Common use of Annual Independent Accountant’s Servicing Report; Master Servicer Certification Clause in Contracts

Annual Independent Accountant’s Servicing Report; Master Servicer Certification. If the Master Servicer has, during the course of any fiscal year, directly serviced any of the Mortgage Loans, then the Master Servicer at its expense shall cause a nationally recognized firm of independent certified public accountants to furnish a statement to the Grantor Trustee, the Rating Agencies and the Depositor on or before March 1 of each year, commencing on March 1, 2006 to the effect that, with respect to the most recently ended fiscal year, such firm has examined certain records and documents relating to the Master Servicer's performance of its servicing obligations under this Agreement and pooling and servicing and trust agreements in material respects similar to this Agreement and to each other and that, on the basis of such examination conducted substantially in compliance with the audit program for mortgages serviced for Xxxxxxx Mac or the Uniform Single Attestation Program for Mortgage Bankers, such firm is of the opinion that the Master Servicer's activities have been conducted in compliance with this Agreement, or that such examination has disclosed no material items of noncompliance except for (i) such exceptions as such firm believes to be immaterial, (ii) such other exceptions as are set forth in such statement and (iii) such exceptions that the Uniform Single Attestation Program for Mortgage Bankers or the Audit Program for Mortgages Serviced by Xxxxxxx Mac requires it to report. Copies of such statements shall be provided to any Grantor Trust Certificateholder upon request by the Master Servicer, or by the Grantor Trustee at the expense of the Master Servicer if the Master Servicer shall fail to provide such copies. If such report discloses exceptions that are material, the Master Servicer shall advise the Grantor Trustee whether such exceptions have been or are susceptible of cure and will take prompt action to do so. Prior to (i) March 15, 2006 and (ii) unless and until a Form 15 Suspension Notice shall have been filed, prior to March 15 of each year thereafter, the Master Servicer shall provide the Securities Administrator with a Master Servicer Certification, together with a copy of the annual independent accountant's servicing report and annual statement of compliance of the Servicer, in each case, required to be delivered pursuant to the Xxxxx Fargo Servicing Agreement, and, if applicable, the annual independent accountant's servicing report and annual statement of compliance to be delivered by the Master Servicer pursuant to this Agreement.

Annual Independent Accountant’s Servicing Report; Master Servicer Certification. If the Master Servicer has, during the course of any fiscal calendar year, directly serviced any of the Mortgage Loans, then the Master Servicer at its expense shall cause a nationally recognized firm of independent certified public accountants to furnish a statement to the Grantor Trustee, the Rating Agencies and the Depositor on or before March 1 of each year, commencing on March 1, 2006 to the effect that, with respect to the most recently ended fiscal calendar year, such firm has examined certain records and documents relating to the Master Servicer's ’s performance of its servicing obligations under this Agreement and pooling and servicing indenture and trust agreements in material respects similar to this Agreement and to each other and that, on the basis of such examination conducted substantially in compliance with the audit program for mortgages serviced for Xxxxxxx Mac or the Uniform Single Attestation Program for Mortgage Bankers, such firm is of the opinion that the Master Servicer's ’s activities have been conducted in compliance with this Agreement, or that such examination has disclosed no material items of noncompliance except for (i) such exceptions as such firm believes to be immaterial, (ii) such other exceptions as are set forth in such statement and (iii) such exceptions that the Uniform Single Attestation Program for Mortgage Bankers or the Audit Program for Mortgages Serviced by Xxxxxxx Mac requires it to report. Copies of such statements shall be provided to any Grantor Trust Certificateholder upon request by the Master Servicer, or by the Grantor Trustee at the expense of the Master Servicer if the Master Servicer shall fail to provide such copies. If such report discloses exceptions that are material, the Master Servicer shall advise the Grantor Trustee whether such exceptions have been or are susceptible of cure and will take prompt action to do so. Prior to (i) March 15, 2006 and (ii) unless and until a Form 15 Suspension Notice shall have been filed, prior to March 15 of each year thereafter, the Master Servicer shall provide the Securities Administrator with a Master Servicer Certification, together with a copy of the annual independent accountant's ’s servicing report and annual statement of compliance of the Servicer, in each case, required to be delivered pursuant to the Xxxxx Fargo Servicing Agreement, and, if applicable, the annual independent accountant's ’s servicing report and annual statement of compliance to be delivered by the Master Servicer pursuant to this Agreement.

Annual Independent Accountant’s Servicing Report; Master Servicer Certification. If the Master Servicer has, during the course of any fiscal calendar year, directly serviced any of the Mortgage Loans, then the Master Servicer at its expense shall cause a nationally recognized firm of independent certified public accountants to furnish a statement to the Grantor Trustee, the Rating Agencies and the Depositor on or before March 1 of each year, commencing on March 1, 2006 to the effect that, with respect to the most recently ended fiscal calendar year, such firm has examined certain records and documents relating to the Master Servicer's ’s performance of its servicing obligations under this Agreement and pooling and servicing indenture and trust agreements in material respects similar to this Agreement and to each other and that, on the basis of such examination conducted substantially in compliance with the audit program for mortgages serviced for Xxxxxxx Fxxxxxx Mac or the Uniform Single Attestation Program for Mortgage Bankers, such firm is of the opinion that the Master Servicer's ’s activities have been conducted in compliance with this Agreement, or that such examination has disclosed no material items of noncompliance except for (i) such exceptions as such firm believes to be immaterial, (ii) such other exceptions as are set forth in such statement and (iii) such exceptions that the Uniform Single Attestation Program for Mortgage Bankers or the Audit Program for Mortgages Serviced by Xxxxxxx Fxxxxxx Mac requires it to report. Copies of such statements shall be provided to any Grantor Trust Certificateholder upon request by the Master Servicer, or by the Grantor Trustee at the expense of the Master Servicer if the Master Servicer shall fail to provide such copies. If such report discloses exceptions that are material, the Master Servicer shall advise the Grantor Trustee whether such exceptions have been or are susceptible of cure and will take prompt action to do so. Prior to (i) March 15, 2006 and (ii) unless and until a Form 15 Suspension Notice shall have been filed, prior to March 15 of each year thereafter, the Master Servicer shall provide the Securities Administrator with a Master Servicer Certification, together with a copy of the annual independent accountant's ’s servicing report and annual statement of compliance of the Servicer, in each case, required to be delivered pursuant to the Xxxxx Wxxxx Fargo Servicing Agreement, and, if applicable, the annual independent accountant's ’s servicing report and annual statement of compliance to be delivered by the Master Servicer pursuant to this Agreement.

Annual Independent Accountant’s Servicing Report; Master Servicer Certification. If the Master Servicer has, during the course of any fiscal calendar year, directly serviced any of the Mortgage Loans, then the Master Servicer at its expense shall cause a nationally recognized firm of independent certified public accountants to furnish a statement to the Grantor Issuer, the Securities Administrator, the Indenture Trustee, the Rating Agencies and the Depositor on or before March 1 of each year, commencing on March 1, 2006 2007 to the effect that, with respect to the most recently ended fiscal calendar year, such firm has examined certain records and documents relating to the Master Servicer's ’s performance of its servicing obligations under this Agreement and pooling and servicing indenture and trust agreements in material respects similar to this Agreement and to each other and that, on the basis of such examination conducted substantially in compliance with the audit program for mortgages serviced for Xxxxxxx Mac or the Uniform Single Attestation Program for Mortgage Bankers, such firm is of the opinion that the Master Servicer's ’s activities have been conducted in compliance with this Agreement, or that such examination has disclosed no material items of noncompliance except for (i) such exceptions as such firm believes to be immaterial, (ii) such other exceptions as are set forth in such statement and (iii) such exceptions that the Uniform Single Attestation Program for Mortgage Bankers or the Audit Program for Mortgages Serviced by Xxxxxxx Mac requires it to report. Copies of such statements shall be provided to any Grantor Trust Certificateholder Noteholder upon request by the Master Servicer, or by the Grantor Indenture Trustee at the expense of the Master Servicer if the Master Servicer shall fail to provide such copies. If such report discloses exceptions that are material, the Master Servicer shall advise the Grantor Indenture Trustee whether such exceptions have been or are susceptible of cure and will take prompt action to do so. Prior to (i) March 15, 2006 and (ii) unless and until a Form 15 Suspension Notice shall have been filed, prior to March 15 of each year thereafter, the Master Servicer shall provide the Securities Administrator with a Master Servicer Certification, together with a copy of the annual independent accountant's ’s servicing report and annual statement of compliance of the Servicer, in each case, required to be delivered pursuant to the Xxxxx Fargo Servicing Agreement, and, if applicable, the annual independent accountant's ’s servicing report and annual statement of compliance to be delivered by the Master Servicer pursuant to this Agreement.