Common use of Annual Independent Public Accountant’s Servicing Reports Clause in Contracts

Annual Independent Public Accountant’s Servicing Reports. The Servicer will cause a nationally recognized auditing firm (who may also render other services to the Servicer) to furnish to the Administrative Agent, each Lender and the Collateral Agent within ninety (90) days following the end of each fiscal year of the Servicer, commencing with the fiscal year ending on December 31, 2020, a report covering such fiscal year to the effect that such auditors have applied certain agreed-upon procedures (a copy of which procedures are attached hereto as Schedule III, it being understood that the Servicer and the Administrative Agent will provide an updated Schedule III, acceptable to each of the Servicer and the Administrative Agent, reflecting any further amendments to such Schedule III prior to the issuance of the first such agreed-upon procedures report, a copy of which shall replace the then existing Schedule III) to certain documents and records relating to the Collateral under any Transaction Document, compared the information contained in the Servicing Reports and the Servicer's Certificates delivered during the period covered by such report with such documents and records and that no matters came to the attention of such auditors that caused them to believe that such servicing was not conducted in compliance with this Article VI, except for such exceptions as such auditors shall believe to be immaterial and such other exceptions as shall be set forth in such statement. So long as no Event of Default or Servicer Default has occurred and is continuing, no more than one such visit or inspection shall be at the expense of the Borrower (which such visit, inspection or audit shall be consolidated with any visit, inspection or audit under Section 5.01(u), Section 6.11 and Section 11.10 and under Section 10.15 of the applicable Purchase and Sale Agreement).

Annual Independent Public Accountant’s Servicing Reports. The Servicer will cause a firm of nationally recognized auditing firm independent public accountants (who may also render other services to the Servicer) to furnish to the Administrative Agent, each Lender and the Collateral Agent Trustee, within ninety (90) 90 days following the end of each fiscal year of the Servicer, commencing with the : (i) a report relating to such fiscal year ending to the effect that (a) such firm has reviewed certain documents and records relating to the servicing of the Collateral, and (b) based on December 31such examination, 2020such firm is of the opinion that the Servicing Reports for such year were prepared in compliance with this Agreement, except for such exceptions as it believes to be immaterial and such other exceptions as will be set forth in such firm’s report and (ii) a report covering such fiscal year to the effect that such auditors accountants have applied certain agreed-upon procedures (a copy draft of which procedures are attached hereto as Schedule IIIV, it being understood that the Servicer and the Administrative Agent will provide an updated Schedule III, acceptable to each of the Servicer and the Administrative Agent, V reflecting any further amendments relating to such Schedule III V prior to the issuance of the first such agreed-upon procedures report, a copy of which shall replace the then existing Schedule III) to certain documents and records relating to the Collateral under any Transaction Document, compared the information contained in the Servicing Reports and the Servicer's ’s Certificates delivered during the period covered by such report with such documents and records and that no matters came to the attention of such auditors accountants that caused them to believe that such servicing was not conducted in compliance with this Article VI, except for such exceptions as such auditors accountants shall believe to be immaterial and such other exceptions as shall be set forth in such statement. So long as no Event of Default or Servicer Default has occurred and is continuing, no more than one such visit or inspection shall be at the expense of the Borrower (which such visit, inspection or audit shall be consolidated with any visit, inspection or audit under Section 5.01(u), Section 6.11 and Section 11.10 and under Section 10.15 of the applicable Purchase and Sale Agreement).

Annual Independent Public Accountant’s Servicing Reports. The Servicer will cause a firm of nationally recognized auditing independent public accountants or other firm acceptable to the Deal Agent (who may also render other services to the Servicer) to furnish to the Administrative Deal Agent, each Lender and the Collateral Agent within ninety (90) days following the end of each fiscal year of the Servicer, commencing with the fiscal year ending on December 31, 20202011: (a) a report relating to such fiscal year to the effect that (i) such firm has reviewed certain documents and records relating to the servicing of the Contracts included in the Asset Pool, and (ii) based on such examination, such firm is of the opinion that the Monthly Reports for such year were prepared in compliance with this Agreement, except for such exceptions as it believes to be immaterial and such other exceptions as will be set forth in such firm’s report and (b) a report covering such fiscal year to the effect that such auditors accountants have applied certain agreed-upon procedures (a copy of which procedures are attached hereto as Schedule III, it being understood that shall have been approved by the Servicer and the Administrative Agent will provide an updated Schedule III, acceptable to each of the Servicer and the Administrative Deal Agent, reflecting any further amendments such approval not to such Schedule III prior to the issuance of the first such agreed-upon procedures report, a copy of which shall replace the then existing Schedule IIIbe unreasonably withheld or delayed) to certain documents and records relating to the Collateral Contracts under any Transaction Document, compared the information contained in the Servicing Monthly Reports and the Servicer's ’s Certificates delivered during the period covered by such report with which such documents and records and that no matters came to the attention of such auditors accountants that caused them to believe that such servicing was not conducted in compliance with this Article VIVI of this Agreement, except for such exceptions as such auditors accountants shall believe to be immaterial and such other exceptions exception as shall be set forth in such statement. So long as no Event For the avoidance of Default or doubt, any such audit performed pursuant to this Section 6.12 after the termination of the initial Servicer Default has occurred and is continuing, no more than one such visit or inspection hereunder shall be at the expense of the Borrower (which such visit, inspection or audit shall be consolidated with any visit, inspection or audit under Section 5.01(u), Section 6.11 and Section 11.10 and under Section 10.15 of the applicable Purchase and Sale Agreement)Borrower.

Annual Independent Public Accountant’s Servicing Reports. The Servicer will cause a firm of nationally recognized auditing firm independent public accountants (who may also render other services to the Servicer) to furnish to the Administrative Agent, each Lender Agent and the Collateral Agent Trustee, within ninety (90) 90 days following the end of each fiscal year of the Servicer, commencing with the : (i) a report relating to such fiscal year ending to the effect that (a) such firm has reviewed certain documents and records relating to the servicing of the Collateral, and (b) based on December 31such examination, 2020such firm is of the opinion that the Servicing Reports for such year were prepared in compliance with this Agreement, except for such exceptions as it believes to be immaterial and such other exceptions as will be set forth in such firm’s report and (ii) a report covering such fiscal year to the effect that such auditors accountants have applied certain agreed-upon procedures (a copy draft of which procedures are attached hereto as Schedule IIIV, it being understood that the Servicer and the Administrative Agent will provide an updated Schedule III, acceptable to each of the Servicer and the Administrative Agent, V reflecting any further amendments relating to such Schedule III V prior to the issuance of the first such agreed-upon procedures report, a copy of which shall replace the then existing Schedule III) to certain documents and records relating to the Collateral under any Transaction Document, compared the information contained in the Servicing Reports and the Servicer's ’s Certificates delivered during the period covered by such report with such documents and records and that no matters came to the attention of such auditors accountants that caused them to believe that such servicing was not conducted in compliance with this Article VI, except for such exceptions as such auditors accountants shall believe to be immaterial and such other exceptions as shall be set forth in such statement. So long as no Event of Default or Servicer Default has occurred and is continuing, no more than one such visit or inspection shall be at the expense of the Borrower (which such visit, inspection or audit shall be consolidated with any visit, inspection or audit under Section 5.01(u), Section 6.11 and Section 11.10 and under Section 10.15 of the applicable Purchase and Sale Agreement).

Annual Independent Public Accountant’s Servicing Reports. The Servicer will cause a firm of nationally recognized auditing firm independent public accountants (who may also render other services to the Servicer) to furnish to the Administrative AgentBorrower, the Deal Agent and each Lender and Agent (with a copy to the Collateral Agent Backup Servicer), within ninety (90) 90 days following the end of each fiscal year of the Servicer, commencing with the fiscal year ending on December 31, 20202004, (i) a report relating to such fiscal year to the effect that (A) such firm has reviewed certain documents and records relating to the servicing of the Loans, and (B) based on such examination, such firm is of the opinion that the Monthly Reports for such year were prepared in compliance with this Agreement, except for such exceptions as it believes to be immaterial and such other exceptions as will be set forth in such firm’s report and (ii) a report covering such fiscal year to the effect that such auditors accountants have applied certain agreed-upon procedures (a copy of which procedures are attached hereto shall not be amended from those procedures in effect as Schedule III, it being understood that of the Servicer Closing Date without the prior approval of the Borrower and the Administrative Agent will provide an updated Schedule III, acceptable to each of the Servicer and the Administrative Deal Agent, reflecting any further amendments to such Schedule III prior to the issuance of the first such agreed-upon procedures report, a copy of which shall replace the then existing Schedule III) to certain documents and records relating to the Collateral servicing of Loans under any Transaction Documentthis Agreement, compared the information contained in the Servicing Monthly Reports and the Servicer's ’s Certificates delivered during the period covered by such report with such documents and records and that no matters came to the attention of such auditors accountants that caused them to believe that such servicing was not conducted in compliance with this Article VIVI of this Agreement, except for such exceptions as such auditors accountants shall believe to be immaterial and such other exceptions as shall be set forth in such statement. So long as no Event of Default or Servicer Default has occurred and is continuing, no more than one such visit or inspection shall be at the expense of the Borrower (which such visit, inspection or audit shall be consolidated with any visit, inspection or audit under Section 5.01(u), Section 6.11 and Section 11.10 and under Section 10.15 of the applicable Purchase and Sale Agreement).