Common use of Accounting and Records to the Noteholders, Certificateholders, the Internal Revenue Service and Others Clause in Contracts

Accounting and Records to the Noteholders, Certificateholders, the Internal Revenue Service and Others. Subject to Sections 12.1(b)(iii) and 12.1(c) of the Sale and Servicing Agreement, the Servicer, on behalf of the Trust and Depositor, shall (a) maintain or cause to be maintained the books of the Trust on a calendar year basis on the accrual method of accounting, including, without limitation, the allocations of net income under Section 2.11, (b) deliver (or cause to be delivered) to each Certificateholder, as may be required by the Code and applicable Treasury Regulations, such information as may be required (including Schedule K-1, if applicable) to enable each Certificateholder to prepare its federal and state income tax returns, (c) file or cause to be filed, if necessary, such tax returns relating to the Trust (including a partnership information return, Form 1065, if applicable), and direct the Owner Trustee to or may itself, as the case may be, make such elections as may from time to time be required or appropriate under any applicable state or federal statute or rule or regulation thereunder so as to maintain the Trust’s characterization as a disregarded entity, or if applicable, as a partnership, for federal income tax purposes and (d) collect or cause to be collected any withholding tax as described in and in accordance with the Sale and Serving Agreement or the Series Supplement with respect to income or distributions to Certificateholders and the appropriate forms relating thereto. The Owner Trustee or the Servicer, as the case may be, shall make all elections pursuant to this Section 5.1 as directed in writing by the Depositor. The Owner Trustee shall sign all tax information returns, if any, filed pursuant to this Section 5.1 and any other returns as may be required by law, and in doing so shall rely entirely upon, and shall have no liability for information provided by, or calculations provided by, the Depositor or the Servicer. The Owner Trustee shall elect under Section 1278 of the Code to include in income currently any market discount that accrues with respect to the Receivables. The Owner Trustee shall not make the election provided under Section 754 of the Code unless required by law.

Accounting and Records to the Noteholders, Certificateholders, the Internal Revenue Service and Others. Subject to Sections 12.1(b)(iii) and 12.1(c) of the Master Sale and Servicing Agreement, the Servicer, on behalf of the Trust and Depositor, Master Servicer shall (a) maintain (or cause to be maintained maintained) the books of the Trust on a calendar year basis on the accrual method of accounting, including, without limitation, the allocations of net income under Section 2.11, (b) deliver (or cause to be delivered) to each Certificateholder, as may be required by the Code and applicable Treasury Regulations, such information as may be required (including Schedule K-1, if applicable) to enable each Certificateholder to prepare its federal Federal and state income tax returns, (c) file or cause to be filed, if necessary, such tax returns relating to the Trust (including a partnership information return, Form 1065, if applicable), and direct the Owner Trustee to or may itselfthe Master Servicer, as the case may be, to make such elections as may from time to time be required or appropriate under any applicable state or federal Federal statute or rule or regulation thereunder so as to maintain the Trust’s 's characterization as a disregarded entitybranch, or if applicable, as a partnership, for federal Federal income tax purposes and (d) collect or cause to be collected any withholding tax as described in and in accordance with the Master Sale and Serving Agreement or the Series Supplement with respect to income or distributions to Certificateholders and the appropriate forms relating thereto. The Owner Trustee or the Master Servicer, as the case may be, shall make all elections pursuant to this Section 5.1 as directed in writing by the Depositor. The Owner Trustee shall sign all tax information returns, if any, filed pursuant to this Section 5.1 and any other returns as may be required by law, and in doing so shall rely entirely upon, and shall have no liability for information provided by, or calculations provided by, the Depositor or the Master Servicer. The Owner Trustee shall elect under Section 1278 of the Code to include in income currently any market discount that accrues with respect to the Receivables. The Owner Trustee shall not make the election provided under Section 754 of the Code unless required by lawCode.

Accounting and Records to the Noteholders, Certificateholders, the Internal Revenue Service and Others. Subject to Sections 12.1(b)(iii) and 12.1(c) of the Master Sale and Servicing Agreement, the Servicer, on behalf of the Trust and Depositor, Master Servicer shall (a) maintain (or cause to be maintained maintained) the books of the Trust on a calendar year basis on the accrual method of accounting, including, without limitation, the allocations of net income under Section 2.11, (b) deliver (or cause to be delivered) to each Certificateholder, as may be required by the Code and applicable Treasury Regulations, such information as may be required (including Schedule K-1, if applicable) to enable each Certificateholder to prepare its federal Federal and state income tax returns, (c) file or cause to be filed, if necessary, such tax returns relating to the Trust (including a partnership information return, Form 1065, if applicable), and direct the Owner Trustee to or may itselfthe Master Servicer, as the case may be, to make such elections as may from time to time be required or appropriate under any applicable state or federal Federal statute or rule or regulation thereunder so as to maintain the Trust’s characterization as a disregarded entitybranch, or if applicable, as a partnership, for federal Federal income tax purposes and (d) collect or cause to be collected any withholding tax as described in and in accordance with the Master Sale and Serving Agreement or the Series Supplement with respect to income or distributions to Certificateholders and the appropriate forms relating thereto. The Owner Trustee or the Master Servicer, as the case may be, shall make all elections pursuant to this Section 5.1 as directed in writing by the Depositor. The Owner Trustee shall sign all tax information returns, if any, filed pursuant to this Section 5.1 and any other returns as may be required by law, and in doing so shall rely entirely upon, and shall have no liability for information provided by, or calculations provided by, the Depositor or the Master Servicer. The Owner Trustee shall elect under Section 1278 of the Code to include in income currently any market discount that accrues with respect to the Receivables. The Owner Trustee shall not make the election provided under Section 754 of the Code unless required by lawCode.

Accounting and Records to the Noteholders, Certificateholders, the Internal Revenue Service and Others. Subject to Sections 12.1(b)(iii) and 12.1(c) of the Master Sale and Servicing Agreement, the Master Servicer, on behalf of the Trust and Depositor, shall (a) maintain or cause to be maintained the books of the Trust on a calendar year basis on the accrual method of accounting, including, without limitation, the allocations of net income under Section 2.11, (b) deliver (or cause to be delivered) to each Certificateholder, as may be required by the Code and applicable Treasury Regulations, such information as may be required (including Schedule K-1, if applicable) to enable each Certificateholder to prepare its federal and state income tax returns, (c) file or cause to be filed, if necessary, such tax returns relating to the Trust (including a partnership information return, Form 1065, if applicable), and direct the Owner Trustee to or may itself, as the case may be, make such elections as may from time to time be required or appropriate under any applicable state or federal statute or rule or regulation thereunder so as to maintain the Trust’s characterization as a disregarded entity, or if applicable, as a partnership, for federal income tax purposes and (d) collect or cause to be collected any withholding tax as described in and in accordance with the Master Sale and Serving Agreement or the Series Supplement with respect to income or distributions to Certificateholders and the appropriate forms relating thereto. The Owner Trustee or the Master Servicer, as the case may be, shall make all elections pursuant to this Section 5.1 as directed in writing by the Depositor. The Owner Trustee shall sign all tax information returns, if any, filed pursuant to this Section 5.1 and any other returns as may be required by law, and in doing so shall rely entirely upon, and shall have no liability for information provided by, or calculations provided by, the Depositor or the Master Servicer. The Owner Trustee shall elect under Section 1278 of the Code to include in income currently any market discount that accrues with respect to the Receivables. The Owner Trustee shall not make the election provided under Section 754 of the Code unless required by law.

Accounting and Records to the Noteholders, Certificateholders, the Internal Revenue Service and Others. Subject to Sections 12.1(b)(iii5.1(b)(iii) and 12.1(c5.1(c) of the Sale and Servicing Agreement, the Servicer, on behalf of the Trust and Depositor, Sponsor shall (a) maintain (or cause to be maintained maintained) the books of the Trust on a calendar year basis on the accrual method of accounting, including, without limitation, the allocations of net income under Section 2.112.11 hereof, (b) deliver (or cause to be delivered) to each Certificateholder, as may be required by the Code and applicable Treasury Regulations, such information as may be required (including Schedule K-1, if applicable) to enable each Certificateholder to prepare its federal Federal and state income tax returns, (c) file or cause to be filed, if necessary, such tax returns relating to the Trust (including a partnership information return, Form 1065, if applicable), and direct the Owner Trustee to or may itselfthe Master Servicer, as the case may be, to make such elections as may from time to time be required or appropriate under any applicable state or federal Federal statute or rule or regulation thereunder so as to maintain the Trust’s 's characterization as a disregarded entitybranch, or if applicable, as a partnership, for federal Federal income tax purposes and (d) collect or cause to be collected any withholding tax as described in and in accordance with Section 5.1(b)(ii) of the Sale and Serving Servicing Agreement or the Series Supplement with respect to income or distributions to Certificateholders and the appropriate forms relating thereto. The Owner Trustee or the Master Servicer, as the case may be, shall make all elections pursuant to this Section 5.1 as directed in writing by the DepositorSponsor. The Owner Trustee shall sign all tax information returnsreturns presented to it in final execution form, if any, filed pursuant to this Section 5.1 and any other returns as may be required by law, and in doing so shall rely entirely upon, and shall have no liability for information provided by, or calculations provided by, the Depositor or the Servicer. The Owner Trustee shall elect under Section 1278 of the Code to include in income currently any market discount that accrues with respect to the Receivables. The Owner Trustee shall not make the election provided under Section 754 of the Code unless required by law.information

Accounting and Records to the Noteholders, Certificateholders, the Internal Revenue Service and Others. Subject to Sections 12.1(b)(iii) and 12.1(c) of the Master Sale and Servicing Agreement, the Servicer, on behalf of the Trust and Depositor, Master Servicer shall (a) maintain (or cause to be maintained maintained) the books of the Trust on a calendar year basis on the accrual method of accounting, including, without limitation, the allocations of net income under Section 2.11, (b) deliver (or cause to be delivered) to each Certificateholder, as may be required by the Code and applicable Treasury Regulations, such information as may be required (including Schedule K-1, if applicable) to enable each Certificateholder to prepare its federal and state income tax returns, (c) file or cause to be filed, if necessary, such tax returns relating to the Trust (including a partnership information return, Form 1065, if applicable), and direct the Owner Trustee to or may itselfthe Master Servicer, as the case may be, to make such elections as may from time to time be required or appropriate under any applicable state or federal statute or rule or regulation thereunder so as to maintain the Trust’s characterization as a disregarded entity, or if applicable, as a partnership, for federal income tax purposes and (d) collect or cause to be collected any withholding tax as described in and in accordance with the Master Sale and Serving Agreement or the Series Supplement with respect to income or distributions to Certificateholders and the appropriate forms relating thereto. The Owner Trustee or the Master Servicer, as the case may be, shall make all elections pursuant to this Section 5.1 as directed in writing by the Depositor. The Owner Trustee shall sign all tax information returns, if any, filed pursuant to this Section 5.1 and any other returns as may be required by law, and in doing so shall rely entirely upon, and shall have no liability for information provided by, or calculations provided by, the Depositor or the Master Servicer. The Owner Trustee shall elect under Section 1278 of the Code to include in income currently any market discount that accrues with respect to the Receivables. The Owner Trustee shall not make the election provided under Section 754 of the Code unless required by lawCode.

Accounting and Records to the Noteholders, Certificateholders, the Internal Revenue Service and Others. Subject to Sections 12.1(b)(iii5.1(b)(iii) and 12.1(c5.1(c) of the Sale and Servicing Agreement, the Servicer, on behalf of the Trust and Depositor, Sponsor shall (a) maintain (or cause to be maintained maintained) the books of the Trust on a calendar year basis on the accrual method of accounting, including, without limitation, the allocations of net income under Section 2.11, (b) deliver (or cause to be delivered) to each Certificateholder, as may be required by the Code and applicable Treasury Regulations, such information as may be required (including Schedule K-1, if applicable) to enable each Certificateholder to prepare its federal Federal and state income tax returns, (c) file or cause to be filed, if necessary, filed such tax returns relating to the Trust (including a partnership information corporate return, Form 1065, if applicable1120), and direct the Owner Trustee to or may itselfthe Master Servicer, as the case may be, to make such elections and file such forms as may from time to time be required or appropriate under any applicable state or federal Federal statute or rule or regulation thereunder so as to maintain given the Trust’s 's characterization as a disregarded entitycorporation, or if applicable, as a partnership, for federal Federal income tax purposes and (d) collect or cause to be collected any withholding tax as described in and in accordance with Section 5.1(b)(ii) of the Sale and Serving Servicing Agreement or the Series Supplement with respect to income or distributions to Certificateholders and the appropriate forms relating thereto. The Owner Trustee or the Master Servicer, as the case may be, shall make all elections pursuant to this Section 5.1 as directed in writing by the DepositorSponsor. The Owner Trustee shall sign all tax information returnsreturns presented to it in final execution form, if any, filed pursuant to this Section 5.1 and any other returns as may be required by law, and in doing so shall rely entirely upon, and shall have no liability for information provided by, or calculations provided by, the Depositor Sponsor or the Master Servicer. The Owner Trustee shall elect under Section 1278 of the Code on behalf of the Trust to include in income currently any market discount that accrues with respect to the Receivables. The Owner Trustee shall not make the election provided under Section 754 of the Code unless required by lawMortgage Loans.

Accounting and Records to the Noteholders, Certificateholders, the Internal Revenue Service and Others. Subject to Sections 12.1(b)(iii) and 12.1(c) of the Sale and Servicing Agreement, the Servicer, on behalf of the Trust and Depositor, General Partner shall (a) maintain (or cause to be maintained maintained) the books of the Trust on a calendar year basis on the accrual method of accounting, including, without limitation, the allocations of net income under Section 2.11, (b) deliver (or cause to be delivered) to each CertificateholderCertificateholder or Owner, as may be required by the Code and applicable Treasury Regulations, such information as may be required (including Schedule K-1, if applicable) to enable each Certificateholder or Owner to prepare its federal Federal and state income tax returns, (c) file or cause to be filed, if necessary, filed such tax returns relating to the Trust (including a partnership information return, Form 1065, if applicable), and direct the Owner Trustee to or may itself, as the case may be, make such elections as may from time to time be required or appropriate under any applicable state or federal Federal statute or rule or regulation thereunder so as to maintain the Trust’s 's characterization as a disregarded entity, or if applicable, as a partnership, partnership for federal Federal income tax purposes and (d) collect or cause to be collected any withholding tax as described in and in accordance with Section 5.9 of the Sale and Serving Agreement or the Series Supplement with respect to income or distributions to Certificateholders and the appropriate forms relating thereto. The Owner Trustee or the Servicer, as the case may be, shall make all elections pursuant to this Section 5.1 as directed in writing by the DepositorGeneral Partner. The Owner Trustee shall sign all tax information returns, if any, returns filed pursuant to this Section 5.1 and any other returns as may be required by law, and in doing so shall rely entirely upon, and shall have no liability for information provided by, or calculations provided by, the Depositor or the ServicerGeneral Partner. The Owner Trustee shall elect under Section 1278 of the Code to include in income currently any market discount that accrues with respect to the Receivables. The Owner Trustee shall not make the election provided under Section 754 of the Code unless required by lawCode.