959 SFD 8.125 7.858 $4,232.24 360 9867892 TUCSON AZ 85718 SFD 8.000 7.733 $3,485.38 360 9867962 AUBURN WA 98092 SFD 7.125 6.858 $2,405.18 360 9887029 OXNARD CA 93035 SFD 7.750 7.483 $2,349.84 360 9887062 SOUTH ORANGE NJ 07079 SFD 7.375 7.108 $3,215.87 300 9887175 SAN DIEGO CA 92117 SFD 7.500 7.233 $2,573.11 360 9887236 ORANGE CA 92867 SFD 7.250 6.983 $2,870.26 360 9888188 FORT LAUDERDALE FL 33308 HCO 7.875 7.608 $3,625.35 360 9888213 SALT LAKE CITY UT 84103 SFD 7.875 7.608 $3,861.00 360 9888218 GREENSBORO NC 27407 SFD 7.875 7.608 $3,567.34 360 9888252 ATLANTA GA 30311 SFD 7.500 7.233 $2,484.31 360 9888402 WOODBRIDGE CT 06525 SFD 7.500 7.233 $3,076.54 360 9890391 WALLINGFORD CT 06492 SFD 7.000 6.733 $2,581.38 360 9890419 TAMPA FL 33626 SFD 6.625 6.358 $2,465.20 360 9890446 PALM BEACH GARDENS FL 33418 SFD 7.000 6.733 $2,661.21 360 9890465 DENVER CO 80220 SFD 7.375 7.108 $2,403.55 360 9890836 WOODBRIDGE VA 22191 SFD 7.875 7.608 $2,791.16 360 9891097 EDGEWATER NJ 07020 PUD 7.625 7.358 $2,831.18 360 9891118 VIRGINIA BEACH VA 23455 SFD 7.750 7.483 $2,407.15 360 9891727 MILPITAS CA 95035 SFD 7.250 6.983 $2,510.41 360 9891998 ALEXANDRIA VA 22301 SFD 8.000 7.733 $2,392.07 360 9932005 KINGWOOD TX 77345 PUD 7.625 7.358 $2,604.62 360 9939243 JACKSONVILLE FL 32210 SFD 6.625 6.358 $3,511.98 180 9963348 LITTLE ROCK AR 72207 SFD 6.250 5.983 $7,288.09 180 9977033 DANVILLE CA 94506 SFD 6.625 6.358 $3,266.14 180 9977814 SAN DIEGO CA 92109 SFD 7.625 7.358 $3,185.08 360 9978565 WESTON FL 33327 SFD 6.875 6.608 $3,074.43 360 9979431 ORANGE CA 92869 SFD 7.875 7.608 $2,349.23 360 9979445 NORTHFIELD NJ 08225 SFD 7.375 7.108 $2,375.93 360 9979469 SAN CLEMENTE CA 92672 SFD 7.500 7.233 $2,796.86 360 9979474 SHELTON CT 06484 SFD 6.750 6.483 $2,159.84 360 9979490 PURCELLVILLE VA 20132 SFD 6.750 6.483 $2,425.76 360 9979552 DAYTONA BEACH FL 32127 SFD 6.625 6.358 $2,561.25 360 9979614 CORAL GABLES FL 33143 SFD 7.250 6.983 $2,217.08 360 9979640 TEANECK NJ 07666 SFD 7.125 6.858 $2,344.55 360 9979664 SKOKIE IL 60076 SFD 7.375 7.108 $2,078.94 360 9979665 HIGHLANDS RANCH CO 80126 SFD 7.625 7.358 $2,456.05 360 9980009 BETHANY CT 06524 SFD 7.750 7.483 $2,675.80 360 9980050 COLUMBIA SC 29223 SFD 7.125 6.858 $2,607.30 360 9980077 FALLS CHURCH VA 22046 SFD 7.750 7.483 $2,624.93 360 9980114 GLENDALE CA 91208 SFD 7.750 7.483 $3,653.71 360 9980157 SANTA ROSA BEACH FL 32459 SFD 7.125 6.858 $3,301.22 360 9980225 STRATFORD CT 06614 SFD 7.250 6.983 $2,319.40 360 9980249 TEANECK NJ 07666 SFD 7.125 6.858 $2,351.28 360 9981278 LONG BEACH CA 90808 SFD 6.625 6.358 $2,817.37 360 9981297 CLEARWATER FL 33764 PUD 7.125 6.858 $3,985.66 180 9981327 EDMOND OK 73078 SFD 7.250 6.983 $2,234.13 360 9981359 NAPLES FL 34103 SFD 6.875 6.608 $2,207.29 360 9981380 WHITTIER CA 90601 SFD 7.250 6.983 $3,410.89 360 9981399 N REDINGTON BEACH FL 33708 LCO 8.375 8.108 $3,336.72 360 9981414 HILTON HEAD ISLAND SC 29928 PUD 7.375 7.108 $2,854.56 360 9981419 WALTERBORO SC 29488 SFD 6.625 6.358 $2,739.35 180 9984151 SAN LUIS OBISPO CA 93401 SFD 6.875 6.608 $2,627.72 360 (i) (viii) (ix) (x) (xi) (xii) (xiii) (xv) (xvi) -------- --------- -------------- ----- ------- --------- ------- ------- -------- CUT-OFF MORTGAGE SCHEDULED DATE MORTGAGE MASTER FIXED LOAN MATURITY PRINCIPAL INSURANCE SERVICE SERVICE RETAINED NUMBER DATE BALANCE LTV SUBSIDY CODE FEE FEE YIELD -------- --------- -------------- ----- ------- --------- ------- ------- -------- 0034674 1-May-32 $768,095.44 70.00 0.250 0.017 0.000 0048617 1-Apr-32 $308,974.64 78.48 0.250 0.017 0.000 0078497 1-Apr-32 $323,053.02 39.51 0.250 0.017 0.000 0080427 1-Apr-17 $412,769.64 34.81 0.250 0.017 0.000 0103106 1-Jun-32 $345,971.06 70.00 0.250 0.017 0.000 0104079 1-May-32 $435,572.04 74.63 0.250 0.017 0.000 0108029 1-Jun-32 $494,262.98 90.00 06 0.250 0.017 0.000 0119591 1-May-32 $398,986.06 64.94 0.250 0.017 0.000 0121915 1-Apr-32 $490,332.38 80.00 0.250 0.017 0.000 0124935 1-Apr-32 $533,436.29 76.43 0.250 0.017 0.000 0139723 1-Jul-32 $480,791.73 80.00 0.250 0.017 0.000 0148258 1-May-32 $339,293.41 80.00 0.250 0.017 0.000 0148751 1-Apr-32 $422,729.46 80.00 0.250 0.017 0.000 0153827 1-Jun-32 $338,442.62 66.86 0.250 0.017 0.000 0154754 1-Jun-32 $516,767.16 75.00 0.250 0.017 0.000 0155364 1-Jun-32 $331,412.56 80.00 0.250 0.017 0.000 0169741 1-Jun-32 $323,454.04 80.00 0.250 0.017 0.000 0174806 1-Jul-32 $417,861.49 80.00 0.250 0.017 0.000 0182785 1-May-32 $315,198.99 80.00 0.250 0.017 0.000 0184447 1-May-32 $339,199.48 80.00 0.250 0.017 0.000 0186711 1-Jun-32 $446,913.98 68.87 0.250 0.017 0.000 0194037 1-Jun-32 $399,358.36 80.00 0.250 0.017 0.000 0196392 1-Jun-32 $483,297.17 80.00 0.250 0.017 0.000 0197899 1-Jun-32 $584,936.68 70.00 0.250 0.017 0.000 0199864 1-Jun-32 $555,063.12 80.00 0.250 0.017 0.000 0201615 1-Jun-32 $391,371.18 80.00 0.250 0.017 0.000 0207224 1-Jun-32 $305,544.38 90.00 01 0.250 0.017 0.000 0211660 1-Jun-32 $389,694.04 80.00 0.250 0.017 0.000 0213103 1-Jul-32 $382,901.07 80.00 0.250 0.017 0.000 0213612 1-Jun-32 $333,490.16 80.00 0.250 0.017 0.000 0215697 1-Jul-32 $884,343.20 59.00 0.250 0.017 0.000 0230556 1-Jun-32 $367,379.89 80.00 0.250 0.017 0.000 0230727 1-Jun-32 $467,230.52 80.00 0.250 0.017 0.000 0233647 1-Jul-32 $310,239.15 69.00 0.250 0.017 0.000 0240511 1-Jun-32 $319,460.78 80.00 0.250 0.017 0.000 0242422 1-Jun-32 $399,325.97 74.77 0.250 0.017 0.000 0243056 1-Jun-32 $456,884.89 90.00 13 0.250 0.017 0.000 0243306 1-Jun-32 $511,074.16 80.00 0.250 0.017 0.000 0247180 1-Aug-32 $315,000.00 64.95 0.250 0.017 0.000 0251989 1-Jun-32 $549,117.74 73.14 0.250 0.017 0.000 0308408 1-Jun-32 $399,193.83 67.81 0.250 0.017 0.000 0313174 1-Jun-32 $638,947.72 80.00 0.250 0.017 0.000 0318176 1-Jun-32 $539,090.06 75.00 0.250 0.017 0.000 0320519 1-Jun-32 $419,326.27 80.00 0.250 0.017 0.000 0324258 1-Jul-32 $399,672.12 80.00 0.250 0.017 0.000 0341346 1-Jul-32 $393,435.12 75.00 0.250 0.017 0.000 0363745 1-Aug-32 $376,000.00 80.00 0.250 0.017 0.000 0388466 1-Jul-32 $364,722.27 79.87 0.250 0.017 0.000 0397809 1-Jul-32 $329,755.09 73.33 0.250 0.017 0.000 0402569 1-Jul-32 $448,631.96 79.89 0.250 0.017 0.000 0413499 1-Jul-32 $522,560.61 58.76 0.250 0.017 0.000 0463993 1-Aug-32 $503,000.00 68.44 0.250 0.017 0.000 0743481 1-Jun-32 $339,445.75 80.00 0.250 0.017 0.000 0750357 1-Jul-32 $504,677.12 67.78 0.250 0.017 0.000 0762528 1-Jun-32 $324,851.68 77.48 0.250 0.017 0.000 0807343 1-May-32 $595,449.27 51.91 0.250 0.017 0.000 0809492 1-May-32 $446,864.40 79.29 0.250 0.017 0.000 0826756 1-Feb-32 $580,566.52 75.00 0.250 0.017 0.000 0833130 1-May-32 $448,886.95 64.29 0.250 0.017 0.000 0871431 1-May-32 $339,516.49 85.00 33 0.250 0.017 0.000 0877080 1-May-32 $440,949.01 90.00 33 0.250 0.017 0.000 0884773 1-May-32 $498,960.91 78.13 0.250 0.017 0.000 0887041 1-Mar-32 $380,491.93 88.63 33 0.250 0.017 0.000 0890237 1-Mar-32 $329,158.53 80.00 0.250 0.017 0.000 0891486 1-Apr-32 $318,763.00 79.60 0.250 0.017 0.000 0894093 1-May-32 $324,324.58 73.86 0.250 0.017 0.000 0914707 1-Jun-32 $359,373.01 80.00 0.250 0.017 0.000 0970116 1-May-32 $928,646.83 65.00 0.250 0.017 0.000 1165571 1-Apr-32 $360,055.12 88.11 24 0.250 0.017 0.000 1201469 1-May-32 $323,255.82 90.00 33 0.250 0.017 0.000 1219772 1-Apr-32 $442,531.41 68.31 0.250 0.017 0.000 2027903 1-Oct-31 $309,676.12 79.90 0.250 0.017 0.000 3849095 1-Dec-31 $353,856.19 75.00 0.250 0.017 0.000 4223683 1-Aug-31 $428,211.40 79.99 0.250 0.017 0.000 4228012 1-Nov-31 $447,066.54 72.00 0.250 0.017 0.000 4233709 1-Oct-31 $321,526.62 80.00 0.250 0.017 0.000 4236364 1-Nov-31 $622,804.00 70.00 0.250 0.017 0.000 4285495 1-Sep-31 $346,978.78 29.17 0.250 0.017 0.000 4290814 1-Jun-31 $425,687.75 65.90 0.250 0.017 0.000 4291120 1-Jul-31 $594,133.66 50.00 0.250 0.017 0.000 4291722 1-Aug-31 $317,456.53 80.00 0.250 0.017 0.000 4292370 1-Jul-31 $365,533.16 80.00 0.250 0.017 0.000 4316220 1-Nov-31 $496,403.55 88.89 01 0.250 0.017 0.000 4319883 1-Aug-31 $345,924.79 71.43 0.250 0.017 0.000 4319956 1-Aug-31 $340,668.40 80.00 0.250 0.017 0.000 4322357 1-Jul-31 $332,674.50 79.01 0.250 0.017 0.000 4358546 1-Oct-31 $645,158.67 49.06 0.250 0.017 0.000 4364962 1-Dec-31 $591,730.62 59.80 0.250 0.017 0.000 4366683 1-Aug-16 $322,785.05 80.00 0.250 0.017 0.000 4366702 1-Aug-31 $488,455.33 85.00 11 0.250 0.017 0.000 4366807 1-Aug-31 $396,489.24 80.00 0.250 0.017 0.000 4366823 1-Aug-31 $320,234.08 85.00 11 0.250 0.017 0.000 4369148 1-Aug-31 $352,784.07 80.00 0.250 0.017 0.000 4369293 1-Aug-31 $510,803.31 53.09 0.250 0.017 0.000 4369362 1-Jul-31 $364,508.36 80.00 0.250 0.017 0.000 4374215 1-Jul-31 $308,946.18 80.00 0.250 0.017 0.000 4374275 1-Aug-31 $360,883.03 80.00 0.250 0.017 0.000 4374327 1-Aug-31 $356,384.39 79.12 0.250 0.017 0.000 4374359 1-Aug-31 $305,160.64 80.00 0.250 0.017 0.000 4374362 1-Aug-31 $436,232.21 71.54 0.250 0.017 0.000 4374484 1-Aug-31 $561,119.41 44.49 0.250 0.017 0.000 4374522 1-Aug-31 $565,238.40 75.00 0.250 0.017 0.000 4374535 1-Aug-31 $383,367.06 72.34 0.250 0.017 0.000 4374851 1-Aug-31 $341,382.39 80.00 0.250 0.017 0.000 4374925 1-Aug-31 $317,191.38 80.00 0.250 0.017 0.000 4376046 1-Sep-31 $364,080.06 70.00 0.250 0.017 0.000 4379913 1-Sep-31 $333,169.60 67.88 0.250 0.017 0.000 4380096 1-Sep-31 $316,386.41 80.00 0.250 0.017 0.000 4380154 1-Sep-31 $487,158.57 30.69 0.250 0.017 0.000 4384300 1-Sep-31 $357,653.74 72.10 0.250 0.017 0.000 4384412 1-Sep-31 $393,426.40 78.43 0.250 0.017 0.000 4386539 1-Sep-31 $350,026.47 38.16 0.250 0.017 0.000 4386594 1-Sep-31 $317,169.53 80.00 0.250 0.017 0.000 4386834 1-Sep-31 $374,286.97 79.99 0.250 0.017 0.000 4392667 1-Nov-31 $314,167.23 75.00 0.250 0.017 0.000 4400266 1-Sep-31 $317,433.82 80.00 0.250 0.017 0.000 4400298 1-Aug-16 $306,645.69 85.00 12 0.250 0.017 0.000 4406554 1-Jan-32 $895,332.02 50.00 0.250 0.017 0.000 4411833 1-Jan-32 $461,708.35 75.00 0.250 0.017 0.000 4446831 1-Oct-31 $433,802.91 85.00 33 0.250 0.017 0.000 4733184 1-Dec-31 $944,375.45 50.00 0.250 0.017 0.000 4738274 1-Nov-31 $645,548.38 74.29 0.250 0.017 0.000 4739074 1-Oct-31 $406,128.05 75.00 0.250 0.017 0.000 4874590 1-Dec-31 $305,892.44 80.00 0.250 0.017 0.000 4959680 1-Nov-31 $495,826.90 58.78 0.250 0.017 0.000 5263520 1-Nov-31 $422,877.79 80.00 0.250 0.017 0.000 5600721 1-Nov-31 $325,697.80 80.00 0.250 0.017 0.000 5921098 1-Dec-30 $487,352.06 77.59 0.250 0.017 0.000 6024442 1-Dec-31 $417,386.77 67.20 0.250 0.017 0.000 6033783 1-Aug-31 $362,666.67 74.59 0.250 0.017 0.000 6121485 1-Nov-31 $590,229.79 70.00 0.250 0.017 0.000 6270903 1-Dec-31 $306,379.31 80.00 0.250 0.017 0.000 6292346 1-Jun-32 $499,197.95 78.74 0.250 0.017 0.000 8476868 1-Oct-31 $893,577.49 47.37 0.250 0.017 0.000 8621602 1-Nov-31 $386,331.55 94.88 06 0.250 0.017 0.000 8687282 1-Aug-31 $495,502.33 58.82 0.250 0.017 0.000 8740914 1-Mar-32 $448,350.71 89.11 01 0.250 0.017 0.000 8812396 1-Oct-31 $492,463.30 80.00 0.250 0.017 0.000 8855489 1-May-32 $549,553.04 80.00 0.250 0.017 0.000 8865168 1-Sep-31 $307,324.09 65.26 0.250 0.017 0.000 8873950 1-Sep-31 $365,191.54 80.00 0.250 0.017 0.000 8884085 1-Nov-31 $313,990.60 80.00 0.250 0.017 0.000 8886936 1-Sep-31 $329,466.23 80.00 0.250 0.017 0.000 8894018 1-Sep-31 $498,369.84 75.00 0.250 0.017 0.000 8910537 1-Sep-31 $361,222.08 80.00 0.250 0.017 0.000 8923722 1-Nov-31 $637,689.65 77.88 0.250 0.017 0.000 9250887 1-Nov-31 $353,124.53 90.00 12 0.250 0.017 0.000 9274780 1-Jul-31 $323,820.03 80.00 0.250 0.017 0.000 9282245 1-Nov-31 $372,367.77 59.06 0.250 0.017 0.000 9288705 1-Nov-31 $503,775.99 75.00 0.250 0.017 0.000 9327306 1-Oct-31 $640,278.49 78.79 0.250 0.017 0.000 9333000 1-Oct-31 $373,267.75 80.00 0.250 0.017 0.000 9336191 1-Oct-31 $347,006.89 50.72 0.250 0.017 0.000 9347473 1-Dec-31 $496,965.62 89.77 06 0.250 0.017 0.000 9349652 1-Dec-16 $454,942.76 62.33 0.250 0.017 0.000 9351345 1-Dec-31 $335,348.60 90.00 11 0.250 0.017 0.000 9357591 1-Nov-31 $321,242.82 80.00 0.250 0.017 0.000 9439118 1-Jan-32 $607,556.75 75.00 0.250 0.017 0.000 9482980 1-Dec-31 $908,328.33 57.16 0.250 0.017 0.000 9498201 1-Jan-27 $332,584.71 78.90 0.250 0.017 0.000 9506600 1-Dec-31 $367,530.81 90.00 12 0.250 0.017 0.000 9512253 1-Dec-16 $402,472.01 63.54 0.250 0.017 0.000 9523702 1-Dec-31 $660,863.75 70.00 0.250 0.017 0.000 9562728 1-Jan-32 $308,696.15 79.64 0.250 0.017 0.000 9832530 1-May-32 $420,898.69 94.95 01 0.250 0.017 0.000 9842686 1-Jun-32 $533,224.56 75.00 0.250 0.017 0.000 9867070 1-Oct-31 $359,369.52 53.24 0.250 0.017 0.000 9867095 1-Nov-31 $300,811.01 79.97 0.250 0.017 0.000 9867169 1-Oct-31 $396,829.09 68.38 0.250 0.017 0.000 9867361 1-Nov-31 $309,755.79 75.00 0.250 0.017 0.000 9867436 1-Oct-31 $566,155.68 71.25 0.250 0.017 0.000 9867892 1-Nov-31 $472,053.88 75.40 0.250 0.017 0.000 9867962 1-Nov-31 $352,426.99 77.61 0.250 0.017 0.000 9887029 1-Oct-31 $325,616.47 80.00 0.250 0.017 0.000 9887062 1-Oct-26 $434,739.09 80.00 0.250 0.017 0.000 9887175 1-Sep-31 $364,658.67 80.00 0.250 0.017 0.000 9887236 1-Sep-31 $417,028.43 90.00 06 0.250 0.017 0.000 9888188 1-Oct-31 $496,455.55 60.98 0.250 0.017 0.000 9888213 1-Sep-31 $527,720.66 75.00 0.250 0.017 0.000 9888218 1-Sep-31 $488,150.87 80.00 0.250 0.017 0.000 9888252 1-Sep-31 $351,982.92 78.09 0.250 0.017 0.000 9888402 1-Nov-31 $435,964.37 80.00 0.250 0.017 0.000 9890391 1-Nov-31 $385,069.87 80.00 0.250 0.017 0.000 9890419 1-Nov-31 $381,874.50 70.00 0.250 0.017 0.000 9890446 1-Nov-31 $396,979.33 80.00 0.250 0.017 0.000 9890465 1-Jun-31 $344,074.49 80.00 0.250 0.017 0.000 9890836 1-Oct-31 $382,056.92 80.00 0.250 0.017 0.000 9891097 1-Oct-31 $397,020.66 72.73 0.250 0.017 0.000 9891118 1-Oct-31 $332,210.40 80.00 0.250 0.017 0.000 9891727 1-Nov-31 $365,352.98 80.00 0.250 0.017 0.000 9891998 1-Oct-31 $323,745.83 68.34 0.250 0.017 0.000 9932005 1-Dec-31 $365,790.28 80.00 0.250 0.017 0.000 9939243 1-Oct-16 $386,634.86 80.00 0.250 0.017 0.000 9963348 1-Mar-17 $835,545.17 68.00 0.250 0.017 0.000 9977033 1-Mar-17 $365,870.75 38.15 0.250 0.017 0.000 9977814 1-Apr-32 $448,684.72 75.00 0.250 0.017 0.000 9978565 1-May-32 $466,813.69 79.93 0.250 0.017 0.000 9979431 1-Jan-32 $322,408.07 80.00 0.250 0.017 0.000 9979445 1-Dec-31 $341,820.14 80.00 0.250 0.017 0.000 9979469 1-Feb-32 $398,190.78 61.07 0.250 0.017 0.000 9979474 1-Dec-31 $330,468.48 74.00 0.250 0.017 0.000 9979490 1-Dec-31 $371,372.63 74.80 0.250 0.017 0.000 9979552 1-Dec-31 $397,121.51 77.67 0.250 0.017 0.000 9979614 1-Jan-32 $323,029.46 66.33 0.250 0.017 0.000 9979640 1-Jan-32 $346,016.86 57.52 0.250 0.017 0.000 9979664 1-Jan-32 $297,450.81 65.43 0.250 0.017 0.000 9979665 1-Jan-32 $345,208.05 79.95 0.250 0.017 0.000 9980009 1-Jan-32 $371,618.14 90.00 12 0.250 0.017 0.000 9980050 1-Dec-31 $384,120.51 86.19 11 0.250 0.017 0.000 9980077 1-Jan-32 $359,476.17 79.31 0.250 0.017 0.000 9980114 1-Jan-32 $507,430.95 75.00 0.250 0.017 0.000 9980157 1-Jan-32 $487,207.75 79.42 0.250 0.017 0.000 9980225 1-Jan-32 $338,109.08 80.00 0.250 0.017 0.000 9980249 1-Jan-32 $325,272.46 79.32 0.250 0.017 0.000 9981278 1-Jan-32 $437,237.16 80.00 0.250 0.017 0.000 9981297 1-Dec-16 $426,877.35 80.00 0.250 0.017 0.000 9981327 1-Jan-32 $325,678.88 77.06 0.250 0.017 0.000 9981359 1-Dec-31 $331,635.89 80.00 0.250 0.017 0.000 9981380 1-Dec-31 $496,812.77 79.37 0.250 0.017 0.000 9981399 1-Jan-32 $437,049.48 67.02 0.250 0.017 0.000 9981414 1-Dec-31 $410,729.32 59.04 0.250 0.017 0.000 9981419 1-Dec-16 $301,681.78 78.00 0.250 0.017 0.000 9984151 1-Apr-32 $398,644.20 58.14 0.250 0.017 0.000 $94,753,238.83
COUNT: 223 WAC: 7.440553539 WAM: 344.5067905 WALTV: 73.37412491 EXHIBIT F-2A [Schedule of Type 2 Mortgage Loans in Group I] WFALT WFALT 2002-01 EXHIBIT F-2 GROUP I LOANS F10, F15, F20, F25 & F30 YEAR FIXED CONFORMING MORTGAGE LOANS
(i) (ii) (iii) (iv) (v) (vi) (vii) (viii) -------- ------- ----- ----- -------- -------- -------- ------- -------- --------- NET MORTGAGE MORTGAGE MORTGAGE CURRENT ORIGINAL SCHEDULED LOAN ZIP PROPERTY INTEREST INTEREST MONTHLY TERM TO MATURITY NUMBER CITY STATE CODE TYPE RATE RATE PAYMENT MATURITY DATE -------- ------- ----- ----- -------- -------- -------- ------- -------- --------- 4228768 BOSTIC NC 28018 SFD 8.500 8.233 $543.24 360 1-Sep-31 9327887 RALEIGH NC 27616 SFD 7.875 7.608 $730.87 360 1-Oct-31 (i) (ix) (x) (xi) (xii) (xiii) (xv) (xvI) -------- ----------- ----- ------- --------- ------- ------- -------- CUT-OFF MORTGAGE DATE MORTGAGE MASTER FIXED LOAN PRINCIPAL INSURANCE SERVICE SERVICE RETAINED NUMBER BALANCE LTV SUBSIDY CODE FEE FEE YIELD -------- ----------- ----- ------- --------- ------- ------- -------- 4228768 $70,134.79 90.00 01 0.250 0.017 0.000 9327887 $100,085.18 90.00 13 0.250 0.017 0.000 $170,219.97
COUNT: 2 WAC: 8.132515283 WAM: 349.5879755 WALTV: 90 EXHIBIT F-2B [Schedule of Type 2 Mortgage Loans in Group II] WFALT WFALT 2002-01 EXHIBIT F-2 GROUP II LOANS F10, F15, F20, F25 & F30 YEAR FIXED CONFORMING MORTGAGE LOANS
(i) (ii) (iii) (iv) (v) (vi) (vii) (viii) -------- ------- ----- ----- -------- -------- -------- ---------- -------- --------- NET MORTGAGE MORTGAGE MORTGAGE CURRENT ORIGINAL SCHEDULED LOAN ZIP PROPERTY INTEREST INTEREST MONTHLY TERM TO MATURITY NUMBER CITY STATE CODE TYPE RATE RATE PAYMENT MATURITY DATE -------- ------- ----- ----- -------- -------- -------- ---------- -------- --------- 9588171 CHICAGO IL 60647 MF3 6.250 5.983 $4,533.19 180 1-Jan-17 (i) (ix) (x) (xi) (xii) (xiii) (xv) (xvi) -------- ----------- ------ ------- ---------- ------- ------- -------- CUT-OFF MORTGAGE DATE MORTGAGE MASTER FIXED LOAN PRINCIPAL INSURANCE SERVICE SERVICE RETAINED NUMBER BALANCE LTV SUBSIDY CODE FEE FEE YIELD -------- ----------- ------ ------- ---------- ------- ------- -------- 9588171 $516,046.87 68.22 0.250 0.017 0.000 $516,046.87
COUNT: 1 WAC: 6.250000000 WAM: 173 WALTV: 68.22 EXHIBIT F-3A [Schedule of Other Servicer Mortgage Loans in Group I] WFALT WFALT 2002-01 EXHIBIT F-3 GROUP I LOANS F10, F15, F20, F25 & F30 YEAR FIXED CONFORMING MORTGAGE LOANS
(i) (ii) (iii) (iv) (v) (vi) (vii) (viii) (ix) -------- ------------------- ----- ----- -------- -------- -------- --------- -------- --------- ------------- NET CUT-OFF MORTGAGE MORTGAGE MORTGAGE CURRENT ORIGINAL SCHEDULED DATE LOAN ZIP PROPERTY INTEREST INTEREST MONTHLY TERM TO MATURITY PRINCIPAL NUMBER CITY STATE CODE TYPE RATE RATE PAYMENT MATURITY DATE BALANCE -------- ------------------- ----- ----- -------- -------- -------- --------- -------- --------- ------------- 4426692 ROLING HILL ESTATES CA 90274 SFD 7.250 6.733 $2,046.53 360 1-Oct-31 $297,595.03 5152484 POINT ROBERTS WA 98281 LCO 8.500 8.233 $829.66 360 1-Dec-29 $105,071.01 5822801 LODI CA 95240 MF3 8.625 8.358 $871.12 360 1-Sep-30 $43,828.64 5825600 SAN JOSE CA 95124 SFD 8.250 7.983 $2,910.42 180 1-Sep-15 $116,267.14 5829108 QUEEN CREEK AZ 85242 SFD 9.500 9.233 $1,291.55 360 1-Aug-30 $151,011.60 5872064 SELBYVILLE DE 19975 SFD 8.250 7.858 $751.27 360 1-Nov-30 $96,917.15 5872796 LOUISVILLE KY 40207 HCO 8.500 8.108 $1,789.02 360 1-Nov-30 $229,489.70 5872832 CARO MI 48723 SFD 7.875 7.483 $398.34 180 1-Nov-15 $39,211.07 5893764 EADS TN 38028 SFD 7.875 7.608 $2,845.35 180 1-Dec-15 $278,511.08 6010907 BOYERTOWN PA 19512 SFD 7.500 7.233 $542.60 360 1-May-31 $76,697.17 6015549 CHICAGO IL 60549 MF3 8.750 8.483 $1,567.11 360 1-Apr-31 $197,262.44 6018671 OAKLAHOMA CITY OK 73170 PUD 7.875 7.608 $1,229.43 360 1-Apr-31 $166,686.65 6019337 CLEVELAND OH 44102 MF2 8.250 7.983 $314.41 360 1-Apr-31 $41,400.20 6019651 CLEVELAND OH 44102 SFD 8.000 7.733 $385.23 360 1-Apr-31 $51,900.87 6019766 ZION IL 60099 MF4 8.875 8.608 $1,843.91 360 1-May-31 $229,696.92 6020336 WHITMAN MA 02382 MF4 8.125 7.858 $1,336.50 360 1-May-31 $177,974.23 6020767 MOUNT HOLLY VT 05758 SFD 8.250 7.983 $225.39 360 1-May-31 $29,109.84 6021121 AUSTIN TX 78704 LCO 7.750 7.483 $548.77 360 1-May-31 $75,737.48 $2,404,368.22 (i) (x) (xi) (xii) (xiii) (xv) (xvI) (xvii) (xviii) -------- ------ ------- ---------- ------- ------- -------- ---------------------------- ---------------------------- MORTGAGE MORTGAGE MASTER FIXED NMI LOAN INSURANCE SERVICE SERVICE RETAINED LOAN NUMBER LTV SUBSIDY CODE FEE FEE YIELD SERVICER SELLER -------- ------ ------- ---------- ------- ------- -------- ---------------------------- ---------------------------- 4426692 65.93 0.500 0.017 0.000 FIRST NATIONWIDE MORTGAG FIRST NATIONWIDE MORTGAG 5152484 79.99 0.250 0.017 0.000 BANK UNITED OF TEXAS BANK UNITED OF TEXAS 5822801 70.00 0.250 0.017 0.000 NATIONAL CITY MORTGAGE C NATIONAL CITY MORTGAGE C 5825600 72.29 0.250 0.017 0.000 WASHINGTON MUTUAL BANK, F.A. WASHINGTON MUTUAL BANK, F.A. 5829108 78.77 0.250 0.017 0.000 FIRST HORIZON HOME LOAN CORP FIRST HORIZON HOME LOAN CORP 5872064 20.62 0.375 0.017 0.000 CENDANT MORTGAGE CORPORA CENDANT MORTGAGE CORPORA 5872796 97.00 0.375 0.017 0.000 CENDANT MORTGAGE CORPORA CENDANT MORTGAGE CORPORA 5872832 97.67 0.375 0.017 0.000 CENDANT MORTGAGE CORPORA CENDANT MORTGAGE CORPORA 5893764 71.43 0.250 0.017 0.000 FIRST HORIZON HOME LOAN CORP FIRST HORIZON HOME LOAN CORP 6010907 80.00 0.250 0.017 0.000 NATIONAL CITY MORTGAGE C NATIONAL CITY MORTGAGE C 6015549 80.00 0.250 0.017 0.000 NATIONAL CITY MORTGAGE C NATIONAL CITY MORTGAGE C 6018671 90.00 13 0.250 0.017 0.000 NATIONAL CITY MORTGAGE C NATIONAL CITY MORTGAGE C 6019337 90.00 13 0.250 0.017 0.000 NATIONAL CITY MORTGAGE C NATIONAL CITY MORTGAGE C 6019651 70.00 0.250 0.017 0.000 NATIONAL CITY MORTGAGE C NATIONAL CITY MORTGAGE C 6019766 90.00 11 0.250 0.017 0.000 NATIONAL CITY MORTGAGE C NATIONAL CITY MORTGAGE C 6020336 90.00 11 0.250 0.017 0.000 NATIONAL CITY MORTGAGE C NATIONAL CITY MORTGAGE C 6020767 25.00 0.250 0.017 0.000 NATIONAL CITY MORTGAGE C NATIONAL CITY MORTGAGE C 6021121 80.00 0.250 0.017 0.000 NATIONAL CITY MORTGAGE C NATIONAL CITY MORTGAGE C
COUNT: 18 WAC: 8.217213952 WAM: 309.6062166 WALTV: 77.82948021 EXHIBIT F-3B [Schedule of Other Servicer Mortgage Loans in Group II] WFALT WFALT 2002-01 EXHIBIT F-3 GROUP II LOANS F10, F15, F20, F25 & F30 YEAR FIXED CONFORMING MORTGAGE LOANS
(i) (ii) (iii) (iv) (v) (vi) (vii) (viii) (ix) (x) -------- ----------- ------ ----- -------- -------- -------- --------- -------- --------- ------------- ------ NET CUT-OFF MORTGAGE MORTGAGE MORTGAGE CURRENT ORIGINAL SCHEDULED DATE LOAN ZIP PROPERTY INTEREST INTEREST MONTHLY TERM TO MATURITY PRINCIPAL NUMBER CITY STATE CODE TYPE RATE RATE PAYMENT MATURITY DATE BALANCE LTV -------- ----------- ------ ----- -------- -------- -------- --------- -------- --------- ------------- ------ 5960063 BROOKLYN NY 11211 MF3 7.625 7.358 $3,623.90 360 1-Mar-31 $502,723.06 80.00 6021624 ANN ARBOR MI 48105 SFD 7.625 7.358 $2,590.17 360 1-May-31 $361,795.38 68.79 9905362 LOS ANGELES CA 90066 SFD 7.375 6.858 $2,370.40 360 1-Dec-31 $341,065.31 80.00 $1,205,583.75 (i) (xi) (xii) (xiii) (xv) (xvi) (xvii) (xviii) -------- ------- --------- ------- ------- -------- ------------------------- ------------------------- MORTGAGE MORTGAGE MASTER FIXED NMI LOAN INSURANCE SERVICE SERVICE RETAINED LOAN NUMBER SUBSIDY CODE FEE FEE YIELD SERVICER SELLER -------- ------- --------- ------- ------- -------- ------------------------- ------------------------- 5960063 0.250 0.017 0.000 HSBC MORTGAGE CORPORATION HSBC MORTGAGE CORPORATION 6021624 0.250 0.017 0.000 OLD KENT MORTGAGE COMPANY OLD KENT MORTGAGE COMPANY 9905362 0.500 0.017 0.000 FIRST NATIONWIDE MORTGAG FIRST NATIONWIDE MORTGAG
COUNT: 3 WAC: 7.554273825 WAM: 346.1463418 WALTV: 76.63588182 EXHIBIT G REQUEST FOR RELEASE OF DOCUMENTS To: Wells Fargo Bank Minnesota, National Association 1015 10th Avenue S.E. Minneapolis., MN 55414 Attn: ________________ Re: Custodial Agreement, dated as of August 28, 2002, among Wachovia Bank, National Association, as Trustee, Wells Fargo Asset Securities Corporation, as Seller, Wells Fargo Bank Minnesota, National Association, as Master Servicer, and Wells Fargo Bank Minnesota, National Association, as Custodian, relating to the Wells Fargo Asset Securities Corporation; Mortgage Asset-Backed Pass-Through Certificates, Series 2002-1. -------------------------------------------------------------------- In connection with the administration of the Mortgage Loans held by you as Custodian for the Trust Estate pursuant to the above-captioned Custodial Agreement, we request the r0elease, and hereby acknowledge receipt, of the Custodian's Owner Mortgage Loan File for the Mortgage Loan described below, for the reason indicated. Mortgage Loan Number: --------------------- Mortgagor Name, Address & Zip Code: ----------------------------------- Reason for Requesting Documents (check one): _______ 1. Mortgage Paid in Full _______ 2. Foreclosure _______ 3. Substitution _______ 4. Other Liquidation (Repurchases, etc.) _______ 5. Nonliquidation Reason:____________________________________ By:________________________________________ (authorized signer) Issuer:____________________________________ Address:___________________________________ ___________________________________ Date:______________________________________ Custodian --------- Wells Fargo Bank Minnesota, National Association Please acknowledge the execution of the above request by your signature and date below: _______________________________________ _____________________ Signature Date Documents returned to Custodian: _______________________________________ _____________________ Signature Date EXHIBIT H AFFIDAVIT PURSUANT TO SECTION 860E(e)(4) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED, AND FOR NON-ERISA INVESTORS STATE OF ) ) ss.: COUNTY OF ) [NAME OF OFFICER], being first duly sworn, deposes and says: 1. That he is [Title of Officer] of [Name of Purchaser] (the "Purchaser"), a [description of type of entity] duly organized and existing under the laws of the [State of ] [United States], on behalf of which he makes this affidavit. 2. That the Purchaser's Taxpayer Identification Number is [ ]. 3. That the Purchaser is not a "disqualified organization" within the meaning of Section 860E(e)(5),of the Internal Revenue Code of 1986, as amended (the "Code"), or an ERISA Prohibited Holder, and will not be a "disqualified organization" or an ERISA Prohibited Holder, as of [date of transfer], and that the Purchaser is not acquiring Wells Fargo Asset Securities Corporation Mortgage Asset-Backed Pass-Through Certificates, Series 2002-1, Class I-A-R Certificate (the "Class I-A-R Certificate") for the account of, or as agent (including a broker, nominee, or other middleman) for, any person or entity from which it has not received an affidavit substantially in the form of this affidavit. For these purposes, a "disqualified organization" means the United States, any state or political subdivision thereof, any foreign government, any international organization, any agency or instrumentality of any of the foregoing (other than an instrumentality if all of its activities are subject to tax and a majority of its board of directors is not selected by such governmental entity), any cooperative organization furnishing electric energy or providing telephone service to persons in rural areas as described in Code Section 1381(a)(2)(C), or any organization (other than a farmers' cooperative described in Code Section 521) that is exempt from taxation under the Code unless such organization is subject to the tax on unrelated business income imposed by Code Section 511. For these purposes, an "ERISA Prohibited Holder" means an employee benefit plan or other retirement arrangement subject to Title I of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), or Code Section 4975 or a governmental plan, as defined in Section 3(32) of ERISA, subject to any federal, state or local law which is, to a material extent, similar to the foregoing provisions of ERISA or the Code (collectively, a "Plan") or a Person acting on behalf of or investing the assets of such a Plan. 4. That the Purchaser historically has paid its debts as they have come due and intends to pay its debts as they come due in the future and the Purchaser intends to pay taxes associated with holding the Class I-A-R Certificate as they become due. 5. That the Purchaser understands that it may incur tax liabilities with respect to the Class I-A-R Certificate in excess of cash flows generated by the Class I-A-R Certificate. 6. That the Purchaser will not transfer the Class I-A-R Certificate to any person or entity from which the Purchaser has not received an affidavit substantially in the form of this affidavit and as to which the Purchaser has actual knowledge that the requirements set forth in paragraph 3, 4 or 10 hereof are not satisfied or that the Purchaser has reason to know does not satisfy the requirements set forth in paragraph 4 hereof. 7. That the Purchaser is aware that the Class I-A-R Certificate may be a "noneconomic residual interest" within the meaning of Treasury regulations promulgated pursuant to the Code and that the transferor of a noneconomic residual interest will remain liable for any taxes due with respect to the income on such residual interest, unless no significant purpose of the transfer was to impede the assessment or collection of tax. 8. That the Purchaser will not cause income from the Class I-A-R Certificate to be attributable to a foreign permanent establishment or fixed base, within the meaning of an applicable income tax treaty, of the Purchaser or any other person. 9. That, if the Purchaser is purchasing the Class I-A-R Certificate in a transfer intended to meet the safe harbor provisions of Treasury Regulations Sections 1.860E-1(c), the Purchaser has executed and attached Attachment A hereto. 10. That the Purchaser (i) is a U.S. Person or (ii) is a person other than a U.S. Person (a "Non-U.S. Person") that holds the Class I-A-R Certificate in connection with the conduct of a trade or business within the United States and has furnished the transferor and the Trustee with an effective Internal Revenue Service Form W-8ECI or successor form at the time and in the manner required by the Code or (iii) is a Non-U.S. Person that has delivered to both the transferor and the Trustee an opinion of a nationally recognized tax counsel to the effect that the transfer of the Class I-A-R Certificate to it is in accordance with the requirements of the Code and the regulations promulgated thereunder and that such transfer of the Class I-A-R Certificate will not be disregarded for federal income tax purposes. "U.S. Person" means a citizen or resident of the United States, a corporation or partnership (unless, in the case of a partnership, Treasury regulations are adopted that provide otherwise) created or organized in or under the laws of the United States, any state thereof or the District of Columbia, including an entity treated as a corporation or partnership for federal income tax purposes, an estate whose income is subject to United States federal income tax regardless of its source, or a trust if a court within the United States is able to exercise primary supervision over the administration of such trust, and one or more such U.S. Persons have the authority to control all substantial decisions of such trust (or, to the extent provided in applicable Treasury regulations, certain trusts in existence on August 20, 1996 which are eligible to elect to be treated as U.S. Persons). 11. That the Purchaser agrees to such amendments of the Pooling and Servicing Agreement as may be required to further effectuate the restrictions on transfer of the Class I-A-R Certificate to such a "disqualified organization," an agent thereof, an ERISA Prohibited Holder or a person that does not satisfy the requirements of paragraph 4, paragraph 5 and paragraph 7 hereof. 12. That the Purchaser consents to the designation of the Master Servicer as its agent to act as "tax matters person" of the REMIC pursuant to Section 8.14 of the Pooling and Servicing Agreement, and if such designation is not permitted by the Code and applicable law, to act as tax matters person if requested to do so. IN WITNESS WHEREOF, the Purchaser has caused this instrument to be executed on its behalf, pursuant to authority of its Board of Directors, by its [Title of Officer] this ___ day of , 20__. [Name of Purchaser] By:____________________________________ [Name of Officer] [Title of Officer] Personally appeared before me the above-named [Name of Officer], known or proved to me to be the same person who executed the foregoing instrument and to be the [Title of Officer], of the Purchaser, and acknowledged to me that he [she] executed the same as his [her] free act and deed and the free act and deed of the Purchaser. Subscribed and sworn before me this __ day of __________, 20__. Notary Public COUNTY OF____________________ STATE OF_____________________ My commission expires the __ day of __________, 20__. ATTACHMENT A to AFFIDAVIT PURSUANT TO SECTION 860E(e)(4) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED, AND FOR NON-ERISA INVESTORS Check the appropriate box: |_| The consideration paid to the Purchaser to acquire the Class I-A-R Certificate equals or exceeds the excess of (a) the present value of the anticipated tax liabilities over (b) the present value of the anticipated savings associated with holding such Certificate, in each case calculated in accordance with U.S. Treasury Regulations Sections 1.860E-1(c)(7) and (8), computing present values using a discount rate equal to the short-term Federal rate prescribed by Section 1274(d) of the Code and the compounding period used by the Purchaser. OR -- |_| The transfer of the Class I-A-R Certificate complies with U.S. Treasury Regulations Sections 1.860E-1(c)(5) and (6) and, accordingly: (i) the Purchaser is an "eligible corporation," as defined in U.S. Treasury Regulations Section 1.860E-1(c)(6)(i), as to which income from Class I-A-R Certificate will only be taxed in the United States; (ii) at the time of the transfer, and at the close of the Purchaser's two fiscal years preceding the year of the transfer, the Purchaser had gross assets for financial reporting purposes (excluding any obligation of a person related to the Purchaser within the meaning of U.S. Treasury Regulations Section 1.860E-1(c)(6)(ii)) in excess of $100 million and net assets in excess of $10 million; (iii) the Purchaser will transfer the Class I-A-R Certificate only to another "eligible corporation," as defined in U.S. Treasury Regulations Section 1.860E-1(c)(6)(i), in a transaction that satisfies the requirements of Sections 1.860E-1(c)(4)(i), (ii) and (iii) and Section 1.860E-1(c)(5) of the U.S. Treasury Regulations; (iv) the Purchaser has determined the consideration paid to it to acquire the Class I-A-R Certificate based on reasonable market assumptions (including, but not limited to, borrowing and investment rates, prepayment and loss assumptions, expense and reinvestment assumptions, tax rates and other factors specific to the Purchaser) that it has determined in good faith; and (v) in the event of any transfer of the Class I-A-R Certificate by the Purchaser, the Purchaser will require its transferee to complete a representation in the form of this Attachment A as a condition of the transferee's purchase of the Class I-A-R Certificate. EXHIBIT I [Letter from Transferor of Class I-A-R Certificate] [Date] Wachovia Bank, National Association 401 South Tryon Street Charlotte, North Carolina 28202 Re: Wells Fargo Asset Securities Corporation, Series 2002-1, Class I-A-R ----------------------------------------- Ladies and Gentlemen: [Transferor] has reviewed the attached affidavit of [Transferee], and has no actual knowledge that such affidavit is not true and has no reason to know that the information contained in paragraph 4 thereof is not true. Very truly yours, [Transferor] ---------------------- EXHIBIT J WELLS FARGO ASSET SECURITIES CORPORATION MORTGAGE Asset-Backed PASS-THROUGH CERTIFICATES SERIES 2002-1 CLASS [B-4] [B-5] [B-6] CERTIFICATES TRANSFEREE'S LETTER _________________ __, ____ Wachovia Bank, National Association 401 South Tryon Street Charlotte, North Carolina 28202 Wells Fargo Asset Securities Corporation 7485 New Horizon Way Frederick, Maryland 21703 The undersigned (the "Purchaser") proposes to purchase Wells Fargo Asset Securities Corporation Mortgage Asset-Backed Pass-Through Certificates, Series 2002-1, Class [B-4] [B-5] [B-6] Certificates (the "Class [B-4] [B-5] [B-6] Certificates") in the principal amount of $___________. In doing so, the Purchaser hereby acknowledges and agrees as follows: Section 1. Definitions. Each capitalized term used herein and not otherwise defined herein shall have the meaning ascribed to it in the Pooling and Servicing Agreement, dated as of August 28, 2002 (the "Pooling and Servicing Agreement") among Wells Fargo Asset Securities Corporation, as seller (the "Seller"), Wells Fargo Bank Minnesota, National Association, as master servicer (the "Master Servicer") and Wachovia Bank, National Association, as trustee (the "Trustee"), of Wells Fargo Asset Securities Corporation Mortgage Asset-Backed Pass-Through Certificates, Series 2002-1. Section 2. Representations and Warranties of the Purchaser. In connection with the proposed transfer, the Purchaser represents and warrants to the Seller, the Master Servicer and the Trustee that: (a) The Purchaser is duly organized, validly existing and in good standing under the laws of the jurisdiction in which the Purchaser is organized, is authorized to invest in the Class [B-4] [B-5] [B-6] Certificates, and to enter into this Agreement, and duly executed and delivered this Agreement. (b) The Purchaser is acquiring the Class [B-4] [B-5] [B-6] Certificates for its own account as principal and not with a view to the distribution thereof, in whole or in part. (c) [The Purchaser has knowledge of financial and business matters and is capable of evaluating the merits and risks of an investment in the Class [B-4] [B-5] [B-6] Certificates; the Purchaser has sought such accounting, legal and tax advice as it has considered necessary to make an informed investment decision; and the Purchaser is able to bear the economic risk of an investment in the Class [B-4] [B-5] [B-6] Certificates and can afford a complete loss of such investment.] [(d) The Purchaser is a "Qualified Institutional Buyer" within the meaning of Rule 144A of the Act.] (e) The Purchaser confirms that (a) it has received and reviewed a copy of the Private Placement Memorandum dated _______________, relating to the Class [B-4] [B-5] [B-6] Certificates and reviewed, to the extent it deemed appropriate, the documents attached thereto or incorporated by reference therein, (b) it has had the opportunity to ask questions of, and receive answers from the Seller concerning the Class [B-4] [B-5] [B-6] Certificates and all matters relating thereto, and obtain any additional information (including documents) relevant to its decision to purchase the Class [B-4] [B-5] [B-6] Certificates that the Seller possesses or can possess without unreasonable effort or expense and (c) it has undertaken its own independent analysis of the investment in the Class [B-4] [B-5] [B-6] Certificates. The Purchaser will not use or disclose any information it receives in connection with its purchase of the Class [B-4] [B-5] [B-6] Certificates other than in connection with a subsequent sale of Class [B-4] [B-5] [B-6] Certificates. (f) Either (i) the Purchaser is not an employee benefit plan or other retirement arrangement subject to Title I of the Employee Retirement Income Security Act of 1974, as amended, ("ERISA"), or Section 4975 of the Internal Revenue Code of 1986, as amended (the "Code"), or a governmental plan, as defined in Section 3(32) of ERISA subject to any federal, state or local law ("Similar Law") which is, to a material extent, similar to the foregoing provisions of ERISA or the Code (collectively, a "Plan"), an agent acting on behalf of a Plan, or a person utilizing the assets of a Plan or (ii) if the Purchaser is an insurance company, (A) the source of funds used to purchase the Class [B-4] [B-5] [B-6] Certificate is an "insurance company general account" (as such term is defined in Section V(e) of Prohibited Transaction Class Exemption 95-60 ("PTE 95-60"), 60 Fed. Reg. 35925 (July 12, 1995), (B) there is no Plan with respect to which the amount of such general account's reserves and liabilities for the contract(s) held by or on behalf of such Plan and all other Plans maintained by the same employer (or affiliate thereof as defined in Section V(a)(1) of PTE 95-60) or by the same employee organization exceeds 10% of the total of all reserves and liabilities of such general account (as such amounts are determined under Section I(a) of PTE 95-60) at the date of acquisition and (C) the purchase and holding of such Class [B-4] [B-5] [B-6] Certificates are covered by Sections I and III of PTE 95-60 or (iii) the Purchaser has provided (a) a "Benefit Plan Opinion" satisfactory to the Seller and the Trustee of the Trust Estate and (b) such other opinions of counsel, officers' certificates and agreements as the Seller or the Master Servicer may have required. A Benefit Plan Opinion is an opinion of counsel to the effect that the proposed transfer will not cause the assets of the Trust Estate to be regarded as "plan assets" and subject to the prohibited transaction provisions of ERISA, the Code or Similar Law and will not subject the Trustee, the Seller or the Master Servicer to any obligation in addition to those undertaken in the Pooling and Servicing Agreement (including any liability for civil penalties or excise taxes imposed pursuant to ERISA, Section 4975 of the Code or Similar Law). (g) If the Purchaser is a depository institution subject to the jurisdiction of the Office of the Comptroller of the Currency ("OCC"), the Board of Governors of the Federal Reserve System ("FRB"), the Federal Deposit Insurance Corporation ("FDIC"), the Office of Thrift Supervision ("OTS") or the National Credit Union Administration ("NCUA"), the Purchaser has reviewed the "Supervisory Policy Statement on Securities Activities" dated January 28, 1992 of the Federal Financial Institutions Examination Council and the April 15, 1994 Interim Revision thereto as adopted by the OCC, FRB, FDIC, OTS and NCUA (with modifications as applicable), as appropriate, other applicable investment authority, rules, supervisory policies and guidelines of these agencies and, to the extent appropriate, state banking authorities and has concluded that its purchase of the Class [B-4] [B-5] [B-6] Certificates is in compliance therewith. Section 3. Transfer of Class [B-4] [B-5] [B-6] Certificates. (a) The Purchaser understands that the Class [B-4][B-5][B-6] Certificates have not been registered under the Securities Act of 1933 (the "Act") or any state securities laws and that no transfer may be made unless the Class [B-4][B-5][B-6] Certificates are registered under the Act and applicable state law or unless an exemption from registration is available. The Purchaser further understands that neither the Seller, the Master Servicer nor the Trustee is under any obligation to register the Class [B-4][B-5][B-6] Certificates or make an exemption available. In the event that such a transfer is to be made in reliance upon an exemption from the Act or applicable state securities laws, (i) the Trustee shall require, in order to assure compliance with such laws, that the Certificateholder's prospective transferee certify to the Seller and the Trustee as to the factual basis for the registration or qualification exemption relied upon, and (ii) unless the transferee is a "Qualified Institutional Buyer" within the meaning of Rule 144A of the Act, the Trustee or the Seller may, if such transfer is made within three years from the later of (a) the Closing Date or (b) the last date on which the Seller or any affiliate thereof was a holder of the Certificates proposed to be transferred, require an Opinion of Counsel that such transfer may be made pursuant to an exemption from the Act and state securities laws, which Opinion of Counsel shall not be an expense of the Trustee, the Master Servicer or the Seller. Any such Certificateholder desiring to effect such transfer shall, and does hereby agree to, indemnify the Trustee, the Master Servicer, any Paying Agent acting on behalf of the Trustee and the Seller against any liability that may result if the transfer is not so exempt or is not made in accordance with such federal and state laws. (b) No transfer of a Class [B-4][B-5][B-6] Certificate shall be made unless the transferee provides the Seller and the Trustee with a Transferee's Letter, substantially in the form of this Agreement. (c) The Purchaser acknowledges that its Class [B-4][B-5][B-6] Certificates bear a legend setting forth the applicable restrictions on transfer. IN WITNESS WHEREOF, the undersigned has caused this Agreement to be validly executed by its duly authorized representative as of the day and the year first above written. [PURCHASER] By:____________________________________ Its:___________________________________ EXHIBIT K [Reserved] EXHIBIT L SERVICING AGREEMENTS WFHM Servicing Agreement (See Tab 22) National City Mortgage Co Servicing Agreement (See Tab 23) First Horizon Home Loan Corporation Servicing Agreement (See Tab 25) Cendant Mortgage Corporation Servicing Agreement (See Tab 27) First Nationwide Mortgage Corporation Servicing Agreement (See Tab 29) Washington Mutual Bank, FA Servicing Agreement (See Tab 31) Bank United Servicing Agreement (See Tab 33) HSBC Mortgage Corporation (USA) Servicing Agreement (See Tab 35) Old Kent Mortgage Corporation Servicing Agreement (See Tab 37) EXHIBIT M [FORM OF SPECIAL SERVICING AGREEMENT] SPECIAL SERVICING AND COLLATERAL FUND AGREEMENT ----------------------------------------------- This SPECIAL SERVICING AND COLLATERAL FUND AGREEMENT (the "Agreement") is made and entered into as of , between Wells Fargo Bank Minnesota, National Association (the "Company" and "Wells Fargo Bank") and (the "Purchaser"). PRELIMINARY STATEMENT __________________ is the holder of the entire interest in Wells Fargo Asset Securities Corporation Mortgage Asset-Backed Pass-Through Certificates, Series 2002-1, Class ____ (the "Class B Certificates"). The Class B Certificates were issued pursuant to a Pooling and Servicing Agreement dated as of August 28, 2002 among Wells Fargo Asset Securities Corporation, as seller (the "Seller"), Wells Fargo Bank Minnesota, National Association, as Master Servicer and Wachovia Bank, National Association, as Trustee. __________________ intends to resell all of the Class B Certificates directly to the Purchaser on or promptly after the date hereof. In connection with such sale, the parties hereto have agreed that the Company will cause, to the extent that the Company as Master Servicer is granted such authority in the related Servicing Agreements, the related servicers (each a related "Servicer"), which service the Mortgage Loans which comprise the Trust Estate related to the above referenced series under the related servicing agreements (each a related "Servicing Agreement"), to engage in certain special servicing procedures relating to foreclosures for the benefit of the Purchaser, and that the Purchaser will deposit funds in a collateral fund to cover any losses attributable to such procedures as well as all advances and costs in connection therewith, as set forth herein. In consideration of the mutual agreements herein contained, the receipt and sufficiency of which are hereby acknowledged, the Company and the Purchaser agree that the following provisions shall become effective and shall be binding on and enforceable by the Company and the Purchaser: ARTICLE I DEFINITIONS Section 1.01 Defined Terms ------------- Whenever used in this Agreement, the following words and phrases, unless the context otherwise requires, shall have the following meanings: Business Day: Any day other than (i) a Saturday or a Sunday or (ii) a day on which banking institutions in the State of New York are required or authorized by law or executive order to be closed. Collateral Fund: The fund established and maintained pursuant to Section 3.01 hereof. Collateral Fund Permitted Investments: Either (i) obligations of, or obligations fully guaranteed as to principal and interest by, the United States, or any agency or instrumentality thereof, provided such obligations are backed by the full faith and credit of the United States, (ii) a money market fund rated in the highest rating category by a nationally recognized rating agency selected by the Company, (iii) cash, (iv) mortgage pass-through certificates issued or guaranteed by Government National Mortgage Association, FNMA or FHLMC, (v) commercial paper (including both non-interest-bearing discount obligations and interest-bearing obligations payable on demand or on a specified date), the issuer of which may be an affiliate of the Company, having at the time of such investment a rating of at least A-1 by Standard & Poor's, a division of The McGraw-Hill Companies, Inc. ("S&P") or at least F-1 by Fitch Ratings ("Fitch") or (vi) demand and time deposits in, certificates of deposit of, any depository institution or trust company (which may be an affiliate of the Company) incorporated under the laws of the United States of America or any state thereof and subject to supervision and examination by federal and/or state banking authorities, so long as at the time of such investment either (x) the long-term debt obligations of such depository institution or trust company have a rating of at least AA by Fitch or S&P, (y) the certificate of deposit or other unsecured short-term debt obligations of such depository institution or trust company have a rating of at least A-1 by S&P or F-1 by Fitch or (z) the depository institution or trust company is one that is acceptable to either S&P or Fitch and, for each of the preceding clauses (i), (iv), (v) and (vi), the maturity thereof shall be not later than the earlier to occur of (A) 30 days from the date of the related investment and (B) the next succeeding Distribution Date as defined in the related Pooling and Servicing Agreement. Commencement of Foreclosure: The first official action required under local law in order to commence foreclosure proceedings or to schedule a trustee's sale under a deed of trust, including (i) in the case of a mortgage, any filing or service of process necessary to commence an action to foreclose, or (ii) in the case of a deed of trust, posting, the publishing, filing or delivery of a notice of sale, but not including in either case (x) any notice of default, notice of intent to foreclose or sell or any other action prerequisite to the actions specified in (i) or (ii) above, (y) the acceptance of a deed-in-lieu of foreclosure (whether in connection with a sale of the related property or otherwise) or (z) initiation and completion of a short pay-off. Current Appraisal: With respect to any Mortgage Loan as to which the Purchaser has made an Election to Delay Foreclosure, an appraisal of the related Mortgaged Property obtained by the Purchaser at its own expense from an independent appraiser (which shall not be an affiliate of the Purchaser) acceptable to the Company as nearly contemporaneously as practicable to the time of the Purchaser's election, prepared based on the Company's customary requirements for such appraisals. Election to Delay Foreclosure: Any election by the Purchaser to delay the Commencement of Foreclosure, made in accordance with Section 2.02(b). Election to Foreclose: Any election by the Purchaser to proceed with the Commencement of Foreclosure, made in accordance with Section 2.03(a). Monthly Advances: Principal and interest advances and servicing advances including costs and expenses of foreclosure. Required Collateral Fund Balance: As of any date of determination, an amount equal to the aggregate of all amounts previously required to be deposited in the Collateral Fund pursuant to Section 2.02(d) (after adjustment for all withdrawals and deposits pursuant to Section 2.02(e)) and Section 2.03(b) (after adjustment for all withdrawals and deposits pursuant to Section 2.03(c)) and Section 3.02 to be reduced by all withdrawals therefrom pursuant to Section 2.02(g) and Section 2.03(d). Section 1.02 Definitions Incorporated by Reference. ------------------------------------- All capitalized terms not otherwise defined in this Agreement shall have the meanings assigned in the Pooling and Servicing Agreement. ARTICLE II SPECIAL SERVICING PROCEDURES Section 2.01 Reports and Notices. ------------------- (a) In connection with the performance of its duties under the Pooling and Servicing Agreement relating to the realization upon defaulted Mortgage Loans, the Company as Master Servicer shall provide to the Purchaser the following notices and reports: (i) Within five Business Days after each Distribution Date (or included in or with the monthly statements to Certificateholders pursuant to the Pooling and Servicing Agreement), the Company, shall provide to the Purchaser a report, using the same methodology and calculations in its standard servicing reports, indicating for the Trust Estate the number of Mortgage Loans that are (A) thirty days, (B) sixty days, (C) ninety days or more delinquent or (D) in foreclosure, and indicating for each such Mortgage Loan the loan number and outstanding principal balance. (ii) Prior to the Commencement of Foreclosure in connection with any Mortgage Loan, the Company shall cause (to the extent that the Company as Master Servicer is granted such authority in the related Servicing Agreement) the Servicer to provide the Purchaser with a notice (sent by telecopier) of such proposed and imminent foreclosure, stating the loan number and the aggregate amount owing under the Mortgage Loan. Such notice may be provided to the Purchaser in the form of a copy of a referral letter from such Servicer to an attorney requesting the institution of foreclosure. (b) If requested by the Purchaser, the Company shall cause the Servicer (to the extent that the Company as Master Servicer is granted such authority in the related Servicing Agreement) to make its servicing personnel available (during their normal business hours) to respond to reasonable inquiries, by phone or in writing by facsimile, electronic, or overnight mail transmission, by the Purchaser in connection with any Mortgage Loan identified in a report under subsection (a) (i) (B), (a) (i) (C), (a) (i) (D), or (a) (ii) which has been given to the Purchaser; provided, that (1) the related Servicer shall only be required to provide information that is readily accessible to its servicing personnel and is non-confidential and (2) the related Servicer shall respond within five Business Days orally or in writing by facsimile transmission. (c) In addition to the foregoing, the Company shall cause the Servicer (to the extent that the Company as Master Servicer is granted such authority in the related Servicing Agreement) to provide to the Purchaser such information as the Purchaser may reasonably request provided, however, that such information is consistent with normal reporting practices, concerning each Mortgage Loan that is at least ninety days delinquent and each Mortgage Loan which has become real estate owned, through the final liquidation thereof; provided, that the related Servicer shall only be required to provide information that is readily accessible to its servicing personnel and is non-confidential provided, however, that the Purchaser will reimburse the Company and the related Servicer for any out of pocket expenses. Section 2.02 Purchaser's Election to Delay Foreclosure Proceedings. ----------------------------------------- (a) The Purchaser shall be deemed to direct the Company to direct (to the extent that the Company as Master Servicer is granted such authority in the related Servicing Agreement) the related Servicer that in the event that the Company does not receive written notice of the Purchaser's election pursuant to subsection (b) below within 24 hours (exclusive of any intervening non-Business Days) of transmission of the notice provided by the Company under Section 2.01 (a) (ii) subject to extension as set forth in Section 2.02(b), the related Servicer may proceed with the Commencement of Foreclosure in respect of such Mortgage Loan in accordance with its normal foreclosure policies without further notice to the Purchaser. Any foreclosure that has been initiated may be discontinued (i) without notice to the Purchaser if the Mortgage Loan has been brought current or if a refinancing or prepayment occurs with respect to the Mortgage Loan (including by means of a short payoff approved by the related Servicer) or (ii) if the related Servicer has reached the terms of a forbearance agreement with the borrower. In the latter case, the related Servicer may complete such forbearance agreement unless instructed otherwise by the Purchaser within two Business Days notification. (b) In connection with any Mortgage Loan with respect to which a notice under Section 2.01(a)(ii) has been given to the Purchaser, the Purchaser may elect to instruct the Company to cause, to the extent that the Company as Master Servicer is granted such authority in the related Servicing Agreement, the related Servicer to delay the Commencement of Foreclosure until such time as the Purchaser determines that the related Servicer may proceed with the Commencement of Foreclosure. Such election must be evidenced by written notice received within 24 hours (exclusive of any intervening non-Business Days) of transmission of the notice provided by the Company under Section 2.01(a)(ii). Such 24 hour period shall be extended for no longer than an additional four Business Days after the receipt of the information if the Purchaser requests additional information related to such foreclosure; provided, however, that the Purchaser will have at least one Business Day to respond to any requested additional information. Any such additional information shall be provided only to the extent it (i) is not confidential in nature and (ii) is obtainable by the related Servicer from existing reports, certificates or statements or is otherwise readily accessible to its servicing personnel. The Purchaser agrees that it has no right to deal with the mortgagor during such period. However, if such servicing activities include acceptance of a deed-in-lieu of foreclosure or short payoff, the Purchaser will be notified and given two Business Days to respond. (c) With respect to any Mortgage Loan as to which the Purchaser has made an Election to Delay Foreclosure, the Purchaser shall obtain a Current Appraisal as soon as practicable, but in no event more than 15 business days thereafter, and shall provide the Company with a copy of such Current Appraisal. (d) Within two Business Days of making any Election to Delay Foreclosure, the Purchaser shall remit by wire transfer to the Company, for deposit in the Collateral Fund, an amount, as calculated by the Company, equal to the sum of (i) 125% of the greater of the unpaid principal balance of the Mortgage Loan and the value shown in the Current Appraisal referred to in subsection (c) above (or, if such Current Appraisal has not yet been obtained, the Company's estimate thereof, in which case the required deposit under this subsection shall be adjusted upon obtaining such Current Appraisal), and (ii) three months' interest on the Mortgage Loan at the applicable Mortgage Interest Rate. If any Election to Delay Foreclosure extends for a period in excess of three months (such excess period being referred to herein as the "Excess Period"), within two Business Days the Purchaser shall remit by wire transfer in advance to the Company for deposit in the Collateral Fund the amount of each additional month's interest, as calculated by the Company, equal to interest on the Mortgage Loan at the applicable Mortgage Interest Rate for the Excess Period. The terms of this Agreement will no longer apply to the servicing of any Mortgage Loan upon the failure of the Purchaser to deposit any of the above amounts relating to the Mortgage Loan within two Business Days of the Election to Delay Foreclosure or within two Business Days of the commencement of the Excess Period subject to Section 3.01. (e) With respect to any Mortgage Loan as to which the Purchaser has made an Election to Delay Foreclosure, the Company may withdraw from the Collateral Fund from time to time amounts necessary to reimburse the related Servicer for all related Monthly Advances and Liquidation Expenses thereafter made by such Servicer in accordance with the Pooling and Servicing Agreement and the related Servicing Agreement. To the extent that the amount of any such Liquidation Expenses is determined by the Company based on estimated costs, and the actual costs are subsequently determined to be higher, the Company may withdraw the additional amount from the Collateral Fund. In the event that the Mortgage Loan is brought current by the mortgagor and the foreclosure action is discontinued, the amounts so withdrawn from the Collateral Fund shall be redeposited if and to the extent that reimbursement therefor from amounts paid by the mortgagor is not prohibited pursuant to the Pooling and Servicing Agreement or the related Servicing Agreement, applicable law or the related mortgage note. Except as provided in the preceding sentence, amounts withdrawn from the Collateral Fund to cover Monthly Advances and Liquidation Expenses shall not be redeposited therein or otherwise reimbursed to the Purchaser. If and when any such Mortgage Loan is brought current by the mortgagor, all amounts remaining in the Collateral Fund in respect of such Mortgage Loan (after adjustment for all permitted withdrawals and deposits pursuant to this subsection) shall be released to the Purchaser. (f) With respect to any Mortgage Loan as to which the Purchaser has made an Election to Delay Foreclosure, the related Servicer shall continue to service the Mortgage Loan in accordance with its customary procedures (other than the delay in Commencement of Foreclosure as provided herein). If and when the Purchaser shall notify the Company that it believes that it is appropriate to do so, the related Servicer may proceed with the Commencement of Foreclosure. In any event, if the Mortgage Loan is not brought current by the mortgagor by the time the loan becomes 6 months delinquent, the Purchaser's election shall no longer be effective and at the Purchaser's option, either (i) the Purchaser shall purchase the Mortgage Loan from the related Trust Estate at a purchase price equal to the fair market value as shown on the Current Appraisal, to be paid by (x) applying any balance in the Collateral Fund to such to such purchase price, and (y) to the extent of any deficiency, by wire transfer of immediately available funds from the Purchaser to the Company for deposit in the related Certificate Account; or (ii) the related Servicer shall proceed with the Commencement of Foreclosure. (g) Upon the occurrence of a liquidation with respect to any Mortgage Loan as to which the Purchaser made an Election to Delay Foreclosure and as to which the related Servicer proceeded with the Commencement of Foreclosure in accordance with subsection (f) above, the Company shall calculate the amount, if any, by which the value shown on the Current Appraisal obtained under subsection (c) exceeds the actual sales price obtained for the related Mortgaged Property (net of Liquidation Expenses and accrued interest related to the extended foreclosure period), and the Company shall withdraw the amount of such excess from the Collateral Fund, shall remit the same to the Trust Estate and in its capacity as Master Servicer shall apply such amount as additional Liquidation Proceeds pursuant to the Pooling and Servicing Agreement. After making such withdrawal, all amounts remaining in the Collateral Fund in respect of such Mortgage Loan (after adjustment for all permitted withdrawals and deposits pursuant to this Agreement) shall be released to the Purchaser. Section 2.03 Purchaser's Election to Commence Foreclosure Proceedings. -------------------------------------------- (a) In connection with any Mortgage Loan identified in a report under Section 2.01(a)(i)(B), the Purchaser may elect to instruct the Company to cause, to the extent that the Company as Master Servicer is granted such authority in the related Servicing Agreement, the related Servicer to proceed with the Commencement of Foreclosure as soon as practicable. Such election must be evidenced by written notice received by the Company by 5:00 p.m., New York City time, on the third Business Day following the delivery of such report under Section 2.01(a)(i). (b) Within two Business Days of making any Election to Foreclose, the Purchaser shall remit to the Company, for deposit in the Collateral Fund, an amount, as calculated by the Company, equal to 125% of the current unpaid principal balance of the Mortgage Loan and three months interest on the Mortgage Loan at the applicable Mortgage Interest Rate. If and when any such Mortgage Loan is brought current by the mortgagor, all amounts in the Collateral Fund in respect of such Mortgage Loan (after adjustment for all permitted withdrawals and deposits pursuant to this Agreement) shall be released to the Purchaser if and to the extent that reimbursement therefor from amounts paid by the mortgagor is not prohibited pursuant to the Pooling and Servicing Agreement or the related Servicing Agreement, applicable law or the related mortgage note. The terms of this Agreement will no longer apply to the servicing of any Mortgage Loan upon the failure of the Purchaser to deposit the above amounts relating to the Mortgage Loan within two Business Days of the Election to Foreclose subject to Section 3.01. (c) With respect to any Mortgage Loan as to which the Purchaser has made an Election to Foreclose, the related Servicer shall continue to service the Mortgage Loan in accordance with its customary procedures (other than Commencement of Foreclosure as provided herein). In connection therewith, the Company shall have the same rights to make withdrawals for Monthly Advances and Liquidations Expenses from the Collateral Fund as are provided under Section 2.02(e), and the Company shall make reimbursements thereto to the limited extent provided under such subsection in accordance with its customary procedures. The Company shall not be required to cause, to the extent that the Company as Master Servicer is granted such authority in the related Servicing Agreement, the related Servicer to proceed with the Commencement of Foreclosure if (i) the same is stayed as a result of the mortgagor's bankruptcy or is otherwise barred by applicable law, or to the extent that all legal conditions precedent thereto have not yet been complied with, or (ii) the Company believes there is a breach of representations or warranties by the Company, a Servicer, or a Seller, which may result in a repurchase or substitution of such Mortgage Loan, or (iii) the Company or related Servicer reasonably believes the Mortgaged Property may be contaminated with or affected by hazardous wastes or hazardous substances (and, without limiting the related Servicer's right not to proceed with the Commencement of Foreclosure, the Company supplies the Purchaser with information supporting such belief). Any foreclosure that has been initiated may be discontinued (x) without notice to the Purchaser if the Mortgage Loan has been brought current or if a refinancing or prepayment occurs with respect to the Mortgage Loan (including by means of a short payoff approved by the Purchaser) or (y) with notice to the Purchaser if the related Servicer has reached the terms of a forbearance agreement unless instructed otherwise by the Purchaser within two Business Days of such notification. Any such instruction shall be based upon a decision that such forbearance agreement is not in conformity with reasonable servicing practices. (d) Upon the occurrence of a liquidation with respect to any Mortgage Loan as to which the Purchaser made an Election to Foreclose and as to which the related Servicer proceeded with the Commencement of Foreclosure in accordance with subsection (c) above, the Company shall calculate the amount, if any, by which the unpaid principal balance of the Mortgage Loan at the time of liquidation (plus all unreimbursed interest and servicing advances and Liquidation Expenses in connection therewith other than those paid from the Collateral Fund) exceeds the actual sales price obtained for the related Mortgaged Property, and the Company shall withdraw the amount of such excess from the Collateral Fund, shall remit the same to the Trust Estate and in its capacity as Master Servicer shall apply such amount as additional Liquidation Proceeds pursuant to the Pooling and Servicing Agreement. After making such withdrawal, all amounts remaining in the Collateral Fund (after adjustment for all withdrawals and deposits pursuant to subsection (c) in respect of such Mortgage Loan shall be released to the Purchaser. Section 2.04 Termination. ----------- (a) With respect to all Mortgage Loans included in the Trust Estate, the Purchaser's right to make any Election to Delay Foreclosure or any Election to Foreclose and the Company's obligations under Section 2.01 shall terminate (i) at such time as the Principal Balance of the Class B Certificates has been reduced to zero, (ii) if the greater of (x) 43% (or such lower or higher percentage that represents the related Servicer's actual historical loss experience with respect to the Mortgage Loans in the related pool as determined by the Company) of the aggregate principal balance of all Mortgage Loans that are in foreclosure or are more than 90 days delinquent on a contractual basis and REO properties or (y) the aggregate amount that the Company estimates through the normal servicing practices of the related Servicer will be required to be withdrawn from the Collateral Fund with respect to Mortgage Loans as to which the Purchaser has made an Election to Delay Foreclosure or an Election to Foreclosure, exceeds (z) the then-current principal balance of the Class B Certificates, (iii) upon any transfer by the Purchaser of any interest (other than the minority interest therein, but only if the transferee provides written acknowledgment to the Company of the Purchaser's right hereunder and that such transferee will have no rights hereunder) in the Class B Certificates (whether or not such transfer is registered under the Pooling and Servicing Agreement), including any such transfer in connection with a termination of the Trust Estate or (iv) upon any breach of the terms of this Agreement by the Purchaser. (b) Except as set forth in 2.04(a), this Agreement and the respective rights, obligations and responsibilities of the Purchaser and the Company hereunder shall terminate upon the later to occur of (i) the final liquidation of the last Mortgage Loan as to which the Purchaser made any Election to Delay Foreclosure or any Election to Foreclose and the withdrawal of all remaining amounts in the Collateral Fund as provided herein and (ii) ten Business Days' notice. The Purchaser's right to make an election pursuant to Section 2.02 or Section 2.03 hereof with respect to a particular Mortgage Loan shall terminate if the Purchaser fails to make any deposit required pursuant to Section 2.02(d) or 2.03(b) or if the Purchaser fails to make any other deposit to the Collateral Fund pursuant to this Agreement. ARTICLE III COLLATERAL FUND; SECURITY INTEREST Section 3.01 Collateral Fund. --------------- Upon receipt from the Purchaser of the initial amount required to be deposited in the Collateral Fund pursuant to Article II, the Company shall establish and maintain with Bankers Trust Company as a segregated account on its books and records an account (the "Collateral Fund"), entitled "Wells Fargo Bank Minnesota, National Association, as Master Servicer, for the benefit of registered holders of Wells Fargo Asset Securities Corporation Mortgage Asset-Backed Pass-Through Certificates, Series 2002-1." Amounts held in the Collateral Fund shall continue to be the property of the Purchaser, subject to the first priority security interest granted hereunder for the benefit of the Certificateholders, until withdrawn from the Collateral Fund pursuant to Section 2.02 or 2.03 hereof. The Collateral Fund shall be an "outside reserve fund" within the meaning of the REMIC Provisions, beneficially owned by the Purchaser for federal income tax purposes. All income, gain, deduction or loss with respect to the Collateral Fund shall be that of the Purchaser. All distributions from the Trust Fund to the Collateral Fund shall be treated as distributed to the Purchaser as the beneficial owner thereof. Upon the termination of this Agreement and the liquidation of all Mortgage Loans as to which the Purchaser has made any Election to Delay Foreclosure or any Election to Foreclose pursuant to Section 2.04 hereof, the Company shall distribute or cause to be distributed to the Purchaser all amounts remaining in the Collateral Fund (after adjustment for all deposits and permitted withdrawals pursuant to this Agreement) together with any investment earnings thereon. In the event the Purchaser has made any Election to Delay Foreclosure or any Election to Foreclose, prior to any distribution to the Purchaser of all amounts remaining in the Collateral Fund, funds in the Collateral Fund shall be applied consistent with the terms of this Agreement. Section 3.02 Collateral Fund Permitted Investments. ------------------------------------- The Company shall, at the written direction of the Purchaser, invest the funds in the Collateral Fund in Collateral Fund Permitted Investments. Such direction shall not be changed more frequently than quarterly. In the absence of any direction, the Company shall select such investments in accordance with the definition of Collateral Fund Permitted Investments in its discretion. All income and gain realized from any investment as well as any interest earned on deposits in the Collateral Fund (net of any losses on such investments) and any payments of principal made in respect of any Collateral Fund Permitted Investment shall be deposited in the Collateral Fund upon receipt. All costs and realized losses associated with the purchase and sale of Collateral Fund Permitted Investments shall be borne by the Purchaser and the amount of net realized losses shall be deposited by the Purchaser in the Collateral Fund promptly upon realization. The Company shall periodically (but not more frequently than monthly) distribute to the Purchaser upon request an amount of cash, to the extent cash is available therefore in the Collateral Fund, equal to the amount by which the balance of the Collateral Fund, after giving effect to all other distributions to be made from the Collateral Fund on such date, exceeds the Required Collateral Fund Balance. Any amounts so distributed shall be released from the lien and security interest of this Agreement. Section 3.03 Grant of Security Interest. -------------------------- The Purchaser hereby grants to the Company for the benefit of the Certificateholders under the Pooling and Servicing Agreement a security interest in and lien on all of the Purchaser's right, title and interest, whether now owned or hereafter acquired, in and to: (1) the Collateral Fund, (2) all amounts deposited in the Collateral Fund and Collateral Fund Permitted Investments in which such amounts are invested (and the distributions and proceeds of such investments) and (3) all cash and non-cash proceeds of any of the foregoing, including proceeds of the voluntary conversion thereof (all of the foregoing collectively, the "Collateral"). The Purchaser acknowledges the lien on and the security interest in the Collateral for the benefit of the Certificateholders. The Purchaser shall take all actions requested by the Company as may be reasonably necessary to perfect the security interest created under this Agreement in the Collateral and cause it to be prior to all other security interests and liens, including the execution and delivery to the Company for filing of appropriate financing statements in accordance with applicable law. The Company shall file appropriate continuation statements, or appoint an agent on its behalf to file such statements, in accordance with applicable law. Section 3.04 Collateral Shortfalls. --------------------- In the event that amounts on deposit in the Collateral Fund at any time are insufficient to cover any withdrawals therefrom that the Company is then entitled to make hereunder, the Purchaser shall be obligated to pay such amounts to the Company immediately upon demand. Such obligation shall constitute a general corporate obligation of the Purchaser. The failure to pay such amounts within two Business Days of such demand (except for amounts to cover interest on a Mortgage Loan pursuant to Sections 2.02(d) and 2.03 (b)), shall cause an immediate termination of the Purchaser's right to make any Election to Delay Foreclosure or Election to Foreclose and the Company's obligations under this Agreement with respect to all Mortgage Loans to which such insufficiencies relate, without the necessity of any further notice or demand on the part of the Company. ARTICLE IV MISCELLANEOUS PROVISIONS Section 4.01 Amendment. ---------- This Agreement may be amended from time to time by the Company and the Purchaser by written agreement signed by the Company and the Purchaser. Section 4.02 Counterparts. ------------ This Agreement may be executed simultaneously in any number of counterparts, each of which counterparts shall be deemed to be an original, and such counterparts shall constitute but one and the same instrument. Section 4.03 Governing Law. ------------- This Agreement shall be construed in accordance with the laws of the State of New York and the obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws. Section 4.04 Notices. ------- All demands, notices and direction hereunder shall be in writing or by telecopy and shall be deemed effective upon receipt to: (a) in the case of the Company, Wells Fargo Bank Minnesota, National Association 7485 New Horizon Way Frederick, MD 21703 Attention: Vice President, Master Servicing Phone: 301-696-7800 Fax: 301-815-6365 (b) in the case of the Purchaser, _____________________________________________ _____________________________________________ _____________________________________________ Attention: __________________________________ Section 4.05 Severability of Provisions. -------------------------- If any one or more of the covenants, agreements, provision or terms of this Agreement shall be for any reason whatsoever, including regulatory, held invalid, then such covenants, agreements, provisions or terms of this Agreement and shall in no way affect the validity or enforceability of the other provisions of this Agreement. Section 4.06 Successors and Assigns. ---------------------- The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto, and all such provisions shall inure to the benefit of the Certificateholders; provided, however, that the rights under this Agreement cannot be assigned by the Purchaser without the consent of the Company. Section 4.07 Article and Section Headings. ---------------------------- The article and section headings herein are for convenience of reference only and shall not limit or otherwise affect the meaning hereof. Section 4.08 Confidentiality. --------------- The Purchaser agrees that all information supplied by or on behalf of the Company pursuant to Sections 2.01 or 2.02, including individual account information, is the property of the Company and the Purchaser agrees to hold such information confidential and not to disclose such information. Each party hereto agrees that neither it, nor any officer, director, employee, affiliate or independent contractor acting at such party's direction will disclose the terms of Section 4.09 of this Agreement to any person or entity other than such party's legal counsel except pursuant to a final, non-appealable order of court, the pendency of such order the other party will have received notice of at least five business days prior to the date thereof, or pursuant to the other party's prior express written consent. Section 4.09 Indemnification. --------------- The Purchaser agrees to indemnify and hold harmless the Company, the Seller, and each Servicer and each person who controls the Company, the Seller, or a Servicer and each of their respective officers, directors, affiliates and agents acting at the Company's, the Seller's, or a Servicer's direction (the "Indemnified Parties") against any and all losses, claims, damages or liabilities to which they may be subject, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of, or are based upon, actions taken by, or actions not taken by, the Company, the Seller, or a Servicer, or on their behalf, in accordance with the provisions of this Agreement and (i) which actions conflict with the Company's, the Seller's, or a Servicer's obligations under the Pooling and Servicing Agreement or the related Servicing Agreement, or (ii) give rise to securities law liability under federal or state securities laws with respect to the Certificates. The Purchaser hereby agrees to reimburse the Indemnified Parties for the reasonable legal or other expenses incurred by them in connection with investigating or defending any such loss, claim, damage, liability or action. The indemnification obligations of the Purchaser hereunder shall survive the termination or expiration of this Agreement. IN WITNESS WHEREOF, the Company and the Purchaser have caused their names to be signed hereto by their respective officers thereunto duly authorized, all as of the day and year first above written. Wells Fargo Bank Minnesota, National Association By:____________________________________ Name: Title: ____________________________________ By:____________________________________ Name: Title: EXHIBIT N FORM OF INITIAL CERTIFICATION OF THE CUSTODIAN August 28, 2002 Wells Fargo Asset Securities Corporation 7485 New Horizon Way Frederick, Maryland 21703 Wachovia Bank, National Association 401 South Tryon Street Charlotte, North Carolina 28202 Re: The Pooling and Servicing Agreement, dated August 28, 2002, among Wells Fargo Asset Securities Corporation, as Seller, Wells Fargo Bank Minnesota, National Association, as Master Servicer, and Wachovia Bank, National Association, as Trustee, relating to Wells Fargo Asset Securities Corporation; Mortgage Asset-Backed Pass-Through Certificates, Series 2002-1. ------------------------------------------------------------------ Ladies and Gentlemen: In accordance with the provisions of Section 2.02 of the above-referenced Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), the undersigned, as Custodian on behalf of the Trustee, hereby certifies that, except as specified in any list of exceptions attached hereto, it has received the original Mortgage Note relating to each of the Mortgage Loans listed on the Mortgage Loan Schedule. The Custodian has made no independent examination of any documents contained in each Mortgage File beyond the review specifically required in the Pooling and Servicing Agreement in connection with this initial certification. The Custodian makes no representations as to: (i) the validity, legality, sufficiency, enforceability, recordability or genuineness of any of the documents contained in each Mortgage File or any of the Mortgage Loans identified in the Mortgage Loan Schedule or (ii) the collectibility, insurability, effectiveness or suitability of any such Mortgage Loan. Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Pooling and Servicing Agreement. WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION, as Custodian on behalf of the Trustee By:__________________________________ Name:________________________________ Title:_______________________________ EXHIBIT O FORM OF FINAL CERTIFICATION OF THE CUSTODIAN [__________ __ ____] Wells Fargo Asset Securities Corporation 7485 New Horizon Way Frederick, Maryland 21703 Wachovia Bank, National Association 401 South Tryon Street Charlotte, North Carolina 28202 Re: The Pooling and Servicing Agreement, dated August 28, 2002, among Wells Fargo Asset Securities Corporation, as Seller, Wells Fargo Bank Minnesota, National Association, as Master Servicer, and Wachovia Bank, National Association, as Trustee, relating to the Wells Fargo Asset Securities Corporation; Mortgage Asset-Backed Pass-Through Certificates, Series 2002-1 ----------------------------------------------------------------- Ladies and Gentlemen: In accordance with the provisions of Section 2.02 of the above-referenced Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), the undersigned, as Custodian on behalf of the Trustee, hereby certifies that, as to each Mortgage Loan listed in the Mortgage Loan Schedule, except as may be specified in any list of exceptions attached hereto, such Mortgage File contains all of the items required to be delivered pursuant to Section 2.01 of the Pooling and Servicing Agreement. The Custodian has made no independent examination of any documents contained in each Mortgage File beyond the review specifically required in the Pooling and Servicing Agreement in connection with this final certification. The Custodian makes no representations as to: (i) the validity, legality, sufficiency, enforceability, recordability or genuineness of any of the documents contained in each Mortgage File or any of the Mortgage Loans identified in the Mortgage Loan Schedule or (ii) the collectibility, insurability, effectiveness or suitability of any such Mortgage Loan. Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Pooling and Servicing Agreement. WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION, as Custodian on behalf of the Trustee By:__________________________________ Name:________________________________ Title:_______________________________