Common use of Accounting and Reports to the Owner, the Internal Revenue Service and Others Clause in Contracts

Accounting and Reports to the Owner, the Internal Revenue Service and Others. (a) The Owner Trustee shall (a) maintain (or cause to be maintained) the books of the Trust on a fiscal year basis ending October 31 (or such other period as may be required by applicable law), with the first year being a short year ending October 31, 2016, and on the accrual method of accounting, (b) deliver to the Owner, as may be required by the Code and applicable Treasury Regulations, such information as may be required to enable the Owner to prepare its federal and state income tax returns, (c) file such tax returns relating to the Trust as directed by the Owner and make such elections as directed by the Owner 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 disregarded as a separate entity from the Owner for U.S. federal income tax purposes, and (d) in the event that during its term the Trust has more than one beneficial owner or member as determined for such purposes, deliver to each beneficial owner or member and file such returns as directed by the Owner to treat the Trust as a partnership. (b) By acceptance of its ownership interest in the Certificate, each beneficial owner agrees that in the event that the Trust is classified as a partnership for federal income tax purposes, the Depositor, for as long as it is the Owner, and thereafter, the largest percentage beneficial owner of the Certificate, shall be the “tax matters partner” of the Trust pursuant to the Code. If the Trust is classified as a partnership for federal income tax purposes (i) for any taxable period beginning before December 31, 2017, the “tax matters partner” shall represent the Trust in connection with all examinations of the Trust’s affairs by tax authorities, including resulting judicial and administrative proceedings, and (ii) for any taxable period beginning after December 31, 2017, the “tax matters partner” shall be designated as the “partnership representative” within the meaning of Section 6223 of the Code (as amended by P.L. 114-74, the Bipartisan Budget Act of 2015) and the Trust will, to the extent practicable, make the election described in Section 6226 of the Code (as amended by P.L. 114-74, the Bipartisan Budget Act of 2015). Finally, if the Trust is treated as a partnership for federal income tax purposes, the Trust will not elect to apply Section 6221-6241 of the Code (as amended by P.L. 114-74, the Bipartisan Budget Act of 2015) to any taxable period of the Trust beginning before December 31, 2017.

Accounting and Reports to the Owner, the Internal Revenue Service and Others. (a) The Owner Trustee (or the Administrator on its behalf pursuant to the Administration Agreement) shall (a) maintain (or cause to be maintained) the books of the Trust on a fiscal year basis ending October 31 (or such other period as may be required by applicable law), with the first year being a short year ending October 31, 20162017, and on the accrual method of accounting, (b) deliver to the Owner, as may be required by the Code and applicable Treasury Regulations, such information as may be required to enable the Owner to prepare its federal and state income tax returns, (c) file such tax returns relating to the Trust as directed by the Owner and make such elections as directed by the Owner 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 disregarded as a separate entity from the Owner for U.S. federal income tax purposes, and (d) in the event that during its term the Trust has more than one beneficial owner or member as determined for such purposes, deliver to each beneficial owner or member and file such returns as directed by the Owner to treat the Trust as a partnership. (b) By acceptance of its ownership interest in the Certificate, each beneficial owner agrees that in the event that the Trust is classified as a partnership for federal income tax purposes, the Depositor, for as long as it is the Owner, and thereafter, the largest percentage beneficial owner of the Certificate, shall be the “tax matters partner” of the Trust pursuant to the Code. If the Trust is classified as a partnership for federal income tax purposes (i) for any taxable period beginning on or before December 31, 2017, the “tax matters partner” shall represent the Trust in connection with all examinations of the Trust’s affairs by tax authorities, including resulting judicial and administrative proceedings, and (ii) for any taxable period beginning after December 31, 2017, the “tax matters partner” shall be designated as the “partnership representative” within the meaning of Section 6223 of the Code (as amended by P.L. 114-74, the Bipartisan Budget Act of 2015) and the Trust will, to the extent practicable, make the election described in Section 6226 of the Code (as amended by P.L. 114-74, the Bipartisan Budget Act of 2015). Finally, if the Trust is treated as a partnership for federal income tax purposes, the Trust will not elect to apply Section 6221-6241 of the Code (as amended by P.L. 114-74, the Bipartisan Budget Act of 2015) to any taxable period of the Trust beginning on or before December 31, 2017.

Accounting and Reports to the Owner, the Internal Revenue Service and Others. (a) The Owner Trustee (or the Administrator on its behalf pursuant to the Administration Agreement) shall (a) maintain (or cause to be maintained) the books of the Trust on a fiscal year basis using a 52 or 53 week fiscal year ending October 31 on the last Sunday in the reporting period (or such other period as may be required by applicable lawlaw or as otherwise determined by the Trust), with the first year being a short year ending October 31November 3, 20162019, and on the accrual method of accounting, (b) deliver to the Owner, as may be required by the Code and applicable Treasury Regulations, such information as may be required to enable the Owner to prepare its federal and state income tax returns, (c) file such tax returns relating to the Trust as directed by the Owner and make such elections as directed by the Owner 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 disregarded as a separate entity from the Owner for U.S. federal income tax purposes, and (d) in the event that during its term the Trust has more than one beneficial owner or member as determined for such purposes, deliver to each beneficial owner or member and file such returns as directed by the Owner to treat the Trust as a partnership. (b) By acceptance of its ownership interest in the Certificate, each beneficial owner agrees that in the event that the Trust is classified as a partnership for federal income tax purposes, the Depositor, for as long as it is the Owner, and thereafter, the largest percentage beneficial owner of the Certificate, shall be (i) the “tax matters partner” (within the meaning of the Trust pursuant Code Section 6231(a)(7) prior to the Code. If effectiveness of P.L. 114-74, the Trust is classified as a partnership Bipartisan Budget Act of 2015) for federal income applicable state and local tax purposes (i) for any taxable period beginning before December 31, 2017, the “tax matters partner” shall represent the Trust in connection with all examinations of the Trust’s affairs by tax authorities, including resulting judicial and administrative proceedings, and (ii) for any taxable period beginning after December 31, 2017, the “tax matters partner” shall be designated as the “partnership representative” within the meaning of Section 6223 of the Code Code, and the Trust will make the election described in Section 6226 of the Code. If the Trust is obligated to pay any amount to a governmental agency or body or to any other Person (as amended by or otherwise makes a payment) because of a Certificateholder’s status or otherwise specifically attributable to a Certificateholder (including any taxes arising under P.L. 114-74, the Bipartisan Budget Act of 2015) , and the Trust will, changes to the extent practicableCode relating thereto), make then such Certificateholder shall, at the election described in Section 6226 of Trust’s sole election, either (i) pay the Code entire amount (as amended by P.L. 114-74including any interest, the Bipartisan Budget Act of 2015). Finally, if penalties and expenses associated with such payment) the Trust is treated as a partnership for federal income tax purposes, obligated to pay because of such Certificateholder’s status or attributable to such Certificateholder to the Trust will not elect at least five days prior to apply Section 6221-6241 of the Code due date for such payment by the Trust, or (as amended ii) promptly reimburse the Trust in full for the entire amount any and all such amounts paid by P.L. 114-74, the Bipartisan Budget Act of 2015) to any taxable period or on behalf of the Trust beginning before December 31(including any interest, 2017penalties and expenses associated with such payment).

Accounting and Reports to the Owner, the Internal Revenue Service and Others. (a) The Owner Trustee (or the Administrator on its behalf pursuant to the Administration Agreement) shall (a) maintain (or cause to be maintained) the books of the Trust on a fiscal year basis using a 52 or 53 week fiscal year ending October 31 on the last Sunday in the reporting period (or such other period as may be required by applicable lawlaw or as otherwise determined by the Trust), with the first year being a short year ending October 3128, 20162018, and on the accrual method of accounting, (b) deliver to the Owner, as may be required by the Code and applicable Treasury Regulations, such information as may be required to enable the Owner to prepare its federal and state income tax returns, (c) file such tax returns relating to the Trust as directed by the Owner and make such elections as directed by the Owner 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 disregarded as a separate entity from the Owner for U.S. federal income tax purposes, and (d) in the event that during its term the Trust has more than one beneficial owner or member as determined for such purposes, deliver to each beneficial owner or member and file such returns as directed by the Owner to treat the Trust as a partnership. (b) By acceptance of its ownership interest in the Certificate, each beneficial owner agrees that in the event that the Trust is classified as a partnership for federal income tax purposes, the Depositor, for as long as it is the Owner, and thereafter, the largest percentage beneficial owner of the Certificate, shall be the “tax matters partner” of the Trust pursuant to the CodeCode (and pursuant to corresponding provisions of state and local law, including for taxable periods beginning after 2017). If the Trust is classified as a partnership for federal income tax purposes (i) for any taxable period beginning on or before December 31, 2017, the “tax matters partner” shall represent the Trust in connection with all examinations of the Trust’s affairs by tax authorities, including resulting judicial and administrative proceedings, and (ii) for any taxable period beginning after December 31, 2017, the “tax matters partner” shall be designated as the “partnership representative” within the meaning of Section 6223 of the Code (as amended by P.L. 114-74, the Bipartisan Budget Act of 2015) and the Trust will, to the extent practicable, make the election described in Section 6226 of the Code (as amended by P.L. 114-74, the Bipartisan Budget Act of 2015). Finally, if the Trust is treated as a partnership for federal income tax purposes, the Trust will not elect to apply Section 6221-6241 of the Code (as amended by P.L. 114-74, the Bipartisan Budget Act of 2015) to any taxable period of the Trust beginning on or before December 31, 2017.

Accounting and Reports to the Owner, the Internal Revenue Service and Others. (a) The Owner Trustee (or the Administrator on its behalf pursuant to the Administration Agreement) shall (a) maintain (or cause to be maintained) the books of the Trust on a fiscal year basis using a 52 or 53 week fiscal year ending October 31 on the last Sunday in the reporting period (or such other period as may be required by applicable lawlaw or as otherwise determined by the Trust), with the first year being a short year ending October 3130, 20162022, and on the accrual method of accounting, (b) deliver to the Owner, as may be required by the Code and applicable Treasury Regulations, such information as may be required to enable the Owner to prepare its federal and state income tax returns, (c) file such tax returns relating to the Trust as directed by the Owner and make such elections as directed by the Owner 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 disregarded as a separate entity from the Owner for U.S. federal income tax purposes, and (d) in the event that during its term the Trust has more than one beneficial owner or member as determined for such purposes, deliver to each beneficial owner or member and file such returns as directed by the Owner to treat the Trust as a partnership. (b) By acceptance of its ownership interest in the Certificate, each beneficial owner agrees that in the event that the Trust is classified as a partnership for federal income tax purposes, the Depositor, for as long as it is the Owner, and thereafter, the largest percentage beneficial owner of the Certificate, shall be (i) the “tax matters partner” (within the meaning of the Trust pursuant Code Section 6231(a)(7) prior to the Code. If effectiveness of P.L. 114-74, the Trust is classified as a partnership Bipartisan Budget Act of 2015) for federal income applicable state and local tax purposes (i) for any taxable period beginning before December 31, 2017, the “tax matters partner” shall represent the Trust in connection with all examinations of the Trust’s affairs by tax authorities, including resulting judicial and administrative proceedings, and (ii) for any taxable period beginning after December 31, 2017, the “tax matters partner” shall be designated as the “partnership representative” within the meaning of Section 6223 of the Code Code, and the Trust will make the election described in Section 6226 of the Code. If the Trust is obligated to pay any amount to a governmental agency or body or to any other Person (as amended by or otherwise makes a payment) because of a Certificateholder’s status or otherwise specifically attributable to a Certificateholder (including any taxes arising under P.L. 114-74, the Bipartisan Budget Act of 2015) , and the Trust will, changes to the extent practicableCode relating thereto), make then such Certificateholder shall, at the election described in Section 6226 of Trust’s sole election, either (i) pay the Code entire amount (as amended by P.L. 114-74including any interest, the Bipartisan Budget Act of 2015). Finally, if penalties and expenses associated with such payment) the Trust is treated as a partnership for federal income tax purposes, obligated to pay because of such Certificateholder’s status or attributable to such Certificateholder to the Trust will not elect at least five days prior to apply Section 6221-6241 of the Code due date for such payment by the Trust, or (as amended ii) promptly reimburse the Trust in full for the entire amount any and all such amounts paid by P.L. 114-74, the Bipartisan Budget Act of 2015) to any taxable period or on behalf of the Trust beginning before December 31(including any interest, 2017penalties and expenses associated with such payment).

Accounting and Reports to the Owner, the Internal Revenue Service and Others. (a) The Owner Trustee (or the Administrator on its behalf pursuant to the Administration Agreement) shall (a) maintain (or cause to be maintained) the books of the Trust on a fiscal year basis using a 52 or 53 week fiscal year ending October 31 on the last Sunday in the reporting period (or such other period as may be required by applicable lawlaw or as otherwise determined by the Trust), with the first year being a short year ending October 31, 20162021, and on the accrual method of accounting, (b) deliver to the Owner, as may be required by the Code and applicable Treasury Regulations, such information as may be required to enable the Owner to prepare its federal and state income tax returns, (c) file such tax returns relating to the Trust as directed by the Owner and make such elections as directed by the Owner 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 disregarded as a separate entity from the Owner for U.S. federal income tax purposes, and (d) in the event that during its term the Trust has more than one beneficial owner or member as determined for such purposes, deliver to each beneficial owner or member and file such returns as directed by the Owner to treat the Trust as a partnership. (b) By acceptance of its ownership interest in the Certificate, each beneficial owner agrees that in the event that the Trust is classified as a partnership for federal income tax purposes, the Depositor, for as long as it is the Owner, and thereafter, the largest percentage beneficial owner of the Certificate, shall be (i) the “tax matters partner” (within the meaning of the Trust pursuant Code Section 6231(a)(7) prior to the Code. If effectiveness of P.L. 114-74, the Trust is classified as a partnership Bipartisan Budget Act of 2015) for federal income applicable state and local tax purposes (i) for any taxable period beginning before December 31, 2017, the “tax matters partner” shall represent the Trust in connection with all examinations of the Trust’s affairs by tax authorities, including resulting judicial and administrative proceedings, and (ii) for any taxable period beginning after December 31, 2017, the “tax matters partner” shall be designated as the “partnership representative” within the meaning of Section 6223 of the Code Code, and the Trust will make the election described in Section 6226 of the Code. If the Trust is obligated to pay any amount to a governmental agency or body or to any other Person (as amended by or otherwise makes a payment) because of a Certificateholder’s status or otherwise specifically attributable to a Certificateholder (including any taxes arising under P.L. 114-74, the Bipartisan Budget Act of 2015) , and the Trust will, changes to the extent practicableCode relating thereto), make then such Certificateholder shall, at the election described in Section 6226 of Trust’s sole election, either (i) pay the Code entire amount (as amended by P.L. 114-74including any interest, the Bipartisan Budget Act of 2015). Finally, if penalties and expenses associated with such payment) the Trust is treated as a partnership for federal income tax purposes, obligated to pay because of such Certificateholder’s status or attributable to such Certificateholder to the Trust will not elect at least five days prior to apply Section 6221-6241 of the Code due date for such payment by the Trust, or (as amended ii) promptly reimburse the Trust in full for the entire amount any and all such amounts paid by P.L. 114-74, the Bipartisan Budget Act of 2015) to any taxable period or on behalf of the Trust beginning before December 31(including any interest, 2017penalties and expenses associated with such payment).

Accounting and Reports to the Owner, the Internal Revenue Service and Others. (a) The Owner Trustee (or the Administrator on its behalf pursuant to the Administration Agreement) shall (a) maintain (or cause to be maintained) the books of the Trust on a fiscal year basis using a 52 or 53 week fiscal year ending October 31 on the last Sunday in the reporting period (or such other period as may be required by applicable lawlaw or as otherwise determined by the Trust), with the first year being a short year ending October 3129, 20162023, and on the accrual method of accounting, (b) deliver to the Owner, as may be required by the Code and applicable Treasury Regulations, such information as may be required to enable the Owner to prepare its federal and state income tax returns, (c) file such tax returns relating to the Trust as directed by the Owner and make such elections as directed by the Owner 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 disregarded as a separate entity from the Owner for U.S. federal income tax purposes, and (d) in the event that during its term the Trust has more than one beneficial owner or member as determined for such purposes, deliver to each beneficial owner or member and file such returns as directed by the Owner to treat the Trust as a partnership. (b) By acceptance of its ownership interest in the Certificate, each beneficial owner agrees that in the event that the Trust is classified as a partnership for federal income tax purposes, the Depositor, for as long as it is the Owner, and thereafter, the largest percentage beneficial owner of the Certificate, shall be (i) the “tax matters partner” (within the meaning of the Trust pursuant Code Section 6231(a)(7) prior to the Code. If effectiveness of P.L. 114-74, the Trust is classified as a partnership Bipartisan Budget Act of 2015) for federal income applicable state and local tax purposes (i) for any taxable period beginning before December 31, 2017, the “tax matters partner” shall represent the Trust in connection with all examinations of the Trust’s affairs by tax authorities, including resulting judicial and administrative proceedings, and (ii) for any taxable period beginning after December 31, 2017, the “tax matters partner” shall be designated as the “partnership representative” within the meaning of Section 6223 of the Code Code, and the Trust will make the election described in Section 6226 of the Code. If the Trust is obligated to pay any amount to a governmental agency or body or to any other Person (as amended by or otherwise makes a payment) because of a Certificateholder’s status or otherwise specifically attributable to a Certificateholder (including any taxes arising under P.L. 114-74, the Bipartisan Budget Act of 2015) , and the Trust will, changes to the extent practicableCode relating thereto), make then such Certificateholder shall, at the election described in Section 6226 of Trust’s sole election, either (i) pay the Code entire amount (as amended by P.L. 114-74including any interest, the Bipartisan Budget Act of 2015). Finally, if penalties and expenses associated with such payment) the Trust is treated as a partnership for federal income tax purposes, obligated to pay because of such Certificateholder’s status or attributable to such Certificateholder to the Trust will not elect at least five days prior to apply Section 6221-6241 of the Code due date for such payment by the Trust, or (as amended ii) promptly reimburse the Trust in full for the entire amount any and all such amounts paid by P.L. 114-74, the Bipartisan Budget Act of 2015) to any taxable period or on behalf of the Trust beginning before December 31(including any interest, 2017penalties and expenses associated with such payment).

Accounting and Reports to the Owner, the Internal Revenue Service and Others. (a) The Owner Trustee (or the Administrator on its behalf pursuant to the Administration Agreement) shall (a) maintain (or cause to be maintained) the books of the Trust on a fiscal year basis using a 52 or 53 week fiscal year ending October 31 on the last Sunday in the reporting period (or such other period as may be required by applicable lawlaw or as otherwise determined by the Trust), with the first year being a short year ending October 3128, 201620XX, and on the accrual method of accounting, (b) deliver to the Owner, as may be required by the Code and applicable Treasury Regulations, such information as may be required to enable the Owner to prepare its federal and state income tax returns, (c) file such tax returns relating to the Trust as directed by the Owner and make such elections as directed by the Owner 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 disregarded as a separate entity from the Owner for U.S. federal income tax purposes, and (d) in the event that during its term the Trust has more than one beneficial owner or member as determined for such purposes, deliver to each beneficial owner or member and file such returns as directed by the Owner to treat the Trust as a partnership. (b) By acceptance of its ownership interest in the Certificate, each beneficial owner agrees that in the event that the Trust is classified as a partnership for federal income tax purposes, the Depositor, for as long as it is the Owner, and thereafter, the largest percentage beneficial owner of the Certificate, shall be (i) the “tax matters partner” (within the meaning of the Trust pursuant Code Section 6231(a)(7) prior to the Code. If effectiveness of P.L. 114-74, the Trust is classified as a partnership Bipartisan Budget Act of 2015) for federal income applicable state and local tax purposes (i) for any taxable period beginning before December 31, 2017, the “tax matters partner” shall represent the Trust in connection with all examinations of the Trust’s affairs by tax authorities, including resulting judicial and administrative proceedings, and (ii) for any taxable period beginning after December 31, 2017, the “tax matters partner” shall be designated as the “partnership representative” within the meaning of Section 6223 of the Code Code, and the Trust will make the election described in Section 6226 of the Code. If the Trust is obligated to pay any amount to a governmental agency or body or to any other Person (as amended by or otherwise makes a payment) because of a Certificateholder’s status or otherwise specifically attributable to a Certificateholder (including any taxes arising under P.L. 114-74, the Bipartisan Budget Act of 2015) , and the Trust will, changes to the extent practicableCode relating thereto), make then such Certificateholder shall, at the election described in Section 6226 of Trust’s sole election, either (i) pay the Code entire amount (as amended by P.L. 114-74including any interest, the Bipartisan Budget Act of 2015). Finally, if penalties and expenses associated with such payment) the Trust is treated as a partnership for federal income tax purposes, obligated to pay because of such Certificateholder’s status or attributable to such Certificateholder to the Trust will not elect at least five days prior to apply Section 6221-6241 of the Code due date for such payment by the Trust, or (as amended ii) promptly reimburse the Trust in full for the entire amount any and all such amounts paid by P.L. 114-74, the Bipartisan Budget Act of 2015) to any taxable period or on behalf of the Trust beginning before December 31(including any interest, 2017penalties and expenses associated with such payment).

Accounting and Reports to the Owner, the Internal Revenue Service and Others. (a) The Owner Trustee (or the Administrator on its behalf pursuant to the Administration Agreement) shall (a) maintain (or cause to be maintained) the books of the Trust on a fiscal year basis using a 52 or 53 week fiscal year ending October 31 on the last Sunday in the reporting period (or such other period as may be required by applicable lawlaw or as otherwise determined by the Trust), with the first year being a short year ending October 31November 1, 20162020, and on the accrual method of accounting, (b) deliver to the Owner, as may be required by the Code and applicable Treasury Regulations, such information as may be required to enable the Owner to prepare its federal and state income tax returns, (c) file such tax returns relating to the Trust as directed by the Owner and make such elections as directed by the Owner 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 disregarded as a separate entity from the Owner for U.S. federal income tax purposes, and (d) in the event that during its term the Trust has more than one beneficial owner or member as determined for such purposes, deliver to each beneficial owner or member and file such returns as directed by the Owner to treat the Trust as a partnership. (b) By acceptance of its ownership interest in the Certificate, each beneficial owner agrees that in the event that the Trust is classified as a partnership for federal income tax purposes, the Depositor, for as long as it is the Owner, and thereafter, the largest percentage beneficial owner of the Certificate, shall be (i) the “tax matters partner” (within the meaning of the Trust pursuant Code Section 6231(a)(7) prior to the Code. If effectiveness of P.L. 114-74, the Trust is classified as a partnership Bipartisan Budget Act of 2015) for federal income applicable state and local tax purposes (i) for any taxable period beginning before December 31, 2017, the “tax matters partner” shall represent the Trust in connection with all examinations of the Trust’s affairs by tax authorities, including resulting judicial and administrative proceedings, and (ii) for any taxable period beginning after December 31, 2017, the “tax matters partner” shall be designated as the “partnership representative” within the meaning of Section 6223 of the Code Code, and the Trust will make the election described in Section 6226 of the Code. If the Trust is obligated to pay any amount to a governmental agency or body or to any other Person (as amended by or otherwise makes a payment) because of a Certificateholder’s status or otherwise specifically attributable to a Certificateholder (including any taxes arising under P.L. 114-74, the Bipartisan Budget Act of 2015) , and the Trust will, changes to the extent practicableCode relating thereto), make then such Certificateholder shall, at the election described in Section 6226 of Trust’s sole election, either (i) pay the Code entire amount (as amended by P.L. 114-74including any interest, the Bipartisan Budget Act of 2015). Finally, if penalties and expenses associated with such payment) the Trust is treated as a partnership for federal income tax purposes, obligated to pay because of such Certificateholder’s status or attributable to such Certificateholder to the Trust will not elect at least five days prior to apply Section 6221-6241 of the Code due date for such payment by the Trust, or (as amended ii) promptly reimburse the Trust in full for the entire amount any and all such amounts paid by P.L. 114-74, the Bipartisan Budget Act of 2015) to any taxable period or on behalf of the Trust beginning before December 31(including any interest, 2017penalties and expenses associated with such payment).

Accounting and Reports to the Owner, the Internal Revenue Service and Others. (a) The Owner Trustee (or the Administrator on its behalf pursuant to the Administration Agreement) shall (a) maintain (or cause to be maintained) the books of the Trust on a fiscal year basis using a 52 or 53 week fiscal year ending October 31 on the last Sunday in the reporting period (or such other period as may be required by applicable lawlaw or as otherwise determined by the Trust), with the first year being a short year ending October 31[__], 201620[__], and on the accrual method of accounting, (b) deliver to the Owner, as may be required by the Code and applicable Treasury Regulations, such information as may be required to enable the Owner to prepare its federal and state income tax returns, (c) file such tax returns relating to the Trust as directed by the Owner and make such elections as directed by the Owner 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 disregarded as a separate entity from the Owner for U.S. federal income tax purposes, and (d) in the event that during its term the Trust has more than one beneficial owner or member as determined for such purposes, deliver to each beneficial owner or member and file such returns as directed by the Owner to treat the Trust as a partnership. (b) By acceptance of its ownership interest in the Certificate, each beneficial owner agrees that in the event that the Trust is classified as a partnership for federal income tax purposes, the Depositor, for as long as it is the Owner, and thereafter, the largest percentage beneficial owner of the Certificate, shall be (i) the “tax matters partner” (within the meaning of the Trust pursuant Code Section 6231(a)(7) prior to the Code. If effectiveness of P.L. 114-74, the Trust is classified as a partnership Bipartisan Budget Act of 2015) for federal income applicable state and local tax purposes (i) for any taxable period beginning before December 31, 2017, the “tax matters partner” shall represent the Trust in connection with all examinations of the Trust’s affairs by tax authorities, including resulting judicial and administrative proceedings, and (ii) for any taxable period beginning after December 31, 2017, the “tax matters partner” shall be designated as the “partnership representative” within the meaning of Section 6223 of the Code Code, and the Trust will make the election described in Section 6226 of the Code. If the Trust is obligated to pay any amount to a governmental agency or body or to any other Person (as amended by or otherwise makes a payment) because of a Certificateholder’s status or otherwise specifically attributable to a Certificateholder (including any taxes arising under P.L. 114-74, the Bipartisan Budget Act of 2015) , and the Trust will, changes to the extent practicableCode relating thereto), make then such Certificateholder shall, at the election described in Section 6226 of Trust’s sole election, either (i) pay the Code entire amount (as amended by P.L. 114-74including any interest, the Bipartisan Budget Act of 2015). Finally, if penalties and expenses associated with such payment) the Trust is treated as a partnership for federal income tax purposes, obligated to pay because of such Certificateholder’s status or attributable to such Certificateholder to the Trust will not elect at least five days prior to apply Section 6221-6241 of the Code due date for such payment by the Trust, or (as amended ii) promptly reimburse the Trust in full for the entire amount any and all such amounts paid by P.L. 114-74, the Bipartisan Budget Act of 2015) to any taxable period or on behalf of the Trust beginning before December 31(including any interest, 2017penalties and expenses associated with such payment).