Common use of 1934 Act Reports Clause in Contracts

1934 Act Reports. (a) The Servicer shall, on behalf of the Trust, make all filings ("Periodic Reports") required to be made by the Depositor or the Trust (other than the filings relating to the closing of this transaction) with respect to the Class A Certificates, the Class M Certificates, the Class B-1 Certificates and the Class B-2 Certificates pursuant to the Securities Exchange Act of 1934, as amended (the "Exchange Act") and the rules and regulations of the Securities and Exchange Commission (the "Commission") thereunder. In no event shall the Trustee or any agent of the Trustee including any Paying Agent be obligated or responsible for preparing, executing, filing or delivering in respect of the Trust Fund or on behalf of another person, either (A) any report or filing required or permitted by the SEC to be prepared, executed, filed or delivered by or in respect of the Trust Fund or another person, or (B) any certification in respect of any such report or filing. The Form 10-K filing required to be made by the Trust shall also include a certification complying with the Section 302 Requirements, which shall be signed by the senior officer of the Depositor in charge of securitization. (b) Within thirty (30) days after the beginning of the first fiscal year during which the Trust's obligation to file Periodic Reports pursuant to the Exchange Act shall have been suspended, the Depositor may prepare, or cause to be prepared, a notice on Commission Form 15 ("Form 15") and is hereby authorized to and shall execute such Form 15 on the Trust's behalf; provided, however, that the Depositor shall be under no obligation to prepare such notice if the number of Certificateholders exceeds 300. The Depositor shall file any notice on Form 15 with the Commission in accordance with the provisions of Rule 15d-6 under the Exchange Act. (c) Not later than 15 calendar days before the date on which the Trust's annual report on Form 10-K is required to be filed in accordance with the Exchange Act and the rules and regulations of the Commission (or, if such day is not a Business Day, the immediately preceding Business Day), the Servicer will deliver to the Depositor an Officer's Certificate for the prior calendar year substantially in the form of Exhibit N hereto. (d) Not later than 15 calendar days before the date on which the Trust's annual report on Form 10-K is required to be filed in accordance with the Exchange Act and the rules and regulations of the Commission (or, if such day is not a Business Day, the immediately preceding Business Day), the Paying Agent will deliver to the Depositor an Officer's Certificate for the prior calendar year substantially in the form of Exhibit O hereto. (e) If the Commission issues additional interpretive guidance or promulgates additional rules or regulations, or if other changes in applicable law occur that would require the reporting arrangements or the allocation of responsibilities with respect thereto described in this Section 5.24 to be conducted differently than as described, the Depositor, the Servicer and the Trustee will reasonably cooperate to amend the provisions of this Section 5.24 in order to comply with such amended reporting requirements and such amendment of this Section 5.24. Any such amendment shall be made in accordance with Section 12.03 without the consent of the Certificateholders, and may result in a change in the reports filed under the Exchange Act. Notwithstanding the foregoing, the Depositor, the Servicer and the Trustee shall not be obligated to enter into any amendment pursuant to this Section 5.24 that adversely affects its obligations and immunities under this Agreement.

1934 Act Reports. (a) The Servicer shall, on behalf of the Trust, make all filings ("Periodic Reports") required to be made by the Depositor or the Trust (other than the filings relating to the closing of this transaction) with respect to the Class A Certificates, the Class M Certificates, the Class B-1 Certificates and the Class B-2 Certificates pursuant to the Securities Exchange Act of 1934, as amended (the "Exchange Act") and the rules and regulations of the Securities and Exchange Commission (the "Commission") thereunder. In no event shall the Trustee or any agent of the Trustee Trustee, including any Paying Agent Agent, be obligated or responsible for preparing, executing, filing or delivering in respect of the Trust Fund or on behalf of another person, either (A) any report or filing required or permitted by the SEC to be prepared, executed, filed or delivered by or in respect of the Trust Fund or another person, or (B) any certification in respect of any such report or filing. The Form 10-K filing required to be made by the Trust shall also include a certification complying with the Section 302 Requirements, which shall be signed by the senior officer of the Depositor in charge of securitization. (b) Within thirty (30) days after the beginning of the first fiscal year during which the Trust's obligation to file Periodic Reports pursuant to the Exchange Act shall have been suspended, the Depositor may prepare, or cause to be prepared, a notice on Commission Form 15 ("Form 15") and is hereby authorized to and shall execute such Form 15 on the Trust's behalf; provided, however, that the Depositor shall be under no obligation to prepare such notice if the number of Certificateholders exceeds 300. The Depositor shall file any notice on Form 15 with the Commission in accordance with the provisions of Rule 15d-6 under the Exchange Act. (c) Not later than 15 calendar days before the date on which the Trust's annual report on Form 10-K is required to be filed in accordance with the Exchange Act and the rules and regulations of the Commission (or, if such day is not a Business Day, the immediately preceding Business Day), the Servicer will deliver to the Depositor an Officer's Certificate for the prior calendar year substantially in the form of Exhibit N hereto. (d) Not later than 15 calendar days before the date on which the Trust's annual report on Form 10-K is required to be filed in accordance with the Exchange Act and the rules and regulations of the Commission (or, if such day is not a Business Day, the immediately preceding Business Day), the Paying Agent will deliver to the Depositor an Officer's Certificate for the prior calendar year substantially in the form of Exhibit O hereto. (e) If the Commission issues additional interpretive guidance or promulgates additional rules or regulations, or if other changes in applicable law occur occur, that would require the reporting arrangements arrangements, or the allocation of responsibilities with respect thereto thereto, described in this Section 5.24 5.24, to be conducted differently than as described, the Depositor, the Servicer and the Trustee will reasonably cooperate to amend the provisions of this Section 5.24 in order to comply with such amended reporting requirements and such amendment of this Section 5.24. Any such amendment shall be made in accordance with Section 12.03 without the consent of the Certificateholders, and may result in a change in the reports filed under the Exchange Act. Notwithstanding the foregoing, the Depositor, the Servicer and the Trustee shall not be obligated to enter into any amendment pursuant to this Section 5.24 that adversely affects its obligations and immunities under this Agreement.

1934 Act Reports. (a) The Servicer shall, on behalf of the Trust, make all filings ("Periodic Reports") required to be made by the Depositor or the Trust (other than the filings relating to the closing of this transaction) with respect to the Class A Certificates, the Class M Certificates, the Class B-1 Certificates and the Class B-2 Certificates pursuant to the Securities Exchange Act of 1934, as amended (the "Exchange Act") and the rules and regulations of the Securities and Exchange Commission (the "Commission") thereunder. In no event shall the Trustee or any agent of the Trustee including any Paying Agent be obligated or responsible for preparing, executing, filing or delivering in respect of the Trust Fund or on behalf of another person, either (A) any report or filing required or permitted by the SEC to be prepared, executed, filed or delivered by or in respect of the Trust Fund or another person, or (B) any certification in respect of any such report or filing. The Form 10-K filing required to be made by the Trust shall also include a certification complying with the Section 302 Requirements, which shall be signed by the senior officer of the Depositor in charge of securitization. (b) Within thirty (30) days after the beginning of the first fiscal year during which the Trust's obligation to file Periodic Reports pursuant to the Exchange Act shall have been suspended, the Depositor may prepare, or cause to be prepared, a notice on Commission Form 15 ("Form 15") and is hereby authorized to and shall execute such Form 15 on the Trust's behalf; provided, however, that the Depositor shall be under no obligation to prepare such notice if the number of Certificateholders exceeds 300. The Depositor shall file any notice on Form 15 with the Commission in accordance with the provisions of Rule 15d-6 under the Exchange Act. (c) Not later than 15 calendar days before the date on which the Trust's annual report on Form 10-K is required to be filed in accordance with the Exchange Act and the rules and regulations of the Commission (or, if such day is not a Business Day, the immediately preceding Business Day), the Servicer will deliver to the Depositor an Officer's Certificate for the prior calendar year substantially in the form of Exhibit N hereto. (d) Not later than 15 calendar days before the date on which the Trust's annual report on Form 10-K is required to be filed in accordance with the Exchange Act and the rules and regulations of the Commission (or, if such day is not a Business Day, the immediately preceding Business Day), the Paying Agent will deliver to the Depositor an Officer's Certificate for the prior calendar year substantially in the form of Exhibit O hereto. (e) If the Commission issues additional interpretive guidance or promulgates additional rules or regulations, or if other changes in applicable law occur occur, that would require the reporting arrangements arrangements, or the allocation of responsibilities with respect thereto thereto, described in this Section 5.24 5.24, to be conducted differently than as described, the Depositor, the Servicer and the Trustee will reasonably cooperate to amend the provisions of this Section 5.24 in order to comply with such amended reporting requirements and such amendment of this Section 5.24. Any such amendment shall be made in accordance with Section 12.03 without the consent of the Certificateholders, and may result in a change in the reports filed under the Exchange Act. Notwithstanding the foregoing, the Depositor, the Servicer and the Trustee shall not be obligated to enter into any amendment pursuant to this Section 5.24 that adversely affects its obligations and immunities under this Agreement.

1934 Act Reports. (a) The Servicer shall, on behalf of the Trust, make all filings ("Periodic Reports") required to be made by the Depositor or the Trust (other than the filings relating to the closing of this transaction) with respect to the Class A Certificates, the Class M Certificates, the Class B-1 Certificates and the Class B-2 Certificates pursuant to the Securities Exchange Act of 1934, as amended (the "Exchange Act") and the rules and regulations of the Securities and Exchange Commission (the "Commission") thereunder. In no event shall the Trustee or any agent of the Trustee Trustee, including any Paying Agent Agent, be obligated or responsible for preparing, executing, filing or delivering in respect of the Trust Fund or on behalf of another person, either (A) any report or filing required or permitted by the SEC to be prepared, executed, filed or delivered by or in respect of the Trust Fund or another person, or (B) any certification in respect of any such report or filing. The Form 10-K filing required to be made by the Trust shall also include a certification complying with the Section 302 Requirements, which shall be signed by the senior officer of the Depositor in charge of securitization. (b) Within thirty (30) days after the beginning of the first fiscal year during which the Trust's obligation to file Periodic Reports pursuant to the Exchange Act shall have been suspended, the Depositor may prepare, or cause to be prepared, a notice on Commission Form 15 ("Form 15") and is hereby authorized to and shall execute such Form 15 on the Trust's behalf; provided, however, that the Depositor shall be under no obligation to prepare such notice if the number of Certificateholders exceeds 300. The Depositor shall file any notice on Form 15 with the Commission in accordance with the provisions of Rule 15d-6 under the Exchange Act. (c) Not later than 15 calendar days before the date on which the Trust's annual report on Form 10-K is required to be filed in accordance with the Exchange Act and the rules and regulations of the Commission (or, if such day is not a Business Day, the immediately preceding Business Day), the Servicer will deliver to the Depositor an Officer's Certificate for the prior calendar year substantially in the form of Exhibit N hereto.. 77 (d) Not later than 15 calendar days before the date on which the Trust's annual report on Form 10-K is required to be filed in accordance with the Exchange Act and the rules and regulations of the Commission (or, if such day is not a Business Day, the immediately preceding Business Day), the Paying Agent will deliver to the Depositor an Officer's Certificate for the prior calendar year substantially in the form of Exhibit O hereto. (e) If the Commission issues additional interpretive guidance or promulgates additional rules or regulations, or if other changes in applicable law occur occur, that would require the reporting arrangements arrangements, or the allocation of responsibilities with respect thereto thereto, described in this Section 5.24 5.24, to be conducted differently than as described, the Depositor, the Servicer and the Trustee will reasonably cooperate to amend the provisions of this Section 5.24 in order to comply with such amended reporting requirements and such amendment of this Section 5.24. Any such amendment shall be made in accordance with Section 12.03 without the consent of the Certificateholders, and may result in a change in the reports filed under the Exchange Act. Notwithstanding the foregoing, the Depositor, the Servicer and the Trustee shall not be obligated to enter into any amendment pursuant to this Section 5.24 that adversely affects its obligations and immunities under this Agreement.

1934 Act Reports. (a) The Servicer shall, on behalf of the Trust, make all filings ("Periodic Reports") required to be made by the Depositor or the Trust (other than the filings relating to the closing of this transaction) with respect to the Class A Certificates, the Class M Certificates, the Class B-1 Certificates and the Class B-2 Certificates pursuant to the Securities Exchange Act of 1934, as amended (the "Exchange Act") and the rules and regulations of the Securities and Exchange Commission (the "Commission") thereunder. In no event shall the Trustee or any agent of the Trustee including any Paying Agent be obligated or responsible for preparing, executing, filing or delivering in respect of the Trust Fund or on behalf of another person, either (A) any report or filing required or permitted by the SEC to be prepared, executed, filed or delivered by or in respect of the Trust Fund or another person, or (B) any certification in respect of any such report or filing. The Form 10-K filing required to be made by the Trust shall also include a certification complying with the Section 302 Requirements, which shall be signed by the senior officer of the Depositor in charge of securitization. (b) Within thirty (30) days after the beginning of the first fiscal year during which the Trust's obligation to file Periodic Reports pursuant to the Exchange Act shall have been suspended, the Depositor may prepare, or cause 56 to be prepared, a notice on Commission Form 15 ("Form 15") and is hereby authorized to and shall execute such Form 15 on the Trust's behalf; provided, however, that the Depositor shall be under no obligation to prepare such notice if the number of Certificateholders exceeds 300. The Depositor shall file any notice on Form 15 with the Commission in accordance with the provisions of Rule 15d-6 under the Exchange Act. (c) Not later than 15 calendar days before the date on which the Trust's annual report on Form 10-K is required to be filed in accordance with the Exchange Act and the rules and regulations of the Commission (or, if such day is not a Business Day, the immediately preceding Business Day), the Servicer will deliver to the Depositor an Officer's Certificate for the prior calendar year substantially in the form of Exhibit N hereto. (d) Not later than 15 calendar days before the date on which the Trust's annual report on Form 10-K is required to be filed in accordance with the Exchange Act and the rules and regulations of the Commission (or, if such day is not a Business Day, the immediately preceding Business Day), the Paying Agent will deliver to the Depositor an Officer's Certificate for the prior calendar year substantially in the form of Exhibit O hereto. (e) If the Commission issues additional interpretive guidance or promulgates additional rules or regulations, or if other changes in applicable law occur occur, that would require the reporting arrangements arrangements, or the allocation of responsibilities with respect thereto thereto, described in this Section 5.24 5.24, to be conducted differently than as described, the Depositor, the Servicer and the Trustee will reasonably cooperate to amend the provisions of this Section 5.24 in order to comply with such amended reporting requirements and such amendment of this Section 5.24. Any such amendment shall be made in accordance with Section 12.03 without the consent of the Certificateholders, and may result in a change in the reports filed under the Exchange Act. Notwithstanding the foregoing, the Depositor, the Servicer and the Trustee shall not be obligated to enter into any amendment pursuant to this Section 5.24 that adversely affects its obligations and immunities under this Agreement.

1934 Act Reports. (a) The Servicer shall, on behalf of the Trust, make all filings ("Periodic Reports") required to be made by the Depositor or the Trust (other than the filings relating to the closing of this transaction) with respect to the Class A Certificates, the Class M Certificates, the Class B-1 Certificates and the Class B-2 Certificates pursuant to the Securities Exchange Act of 1934, as amended (the "Exchange Act") and the rules and regulations of the Securities and Exchange Commission (the "Commission") thereunder. In no event shall the Trustee or any agent of the Trustee Trustee, including any Paying Agent Agent, be obligated or responsible for preparing, executing, filing or delivering in respect of the Trust Fund or on behalf of another person, either (A) any report or filing required or permitted by the SEC to be prepared, executed, filed or delivered by or in respect of the Trust Fund or another person, or (B) any certification in respect of any such report or filing. The Form 10-K filing required to be made by the Trust shall also include a certification complying with the Section 302 Requirements, which shall be signed by the senior officer of the Depositor in charge of securitization. (b) Within thirty (30) days after the beginning of the first fiscal year during which the Trust's obligation to file Periodic Reports pursuant to the Exchange Act shall have been suspended, the Depositor may prepare, or cause to be prepared, a notice on Commission Form 15 ("Form 15") and is hereby authorized to and shall execute such Form 15 on the Trust's behalf; provided, however, that the Depositor shall be under no obligation to prepare such notice if the number of Certificateholders exceeds 300. The Depositor shall file any notice on Form 15 with the Commission in accordance with the provisions of Rule 15d-6 under the Exchange Act. (c) Not later than 15 calendar days before the date on which the Trust's annual report on Form 10-K is required to be filed in accordance with the Exchange Act and the rules and regulations of the Commission (or, if such day is not a Business Day, the immediately preceding Business Day), the Servicer will deliver to the Depositor an Officer's Certificate for the prior calendar year substantially in the form of Exhibit N hereto. (d) Not later than 15 calendar days before the date on which the Trust's annual report on Form 10-K is required to be filed in accordance with the Exchange Act and the rules and regulations of the Commission (or, if such day is not a Business Day, the immediately preceding Business Day), the Paying Agent will deliver to the Depositor an Officer's Certificate for the prior calendar year substantially in the form of Exhibit O hereto. (e) If the Commission issues additional interpretive guidance or promulgates additional rules or regulations, or if other changes in applicable law occur occur, that would require the reporting arrangements arrangements, or the allocation of responsibilities with respect thereto thereto, described in this Section 5.24 5.24, to be conducted differently than as described, the Depositor, the Servicer and the Trustee will reasonably cooperate to amend the provisions of this Section 5.24 in order to comply with such amended reporting requirements and such amendment of this Section 5.24. Any such amendment shall be made in accordance with Section 12.03 without the consent of the Certificateholders, and may result in a change in the reports filed under the Exchange Act. Notwithstanding the foregoing, the Depositor, the Servicer and the Trustee shall not be obligated to enter into any amendment pursuant to this Section 5.24 that adversely affects its obligations and immunities under this Agreement.

1934 Act Reports. (a) The Servicer shall, on behalf of the Trust, make all filings ("Periodic Reports") required to be made by the Depositor or the Trust (other than the filings relating to the closing of this transaction) with respect to the Class A Certificates, the Class M Certificates, the Class B-1 Certificates and the Class B-2 Certificates pursuant to the Securities Exchange Act of 1934, as amended (the "Exchange Act") and the rules and regulations of the Securities and Exchange Commission (the "Commission") thereunder. In no event shall the Trustee or any agent of the Trustee Trustee, including any Paying Agent Agent, be obligated or responsible for preparing, executing, filing or delivering in respect of the Trust Fund or on behalf of another person, either (A) any report or filing required or permitted by the SEC to be prepared, executed, filed or delivered by or in respect of the Trust Fund or another person, or (B) any certification in respect of any such report or filing. The Form 10-K filing required to be made by the Trust shall also include a certification complying with the Section 302 Requirements, which shall be signed by the senior officer of the Depositor in charge of securitization. (b) Within thirty (30) days after the beginning of the first fiscal year during which the Trust's obligation to file Periodic Reports pursuant to the Exchange Act shall have been suspended, the Depositor may prepare, or cause to be prepared, a notice on Commission Form 15 ("Form 15") and is hereby authorized to and shall execute such Form 15 on the Trust's behalf; provided, however, that the Depositor shall be under no obligation to prepare such notice if the number of Certificateholders exceeds 300. The Depositor shall file any notice on Form 15 with the Commission in accordance with the provisions of Rule 15d-6 under the Exchange Act. (c) Not later than 15 calendar days before the date on which the Trust's annual report on Form 10-K is required to be filed in accordance with the Exchange Act and the rules and regulations of the Commission (or, if such day is not a Business Day, the immediately preceding Business Day), the Servicer will deliver to the Depositor an Officer's Certificate for the prior calendar year substantially in the form of Exhibit N hereto. (d) Not later than 15 calendar days before the date on which the Trust's annual report on Form 10-K is required to be filed in accordance with the Exchange Act and the rules and regulations of the Commission (or, if such day is not a Business Day, the immediately preceding Business Day), the Paying Agent will deliver to the Depositor an Officer's Certificate for the prior calendar year substantially in the form of Exhibit O hereto. (e) If the Commission issues additional interpretive guidance or promulgates additional rules or regulations, or if other changes in applicable law occur that would require the reporting arrangements or the allocation of responsibilities with respect thereto described in this Section 5.24 to be conducted differently than as described, the Depositor, the Servicer and the Trustee will reasonably cooperate to amend the provisions of this Section 5.24 in order to comply with such amended reporting requirements and such amendment of this Section 5.24. Any such amendment shall be made in accordance with Section 12.03 without the consent of the Certificateholders, and may result in a change in the reports filed under the Exchange Act. Notwithstanding the foregoing, the Depositor, the Servicer and the Trustee shall not be obligated to enter into any amendment pursuant to this Section 5.24 that adversely affects its obligations and immunities under this Agreement.