Annual Officer’s Certificates. (a) Each Form 10-K filed with the Commission shall include a Sxxxxxxx-Xxxxx Certification exactly as set forth in Exhibit L attached hereto, required to be included therewith pursuant to the Sxxxxxxx-Xxxxx Act. The Servicer, the Master Servicer and the Securities Administrator shall, and shall cause any Servicing Function Participant engaged by it to, provide to the Person who signs the Sxxxxxxx-Xxxxx Certification (the “Certifying Person”), by March 1st of each year in which the Trust is subject to the reporting requirements of the Exchange Act and otherwise within a reasonable period of time upon request, a certification (each, a “Back-Up Certification”), in the form attached hereto as Exhibit M, upon which the Certifying Person, the entity for which the Certifying Person acts as an officer, and such entity’s officers, directors and Affiliates (collectively with the Certifying Person, “Certification Parties”) can reasonably rely. The senior officer of the Master Servicer in charge of the master servicing function shall serve as the Certifying Person on behalf of the Trust. Such officer of the Certifying Person can be contacted by e-mail at cxx.xxx.xxxxxxxxxxxxx@xxxxxxxxxx.xxx or by facsimile at 400-000-0000. In the event any such party or any Servicing Function Participant engaged by any such party is terminated or resigns pursuant to the terms of this Agreement, or any applicable sub-servicing agreement, as the case may be, such party shall provide a Back-Up Certification to the Certifying Person pursuant to this Section 3.24 with respect to the period of time it was subject to this Agreement or any applicable sub-servicing agreement, as the case may be. Notwithstanding the foregoing, (i) the Master Servicer and the Securities Administrator shall not be required to deliver a Back-Up Certification to each other if both are the same Person and the Master Servicer is the Certifying Person and (ii) the Master Servicer shall not be obligated to sign the Sxxxxxxx-Xxxxx Certification in the event that it does not receive any Back-Up Certification required to be furnished to it pursuant to this section or any Servicing Agreement or Custodial Agreement.
Annual Officer’s Certificates. (a) The Servicer shall, using its best reasonable efforts, on or before March 15th of each calendar year, commencing in 2008 (or, if not a Business Day, on the immediately preceding Business Day), at its own expense, deliver to the Seller, the Trustee, the Depositor and the Master Servicer with respect to the period ending on the immediately preceding December 31, a Servicing Officer’s certificate in the form of Exhibit J hereto, stating, as to each signer thereof, that (1) a review of the activities of the Servicer during such preceding calendar year or portion thereof and of its performance under this Agreement for such period has been made under such Servicing Officer’s supervision and (2) to the best of such officers’ knowledge, based on such review, the Servicer has fulfilled all of its obligations under this Agreement in all material respects throughout such year (or applicable portion thereof), or, if there has been a failure to fulfill any such obligation in any material respect, specifically identifying each such failure known to such Servicing Officer and the nature and status thereof, including the steps being taken by the Servicer to remedy such default.
Annual Officer’s Certificates. (i) The Servicer and the Receivables Seller shall each deliver to each Note Rating Agency and the Indenture Trustee, on or before March 31 of each calendar year, beginning on March 31, 2014, an Officer’s Certificate of the Servicer and the Receivables Seller, executed by the chief financial officer, with respect to Nationstar, and by the chief financial officer, with respect to Advance Purchaser, stating that (A) a review of the activities of the Servicer (and any related Subservicer) or the Receivables Seller, as the case may be, during the preceding 12-month period ended December 31 and of its performance under this Indenture and the Receivables Sale Agreement has been made under the supervision of the officer executing the Officer’s Certificate, and (B) the Receivables Seller has fulfilled all its obligations under this Indenture and the Receivables Sale Agreement in all material respects throughout such period or, if there has been a default in the fulfillment of any such obligation, specifying each such default and the nature and status thereof. For purposes of the Officer’s Certificate that will be delivered on March 31, 2014, Nationstar, in its capacity as Servicer and Receivables Seller, shall deliver such Officer’s Certificate covering the reporting period from January 1, 2013 through the Effective Date and Advance Purchaser, in its capacity as Servicer, shall deliver such Officer’s Certificate covering the reporting period from the Effective Date and thereafter.
Annual Officer’s Certificates. (i) The Servicer and the Receivables Seller shall each deliver to each Note Rating Agency and the Indenture Trustee, on or before March 31 of each calendar year, an Officer’s Certificate of the Servicer and the Receivables Seller, executed by the chief financial officer, with respect to OLS, and by the chief financial officer of the Parent, with respect to HLSS, stating that (A) a review of the activities of the Servicer (and any Subservicer) or the Receivables Seller, as the case may be, during the preceding 12-month period ended December 31 and of its performance under this Indenture and the Receivables Sale Agreement has been made under the supervision of the officer executing the Officer’s Certificate, and (B) the Servicer, the Receivables Seller and each Subservicer have fulfilled all their respective obligations under this Indenture and the Receivables Sale Agreement in all material respects throughout such period or, if there has been a default in the fulfillment of any such obligation, specifying each such default and the nature and status thereof.
Annual Officer’s Certificates. (a) Each Form 10-K filed with the Commission shall include a certification (the “Xxxxxxxx-Xxxxx Certification”) executed by the Certifying Person, exactly as set forth in Exhibit L attached hereto, required to be included therewith pursuant to the Xxxxxxxx-Xxxxx Act. The Servicer and the Securities Administrator shall, and shall cause any Servicing Function Participant engaged by it to, provide to the Master Servicer or any Person who signs the Xxxxxxxx-Xxxxx Certification (the “Certifying Person”), by March 10 of each year in which the Trust is subject to the reporting requirements of the Exchange Act and otherwise within a reasonable period of time upon request, a certification (each, a “Back-Up Certification”), in the form attached hereto as Exhibit M, upon which the Certifying Person, the entity for which the Certifying Person acts as an officer, and such entity’s officers, directors and Affiliates (collectively with the Certifying Person, “Certification Parties”) can reasonably rely. In the event the Master Servicer, the Securities Administrator, the Trustee or any Servicing Function Participant engaged by parties is terminated or resigns pursuant to the terms of this Agreement, or any applicable sub-servicing agreement, as the case may be, such party shall provide a Back-Up Certification to the Certifying Person pursuant to this Section 3.24 with respect to the period of time it was subject to this Agreement or any applicable sub-servicing agreement, as the case may be.
Annual Officer’s Certificates. (i) The Receivables Seller shall deliver to each Note Rating Agency and the Indenture Trustee, on or before March 31 of each calendar year, beginning on March 31, 2014, an Officer’s Certificate executed by the chief financial officer of the Receivables Seller, stating that (A) a review of the activities of the Receivables Seller during the preceding 12-month period ended December 31 and of its performance under this Indenture and the Receivables Sale Agreement has been made under the supervision of the officer executing the Officer’s Certificate, and (B) the Receivables Seller has fulfilled all its obligations under this Indenture and the Receivables Sale Agreement in all material respects throughout such period or, if there has been a default in the fulfillment of any such obligation, specifying each such default and the nature and status thereof.
Annual Officer’s Certificates. (a) On or before the last day of the third month after the end of the fiscal year of the Servicer, beginning with June 30, 2004, the Servicer shall deliver an Officer's Certificate to the Trust, the Indenture Trustee, each Rating Agency, and the Owner Trustee in accordance with Section 3.01(c) of the Basic Servicing Agreement.
Annual Officer’s Certificates. (i) Each Servicer and each Receivables Seller shall deliver to each Note Rating Agency and the Indenture Trustee, on or before March 31 of each calendar year, beginning on March 31, 2016, an Officer’s Certificate of the Servicer and the Receivables Seller, executed by the chief financial officer, with respect to OLS, by the chief financial officer, with respect to each NRZ Servicer, and by the chief financial officer, with respect to HLSS, stating that (A) a review of the activities of such Servicer (and any related Subservicer) or such Receivables Seller, as the case may be, during the preceding 12-month period ended December 31 (or, in the case of the first such statement, from the Closing Date through December 31, 2015) and of its performance under this Indenture and the Receivables Sale Agreement has been made under the supervision of the officer executing the Officer’s Certificate, and (B) the Receivables Seller has fulfilled all its obligations under this Indenture and the Receivables Sale Agreement in all material respects throughout such period or, if there has been a default in the fulfillment of any such obligation, specifying each such default and the nature and status thereof.
Annual Officer’s Certificates. (i) The Receivables Seller shall deliver to the Indenture Trustee and the Owner Trustee, on or before March 31 of each calendar year, beginning March 31, 2021, an Officer’s Certificate executed by the chief financial officer of the Receivables Seller, stating that (A) a review of the activities of the Receivables Seller during the preceding 12-month period ended December 31 (or in the case of the first such statement, from the Closing Date through December 31, 2020) and of its performance under this Indenture and the Receivables Sale Agreement has been made under the supervision of the officer executing the Officer’s Certificate, and (B) the Receivables Seller has fulfilled all its obligations under this Indenture and the Receivables Sale Agreement in all material respects throughout such period or, if there has been a default in the fulfillment of any such obligation, specifying each such default and the nature and status thereof.
Annual Officer’s Certificates. (i) The Servicer shall deliver to each Note Rating Agency, the Indenture Trustee, the Credit Manager and Xxxxxx Mae, on or before March 31 of each year, beginning on March 31, 2017, an Officer’s Certificate of the Servicer, executed by a Responsible Officer, stating that (A) a review of the activities of the Servicer during the preceding 12-month period ended December 31 (or, in the case of the first such statement, from the Closing Date through December 31, 2016) and of its performance under this Base Indenture and the PC Repurchase Agreement has been made under the supervision of the officer executing the Officer’s Certificate, and (B) PLS has fulfilled all its obligations under this Base Indenture and the PC Repurchase Agreement in all material respects throughout such period or, if there has been a default in the fulfillment of any such obligation, specifying each such default and the nature and status thereof.
