Book-Entry Security must depend upon its financial intermediaries (including the Book-Entry
Depository, as Holder) to enforce its rights with respect to a Book-Entry Security. Alternatively,
a Beneficial Owner of a Book-Entry Security may receive, (i) upon compliance with the
procedures of the Book-Entry Depository and its participants and (ii) payment of a required
exchange fee of $25,000 per physical certificate, one or more certificated, fully registered
Securities in authorized denominations evidencing that Beneficial Owners interest in the
appropriate Class of Securities.
The Trustee will authenticate the Certificated Securities. The Securities will be freely
transferable and exchangeable, subject to the transfer restrictions applicable to Residual
Securities set forth in the related Trust Agreement or MX Trust Agreement, at the Corporate
Trust Office of the Trustee. Among other restrictions, the Residual Securities may not be
transferred to (i) a Plan Investor, (ii) a Non-U.S. Person or (iii) a Disqualified Organization. The
Trustee may impose a service charge upon Holders for any registration of exchange or transfer of
Certificated Securities (other than Residual Securities), and the Trustee may require payment of a
sum sufficient to cover any tax or other governmental charge incurred in connection with any
transfer, including the transfer of a Residual Security.
Minimum Denominations
Unless otherwise noted in the applicable Offering Circular Supplement, each Trust and
MX Trust will issue Regular Securities and MX and/or Modifiable Securities, respectively (other
than Securities of Increased Minimum Denomination Classes), in minimum dollar
denominations representing initial principal balances of $1,000 and integral multiples of $1 in
excess of $1,000. Unless otherwise noted in the applicable Offering Circular Supplement,
Residual Securities will be issued in minimum Percentage Interests of 10% and integral
multiples of 10%.
An Offering Circular Supplement may identify one or more Increased Minimum
Denomination Classes, as described in the Offering Circular Supplement.
An Increased Minimum Denomination Class is a Class that is deemed to be a suitable
investment only for an Accredited Investor that has substantial experience in mortgage-backed
securities and that is capable of understanding, and is able to bear, the risks associated with an
investment in a Class such as an Increased Minimum Denomination Class.
An investor should not conclude, however, that Classes not designated as Increased
Minimum Denomination Classes are suitable for all investors. No investor should purchase
Securities of any Class unless the investor understands, and is able to bear the risks associated
with, that Class.
Standard Definitions and Abbreviations for Classes and Components
Classes of Securities (as well as Components of such Classes) are categorized according
to Principal Types, Interest Types and Other Types. The chart attached as Appendix I
identifies the standard abbreviations for most of these categories. Definitions of Class Types
may be found in Appendix II. The first column of the chart shows the standard abbreviation for
each Class Type. Each Offering Circular Supplement will identify the category of Classes of the
Base Offering Circular Multifamily
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