Common use of Annual Statement as to Compliance; Notice of Event of Servicing Termination Clause in Contracts

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall deliver to the Owner Trustee and the Indenture Trustee, on or before March 31 of each year, commencing March 31, 2003, an Officer's Certificate, stating that (i) a review of the activities of the Servicer during the preceding calendar year (or such shorter period, with respect to the first such Officer's Certificate) and of its performance of its obligations under this Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate), or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by the Indenture Trustee to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to Section 7.4 of the Indenture. In addition, a copy of such certificate may be obtained by any Certificateholder by a request in writing to the Owner Trustee or by any Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the Rating Agencies, promptly upon having knowledge thereof, but in no event later than five Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time or both, would become, an Event of Servicing Termination under Section 8.1.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall deliver to the Owner Trustee and the Indenture Trustee, on or before March 31 of each year, commencing March 31, 20032002, an Officer's Certificate, stating that (i) a review of the activities of the Servicer during the preceding calendar year (or such shorter period, with respect to the first such Officer's Certificate) and of its performance of its obligations under this Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate), or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by the Indenture Trustee to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to Section 7.4 of the Indenture. In addition, a copy of such certificate may be obtained by any Certificateholder by a request in writing to the Owner Trustee or by any Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the Rating Agencies, promptly upon having knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time or both, would become, an Event of Servicing Termination under Section 8.1.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall deliver to the Owner Trustee and the Indenture Trustee, on or before March 31 of each year, commencing March 31, 20032001, an Officer's Certificate, stating that (i) a review of the activities of the Servicer during the preceding calendar year (or such shorter period, with respect to the first such Officer's Certificate) and of its performance of its obligations under this Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate), or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by the Indenture Trustee to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to Section 7.4 of the Indenture. In addition, a copy of such certificate may be obtained by any Certificateholder by a request in writing to the Owner Trustee or by any Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the Rating Agencies, promptly upon having knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time or both, would become, an Event of Servicing Termination under Section 8.1.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the Indenture Trustee, each Rating Agency on or before March 31 April 30 of each yearyear beginning April 30, commencing March 31, 20032002, an Officer's Certificate, dated as of December 31 of the preceding calendar year, stating that (i) a review of the activities of the Servicer during the preceding calendar year 12-month (or such shorter period, with respect to the first such Officer's Certificateshorter) period and of its performance of its obligations under this Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate)year, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by Officer's Certificate and the Indenture Trustee report referred to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to in Section 7.4 of the Indenture. In addition, a copy of such certificate 3.11 may be obtained by any Certificateholder by a request in writing to the Owner Trustee Trustee, or by any Noteholder or Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the each Rating Agencies, Agency promptly upon after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time time, or both, would become, become an Event of Servicing Termination under Section 8. 1. The Seller shall deliver to the Owner Trustee, the Indenture Trustee and each Rating Agency promptly after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which with the giving of notice or lapse of time, or both, would become an Event of Servicing Termination under clause (a)(ii) of Section 8.1.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the Indenture Trustee, each Rating Agency on or before March 31 April 30 of each yearyear beginning April 30, commencing March 31, 20032001, an Officer's Certificate, dated as of December 31 of the preceding calendar year, stating that (i) a review of the activities of the Servicer during the preceding calendar year 12-month (or such shorter period, with respect to the first such Officer's Certificateshorter) period and of its performance of its obligations under this Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate)year, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by Officer's Certificate and the Indenture Trustee report referred to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to in Section 7.4 of the Indenture. In addition, a copy of such certificate 3.11 may be obtained by any Certificateholder by a request in writing to the Owner Trustee Trustee, or by any Noteholder or Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the each Rating Agencies, Agency promptly upon after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time time, or both, would become, become an Event of Servicing Termination under Section 8. 1. The Seller shall deliver to the Owner Trustee, the Indenture Trustee and each Rating Agency promptly after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which with the giving of notice or lapse of time, or both, would become an Event of Servicing Termination under clause (a)(ii) of Section 8.1.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the Indenture Trustee, each Rating Agency on or before March 31 of each year, commencing year beginning March 31, 20032006, an Officer's Certificate, with respect to the preceding 12-month period (or such shorter period in the case of the first such certificate), stating that (i) a review of the activities of the Servicer during the preceding calendar year 12-month period (or such shorter period, with respect to period in the case of the first such Officer's Certificatecertificate) and of its performance of its obligations under this Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate)period, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by Officer's Certificate and the Indenture Trustee report referred to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to in Section 7.4 of the Indenture. In addition, a copy of such certificate 3.11 may be obtained by any Certificateholder by a request in writing to the Owner Trustee Trustee, or by any Noteholder or Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. Notwithstanding the foregoing in this Section 3.10(a), the Servicer, in its sole discretion, may deliver, in addition to or in lieu of the Officer's Certificate referred to above in this Section 3.10(a), the report on compliance with servicing criteria that would be required to be filed in respect of the Trust under the Exchange Act if periodic reports under Section 15(d) of the Exchange Act, or any successor provision thereto, were required to be filed in respect of the Trust. (b) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the each Rating Agencies, Agency promptly upon after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time time, or both, would become, become an Event of Servicing Termination under Section 8.17. 1. The Seller shall deliver to the Owner Trustee, the Indenture Trustee and each Rating Agency promptly after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which with the giving of notice or lapse of time, or both, would become an Event of Servicing Termination under clause (a)(ii) of Section 7.1.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall deliver to the Owner Trustee and the Indenture Trustee, on or before March 31 of each year, commencing March 31, 20032002, an Officer's Certificate, stating that (i) a review of the activities of the Servicer during the preceding calendar year (or such shorter period, with respect to the first such Officer's Certificate) and of its performance of its obligations under this Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate), or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by the Indenture Trustee to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to Section 7.4 of the Indenture. In addition, a copy of such certificate may be obtained by any Certificateholder by a request in writing to the Owner Trustee or by any Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the Rating Agencies, promptly upon having knowledge thereof, but in no event later than five Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time or both, would become, an Event of Servicing Termination under Section 8.1.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall deliver to the Owner Trustee and the Indenture Trustee, on or before March May 31 of each year, commencing March May 31, 20031999, an Officer's Certificate, stating that (i) a review of the activities of the Servicer during the preceding calendar year (or such shorter period, with respect to in the case of the first such Officer's Certificate) and of its performance of its obligations under this Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to longer period, in the case of the first such Officer's Certificatecertificate), or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by the Indenture Trustee to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to Section 7.4 of the Indenture. In addition, a copy of such certificate may be obtained by any Certificateholder by a request in writing to the Owner Trustee Trustee, or by any Noteholder or Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the Rating Agencies, promptly upon having knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time or both, would become, an Event of Servicing Termination under Section 8.1.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall deliver to the Owner Trustee and the Indenture Trustee, on or before March 31 of each year, commencing March 31, 20032000, an Officer's Certificate, stating that (i) a review of the activities of the Servicer during the preceding calendar year (or such shorter period, with respect to the first such Officer's Certificate) and of its performance of its obligations under this Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate), or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by the Indenture Trustee to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to Section 7.4 of the Indenture. In addition, a copy of such certificate may be obtained by any Certificateholder by a request in writing to the Owner Trustee or by any Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the Rating Agencies, promptly upon having knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time or both, would become, an Event of Servicing Termination under Section 8.1.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the Indenture Trustee, each Rating Agency on or before March 31 April 30 of each yearyear beginning April 30, commencing March 31, 20032000, an Officer's Certificate, dated as of December 31 of the preceding calendar year, stating that (i) a review of the activities of the Servicer during the preceding calendar year 12-month (or such shorter period, with respect to the first such Officer's Certificateshorter) period and of its performance of its obligations under this Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate)year, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by Officer's Certificate and the Indenture Trustee report referred to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to in Section 7.4 of the Indenture. In addition, a copy of such certificate 3.11 may be obtained by any Certificateholder by a request in writing to the Owner Trustee Trustee, or by any Noteholder or Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the each Rating Agencies, Agency promptly upon after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time time, or both, would become, become an Event of Servicing Termination under Section 8. 1. The Seller shall deliver to the Owner Trustee, the Indenture Trustee and each Rating Agency promptly after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which with the giving of notice or lapse of time, or both, would become an Event of Servicing Termination under clause (a)(ii) of Section 8.1.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall will deliver to the Owner Trustee, the Indenture Trustee and the Indenture Trustee, each Rating Agency on or before March 31 April 30 of each yearyear beginning April 30, commencing March 31, 20032004, an Officer's Certificate, dated as of December 31 of the preceding calendar year, stating that (i) a review of the activities of the Servicer during the preceding calendar year 12-month (or such shorter period, with respect to the first such Officer's Certificateshorter) period and of its performance of its obligations under this Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate)year, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by the Indenture Trustee to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to Section 7.4 of the Indenture. In addition, a copy of such certificate may be obtained by any Certificateholder by a request in writing to the Owner Trustee or by any Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone written request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall will deliver to the Owner Trustee, the Indenture Trustee and the each Rating Agencies, Agency promptly upon after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time time, or both, would become, become an Event of Servicing Termination under Section 8. 1. The Seller will deliver to the Owner Trustee, the Indenture Trustee and each Rating Agency promptly after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which with the giving of notice or lapse of time, or both, would become an Event of Servicing Termination under clause (a)(ii) of Section 8.1. (c) To the extent directed by the Administrator, the Servicer shall prepare, execute and deliver all certificates or other documents required to be delivered by the Trust pursuant to the Sarbanes-Oxley Act of 2002 or the rules and regulations promulgated xxxxxxxx xxxxxto, for so long as such laws, rules and regulations are in effect.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall will deliver to the Owner Trustee, the Indenture Trustee and the Indenture Trustee, each Rating Agency on or before March 31 April 30 of each year, commencing March 31year beginning April 30, 2003, an Officer's Certificate, dated as of December 31 of the preceding calendar year, stating that (i) a review of the activities of the Servicer during the preceding calendar year 12-month (or such shorter period, with respect to the first such Officer's Certificateshorter) period and of its performance of its obligations under this Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate)year, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by the Indenture Trustee to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to Section 7.4 of the Indenture. In addition, a copy of such certificate may be obtained by any Certificateholder by a request in writing to the Owner Trustee or by any Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone written request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall will deliver to the Owner Trustee, the Indenture Trustee and the each Rating Agencies, Agency promptly upon after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time time, or both, would become, become an Event of Servicing Termination under Section 8. 1. The Seller will deliver to the Owner Trustee, the Indenture Trustee and each Rating Agency promptly after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which with the giving of notice or lapse of time, or both, would become an Event of Servicing Termination under clause (a)(ii) of Section 8.1.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the Indenture Trustee, each Rating Agency on or before March 31 April 30 of each yearyear beginning April 30, commencing March 31, 20032000, an Officer's Certificate, dated as of December 31 of the preceding calendar year, stating that (i) a review of the activities of the Servicer during the preceding calendar year 12-month (or such shorter period, with respect to the first such Officer's Certificateshorter) period and of its performance of its obligations under this Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate)year, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by Officer's Certificate and the Indenture Trustee report referred to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to in Section 7.4 of the Indenture. In addition, a copy of such certificate 3.11 may be obtained by any Certificateholder by a request in writing to the Owner Trustee Trustee, or by any Noteholder or Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the each Rating Agencies, Agency promptly upon after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time time, or both, would become, become an Event of Servicing Termination under Section 8.18.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the Indenture Trustee, each Rating Agency on or before March 31 April 30 of each yearyear beginning April 30, commencing March 31, 20032001, an Officer's Certificate, dated as of December 31 of the preceding calendar year, stating that (i) a review of the activities of the Servicer during the preceding calendar year 12-month (or such shorter period, with respect to the first such Officer's Certificateshorter) period and of its performance of its obligations under this Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate)year, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by Officer's Certificate and the Indenture Trustee report referred to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to in Section 7.4 of the Indenture. In addition, a copy of such certificate 3.11 may be obtained by any Certificateholder by a request in writing to the Owner Trustee Trustee, or by any Noteholder or Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the each Rating Agencies, Agency promptly upon after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any 1. The Seller shall deliver to the Owner Trustee, the Indenture Trustee and each Rating Agency promptly after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time time, or both, would become, become an Event of Servicing Termination under clause (a)(ii) of Section 8.17.1.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the Indenture Trustee, each Rating Agency on or before March 31 April 30 of each yearyear beginning April 30, commencing March 31, 20031998, an Officer's Certificate, dated as of December 31 of the preceding calendar year, stating that (i) a review of the activities of the Servicer during the preceding calendar year 12-month (or such shorter period, with respect to the first such Officer's Certificateshorter) period and of its performance of its obligations under this the Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate)year, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by Officer's Certificate and the Indenture Trustee report referred to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to in Section 7.4 of the Indenture. In addition, a copy of such certificate 3.11 may be obtained by any Certificateholder by a request in writing to the Owner Trustee Trustee, or by any Noteholder or Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the each Rating Agencies, Agency promptly upon after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time time, or both, would become, become an Event of Servicing Termination under Section 8.18.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall will deliver to the Seller, the Owner Trustee, the Indenture Trustee and the Indenture Trustee, each Rating Agency on or before March 31 30 of each year, commencing beginning March 3130, 20032006, an Officer's Certificate, dated as of December 31 of the preceding calendar year, stating that (i) a review of the activities of the Servicer during the preceding calendar year (or such shorter period, with respect to the first such Officer's Certificate) and of its performance of its obligations under this Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate)in all material respects, or, if there has been a default in the fulfillment of any such obligationobligation in any material respect, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall default; provided that if the Issuer is not required to file periodic reports under the Securities Exchange Act of 1934, as amended, or otherwise required by law to file an Officer's Certificate of the Servicer as to compliance, such Officer's Certificate may be delivered by the Indenture Trustee to on or before April 30 of each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to Section 7.4 of the Indenturecalendar year. In addition, a copy of such certificate may be obtained by any Certificateholder by a request in writing to the Owner Trustee Any Noteholder or by any Person certifying that it is a Note Owner may obtain a copy of the certificate by sending a request in writing to the Indenture Trustee, in either case addressed to the applicable Trustee at its Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall will deliver to the Owner Trustee, the Indenture Trustee and the each Rating Agencies, Agency promptly upon after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time time, or both, would become, become an Event of Servicing Termination under Section 8.17.1. The Seller will deliver to the Owner Trustee, the Indenture Trustee and each Rating Agency promptly after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which with the giving of notice or lapse of time, or both, would become an Event of Servicing Termination under Section 7.1(a)(ii). (c) To the extent directed by the Administrator, the Servicer shall prepare, execute and deliver all certificates or other documents required to be delivered by the Trust pursuant to the Sarbanes-Oxley Act of 2002 or the rules and regulations promulgated xxxxxxxx xxxxxto, for so long as such laws, rules and regulations are in effect.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall deliver to the Owner Trustee and the Indenture Trustee, on or before March May 31 of each year, commencing March May 31, 20032000, an Officer's Certificate, stating that (i) a review of the activities of the Servicer during the preceding calendar year (or such shorter longer period, with respect to in the case of the first such Officer's Certificate) and of its performance of its obligations under this Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to longer period, in the case of the first such Officer's Certificatecertificate), or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by the Indenture Trustee to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to Section 7.4 of the Indenture. In addition, a copy of such certificate may be obtained by any Certificateholder by a request in writing to the Owner Trustee Trustee, or by any Noteholder or Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the Rating Agencies, promptly upon having knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time or both, would become, an Event of Servicing Termination under Section 8.1.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the Indenture Trustee, each Rating Agency on or before March 31 April 30 of each yearyear beginning April 30, commencing March 31, 20032000, an Officer's Certificate, dated as of December 31 of the preceding calendar year, stating that (i) a review of the activities of the Servicer during the preceding calendar year 12-month (or such shorter period, with respect to the first such Officer's Certificateshorter) period and of its performance of its obligations under this Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate)year, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by Officer's Certificate and the Indenture Trustee report referred to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to in Section 7.4 of the Indenture. In addition, a copy of such certificate 3.11 may be obtained by any Certificateholder by a request in writing to the Owner Trustee Trustee, or by any Noteholder or Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the each Rating Agencies, Agency promptly upon after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time time, or both, would become, become an Event of Servicing Termination under Section 8. 1. The Seller shall deliver to the Owner Trustee, the Indenture Trustee and each Rating Agency promptly after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which with the giving of notice or lapse of time, or both, would become an Event of Servicing Termination under clause (ii) of Section 8.1.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall will deliver to the Seller, the Owner Trustee, the Indenture Trustee and the Indenture Trustee, each Rating Agency on or before March 31 30 of each year, commencing beginning March 3130, 20032006, an Officer's Certificate, dated as of December 31 of the preceding calendar year, stating that (i) a review of the activities of the Servicer during the preceding calendar year (or such shorter period, with respect to the first such Officer's Certificate) and of its performance of its obligations under this Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate)in all material respects, or, if there has been a default in the fulfillment of any such obligationobligation in any material respect, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall default; provided that if the Issuer is not required to file periodic reports under the Securities Exchange Act of 1934, as amended, or otherwise required by law to file an Officer's Certificate of the Servicer as to compliance, such Officer's Certificate may be delivered by the Indenture Trustee to on or before April 30 of each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to Section 7.4 of the Indenturecalendar year. In addition, a copy of such certificate may be obtained by any Certificateholder by a request in writing to the Owner Trustee Any Noteholder or by any Person certifying that it is a Note Owner may obtain a copy of the certificate by sending a request in writing to the Indenture Trustee, in either case addressed to the applicable Trustee at its Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall will deliver to the Owner Trustee, the Indenture Trustee and the each Rating Agencies, Agency promptly upon after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time time, or both, would become, become an Event of Servicing Termination under Section 8.17. 1. The Seller will deliver to the Owner Trustee, the Indenture Trustee and each Rating Agency promptly after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which with the giving of notice or lapse of time, or both, would become an Event of Servicing Termination under Section 7.1(a)(ii). (c) To the extent directed by the Administrator, the Servicer shall prepare, execute and deliver all certificates or other documents required to be delivered by the Trust pursuant to the Sarbanes-Oxley Act of 2002 or the rules and regulations promulgated xxxxxxxx xxxxxto, for so long as such laws, rules and regulations are in effect.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the Indenture Trustee, each Rating Agency on or before March 31 April 30 of each yearyear beginning April 30, commencing March 31, 20032000, an Officer's Certificate, dated as of December 31 of the preceding calendar year, stating that (i) a review of the activities of the Servicer during the preceding calendar year 12-month (or such shorter period, with respect to the first such Officer's Certificateshorter) period and of its performance of its obligations under this Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate)year, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by Officer's Certificate and the Indenture Trustee report referred to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to in Section 7.4 of the Indenture. In addition, a copy of such certificate 3.11 may be obtained by any Certificateholder by a request in writing to the Owner Trustee Trustee, or by any Noteholder or Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the each Rating Agencies, Agency promptly upon after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time time, or both, would become, become an Event of Servicing Termination under Section 8.17. 1. The Seller shall deliver to the Owner Trustee, the Indenture Trustee and each Rating Agency promptly after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which with the giving of notice or lapse of time, or both, would become an Event of Servicing Termination under clause (a)(ii) of Section 7.1.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall deliver to the Owner Trustee and the Indenture Trustee, on or before March 31 June 30 of each year, commencing March 31, in June 2003, an Officer's Certificate, stating that (i) a review of the activities of the Servicer during the preceding calendar year 12 months (or such shorter period, with respect to the first such Officer's Certificate) ended the preceding March 31 and of its performance of its obligations under this Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate), or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by the Indenture Trustee to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to Section 7.4 of the Indenture. In addition, a copy of such certificate may be obtained by any Certificateholder by a request in writing to the Owner Trustee or by any Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the Rating Agencies, promptly upon having knowledge thereof, but in no event later than five Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time or both, would become, an Event of Servicing Termination under Section 8.1.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall will deliver to the Seller, the Owner Trustee, the Indenture Trustee and the Indenture Trustee, each Rating Agency on or before March 31 30 of each year, commencing beginning March 3130, 20032005, an Officer's Certificate, dated as of December 31 of the preceding calendar year, stating that (i) a review of the activities of the Servicer during the preceding calendar year (or such shorter period, with respect to the first such Officer's Certificate) and of its performance of its obligations under this Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate)in all material respects, or, if there has been a default in the fulfillment of any such obligationobligation in any material respect, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall default; provided that if the Issuer is not required to file periodic reports under the Securities Exchange Act of 1934, as amended, or otherwise required by law to file an Officer's Certificate of the Servicer as to compliance, such Officer's Certificate may be delivered by the Indenture Trustee to on or before April 30 of each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to Section 7.4 of the Indenturecalendar year. In addition, a copy of such certificate may be obtained by any Certificateholder by a request in writing to the Owner Trustee Any Noteholder or by any Person certifying that it is a Note Owner may obtain a copy of the certificate by sending a request in writing to the Indenture Trustee, in either case addressed to the applicable Trustee at its Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall will deliver to the Owner Trustee, the Indenture Trustee and the each Rating Agencies, Agency promptly upon after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time time, or both, would become, become an Event of Servicing Termination under Section 8.17. 1. The Seller will deliver to the Owner Trustee, the Indenture Trustee and each Rating Agency promptly after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which with the giving of notice or lapse of time, or both, would become an Event of Servicing Termination under Section 7.1(a)(ii). (c) To the extent directed by the Administrator, the Servicer shall prepare, execute and deliver all certificates or other documents required to be delivered by the Trust pursuant to the Xxxxxxxx-Xxxxx Act of 2002 or the rules and regulations promulgated pursuant thereto, for so long as such laws, rules and regulations are in effect.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the Indenture Trustee, each Rating Agency on or before March 31 April 30 of each yearyear beginning April 30, commencing March 31, 20032000, an Officer's Certificate, dated as of December 31 of the preceding calendar year, stating that (i) a review of the activities of the Servicer during the preceding calendar year 12-month (or such shorter period, with respect to the first such Officer's Certificateshorter) period and of its performance of its obligations under this the Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate)year, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by Officer's Certificate and the Indenture Trustee report referred to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to in Section 7.4 of the Indenture. In addition, a copy of such certificate 3.11 may be obtained by any Certificateholder by a request in writing to the Owner Trustee Trustee, or by any Noteholder or Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the each Rating Agencies, Agency promptly upon after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time time, or both, would become, become an Event of Servicing Termination under Section 8.18. 1. The Seller shall deliver to the Owner Trustee, the Indenture Trustee and each Rating Agency promptly after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which with the giving of notice or 11

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the Indenture Trustee, each Rating Agency on or before March 31 April 30 of each yearyear beginning April 30, commencing March 31, 20031999, an Officer's Certificate, dated as of December 31 of the preceding calendar year, stating that (i) a review of the activities of the Servicer during the preceding calendar year 12-month (or such shorter period, with respect to the first such Officer's Certificateshorter) period and of its performance of its obligations under this the Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate)year, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by Officer's Certificate and the Indenture Trustee report referred to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to in Section 7.4 of the Indenture. In addition, a copy of such certificate 3.11 may be obtained by any Certificateholder by a request in writing to the Owner Trustee Trustee, or by any Noteholder or Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the each Rating Agencies, Agency promptly upon after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time time, or both, would become, become an Event of Servicing Termination under Section 8.18.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the Indenture Trustee, each Rating Agency on or before March 31 April 30 of each yearyear beginning April 30, commencing March 31, 20031997, an Officer's Certificate, dated as of December 31 of the preceding calendar year, stating that (i) a review of the activities of the Servicer during the preceding calendar year 12-month (or such shorter period, with respect to the first such Officer's Certificateshorter) period and of its performance of its obligations under this the Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate)year, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by Officer's Certificate and the Indenture Trustee report referred to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to in Section 7.4 of the Indenture. In addition, a copy of such certificate 3.11 may be obtained by any Certificateholder by a request in writing to the Owner Trustee Trustee, or by any Noteholder or Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the each Rating Agencies, Agency promptly upon after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time time, or both, would become, become an Event of Servicing Termination under Section 8.18.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The On or before May 31 of each year (commencing with the year 2004), the Servicer shall deliver to the Depositor, the Owner Trustee and the Indenture TrusteeTrustee an Officer's Certificate stating, on or before March 31 of each year, commencing March 31, 2003, an as to the officer signing such Officer's Certificate, stating that that: (i) a review of the activities of the Servicer during the preceding calendar year Trust Fiscal Year (or such shorter periodor, with respect to in the first such case of the Officer's CertificateCertificate to be delivered in the year 2004, during the period beginning on the Closing Date and ending on February 28, 2004) and of its performance of its obligations under this Agreement has been made under such officer's supervision and supervision; and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year Trust Fiscal Year (or such shorter period with respect to or, in the first such case of the Officer's Certificate)Certificate to be delivered in the year 2004, such period) or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by the Indenture Trustee to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to Section 7.4 of the Indenture. In addition, a copy of such certificate may be obtained by any Certificateholder by a request in writing to the Owner Trustee Trustee, or by any Noteholder or Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone written request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Depositor, the Owner Trustee, the Indenture Trustee and the Rating Agencies, promptly upon after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of specifying any event which constitutes or, with the giving of notice or lapse of time or both, would become, become an Event of Servicing Termination under Section 8.1Termination.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the Indenture Trustee, each Rating Agency on or before March 31 of each year, commencing year beginning March 31, 20032001, an Officer's Certificate, with respect to the preceding 12-month period (or such shorter period in the case of the first such certificate), stating that (i) a review of the activities of the Servicer during the preceding calendar year 12-month period (or such shorter period, with respect to period in the case of the first such Officer's Certificatecertificate) and of its performance of its obligations under this Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate)period, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by Officer's Certificate and the Indenture Trustee report referred to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to in Section 7.4 of the Indenture. In addition, a copy of such certificate 3.11 may be obtained by any Certificateholder by a request in writing to the Owner Trustee Trustee, or by any Noteholder or Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the each Rating Agencies, Agency promptly upon after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time time, or both, would become, become an Event of Servicing Termination under Section 8.17. 1. The Seller shall deliver to the Owner Trustee, the Indenture Trustee and each Rating Agency promptly after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which with the giving of notice or lapse of time, or both, would become an Event of Servicing Termination under clause (a)(ii) of Section 7.1.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The On or before May 31 of each year (commencing with the year 2004), the Servicer shall deliver to the Depositor, the Owner Trustee and the Indenture TrusteeTrustee an Officer's Certificate stating, on or before March 31 of each year, commencing March 31, 2003, an as to the officer signing such Officer's Certificate, stating that that: (i) a review of the activities of the Servicer during the preceding calendar year Trust Fiscal Year (or such shorter periodor, with respect to in the first such case of the Officer's CertificateCertificate to be delivered in the year 2004, during the period beginning on the Closing Date and ending on February 29, 2004) and of its performance of its obligations under this Agreement has been made under such officer's supervision and supervision; and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year Trust Fiscal Year (or such shorter period with respect to or, in the first such case of the Officer's Certificate)Certificate to be delivered in the year 2004, such period) or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by the Indenture Trustee to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to Section 7.4 of the Indenture. In addition, a copy of such certificate may be obtained by any Certificateholder by a request in writing to the Owner Trustee Trustee, or by any Noteholder or Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone written request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Depositor, the Owner Trustee, the Indenture Trustee and the Rating Agencies, promptly upon after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of specifying any event which constitutes or, with the giving of notice or lapse of time or both, would become, become an Event of Servicing Termination under Section 8.1Termination.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the Indenture Trustee, each Rating Agency on or before March 31 April 30 of each yearyear beginning April 30, commencing March 31, 2003____, an Officer's Certificate, dated as of December 31 of the preceding calendar year, stating that (i) a review of the activities of the Servicer during the preceding calendar year 12-month (or such shorter period, with respect to the first such Officer's Certificateshorter) period and of its performance of its obligations under this the Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate)year, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by Officer's Certificate and the Indenture Trustee report referred to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to in Section 7.4 of the Indenture. In addition, a copy of such certificate 3.11 may be obtained by any Certificateholder or Person certifying that it is a Certificate Owner by a request in writing to the Owner Trustee Trustee, or by any Noteholder or Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the each Rating Agencies, Agency promptly upon after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time time, or both, would become, become an Event of Servicing Termination under Section 8.19. 1. The Seller shall deliver to the Owner

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The On or before May 31 of each year (commencing with the year 2005), the Servicer shall deliver to the Depositor, the Owner Trustee and the Indenture Trustee, on or before March 31 of each year, commencing March 31, 2003, Trustee an Officer's ’s Certificate stating, as to the officer signing such Officer’s Certificate, stating that that: (i) a review of the activities of the Servicer during the preceding calendar Trust Fiscal Year (or, in the case of the Officer’s Certificate to be delivered in the year (or such shorter period2005, with respect to during the first such Officer's Certificateperiod beginning on the Closing Date and ending on February 28, 2005) and of its performance of its obligations under this Agreement has been made under such officer's supervision and ’s supervision; and (ii) to the best of such officer's ’s knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such Trust Fiscal Year (or, in the case of the Officer’s Certificate to be delivered in the year (or 2005, such shorter period with respect to the first such Officer's Certificate), period) or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by the Indenture Trustee to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to Section 7.4 of the Indenture. In addition, a copy of such certificate may be obtained by any Certificateholder by a request in writing to the Owner Trustee Trustee, or by any Noteholder or Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone written request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Depositor, the Owner Trustee, the Indenture Trustee and the Rating Agencies, promptly upon after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's ’s Certificate of specifying any event which constitutes or, with the giving of notice or lapse of time or both, would become, become an Event of Servicing Termination under Section 8.1Termination.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the Indenture Trustee, each Rating Agency on or before March 31 April 30 of each yearyear beginning April 30, commencing March 31, 20032001, an Officer's Certificate, dated as of December 31 of the preceding calendar year, stating that (i) a review of the activities of the Servicer during the preceding calendar year 12-month (or such shorter period, with respect to the first such Officer's Certificateshorter) period and of its performance of its obligations under this Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate)year, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by Officer's Certificate and the Indenture Trustee report referred to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to in Section 7.4 of the Indenture. In addition, a copy of such certificate 3.11 may be obtained by any Certificateholder by a request in writing to the Owner Trustee Trustee, or by any Noteholder or Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the each Rating Agencies, Agency promptly upon after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time time, or both, would become, become an Event of Servicing Termination under Section 8.17. 1. The Seller shall deliver to the Owner Trustee, the Indenture Trustee and each Rating Agency promptly after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which with the giving of notice or lapse of time, or both, would become an Event of Servicing Termination under clause (a)(ii) of Section 7.1.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall deliver to the Owner Trustee and the Indenture Trustee, on or before March 31 of each year, commencing March 31, 20032000, an Officer's Certificate, stating that (i) a review of the activities of the Servicer during the preceding calendar year (or such shorter period, with respect to the first such Officer's Certificate) and of its performance of its obligations under this Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to the first such Officer's Certificate)year, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by the Indenture Trustee to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to Section 7.4 of the Indenture. In addition, a copy of such certificate may be obtained by any Certificateholder by a request in writing to the Owner Trustee Trustee, or by any Noteholder or Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the Rating Agencies, promptly upon having knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time or both, would become, an Event of Servicing Termination under Section 8.1.

Annual Statement as to Compliance; Notice of Event of Servicing Termination. (a) The Servicer shall deliver to the Owner Trustee and the Indenture Trustee, on or before March May 31 of each year, commencing March May 31, 20031999, an Officer's Certificate, stating that (i) a review of the activities of the Servicer during the preceding calendar year (or such shorter longer period, with respect to in the case of the first such Officer's Certificate) and of its performance of its obligations under this Agreement has been made under such officer's supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or such shorter period with respect to longer period, in the case of the first such Officer's Certificatecertificate), or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. A copy of such certificate shall be delivered by the Indenture Trustee to each Noteholder, promptly following the Indenture Trustee's receipt of such certificate, pursuant to Section 7.4 of the Indenture. In addition, a copy of such certificate may be obtained by any Certificateholder by a request in writing to the Owner Trustee Trustee, or by any Noteholder or Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office. Upon the telephone request of the Owner Trustee, the Indenture Trustee shall promptly furnish the Owner Trustee a list of Noteholders as of the date specified by the Owner Trustee. (b) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee and the Rating Agencies, promptly upon having knowledge thereof, but in no event later than five (5) Business Days thereafter, written notice in an Officer's Certificate of any event which constitutes or, with the giving of notice or lapse of time or both, would become, an Event of Servicing Termination under Section 8.1.