Common use of Annual Statements as to Compliance Clause in Contracts

Annual Statements as to Compliance. Not later than March 15th of each calendar year (other than the calendar year during which the Closing Date occurs) (or if such day is not a Business Day, the immediately preceding Business Day), the Servicer shall deliver to the Depositor, the Rating Agencies and the Trustee an Officer’s Certificate stating, as to the signer thereof, that (i) a review of the activities of the Servicer during the preceding calendar year and of the performance of the Servicer 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 in all material respects throughout such year, or, if there has been a default in the fulfillment of any such obligation in any material respect, specifying each such material default known to such officer and the nature and status thereof and the action being taken by the Servicer to cure such material default. With respect to any Reg. AB Sub-Servicer that meets the criteria of Item 1108(a)(2)(i) through (iii) of Regulation AB, in any calendar year during which the Depositor’s annual report on Form 10-K is required to be filed in accordance with the Exchange Act and the rules and regulations of the Commission, the Servicer shall deliver, on behalf of such Reg AB Sub-Servicer, the Officer’s Certificate set forth in this Section 3.20 as and when required with respect to the Servicer.