Base Offering Circular - Multifamily
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result based on the price that the investor pays for the Securities and upon the investors own
determinations about anticipated rates of prepayments, foreclosures, substitutions and cash
payments by the Sponsor with respect to the Mortgage Loans.
THE TRUSTS
Certain Policies of the Trusts
No Trust Agreement will authorize a Trust to engage in any activities other than the
issuance of Securities (or Pooling REMIC Interests) and the purchase and disposition of Trust
MBS and certain related activities. Each Trust Agreement may be amended only as set forth
below under Amendment.
Amendment
Subject to the limitations set forth below, the Sponsor and the Trustee (with Ginnie Maes
consent) may amend any Trust Agreement for any purpose, without the consent of any Holder,
provided the Trustee receives an Opinion of Counsel to the effect that the proposed amendment
will not result in a significant risk that any related Trust REMIC will lose its status as a REMIC.
For that purpose, a significant risk is a risk that would have prevented counsel from giving an
unqualified opinion with respect to the REMIC status of any related Trust REMIC had such
amendment been an original term of the Trust Agreement. The Sponsor and the Trustee may not
amend any Trust Agreement, however, if the effect of that amendment would be to alter the
timing or amount of any required distribution of principal or interest (including distributions
made pursuant to the Ginnie Mae Guaranty) or any Prepayment Penalty to any Holder, or the
right of any Holder to institute suit for the enforcement of any payment, without the consent of
each affected Holder.
The Trustee
The Trustee may resign at any time by giving written notice to Ginnie Mae. Upon notice
of the Trustees resignation, Ginnie Mae will appoint a successor Trustee. Ginnie Mae also may
remove the Trustee and appoint a successor if the Trustee breaches its obligations under the Trust
Agreement, if the Trustee ceases to be eligible to continue as the Trustee under the related Trust
Agreement or if the Trustee becomes incapable of acting, or is adjudged a bankrupt or becomes
insolvent, or a receiver for the Trustee or its property is appointed, or any public officer takes
control of the Trustee or its property for the purpose of rehabilitation, conservation or liquidation
of that property. Any resignation or removal of the Trustee and appointment of a successor
Trustee will become effective only upon the acceptance of the appointment by a successor
Trustee.
Tax Matters Person
The Tax Administrator will serve as the agent for the Tax Matters Person of each related
Trust REMIC. Each Holder of a Residual Security, by its acquisition of such Security, consents
to the appointment of the Tax Administrator as such agent on behalf of such Holder if that