Common use of Compliance with Regulation AB Clause in Contracts

Compliance with Regulation AB. (i) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) with respect to the Certificates, in the reasonable determination made in good faith of Depositor the aggregate “significance percentage” (as defined in Regulation AB (“Regulation AB”) under the Securities Act of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 10% but less than 20%, the Derivative Provider shall, subject to subparagraph [(iii)] below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(1) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(1) Information”). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). (ii) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the Depositor, the aggregate “significance percentage” of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 20%, the Derivative Provider shall, subject to subparagraph [(iii)] below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(2) Information”, and together with the Item 1115(b)(1) Information, the “Additional Information”). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). In addition, any such Item 1115(b)(2) Information shall be accompanied by any necessary auditor’s consents. (iii) If the Derivative Provider is unable to provide any such Additional Information if, as and when required, the Derivative Provider shall, at its option, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory to the Depositor in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate “significance percentage” to (x) in the case of subparagraph (A) above, below 10%, and (y) in the case of subparagraph (B) above, provided the Derivative Provider is able to meet the requirements of subparagraph (A) above, below 20%, in each case pursuant to a [credit support annex] or similar agreement reasonably satisfactory to the Depositor, or (2) at the sole expense of the Derivative Provider, without any expense or liability to the Counterparty, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when required. (iv) The Derivative Provider’s obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s obligation to file periodic reports under the Exchange Act has terminated.

Appears in 10 contracts

Samples: Rate Cap Transaction (J.P. Morgan Alternative Loan Trust 2006-A4), Rate Collar Transaction (J.P. Morgan Alternative Loan Trust 2006-A4), Rate Collar Transaction (J.P. Morgan Mortgage Acquisition Trust 2006-Wf1)

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Compliance with Regulation AB. (i) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) with respect to the Certificates, in the reasonable determination made in good faith of the Depositor the aggregate “significance percentage” (as defined in Regulation AB (“Regulation AB”) under the Securities Act of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 10% but less than 20%, the Derivative Provider shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(1) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(1) Information”). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). (ii) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the Depositor, the aggregate “significance percentage” of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 20%, the Derivative Provider shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(2) Information”, and together with the Item 1115(b)(1) Information, the “Additional Information”). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). In addition, any such Item 1115(b)(2) Information shall be accompanied by any necessary auditor’s consents. (iii) If the Derivative Provider is unable to provide any such Additional Information if, as and when required, the Derivative Provider shall, at its option, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory to the Depositor in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate “significance percentage” to (x) in the case of subparagraph (A) above, below 10%, and (y) in the case of subparagraph (B) above, provided the Derivative Provider is able to meet the requirements of subparagraph (A) above, below 20%, in each case pursuant to a [credit support annex] annex or similar agreement reasonably satisfactory to the Depositor, or (2) at the sole expense of the Derivative Provider, without any expense or liability to the Counterparty, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when required. (iv) The Derivative Provider’s obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s obligation to file periodic reports under the Exchange Act has terminated. A. STARTSIGNATURE:U284298

Appears in 9 contracts

Samples: Rate Collar Transaction (J.P. Morgan Alternative Loan Trust 2006-S3), Rate Collar Transaction (J.P. Morgan Alternative Loan Trust 2006-A3), Rate Collar Transaction (J.P. Morgan Alternative Loan Trust 2006-S3)

Compliance with Regulation AB. (i) If at any time after the date hereof for so long as the Counterparty Party A agrees and acknowledges that Depositor (Depositor) is required to file periodic reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) with respect to the Certificates, in the reasonable determination made in good faith of Depositor the aggregate “significance percentage” (as defined in Regulation AB (“Regulation AB”) under the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended (the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates ), to the Counterparty is at least 10% but less than 20%, the Derivative Provider shall, subject to subparagraph [(iii)] below, within five (5) Business Days following request therefor provide the disclose certain financial information required under Item 1115(b)(1) of Regulation AB for the Derivative Provider (and for the regarding Party A or its group of affiliated entities, if applicable) (the “Item 1115(b)(1) Information”). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). (ii) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the Depositor, depending on the aggregate “significance percentage” of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider this Agreement and any of other derivative contracts between Party A or its affiliates to the Counterparty is at least 20%, the Derivative Provider shall, subject to subparagraph [(iii)] below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable, and Party B, as calculated from time to time in accordance with Item 1115 of Regulation AB. (ii) It shall be a swap disclosure event (Swap Disclosure Event) if, on any Business Day during the term of the Transaction, Depositor requests from Party A the applicable financial information described in Item 1115 of Regulation AB (such request to be based on a reasonable determination by Depositor, in good faith, that such information is required under Regulation AB as a result of the aggregate "significance percentage" exceeding 10%) (the “Item 1115(b)(2) Information”, and together with the Item 1115(b)(1) Information, the “Additional Information”Swap Financial Disclosure). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). In addition, any such Item 1115(b)(2) Information shall be accompanied by any necessary auditor’s consents. (iii) If Upon the Derivative Provider is unable to provide any such Additional Information ifoccurrence of a Swap Disclosure Event, as and when required, the Derivative Provider shallParty A, at its optionown expense, within ten shall (10a) Business Days following request thereforprovide to Depositor the Swap Financial Disclosure, (1b) promptly post collateral satisfactory secure another entity to replace Party A as party to this Agreement on terms substantially similar to this Agreement and subject to prior notification to the Depositor Rating Agencies, provided, that satisfaction of the S&P Ratings Condition shall be required for any transfer of any Transactions under this clause (iii) unless such transfer is in an amount connection with the assignment and assumption of this Agreement by such substitute counterparty without modification of its terms, other than the following terms: party name, dates relevant to the effective date of such transfer, tax representations (provided that the representations in Part 2(a) are not modified) and any other representations regarding the status of the substitute counterparty of the type included in Section (c) of this Part 5 and notice information (in which is reasonably determined in good faith case, Party A shall provide written notice to be sufficient to reduce S&P with respect thereto), which entity (or a guarantor therefor) meets or exceeds the aggregate “significance percentage” to (x) in the case of subparagraph (A) above, below 10%, Hedge Counterparty Ratings Requirement and (y) in the case of subparagraph (B) above, provided the Derivative Provider which entity is able to meet comply with the financial information disclosure requirements of subparagraph (A) above, below 20%, in each case pursuant to a [credit support annex] or similar agreement reasonably satisfactory to the Depositor, Item 1115 of Regulation AB or (2c) at the sole expense obtain a guaranty of the Derivative ProviderParty A’s obligations under this Agreement from an affiliate of the Party A that is able to comply with the financial information disclosure requirements of Item 1115 of Regulation AB, without such that disclosure provided in respect of the affiliate will satisfy any expense or liability disclosure requirements applicable with respect to the Counterparty, transfer or assign its obligations under this Agreement and cause such affiliate to a substitute counterparty reasonably acceptable provide Swap Financial Disclosure. If permitted by Regulation AB, any required Swap Financial Disclosure may be provided by incorporation by reference from reports filed pursuant to the Counterparty that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when requiredExchange Act. (iv) The Derivative Provider’s obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s obligation to file periodic reports under the Exchange Act has terminated.

Appears in 8 contracts

Samples: Swap Schedule (Asset Backed Securities Corp Home Equity Loan Trust, Series RFC 2007-He1), Isda Master Agreement (Home Equity Asset Trust 2006-8), Pooling and Servicing Agreement (Home Equity Mortgage Trust 2006-6)

Compliance with Regulation AB. (i) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Securities Exchange Act of 1934, as amended (the "Exchange Act") with respect to the Certificates, in the reasonable determination made in good faith of Depositor Chase Mortgage Finance Corporation the aggregate "significance percentage" (as defined in Regulation AB ("Regulation AB") under the Securities Act of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 10% but less than 20%, the Derivative Provider shall, subject to subparagraph [(iii)] below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(1) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the "Item 1115(b)(1) Information"). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). (ii) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the DepositorChase Mortgage Finance Corporation, the aggregate "significance percentage" of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 20%, the Derivative Provider shall, subject to subparagraph [(iii)] below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the "Item 1115(b)(2) Information", and together with the Item 1115(b)(1) Information, the "Additional Information"). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). In addition, any such Item 1115(b)(2) Information shall be accompanied by any necessary auditor’s 's consents. (iii) If the Derivative Provider is unable to provide any such Additional Information if, as and when required, the Derivative Provider shall, at its option, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory to the Depositor in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate “significance percentage” to (x) in the case of subparagraph (A) above, below 10%, and (y) in the case of subparagraph (B) above, provided the Derivative Provider is able to meet the requirements of subparagraph (A) above, below 20%, in each case pursuant to a [credit support annex] or similar agreement reasonably satisfactory to the Depositor, or (2) at the sole expense of the Derivative Provider, without any expense or liability to the Counterparty, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when required. (iv) The Derivative Provider’s obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s obligation to file periodic reports under the Exchange Act has terminated.

Appears in 7 contracts

Samples: Pooling and Servicing Agreement (Chase Mortgage Finance Trust Series 2006-S3), Pooling and Servicing Agreement (Chase Mortgage Finance Trust Series 2007-S3), Pooling and Servicing Agreement (Chase Mortgage Finance Trust Series 2006-S4)

Compliance with Regulation AB. (i) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) with respect to the Certificates, in the reasonable determination made in good faith of Depositor Chase Mortgage Finance Corporation the aggregate “significance percentage” (as defined in Regulation AB (“Regulation AB”) under the Securities Act of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 10% but less than 20%, the Derivative Provider shall, subject to subparagraph [(iii)] below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(1) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(1) Information”). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXXEXXXX). (ii) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the DepositorChase Mortgage Finance Corporation, the aggregate “significance percentage” of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 20%, the Derivative Provider shall, subject to subparagraph [(iii)] below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(2) Information”, and together with the Item 1115(b)(1) Information, the “Additional Information”). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXXEXXXX). In addition, any such Item 1115(b)(2) Information shall be accompanied by any necessary auditor’s consents. (iii) If the Derivative Provider is unable to provide any such Additional Information if, as and when required, the Derivative Provider shall, at its option, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory to the Depositor Chase Mortgage Finance Corporation in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate “significance percentage” to (x) in the case of subparagraph (A) above, below 10%, and (y) in the case of subparagraph (B) above, provided the Derivative Provider is able to meet the requirements of subparagraph (A) above, below 20%, in each case pursuant to a [credit support annex] or similar agreement reasonably satisfactory to the DepositorChase Mortgage Finance Corporation, or (2) at the sole expense of the Derivative Provider, without any expense or liability to the Counterparty, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when required. (iv) The Derivative Provider’s obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s obligation to file periodic reports under the Exchange Act has terminated.

Appears in 4 contracts

Samples: Pooling and Servicing Agreement (Chase Mortgage Finance Trust Series 2007-S5), Pooling and Servicing Agreement (Chase Mortgage Finance Corp), Pooling and Servicing Agreement (ChaseFlex Trust Series 2007-1)

Compliance with Regulation AB. (i) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) with respect to the Certificates, in the reasonable determination made in good faith of the Depositor the aggregate “significance percentage” (as defined in Regulation AB (“Regulation AB”) under the Securities Act of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 10% but less than 20%, the Derivative Provider shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(1) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(1) Information”). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). (ii) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the Depositor, the aggregate “significance percentage” of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 20%, the Derivative Provider shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(2) Information”, and together with the Item 1115(b)(1) Information, the “Additional Information”). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). In addition, any such Item 1115(b)(2) Information shall be accompanied by any necessary auditor’s consents. (iii) If the Derivative Provider is unable to provide any such Additional Information if, as and when required, the Derivative Provider shall, at its option, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory to the Depositor in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate “significance percentage” to (x) in the case of subparagraph (A) above, below 10%, and (y) in the case of subparagraph (B) above, provided the Derivative Provider is able to meet the requirements of subparagraph (A) above, below 20%, in each case pursuant to a [credit support annex] annex or similar agreement reasonably satisfactory to the Depositor, or (2) at the sole expense of the Derivative Provider, without any expense or liability to the Counterparty, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when required. (iv) The Derivative Provider’s obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s obligation to file periodic reports under the Exchange Act has terminated.

Appears in 2 contracts

Samples: Rate Collar Transaction (J.P. Morgan Alternative Loan Trust 2006-A3), Rate Collar Transaction (J.P. Morgan Alternative Loan Trust 2006-A3)

Compliance with Regulation AB. (i) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) with respect to the Certificates, in the reasonable determination made in good faith of Depositor the aggregate “significance percentage” (as defined in Regulation AB (“Regulation AB”) under the Securities Act of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 10% but less than 20%, the Derivative Provider shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(1) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(1) Information”). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). (ii) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the Depositor, the aggregate “significance percentage” of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 20%, the Derivative Provider shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(2) Information”, and together with the Item 1115(b)(1) Information, the “Additional Information”). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). In addition, any such Item 1115(b)(2) Information shall be accompanied by any necessary auditor’s consents. (iii) If the Derivative Provider is unable to provide any such Additional Information if, as and when required, the Derivative Provider shall, at its option, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory to the Depositor in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate “significance percentage” to (x) in the case of subparagraph (A) above, below 10%, and (y) in the case of subparagraph (B) above, provided the Derivative Provider is able to meet the requirements of subparagraph (A) above, below 20%, in each case pursuant to a [credit support annex] annex or similar agreement reasonably satisfactory to the Depositor, or (2) at the sole expense of the Derivative Provider, without any expense or liability to the Counterparty, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when required. (iv) The Derivative Provider’s obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s obligation to file periodic reports under the Exchange Act has terminated.

Appears in 2 contracts

Samples: Rate Collar Transaction (J.P. Morgan Alternative Loan Trust 2007-A2), Rate Collar Transaction (J.P. Morgan Mortgage Trust 2007-S1)

Compliance with Regulation AB. (i) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) with respect to the Certificates, in the reasonable determination made in good faith of Depositor Chase Mortgage Finance Corporation the aggregate “significance percentage” (as defined in Regulation AB (“Regulation AB”) under the Securities Act of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 10% but less than 20%, the Derivative Provider shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(1) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(1) Information”). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXXEXXXX). (ii) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the DepositorChase Mortgage Finance Corporation, the aggregate “significance percentage” of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 20%, the Derivative Provider shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(2) Information”, and together with the Item 1115(b)(1) Information, the “Additional Information”). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXXEXXXX). In addition, any such Item 1115(b)(2) Information shall be accompanied by any necessary auditor’s consents. (iii) If the Derivative Provider is unable to provide any such Additional Information if, as and when required, the Derivative Provider shall, at its option, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory to the Depositor in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate “significance percentage” to (x) in the case of subparagraph (A) above, below 10%, and (y) in the case of subparagraph (B) above, provided the Derivative Provider is able to meet the requirements of subparagraph (A) above, below 20%, in each case pursuant to a [credit support annex] or similar agreement reasonably satisfactory to the Depositor, or (2) at the sole expense of the Derivative Provider, without any expense or liability to the Counterparty, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when required. (iv) The Derivative Provider’s obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s obligation to file periodic reports under the Exchange Act has terminated.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (ChaseFlex Trust Series 2007-2), Pooling and Servicing Agreement (ChaseFlex Trust Series 2007-2)

Compliance with Regulation AB. (i) If at any time after the date hereof for so long as the Counterparty Party B is required to file periodic reports under the Securities Exchange Act of 1934, as amended (the "Exchange Act") with respect to the Certificates, in the reasonable determination made in good faith of Depositor the Sponsors (as defined in the Prospectus), the aggregate "significance percentage" (as defined in Regulation AB ("Regulation AB") under the Securities Act of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider Party A and any of its affiliates to the Counterparty Party B is at least 10% but less than 20%, the Derivative Provider Party A shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor by Party B provide the financial information required under Item 1115(b)(1) of Regulation AB for the Derivative Provider Party A (and for the group of affiliated entities, if applicable) (the "Item 1115(b)(1) Information"). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXXEDGAR). (ii) If at any time after the date hereof for so long as the Counterparty ax Xxxty B is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the DepositorSponsors, the aggregate "significance percentage" of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider Party A and any of its affiliates to the Counterparty Party B is at least 20%, the Derivative Provider Party A shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor by Party B provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider Party A (and for the group of affiliated entities, if applicable) (the "Item 1115(b)(2) Information", and together with the Item 1115(b)(1) Information, the "Additional Information"). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXXEDGAR). In addition, any such Item 1115(b)(2) Information shall be accompanied bx xxxompanied by any necessary auditor’s 's consents. (iii) If the Derivative Provider Party A is unable to provide any such Additional Information if, as and when required, the Derivative Provider Party A shall, at its option, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory to the Depositor Sponsors in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate "significance percentage" to (x) in the case of subparagraph (Ai) above, below 10%, and (y) in the case of subparagraph (Bii) above, provided the Derivative Provider Party A is able to meet the requirements of subparagraph (Ai) above, below 20%, in each case pursuant to a [credit support annex] Credit Support Annex or similar agreement reasonably satisfactory to the DepositorSponsors, or (2) at the sole expense of the Derivative ProviderParty A, without any expense or liability to the CounterpartyParty B, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty Party B that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when required. (iv) The Derivative Provider’s Party A's obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s Party B's obligation to file periodic reports under the Exchange Act has been terminated, and shall continue to be terminated unless Party B notifies Party A that Party B's obligation to file periodic reports under the Exchange Act has resumed. Accepted and agreed: JPMORGAN CHASE BANK, N.A. J.P. MORGAN CHASE COMMERCIAL MORTGAGE XXXXXXXXXS TRUST 2007-CIBC20 By: Wells Fargo Bank, N.A., not in its individual capacity, but solely as Trustee By: /s/ Andrew B Taylor By: /s/ Amy Mofsenson ----------------------------------- ------------------------------------ Name: Andrew B. Taylor Name: Amy Mofsenson Title: Managixx Xxxxxxxx Title: Vice Pxxxxxxxx EXHIBIT A PARAGRAPH 13 TO CREDIT SUPPORT ANNEX to the Schedule to the Master Agreement dated as of September 28, 2007 between JPMorgan Chase Bank, N.A. and J.P. Morgan Chase Commercial ("Morgan") Xxxxxaxx Xxcurities Trust 2007-CIBC20 ("Counterparty") Paragraph 13. Elections and Variables (a) Security Interest for "Obligations". The term "Obligations" as used in this Annex includes no additional obligations with respect to either party.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2007-Cibc20)

Compliance with Regulation AB. (i) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) with respect to the Certificates, in the reasonable determination made in good faith of Depositor the aggregate “significance percentage” (as defined in Regulation AB (“Regulation AB”) under the Securities Act of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 10% but less than 20%, the Derivative Provider shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(1) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(1) Information”). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). (ii) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the Depositor, the aggregate “significance percentage” of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 20%, the Derivative Provider shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(2) Information”, and together with the Item 1115(b)(1) Information, the “Additional Information”). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). In addition, any such Item 1115(b)(2) Information shall be accompanied by any necessary auditor’s consents. (iii) If the Derivative Provider is unable to provide any such Additional Information if, as and when required, the Derivative Provider shall, at its option, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory to the Depositor in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate “significance percentage” to (x) in the case of subparagraph (A) above, below 10%, and (y) in the case of subparagraph (B) above, provided the Derivative Provider is able to meet the requirements of subparagraph (A) above, below 20%, in each case pursuant to a [credit support annex] annex or similar agreement reasonably satisfactory to the Depositor, or (2) at the sole expense of the Derivative Provider, without any expense or liability to the Counterparty, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when required. (iv) The Derivative Provider’s obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s obligation to file periodic reports under the Exchange Act has terminated.. JPMorgan Chase Bank, N.A. Name: Xxxx Xxxxx Title: Associate X.X. Xxxxxx Mortgage Trust 2007-S1 By: Xxxxx Fargo Bank, N.A., not in its individual capacity, but solely as Securities Administrator for JPMMT 2007-S1 Name: Xxxxxx Xxxx Title: Vice President Address for Notices:

Appears in 1 contract

Samples: Rate Collar Transaction (J.P. Morgan Mortgage Trust 2007-S1)

Compliance with Regulation AB. (i) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) with respect to the Certificates, in the reasonable determination made in good faith of Depositor Chase Mortgage Finance Corporation the aggregate “significance percentage” (as defined in Regulation AB (“Regulation AB”) under the Securities Act of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 10% but less than 20%, the Derivative Provider shall, subject to subparagraph [(iii)] below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(1) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(1) Information”). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXXEXXXX). (ii) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the DepositorChase Mortgage Finance Corporation, the aggregate “significance percentage” of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 20%, the Derivative Provider shall, subject to subparagraph [(iii)] below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(2) Information”, and together with the Item 1115(b)(1) Information, the “Additional Information”). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXXEXXXX). In addition, any such Item 1115(b)(2) Information shall be accompanied by any necessary auditor’s consents. (iii) If the Derivative Provider is unable to provide any such Additional Information if, as and when required, the Derivative Provider shall, at its option, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory to the Depositor Chase Mortgage Finance Corporation in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate “significance percentage” to (x) in the case of subparagraph (A) above, below 10%, and (y) in the case of subparagraph (B) above, provided the Derivative Provider is able to meet the requirements of subparagraph (A) above, below 20%, in each case pursuant to a [credit support annex] or similar agreement reasonably satisfactory to the DepositorChase Mortgage Finance Corporation, or (2) at the sole expense of the Derivative Provider, without any expense or liability to the Counterparty, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when required. (iv) The Derivative Provider’s obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s obligation to file periodic reports under the Exchange Act has terminated.. JPMorgan Chase Bank, N.A. Name: Title: Chase Mortgage Finance Trust Series 2007-S1 By: Bank of New York Trust Company, N.A., not in its individual capacity, but solely as Paying Agent on behalf of Chase Mortgage Finance Trust Series 2007-S1 Name: Title: Schedule I January 25, 2007 February 25, 2007 10,000,000.00 5.4 8.900 February 25, 2007 March 25, 2007 9,812,146.56 5.4 8.900 March 25, 2007 April 25, 2007 9,601,642.30 5.4 8.900 April 25, 2007 May 25, 2007 9,368,822.69 5.4 8.900 May 25, 2007 June 25, 2007 9,114,082.82 5.4 8.900 June 25, 2007 July 25, 2007 8,837,882.58 5.4 8.900 July 25, 2007 August 25, 2007 8,540,745.73 5.4 8.900 August 25, 2007 September 25, 2007 8,223,258.69 5.4 8.900 September 25, 2007 October 25, 2007 7,886,069.07 5.4 8.900 October 25, 2007 November 25, 2007 7,529,883.76 5.4 8.900 November 25, 2007 December 25, 2007 7,155,466.86 5.4 8.900 December 25, 2007 January 25, 2008 6,763,637.17 5.4 8.900 January 25, 2008 February 25, 2008 6,355,265.53 5.4 8.900 February 25, 2008 March 25, 2008 6,094,954.79 5.4 8.900 March 25, 2008 April 25, 2008 5,842,273.12 5.4 8.900 April 25, 2008 May 25, 2008 5,597,077.15 5.4 8.900 May 25, 2008 June 25, 2008 5,359,226.16 5.4 8.900 June 25, 2008 July 25, 2008 5,128,582.09 5.4 8.900 July 25, 2008 August 25, 2008 4,905,009.45 5.4 8.900 August 25, 2008 September 25, 2008 4,688,375.28 5.4 8.900 September 25, 2008 October 25, 2008 4,478,549.12 5.4 8.900 October 25, 2008 November 25, 2008 4,275,402.93 5.4 8.900 November 25, 2008 December 25, 2008 4,078,811.10 5.4 8.900 December 25, 2008 January 25, 2009 3,888,650.32 5.4 8.900 January 25, 2009 February 25, 2009 3,704,799.64 5.4 8.900 February 25, 2009 March 25, 2009 3,527,140.34 5.4 8.900 March 25, 2009 April 25, 2009 3,355,555.92 5.4 8.900 April 25, 2009 May 25, 2009 3,189,932.09 5.4 8.900 May 25, 2009 June 25, 2009 3,030,156.67 5.4 8.900 June 25, 2009 July 25, 2009 2,876,119.60 5.4 8.900 July 25, 2009 August 25, 2009 2,727,712.86 5.4 8.900 August 25, 2009 September 25, 2009 2,584,830.47 5.4 8.900 September 25, 2009 October 25, 2009 2,447,368.43 5.4 8.900 October 25, 2009 November 25, 2009 2,315,224.69 5.4 8.900 November 25, 2009 December 25, 2009 2,188,299.09 5.4 8.900 December 25, 2009 January 25, 2010 2,066,493.39 5.4 8.900 January 25, 2010 February 25, 2010 1,949,711.15 5.4 8.900 February 25, 2010 March 25, 2010 1,837,857.75 5.4 8.900 March 25, 2010 April 25, 2010 1,730,840.35 5.4 8.900 April 25, 2010 May 25, 2010 1,628,567.84 5.4 8.900 May 25, 2010 June 25, 2010 1,530,950.83 5.4 8.900 June 25, 2010 July 25, 2010 1,437,901.59 5.4 8.900 July 25, 2010 August 25, 2010 1,349,334.05 5.4 8.900 August 25, 2010 September 25, 2010 1,265,163.73 5.4 8.900 September 25, 2010 October 25, 2010 1,185,307.76 5.4 8.900 October 25, 2010 November 25, 2010 1,109,684.82 5.4 8.900 November 25, 2010 December 25, 2010 1,038,215.10 5.4 8.900 December 25, 2010 January 25, 2011 970,820.29 5.4 8.900 January 25, 2011 February 25, 2011 907,423.56 5.4 8.900 February 25, 2011 March 25, 2011 847,949.53 5.4 8.900 March 25, 2011 April 25, 2011 792,324.20 5.4 8.900 April 25, 2011 May 25, 2011 740,474.98 5.4 8.900 May 25, 2011 June 25, 2011 692,330.65 5.4 8.900 June 25, 2011 July 25, 2011 647,821.32 5.4 8.900 July 25, 2011 August 25, 2011 606,878.40 5.4 8.900 August 25, 2011 September 25, 2011 569,434.60 5.4 8.900 September 25, 2011 October 25, 2011 535,423.90 5.4 8.900 October 25, 2011 November 25, 2011 504,781.49 5.4 8.900 November 25, 2011 December 25, 2011 477,443.82 5.4 8.900 December 25, 2011 January 25, 2012 453,348.50 5.4 8.900 January 25, 2012 February 25, 2012 306,187.52 5.4 8.900 February 25, 2012 March 25, 2012 242,566.52 5.4 8.900 March 25, 2012 April 25, 2012 181,914.51 5.4 8.900 April 25, 2012 May 25, 2012 124,187.26 5.4 8.900 May 25, 2012 June 25, 2012 69,342.21 5.4 8.900 June 25, 2012 July 25, 2012 17,338.49 5.4 8.900 Thereafter 0.00 N/A N/A Chase Mortgage Finance Trust Series 2007-S1 Attn: Cxxxx Xxxxxxx Re: Interest Rate Transaction No: [ ] Ladies and Gentlemen: The purpose of this letter agreement is to set forth the terms and conditions of the rate collar transaction (the “Interest Rate Transaction”) entered into between JPMorgan Chase Bank, N.A. (the “Derivative Provider”) and The Bank of New York Trust Company, N.A., not in its individual capacity, but solely as Paying Agent on behalf of Chase Mortgage Finance Trust Series 2007-S1 (the “Counterparty”) on January 29, 2007. This agreement constitutes a “Confirmation” as referred to in and supplements, forms part of, and is subject to, the ISDA Master Agreement between the parties hereto. The particular Interest Rate Transaction to which this Confirmation relates is a Rate Collar Transaction, the terms of which are set forth below. The definitions and provisions contained in the 2000 ISDA Definitions, as published by the International Swaps and Derivatives Association, Inc. are incorporated into this Confirmation. In the event of any inconsistency between those definitions and provisions and this Confirmation, this Confirmation will govern. The Interest Rate Transaction relates to the Class A4 Certificates issued pursuant to the Pooling and Servicing Agreement dated as of January 1, 2007 among Chase Mortgage Finance Corporation, as Depositor, The Bank of New York Trust Company, N.A., as Trustee and Paying Agent, and JPMorgan Chase Bank, N.A., as Servicer (the “Pooling and Servicing Agreement”). In consideration of the payment of the sum of USD $[ ] (the “Premium”) by J.X. Xxxxxx Securities, Inc. on behalf of Chase Home Finance, LLC to the Derivative Provider on or about January 29, 2007 and in consideration of the promise by the Derivative Provider to make payments to the Counterparty in accordance with Section 2 hereof, the parties hereto agree as follows

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Chase Mortgage Finance Trust Series 2007-S1)

Compliance with Regulation AB. (i) If at any time after the date hereof for so long as the Counterparty Party B is required to file periodic reports under the Securities Exchange Act of 1934, as amended (the "Exchange Act") with respect to the Certificates, in the reasonable determination made in good faith of Depositor the Sponsors (as defined in the Prospectus), the aggregate "significance percentage" (as defined in Regulation AB ("Regulation AB") under the Securities Act of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider Party A and any of its affiliates to the Counterparty Party B is at least 10% but less than 20%, the Derivative Provider Party A shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor by Party B provide the financial information required under Item 1115(b)(1) of Regulation AB for the Derivative Provider Party A (and for the group of affiliated entities, if applicable) (the "Item 1115(b)(1) Information"). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXXEDGAR). (ii) If at any time after the date hereof for so long as the Counterparty loxx xx Party B is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the DepositorSponsors, the aggregate "significance percentage" of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider Party A and any of its affiliates to the Counterparty Party B is at least 20%, the Derivative Provider Party A shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor by Party B provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider Party A (and for the group of affiliated entities, if applicable) (the "Item 1115(b)(2) Information", and together with the Item 1115(b)(1) Information, the "Additional Information"). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXXEDGAR). In addition, any such Item 1115(b)(2) Information shall be accompanied by any necessary auditor’s 's consents. (iii) If the Derivative Provider Party A is unable to provide any such Additional Information if, as and when required, the Derivative Provider Party A shall, at its option, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory to the Depositor Sponsors in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate "significance percentage" to (x) in the case of subparagraph (Ai) above, below 10%, and (y) in the case of subparagraph (Bii) above, provided the Derivative Provider Party A is able to meet the requirements of subparagraph (Ai) above, below 20%, in each case pursuant to a [credit support annex] Credit Support Annex or similar agreement reasonably satisfactory to the DepositorSponsor, or (2) at the sole expense of the Derivative ProviderParty A, without any expense or liability to the CounterpartyParty B, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty Party B that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when required. (iv) The Derivative Provider’s obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s obligation to file periodic reports under the Exchange Act has terminated.

Appears in 1 contract

Samples: Isda Master Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2006-Ldp9)

Compliance with Regulation AB. (i) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) with respect to the Certificates, in the reasonable determination made in good faith of Depositor the aggregate “significance percentage” (as defined in Regulation AB (“Regulation AB”) under the Securities Act of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 10% but less than 20%, the Derivative Provider shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(1) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(1) Information”). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). (ii) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the Depositor, the aggregate “significance percentage” of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 20%, the Derivative Provider shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(2) Information”, and together with the Item 1115(b)(1) Information, the “Additional Information”). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). In addition, any such Item 1115(b)(2) Information shall be accompanied by any necessary auditor’s consents. (iii) If the Derivative Provider is unable to provide any such Additional Information if, as and when required, the Derivative Provider shall, at its option, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory to the Depositor in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate “significance percentage” to (x) in the case of subparagraph (A) above, below 10%, and (y) in the case of subparagraph (B) above, provided the Derivative Provider is able to meet the requirements of subparagraph (A) above, below 20%, in each case pursuant to a [credit support annex] annex or similar agreement reasonably satisfactory to the Depositor, or (2) at the sole expense of the Derivative Provider, without any expense or liability to the Counterparty, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when required. (iv) The Derivative Provider’s obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s obligation to file periodic reports under the Exchange Act has terminated.. JPMorgan Chase Bank, N.A. /s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Associate X.X. Xxxxxx Mortgage Trust 2007-S3 By: Xxxxx Fargo Bank, N.A., not in its individual capacity, but solely as Securities Administrator for JPMMT 2007-S3 Name: Xxxxxx Xxxx Title: Vice President Address for Notices:

Appears in 1 contract

Samples: Rate Collar Transaction (J.P. Morgan Mortgage Trust 2007-S3)

Compliance with Regulation AB. (i) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Securities Exchange Act of 1934, as amended (the "Exchange Act") with respect to the Certificates, in the reasonable determination made in good faith of Depositor Chase Mortgage Finance Corporation the aggregate "significance percentage" (as defined in Regulation AB ("Regulation AB") under the Securities Act of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 10% but less than 20%, the Derivative Provider shall, subject to subparagraph [(iii)] below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(1) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the "Item 1115(b)(1) Information"). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). (ii) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the DepositorChase Mortgage Finance Corporation, the aggregate "significance percentage" of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 20%, the Derivative Provider shall, subject to subparagraph [(iii)] below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the "Item 1115(b)(2) Information", and together with the Item 1115(b)(1) Information, the "Additional Information"). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). In addition, any such Item 1115(b)(2) Information shall be accompanied by any necessary auditor’s 's consents. (iii) If the Derivative Provider is unable to provide any such Additional Information if, as and when required, the Derivative Provider shall, at its option, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory to the Depositor Chase Mortgage Finance Corporation in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate “significance percentage” to (x) in the case of subparagraph (A) above, below 10%, and (y) in the case of subparagraph (B) above, provided the Derivative Provider is able to meet the requirements of subparagraph (A) above, below 20%, in each case pursuant to a [credit support annex] or similar agreement reasonably satisfactory to the Depositor, or (2) at the sole expense of the Derivative Provider, without any expense or liability to the Counterparty, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when required. (iv) The Derivative Provider’s obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s obligation to file periodic reports under the Exchange Act has terminated.the

Appears in 1 contract

Samples: Pooling and Servicing Agreement (ChaseFlex Trust Series 2006-1)

Compliance with Regulation AB. (i) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) with respect to the Certificates, in the reasonable determination made in good faith of Depositor Chase Mortgage Finance Corporation the aggregate “significance percentage” (as defined in Regulation AB (“Regulation AB”) under the Securities Act of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 10% but less than 20%, the Derivative Provider shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(1) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(1) Information”). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXXEXXXX). (ii) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the DepositorChase Mortgage Finance Corporation, the aggregate “significance percentage” of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 20%, the Derivative Provider shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(2) Information”, and together with the Item 1115(b)(1) Information, the “Additional Information”). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXXEXXXX). In addition, any such Item 1115(b)(2) Information shall be accompanied by any necessary auditor’s consents. (iii) If the Derivative Provider is unable to provide any such Additional Information if, as and when required, the Derivative Provider shall, at its option, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory to the Depositor Chase Mortgage Finance Corporation in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate “significance percentage” to (x) in the case of subparagraph (A) above, below 10%, and (y) in the case of subparagraph (B) above, provided the Derivative Provider is able to meet the requirements of subparagraph (A) above, below 20%, in each case pursuant to a [credit support annex] annex or similar agreement reasonably satisfactory to the DepositorChase Mortgage Finance Corporation, or (2) at the sole expense of the Derivative Provider, without any expense or liability to the Counterparty, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when required. (iv) The Derivative Provider’s obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s obligation to file periodic reports under the Exchange Act has terminated.. JPMorgan Chase Bank, N.A. Name: Title: ChaseFlex Trust 2007-3 By: Bank of New York Trust Company, N.A, not in its individual capacity, but solely as Paying Agent on behalf of ChaseFlex Trust 2007-3 Name: Title: July 25, 2007 August 25, 2007 284,095,819.61 6.360 11.50 August 25, 2007 September 25, 2007 281,322,547.58 6.360 11.50 September 25, 2007 October 25, 2007 278,286,827.42 6.583 11.50 October 25, 2007 November 25, 2007 274,995,250.12 6.358 11.50 November 25, 2007 December 25, 2007 271,454,228.79 6.582 11.50 December 25, 2007 January 25, 2008 267,674,720.66 6.357 11.50 January 25, 2008 February 25, 2008 263,664,377.04 6.357 11.50 February 25, 2008 March 25, 2008 259,431,507.91 6.819 11.50 March 25, 2008 April 25, 2008 254,995,221.03 6.355 11.50 April 25, 2008 May 25, 2008 250,389,377.47 6.579 11.50 May 25, 2008 June 25, 2008 245,669,648.74 6.354 11.50 June 25, 2008 July 25, 2008 240,988,591.71 6.577 11.50 July 25, 2008 August 25, 2008 236,394,781.62 6.352 11.50 August 25, 2008 September 25, 2008 231,886,598.43 6.351 11.50 September 25, 2008 October 25, 2008 227,462,452.11 6.575 11.50 October 25, 2008 November 25, 2008 223,120,782.08 6.350 11.50 November 25, 2008 December 25, 2008 218,860,056.66 6.573 11.50 December 25, 2008 January 25, 2009 214,678,772.55 6.348 11.50 January 25, 2009 February 25, 2009 210,575,454.29 6.347 11.50 February 25, 2009 March 25, 2009 206,548,653.75 7.064 11.50 March 25, 2009 April 25, 2009 202,596,949.64 6.346 11.50 April 25, 2009 May 25, 2009 198,718,946.99 6.568 11.50 May 25, 2009 June 25, 2009 194,913,276.68 6.344 11.50 June 25, 2009 July 25, 2009 191,178,594.96 6.566 11.50 July 25, 2009 August 25, 2009 187,513,582.95 6.342 11.50 August 25, 2009 September 25, 2009 183,916,946.25 6.341 11.50 September 25, 2009 October 25, 2009 180,387,414.41 6.563 11.50 October 25, 2009 November 25, 2009 176,923,740.53 6.339 11.50 November 25, 2009 December 25, 2009 173,524,700.83 6.561 11.50 December 25, 2009 January 25, 2010 170,189,094.17 6.337 11.50 January 25, 2010 February 25, 2010 166,915,741.73 6.336 11.50 February 25, 2010 March 25, 2010 163,703,486.47 7.053 11.50 March 25, 2010 April 25, 2010 160,551,192.84 6.334 11.50 April 25, 2010 May 25, 2010 157,457,746.32 6.555 11.50 May 25, 2010 June 25, 2010 154,422,053.04 6.331 11.50 June 25, 2010 July 25, 2010 151,443,039.43 6.553 11.50 July 25, 2010 August 25, 2010 148,519,651.77 6.329 11.50 August 25, 2010 September 25, 2010 145,650,855.93 6.327 11.50 September 25, 2010 October 25, 2010 142,835,636.92 6.549 11.50 October 25, 2010 November 25, 2010 140,106,410.82 6.325 11.50 November 25, 2010 December 25, 2010 137,471,284.40 6.548 11.50 December 25, 2010 January 25, 2011 134,885,383.33 6.325 11.50 January 25, 2011 February 25, 2011 132,347,792.21 6.325 11.50 February 25, 2011 March 25, 2011 129,857,612.58 7.043 11.50 March 25, 2011 April 25, 2011 127,413,962.66 6.325 11.50 April 25, 2011 May 25, 2011 125,015,977.00 6.548 11.50 May 25, 2011 June 25, 2011 122,662,806.23 6.325 11.50 June 25, 2011 July 25, 2011 120,353,616.71 6.548 11.50 July 25, 2011 August 25, 2011 118,087,590.24 6.325 11.50 August 25, 2011 September 25, 2011 115,863,923.83 6.325 11.50 September 25, 2011 October 25, 2011 113,681,829.36 6.548 11.50 October 25, 2011 November 25, 2011 111,540,533.34 6.325 11.50 November 25, 2011 December 25, 2011 109,439,276.60 6.548 11.50 December 25, 2011 January 25, 2012 107,377,314.09 6.325 11.50 January 25, 2012 February 25, 2012 105,353,914.54 6.325 11.50 February 25, 2012 March 25, 2012 103,368,360.28 6.787 11.50 March 25, 2012 April 25, 2012 101,419,946.92 6.325 11.50 April 25, 2012 May 25, 2012 99,507,983.17 6.548 11.50 May 25, 2012 June 25, 2012 97,631,790.54 6.325 11.50 June 25, 2012 July 25, 2012 95,790,703.12 6.548 11.50 July 25, 2012 August 25, 2012 93,984,067.39 6.325 11.50 August 25, 2012 September 25, 2012 92,211,241.94 6.325 11.50 September 25, 2012 October 25, 2012 90,471,597.24 6.548 11.50 October 25, 2012 November 25, 2012 88,764,515.46 6.325 11.50 November 25, 2012 December 25, 2012 87,089,390.24 6.548 11.50 December 25, 2012 January 25, 2013 85,445,626.46 6.325 11.50 January 25, 2013 February 25, 2013 83,832,640.05 6.325 11.50 February 25, 2013 March 25, 2013 82,249,857.78 7.043 11.50 March 25, 2013 April 25, 2013 80,696,717.06 6.325 11.50 April 25, 2013 May 25, 2013 79,172,665.73 6.548 11.50 May 25, 2013 June 25, 2013 77,677,161.91 6.325 11.50 June 25, 2013 July 25, 2013 76,209,673.72 6.548 11.50 July 25, 2013 August 25, 2013 74,769,679.23 6.325 11.50 August 25, 2013 September 25, 2013 73,356,666.14 6.325 11.50 September 25, 2013 October 25, 2013 71,970,131.67 6.548 11.50 October 25, 2013 November 25, 2013 70,609,582.41 6.325 11.50 November 25, 2013 December 25, 2013 69,274,534.06 6.548 11.50 December 25, 2013 January 25, 2014 67,964,511.36 6.325 11.50 January 25, 2014 February 25, 2014 66,679,047.83 6.325 11.50 February 25, 2014 March 25, 2014 65,417,685.69 7.043 11.50 March 25, 2014 April 25, 2014 64,179,975.64 6.325 11.50 April 25, 2014 May 25, 2014 62,965,476.73 6.548 11.50 May 25, 2014 June 25, 2014 61,773,756.20 6.325 11.50 June 25, 2014 July 25, 2014 86,577,699.02 6.548 11.50 July 25, 2014 August 25, 2014 84,938,513.22 6.325 11.50 August 25, 2014 September 25, 2014 83,330,081.30 6.325 11.50 September 25, 2014 October 25, 2014 81,751,829.71 6.548 11.50 October 25, 2014 November 25, 2014 80,203,195.55 6.325 11.50 November 25, 2014 December 25, 2014 78,683,626.35 6.548 11.50 December 25, 2014 January 25, 2015 77,192,579.94 6.325 11.50 January 25, 2015 February 25, 2015 75,729,524.19 6.325 11.50 February 25, 2015 March 25, 2015 74,293,936.88 7.043 11.50 March 25, 2015 April 25, 2015 72,885,305.49 6.325 11.50 April 25, 2015 May 25, 2015 71,486,663.69 6.550 11.50 May 25, 2015 June 25, 2015 70,091,376.43 6.327 11.50 June 25, 2015 July 25, 2015 68,722,297.80 6.552 11.50 July 25, 2015 August 25, 2015 67,378,938.63 6.329 11.50 August 25, 2015 September 25, 2015 66,060,818.83 6.331 11.50 September 25, 2015 October 25, 2015 64,767,467.25 6.556 11.50 October 25, 2015 November 25, 2015 63,498,421.48 6.333 11.50 November 25, 2015 December 25, 2015 62,253,227.73 6.559 11.50 December 25, 2015 January 25, 2016 61,031,440.63 6.336 11.50 January 25, 2016 February 25, 2016 59,832,623.09 6.337 11.50 February 25, 2016 March 25, 2016 58,656,346.15 6.801 11.50 March 25, 2016 April 25, 2016 57,502,188.82 6.340 11.50 April 25, 2016 May 25, 2016 56,369,737.95 6.566 11.50 May 25, 2016 June 25, 2016 55,258,588.05 6.343 11.50 June 25, 2016 July 25, 2016 54,168,341.21 6.569 11.50 July 25, 2016 August 25, 2016 53,098,606.87 6.346 11.50 August 25, 2016 September 25, 2016 52,049,001.78 6.348 11.50 September 25, 2016 October 25, 2016 51,019,149.78 6.573 11.50 October 25, 2016 November 25, 2016 50,008,334.58 6.350 11.50 November 25, 2016 December 25, 2016 49,016,551.68 6.576 11.50 December 25, 2016 January 25, 2017 48,042,978.20 6.353 11.50 January 25, 2017 February 25, 2017 47,087,746.43 6.355 11.50 February 25, 2017 March 25, 2017 46,150,513.39 7.074 11.50 March 25, 2017 April 25, 2017 45,229,832.24 6.357 11.50 April 25, 2017 May 25, 2017 44,323,838.72 6.583 11.50 May 25, 2017 June 25, 2017 43,427,587.13 6.360 11.50 June 25, 2017 July 25, 2017 42,515,636.50 6.586 11.50 July 25, 2017 August 25, 2017 41,610,857.40 6.363 11.50 August 25, 2017 September 25, 2017 40,723,793.18 6.364 11.50 September 25, 2017 October 25, 2017 39,854,104.32 6.590 11.50 October 25, 2017 November 25, 2017 0.00 0.000 —

Appears in 1 contract

Samples: Pooling and Servicing Agreement (ChaseFlex Trust Series 2007-3)

Compliance with Regulation AB. (i) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) with respect to the Certificates, in the reasonable determination made in good faith of Depositor Chase Mortgage Finance Corporation the aggregate “significance percentage” (as defined in Regulation AB (“Regulation AB”) under the Securities Act of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 10% but less than 20%, the Derivative Provider shall, subject to subparagraph [(iii)] below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(1) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(1) Information”). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXXEXXXX). (ii) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the DepositorChase Mortgage Finance Corporation, the aggregate “significance percentage” of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 20%, the Derivative Provider shall, subject to subparagraph [(iii)] below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(2) Information”, and together with the Item 1115(b)(1) Information, the “Additional Information”). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXXEXXXX). In addition, any such Item 1115(b)(2) Information shall be accompanied by any necessary auditor’s consents. (iii) If the Derivative Provider is unable to provide any such Additional Information if, as and when required, the Derivative Provider shall, at its option, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory to the Depositor Chase Mortgage Finance Corporation in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate “significance percentage” to (x) in the case of subparagraph (A) above, below 10%, and (y) in the case of subparagraph (B) above, provided the Derivative Provider is able to meet the requirements of subparagraph (A) above, below 20%, in each case pursuant to a [credit support annex] or similar agreement reasonably satisfactory to the DepositorChase Mortgage Finance Corporation, or (2) at the sole expense of the Derivative Provider, without any expense or liability to the Counterparty, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when required. (iv) The Derivative Provider’s obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s obligation to file periodic reports under the Exchange Act has terminated.. JPMorgan Chase Bank, N.A. Name: Title: Chase Mortgage Finance Trust Series 2007-S1 By: Bank of New York Trust Company, N.A., not in its individual capacity, but solely as Paying Agent on behalf of Chase Mortgage Finance Trust Series 2007-S1 Name: Title: Schedule I January 25, 2007 February 25, 2007 155,000,000.00 5.4 8.900 February 25, 2007 March 25, 2007 154,150,369.89 5.4 8.900 March 25, 2007 April 25, 2007 153,043,369.34 5.4 8.900 April 25, 2007 May 25, 2007 151,679,258.68 5.4 8.900 May 25, 2007 June 25, 2007 150,058,727.49 5.4 8.900 June 25, 2007 July 25, 2007 148,182,987.87 5.4 8.900 July 25, 2007 August 25, 2007 146,053,777.39 5.4 8.900 August 25, 2007 September 25, 2007 143,673,360.46 5.4 8.900 September 25, 2007 October 25, 2007 141,044,527.79 5.4 8.900 October 25, 2007 November 25, 2007 138,170,594.27 5.4 8.900 November 25, 2007 December 25, 2007 135,055,394.87 5.4 8.900 December 25, 2007 January 25, 2008 131,703,278.89 5.4 8.900 January 25, 2008 February 25, 2008 128,119,102.32 5.4 8.900 February 25, 2008 March 25, 2008 126,482,646.92 5.4 8.900 March 25, 2008 April 25, 2008 124,625,323.30 5.4 8.900 April 25, 2008 May 25, 2008 122,553,443.58 5.4 8.900 May 25, 2008 June 25, 2008 120,273,778.02 5.4 8.900 June 25, 2008 July 25, 2008 117,793,538.50 5.4 8.900 July 25, 2008 August 25, 2008 115,120,360.32 5.4 8.900 August 25, 2008 September 25, 2008 112,262,655.53 5.4 8.900 September 25, 2008 October 25, 2008 109,228,821.67 5.4 8.900 October 25, 2008 November 25, 2008 106,027,615.69 5.4 8.900 November 25, 2008 December 25, 2008 102,668,395.31 5.4 8.900 December 25, 2008 January 25, 2009 99,162,758.67 5.4 8.900 January 25, 2009 February 25, 2009 95,522,319.95 5.4 8.900 February 25, 2009 March 25, 2009 91,758,321.78 5.4 8.900 March 25, 2009 April 25, 2009 87,880,544.40 5.4 8.900 April 25, 2009 May 25, 2009 83,899,518.25 5.4 8.900 May 25, 2009 June 25, 2009 79,825,608.11 5.4 8.900 June 25, 2009 July 25, 2009 75,689,178.45 5.4 8.900 July 25, 2009 August 25, 2009 71,685,854.68 5.4 8.900 August 25, 2009 September 25, 2009 67,826,840.15 5.4 8.900 September 25, 2009 October 25, 2009 64,108,802.41 5.4 8.900 October 25, 2009 November 25, 2009 60,528,485.58 5.4 8.900 November 25, 2009 December 25, 2009 57,082,708.67 5.4 8.900 December 25, 2009 January 25, 2010 53,768,363.81 5.4 8.900 January 25, 2010 February 25, 2010 50,582,414.60 5.4 8.900 February 25, 2010 March 25, 2010 47,521,894.49 5.4 8.900 March 25, 2010 April 25, 2010 44,583,905.15 5.4 8.900 April 25, 2010 May 25, 2010 41,765,614.91 5.4 8.900 May 25, 2010 June 25, 2010 39,064,257.27 5.4 8.900 June 25, 2010 July 25, 2010 36,477,129.36 5.4 8.900 July 25, 2010 August 25, 2010 34,001,590.52 5.4 8.900 August 25, 2010 September 25, 2010 31,635,060.83 5.4 8.900 September 25, 2010 October 25, 2010 29,375,019.78 5.4 8.900 October 25, 2010 November 25, 2010 27,219,004.86 5.4 8.900 November 25, 2010 December 25, 2010 25,164,610.26 5.4 8.900 December 25, 2010 January 25, 2011 23,209,485.53 5.4 8.900 January 25, 2011 February 25, 2011 21,351,334.38 5.4 8.900 February 25, 2011 March 25, 2011 19,587,913.36 5.4 8.900 March 25, 2011 April 25, 2011 17,917,030.72 5.4 8.900 April 25, 2011 May 25, 2011 16,336,545.17 5.4 8.900 May 25, 2011 June 25, 2011 14,844,364.76 5.4 8.900 June 25, 2011 July 25, 2011 13,438,445.73 5.4 8.900 July 25, 2011 August 25, 2011 12,116,791.40 5.4 8.900 August 25, 2011 September 25, 2011 10,877,451.12 5.4 8.900 September 25, 2011 October 25, 2011 9,718,519.19 5.4 8.900 October 25, 2011 November 25, 2011 8,638,133.82 5.4 8.900 November 25, 2011 December 25, 2011 7,634,476.16 5.4 8.900 December 25, 2011 January 25, 2012 6,705,769.28 5.4 8.900 January 25, 2012 February 25, 2012 3,893,451.82 5.4 8.900 February 25, 2012 March 25, 2012 2,722,239.66 5.4 8.900 March 25, 2012 April 25, 2012 1,618,863.67 5.4 8.900 April 25, 2012 May 25, 2012 582,100.87 5.4 8.900 Thereafter 0.00 N/A N/A Chase Mortgage Finance Trust Series 2007-S1 Attn: Cxxxx Xxxxxxx Re: Interest Rate Transaction No: [ ] Ladies and Gentlemen: The purpose of this letter agreement is to set forth the terms and conditions of the rate collar transaction (the “Interest Rate Transaction”) entered into between JPMorgan Chase Bank, N.A. (the “Derivative Provider”) and The Bank of New York Trust Company, N.A., not in its individual capacity, but solely as Paying Agent on behalf of Chase Mortgage Finance Trust Series 2007-S1 (the “Counterparty”) on January 29, 2007. This agreement constitutes a “Confirmation” as referred to in and supplements, forms part of, and is subject to, the ISDA Master Agreement between the parties hereto. The particular Interest Rate Transaction to which this Confirmation relates is a Rate Collar Transaction, the terms of which are set forth below. The definitions and provisions contained in the 2000 ISDA Definitions, as published by the International Swaps and Derivatives Association, Inc. are incorporated into this Confirmation. In the event of any inconsistency between those definitions and provisions and this Confirmation, this Confirmation will govern. The Interest Rate Transaction relates to the Class A4 Certificates issued pursuant to the Pooling and Servicing Agreement dated as of January 1, 2007 among Chase Mortgage Finance Corporation, as Depositor, The Bank of New York Trust Company, N.A., as Trustee and Paying Agent, and JPMorgan Chase Bank, N.A., as Servicer (the “Pooling and Servicing Agreement”). In consideration of the payment of the sum of USD $[ ] (the “Premium”) by J.X. Xxxxxx Securities, Inc. on behalf of Chase Home Finance, LLC to the Derivative Provider on or about January 29, 2007 and in consideration of the promise by the Derivative Provider to make payments to the Counterparty in accordance with Section 2 hereof, the parties hereto agree as follows

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Chase Mortgage Finance Trust Series 2007-S1)

Compliance with Regulation AB. (ia) If It shall be a swap disclosure event (“Swap Disclosure Event”) if, at any time after the date hereof for so long as the Counterparty is required to file periodic reports under hereof, the Securities Exchange Act Administrator (acting on behalf of 1934, as amended (the “Exchange Act”Depositor or the Sponsor) with respect to the Certificates, in the reasonable determination made in good faith of Depositor notifies BNY that the aggregate “significance percentage” (as defined calculated in Regulation AB (“Regulation AB”) under accordance with the Securities Act provisions of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) of all derivative instruments provided by the Derivative Provider BNY and any of its affiliates to Counterparty (collectively, the Counterparty “Aggregate Significance Percentage”) is at least 10% or more. (b) Upon the occurrence of a Swap Disclosure Event, BNY, at its own cost and expense (and without any expense or liability to the Depositor, the Sponsor, the Underwriters, the Depositor, the Trustee, the Securities Administrator or the Issuing Entity), shall take one of the following actions: (i) provide to the Sponsor and the Depositor: (x) if the Aggregate Significance Percentage is 10% or more, but less than 20%, the Derivative Provider shall, subject to subparagraph [(iii)] below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(1) of Regulation AB or (y) if the Aggregate Significance Percentage is 20% or more, within five (5) Business Days, the information required under Item 1115(b)(2) of Regulation AB; or (ii) assign its rights and delegate its obligations under the Transaction to a counterparty with the Approved Ratings Thresholds (or which satisfies the Rating Agency Condition), that (x) provides the information specified in clause (i) above to the Depositor and Sponsor and (y) enters into documentation substantially similar to the documentation then in place between BNY and the Counterparty. (c) For so long as the Aggregate Significance Percentage is 10% or more, BNY shall provide any updates to the information provided pursuant to clause (b) above to the Sponsor and the Depositor within five (5) Business Days following availability thereof (but in no event more than 45 days after the end of each of BNY’s fiscal quarter for any quarterly update, and in no even more than 90 days after the Derivative Provider end of each of BNY’s fiscal year for any annual update). (d) All information provided pursuant to clauses (b) and for the group of affiliated entities, if applicable(c) (the “Item 1115(b)(1) Information”). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). (ii) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the Depositor, the aggregate “significance percentage” of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 20%, the Derivative Provider shall, subject to subparagraph [(iii)] below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(2) Information”, and together with the Item 1115(b)(1) Information, the “Additional Information”). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). In addition, any such Item 1115(b)(2) Information information, if audited, shall be accompanied by any necessary auditor’s consents. (iii) consents or, if such information is unaudited, shall be accompanied by an appropriate agreed-upon procedures letter from BNY’s accountants. If the Derivative Provider is unable to provide permitted by Regulation AB, any such Additional Information if, as and when required, the Derivative Provider shall, at its option, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory information may be provided by reference to or incorporation by reference from reports filed pursuant to the Depositor in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate “significance percentage” to (x) in the case of subparagraph (A) above, below 10%, and (y) in the case of subparagraph (B) above, provided the Derivative Provider is able to meet the requirements of subparagraph (A) above, below 20%, in each case pursuant to a [credit support annex] or similar agreement reasonably satisfactory to the Depositor, or (2) at the sole expense of the Derivative Provider, without any expense or liability to the Counterparty, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when requiredExchange Act. (iv) The Derivative Provider’s obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s obligation to file periodic reports under the Exchange Act has terminated.

Appears in 1 contract

Samples: Rate Cap Transaction (Harborview 2006-2)

Compliance with Regulation AB. (i) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) with respect to the Certificates, in the reasonable determination made in good faith of Depositor Chase Mortgage Finance Corporation the aggregate “significance percentage” (as defined in Regulation AB (“Regulation AB”) under the Securities Act of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 10% but less than 20%, the Derivative Provider shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(1) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(1) Information”). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXXEXXXX). (ii) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the DepositorChase Mortgage Finance Corporation, the aggregate “significance percentage” of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 20%, the Derivative Provider shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(2) Information”, and together with the Item 1115(b)(1) Information, the “Additional Information”). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXXEXXXX). In addition, any such Item 1115(b)(2) Information shall be accompanied by any necessary auditor’s consents. (iii) If the Derivative Provider is unable to provide any such Additional Information if, as and when required, the Derivative Provider shall, at its option, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory to the Depositor Chase Mortgage Finance Corporation in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate “significance percentage” to (x) in the case of subparagraph (A) above, below 10%, and (y) in the case of subparagraph (B) above, provided the Derivative Provider is able to meet the requirements of subparagraph (A) above, below 20%, in each case pursuant to a [credit support annex] annex or similar agreement reasonably satisfactory to the DepositorChase Mortgage Finance Corporation, or (2) at the sole expense of the Derivative Provider, without any expense or liability to the Counterparty, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when required. (iv) The Derivative Provider’s obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s obligation to file periodic reports under the Exchange Act has terminated. JPMorgan Chase Bank, N.A. Name: Title: By: Bank of New York Trust Company, N.A, not in its individual capacity, but solely as Paying Agent on behalf of ChaseFlex Trust 2007-M1 Name: Title: July 25, 2007 August 25, 2007 136,689,000.00 N/A N/A August 25, 2007 September 25, 2007 132,684,408.75 6.337 11.50 September 25, 2007 October 25, 2007 128,237,403.95 6.553 11.50 October 25, 2007 November 25, 2007 123,355,443.48 6.337 11.50 November 25, 2007 December 25, 2007 118,047,124.07 6.553 11.50 December 25, 2007 January 25, 2008 112,322,521.20 6.337 11.50 January 25, 2008 February 25, 2008 106,193,330.51 6.337 11.50 February 25, 2008 March 25, 2008 99,672,404.35 6.785 11.50 March 25, 2008 April 25, 2008 92,775,022.39 6.337 11.50 April 25, 2008 May 25, 2008 85,519,445.42 6.554 11.50 May 25, 2008 June 25, 2008 77,931,223.85 6.337 11.50 June 25, 2008 July 25, 2008 70,101,938.46 6.554 11.50 July 25, 2008 August 25, 2008 62,317,058.67 6.338 11.50 August 25, 2008 September 25, 2008 54,677,760.99 6.338 11.50 September 25, 2008 October 25, 2008 47,181,335.59 6.554 11.50 October 25, 2008 November 25, 2008 39,825,122.95 6.338 11.50 November 25, 2008 December 25, 2008 32,606,512.89 6.554 11.50 December 25, 2008 January 25, 2009 25,522,943.65 6.338 11.50 January 25, 2009 February 25, 2009 18,571,901.03 6.338 11.50 February 25, 2009 March 25, 2009 11,750,917.48 7.033 11.50 March 25, 2009 April 25, 2009 5,057,571.24 6.338 11.50 Thereafter 0.00 N/A N/A July 25, 2007 August 25, 2007 71,622,000.00 N/A N/A August 25, 2007 September 25, 2007 71,622,000.00 6.257 11.50 September 25, 2007 October 25, 2007 71,622,000.00 6.473 11.50 October 25, 2007 November 25, 2007 71,622,000.00 6.257 11.50 November 25, 2007 December 25, 2007 71,622,000.00 6.473 11.50 December 25, 2007 January 25, 2008 71,622,000.00 6.257 11.50 January 25, 2008 February 25, 2008 71,622,000.00 6.257 11.50 February 25, 2008 March 25, 2008 71,622,000.00 6.705 11.50 March 25, 2008 April 25, 2008 71,622,000.00 6.257 11.50 April 25, 2008 May 25, 2008 71,622,000.00 6.474 11.50 May 25, 2008 June 25, 2008 71,622,000.00 6.257 11.50 June 25, 2008 July 25, 2008 71,622,000.00 6.474 11.50 July 25, 2008 August 25, 2008 71,622,000.00 6.258 11.50 August 25, 2008 September 25, 2008 71,622,000.00 6.258 11.50 September 25, 2008 October 25, 2008 71,622,000.00 6.474 11.50 October 25, 2008 November 25, 2008 71,622,000.00 6.258 11.50 November 25, 2008 December 25, 2008 71,622,000.00 6.474 11.50 December 25, 2008 January 25, 2009 71,622,000.00 6.258 11.50 January 25, 2009 February 25, 2009 71,622,000.00 6.258 11.50 February 25, 2009 March 25, 2009 71,622,000.00 6.953 11.50 March 25, 2009 April 25, 2009 71,622,000.00 6.258 11.50 April 25, 2009 May 25, 2009 70,111,485.49 6.474 11.50 May 25, 2009 June 25, 2009 63,666,327.55 6.258 11.50 June 25, 2009 July 25, 2009 57,341,808.01 6.474 11.50 July 25, 2009 August 25, 2009 51,135,679.96 6.258 11.50 August 25, 2009 September 25, 2009 45,045,738.21 6.258 11.50 September 25, 2009 October 25, 2009 39,069,818.49 6.474 11.50 October 25, 2009 November 25, 2009 33,205,796.73 6.258 11.50 November 25, 2009 December 25, 2009 27,451,588.28 6.474 11.50 December 25, 2009 January 25, 2010 21,805,147.18 6.258 11.50 January 25, 2010 February 25, 2010 16,264,465.48 6.258 11.50 February 25, 2010 March 25, 2010 10,827,572.50 6.953 11.50 March 25, 2010 April 25, 2010 5,492,534.15 6.258 11.50 April 25, 2010 May 25, 2010 257,452.26 6.475 11.50 Thereafter 0.00 N/A N/A July 25, 2007 August 25, 2007 48,474,000.00 N/A N/A August 25, 2007 September 25, 2007 48,474,000.00 6.157 11.50 September 25, 2007 October 25, 2007 48,474,000.00 6.373 11.50 October 25, 2007 November 25, 2007 48,474,000.00 6.157 11.50 November 25, 2007 December 25, 2007 48,474,000.00 6.373 11.50 December 25, 2007 January 25, 2008 48,474,000.00 6.157 11.50 January 25, 2008 February 25, 2008 48,474,000.00 6.157 11.50 February 25, 2008 March 25, 2008 48,474,000.00 6.605 11.50 March 25, 2008 April 25, 2008 48,474,000.00 6.157 11.50 April 25, 2008 May 25, 2008 48,474,000.00 6.374 11.50 May 25, 2008 June 25, 2008 48,474,000.00 6.157 11.50 June 25, 2008 July 25, 2008 48,474,000.00 6.374 11.50 July 25, 2008 August 25, 2008 48,474,000.00 6.158 11.50 August 25, 2008 September 25, 2008 48,474,000.00 6.158 11.50 September 25, 2008 October 25, 2008 48,474,000.00 6.374 11.50 October 25, 2008 November 25, 2008 48,474,000.00 6.158 11.50 November 25, 2008 December 25, 2008 48,474,000.00 6.374 11.50 December 25, 2008 January 25, 2009 48,474,000.00 6.158 11.50 January 25, 2009 February 25, 2009 48,474,000.00 6.158 11.50 February 25, 2009 March 25, 2009 48,474,000.00 6.853 11.50 March 25, 2009 April 25, 2009 48,474,000.00 6.158 11.50 April 25, 2009 May 25, 2009 48,474,000.00 6.374 11.50 May 25, 2009 June 25, 2009 48,474,000.00 6.158 11.50 June 25, 2009 July 25, 2009 48,474,000.00 6.374 11.50 July 25, 2009 August 25, 2009 48,474,000.00 6.158 11.50 August 25, 2009 September 25, 2009 48,474,000.00 6.158 11.50 September 25, 2009 October 25, 2009 48,474,000.00 6.374 11.50 October 25, 2009 November 25, 2009 48,474,000.00 6.158 11.50 November 25, 2009 December 25, 2009 48,474,000.00 6.374 11.50 December 25, 2009 January 25, 2010 48,474,000.00 6.158 11.50 January 25, 2010 February 25, 2010 48,474,000.00 6.158 11.50 February 25, 2010 March 25, 2010 48,474,000.00 6.853 11.50 March 25, 2010 April 25, 2010 48,474,000.00 6.158 11.50 April 25, 2010 May 25, 2010 48,474,000.00 6.375 11.50 May 25, 2010 June 25, 2010 43,594,463.91 6.158 11.50 June 25, 2010 July 25, 2010 38,553,740.78 6.375 11.50 July 25, 2010 August 25, 2010 33,607,488.49 6.159 11.50 August 25, 2010 September 25, 2010 29,469,008.41 6.159 11.50 September 25, 2010 October 25, 2010 25,416,580.57 6.375 11.50 October 25, 2010 November 25, 2010 21,448,565.41 6.159 11.50 November 25, 2010 December 25, 2010 17,787,493.04 6.375 11.50 December 25, 2010 January 25, 2011 14,473,793.88 6.159 11.50 January 25, 2011 February 25, 2011 11,228,535.94 6.159 11.50 February 25, 2011 March 25, 2011 8,050,390.58 6.854 11.50 March 25, 2011 April 25, 2011 4,938,054.29 6.159 11.50 April 25, 2011 May 25, 2011 1,890,248.23 6.375 11.50 Thereafter 0.00 N/A N/A Barclays Bank PLC 5 Txx Xxxxx Xxxxxxxxx Xxxxxx Xxxxx Xxxxxx X00 0XX Tel +00 (0)00 0000 0000 FROM: Barclays Bank PLC SUBJECT: Fixed Income Derivatives Confirmation The purpose of this long-form confirmation (“Confilimation”) is to confirm the terms and conditions of the Transaction entered into on the Trade Date specified below (the “Transaction”) between Barclays Bank PLC (“Party A”) and The Bank of New York Trust Company, not individually, but solely as trustee (the “Trustee”) on behalf of the supplemental interest trust with respect to the ChaseFlex Trust Series 2007-M1, Multi-Class Mortgage Pass-Through Certificates (Mortgage Pool I) (the “Trust”) (“Party B”) created under the Pooling and Servicing Agreement, dated as of July 1, 2007, among Chase Mortgage Finance Corporation, as Depositor, JPMorgan Chase Bank, N.A., as Servicer and Custodian, and The Bank of New York Trust Company, N.A., as Trustee and Paying Agent (the “Base Agreement”). This Confirmation evidences a complete and binding agreement between you and us to enter into the Transaction on the terms set forth below and replaces any previous agreement between us with respect to the subject matter hereof. Item 2 of this Confirmation constitutes a “Confirmation” as referred to in the ISDA Master Agreement (defined below); Item 3 of this Confirmation constitutes a “Schedule” as referred to in the ISDA Master Agreement; and Annex A hereto constitutes Paragraph 13 of a Credit Support Annex to the Schedule. 1. The Confirmation set forth at Item 2 hereof shall supplement, form a part of, and be subject to an agreement in the form of the ISDA Master Agreement (Multicurrency — Cross Border) as published and copyrighted in 1992 by the International Swaps and Derivatives Association, Inc. (the “ISDA Master Agreement”), as if Party A and Party B had executed an agreement in such form on the date hereof, with a Schedule as set forth in Item 3 of this Confirmation, and an ISDA Credit Support Annex (Bilateral Form — ISDA Agreements Subject to New York Law Only version) as published and copyrighted in 1994 by the International Swaps and Derivatives Association, Inc., with Paragraph 13 thereof as set forth in Annex A hereto (the “Credit Support Annex”). For the avoidance of doubt, the Transaction described herein shall be the sole Transaction governed by such ISDA Master Agreement. 2. The terms of the particular Transaction to which this Confirmation relates are as follows:

Appears in 1 contract

Samples: Pooling and Servicing Agreement (ChaseFlex Trust Series 2007-M1)

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Compliance with Regulation AB. (i) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) with respect to the Certificates, in the reasonable determination made in good faith of Depositor Chase Mortgage Finance Corporation the aggregate “significance percentage” (as defined in Regulation AB (“Regulation AB”) under the Securities Act of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 10% but less than 20%, the Derivative Provider shall, subject to subparagraph [(iii)] below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(1) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(1) Information”). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXXEXXXX). (ii) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the DepositorChase Mortgage Finance Corporation, the aggregate “significance percentage” of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 20%, the Derivative Provider shall, subject to subparagraph [(iii)] below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(2) Information”, and together with the Item 1115(b)(1) Information, the “Additional Information”). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXXEXXXX). In addition, any such Item 1115(b)(2) Information shall be accompanied by any necessary auditor’s consents. (iii) If the Derivative Provider is unable to provide any such Additional Information if, as and when required, the Derivative Provider shall, at its option, within ten (10) Business Days following request therefor, following (1) promptly post collateral satisfactory to the Depositor Chase Mortgage Finance Corporation in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate “significance percentage” to (x) in the case of subparagraph (A) above, below 10%, and (y) in the case of subparagraph (B) above, provided the Derivative Provider is able to meet the requirements of subparagraph (A) above, below 20%, in each case pursuant to a [credit support annex] or similar agreement reasonably satisfactory to the DepositorChase Mortgage Finance Corporation, or (2) at the sole expense of the Derivative Provider, without any expense or liability to the Counterparty, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when required. (iv) The Derivative Provider’s obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s obligation to file periodic reports under the Exchange Act has terminated.. JPMorgan Chase Bank, N.A. Name: Title: By: Bank of New York Trust Company, N.A, not in its individual capacity, but solely as Paying Agent on behalf of Chase Mortgage Finance Trust 2007-S5 Name: Title: Schedule I Start Date Date Amount ($) Rate (%) Ceiling (%) June 25, 2007 July 25, 2007 181,000,000.00 5.50 9.00 July 25, 2007 August 25, 2007 180,054,589.25 5.50 9.00 August 25, 2007 September 25, 2007 178,856,829.16 5.50 9.00 September 25, 2007 October 25, 2007 177,407,042.51 5.50 9.00 October 25, 2007 November 25, 2007 175,705,846.34 5.50 9.00 November 25, 2007 December 25, 2007 173,754,240.63 5.50 9.00 December 25, 2007 January 25, 2008 171,553,609.65 5.50 9.00 January 25, 2008 February 25, 2008 169,105,722.36 5.50 9.00 February 25, 2008 March 25, 2008 166,412,731.85 5.50 9.00 March 25, 2008 April 25, 2008 165,294,173.80 5.50 9.00 April 25, 2008 May 25, 2008 163,935,964.02 5.50 9.00 May 25, 2008 June 25, 2008 162,341,394.90 5.50 9.00 June 25, 2008 July 25, 2008 160,514,130.98 5.50 9.00 July 25, 2008 August 25, 2008 158,458,609.98 5.50 9.00 August 25, 2008 September 25, 2008 156,179,202.40 5.50 9.00 September 25, 2008 October 25, 2008 153,680,631.55 5.50 9.00 October 25, 2008 November 25, 2008 150,968,284.99 5.50 9.00 November 25, 2008 December 25, 2008 148,047,549.29 5.50 9.00 December 25, 2008 January 25, 2009 144,924,729.35 5.50 9.00 January 25, 2009 February 25, 2009 141,606,024.72 5.50 9.00 February 25, 2009 March 25, 2009 138,098,741.89 5.50 9.00 March 25, 2009 April 25, 2009 134,409,596.49 5.50 9.00 April 25, 2009 May 25, 2009 130,546,719.37 5.50 9.00 May 25, 2009 June 25, 2009 126,517,651.24 5.50 9.00 June 25, 2009 July 25, 2009 122,331,541.35 5.50 9.00 July 25, 2009 August 25, 2009 117,997,469.18 5.50 9.00 August 25, 2009 September 25, 2009 113,524,469.71 5.50 9.00 September 25, 2009 October 25, 2009 108,926,208.25 5.50 9.00 October 25, 2009 November 25, 2009 104,215,589.76 5.50 9.00 November 25, 2009 December 25, 2009 99,409,952.66 5.50 9.00 December 25, 2009 January 25, 2010 94,638,091.26 5.50 9.00 January 25, 2010 February 25, 2010 89,977,265.42 5.50 9.00 February 25, 2010 March 25, 2010 85,425,609.49 5.50 9.00 March 25, 2010 April 25, 2010 80,981,288.89 5.50 9.00 April 25, 2010 May 25, 2010 76,642,499.55 5.50 9.00 May 25, 2010 June 25, 2010 72,407,467.42 5.50 9.00 June 25, 2010 July 25, 2010 68,274,447.98 5.50 9.00 July 25, 2010 August 25, 2010 64,241,725.73 5.50 9.00 August 25, 2010 September 25, 2010 60,307,613.75 5.50 9.00 September 25, 2010 October 25, 2010 56,470,453.17 5.50 9.00 October 25, 2010 November 25, 2010 52,728,612.75 5.50 9.00 November 25, 2010 December 25, 2010 49,080,488.40 5.50 9.00 December 25, 2010 January 25, 2011 45,524,502.73 5.50 9.00 January 25, 2011 February 25, 2011 42,059,104.62 5.50 9.00 February 25, 2011 March 25, 2011 38,682,768.79 5.50 9.00 Start Date Date Amount ($) Rate (%) Ceiling (%) March 25, 2011 April 25, 2011 35,393,995.34 5.50 9.00 April 25, 2011 May 25, 2011 32,191,309.35 5.50 9.00 May 25, 2011 June 25, 2011 29,073,260.47 5.50 9.00 June 25, 2011 July 25, 2011 26,038,422.52 5.50 9.00 July 25, 2011 August 25, 2011 23,735,393.05 5.50 9.00 August 25, 2011 September 25, 2011 21,512,792.99 5.50 9.00 September 25, 2011 October 25, 2011 19,369,266.24 5.50 9.00 October 25, 2011 November 25, 2011 17,303,479.29 5.50 9.00 November 25, 2011 December 25, 2011 15,314,120.86 5.50 9.00 December 25, 2011 January 25, 2012 13,399,901.50 5.50 9.00 January 25, 2012 February 25, 2012 11,559,553.28 5.50 9.00 February 25, 2012 March 25, 2012 9,791,829.37 5.50 9.00 March 25, 2012 April 25, 2012 8,095,503.74 5.50 9.00 April 25, 2012 May 25, 2012 6,469,370.78 5.50 9.00 May 25, 2012 June 25, 2012 4,912,244.99 5.50 9.00 June 25, 2012 July 25, 2012 3,422,960.63 5.50 9.00 July 25, 2012 August 25, 2012 2,705,150.48 5.50 9.00 August 25, 2012 September 25, 2012 2,050,195.39 5.50 9.00 September 25, 2012 October 25, 2012 1,457,013.68 5.50 9.00 October 25, 2012 November 25, 2012 924,542.41 5.50 9.00 November 25, 2012 December 25, 2012 451,737.05 5.50 9.00 December 25, 2012 January 25, 2013 37,571.21 5.50 9.00 Thereafter 0.00 N/A N/A Chase Mortgage Finance Trust 2007-S5 Attn: Cxxxx Xxxxxxx Re: Interest Rate Transaction No: [ ] Ladies and Gentlemen: The purpose of this letter agreement is to set forth the terms and conditions of the rate collar transaction (the “Interest Rate Transaction”) entered into between JPMorgan Chase Bank, N.A. (the “Derivative Provider”) and The Bank of New York Trust Company, N.A., not in its individual capacity, but solely as Paying Agent on behalf of Chase Mortgage Finance Trust 2007-S5 (the “Counterparty”) on June 26, 2007. This agreement constitutes a “Confirmation” as referred to in and supplements, forms part of, and is subject to, the ISDA Master Agreement between the parties hereto. The particular Interest Rate Transaction to which this Confirmation relates is a Rate Collar Transaction, the terms of which are set forth below. The definitions and provisions contained in the 2000 ISDA Definitions, as published by the International Swaps and Derivatives Association, Inc. are incorporated into this Confirmation. In the event of any inconsistency between those definitions and provisions and this Confirmation, this Confirmation will govern. The Interest Rate Transaction relates to the Class 1-A5 Certificates issued pursuant to the Pooling and Servicing Agreement dated as of June 1, 2007 among Chase Mortgage Finance Corporation, as Depositor, The Bank of New York Trust Company, N.A, as Trustee and Paying Agent and JPMorgan Chase Bank, N.A., as Servicer (the “Pooling and Servicing Agreement”). In consideration of the payment of the sum of USD $[ ] (the “Premium”) by J.X. Xxxxxx Securities, Inc. on behalf of Chase Home Finance, LLC to the Derivative Provider on or about June 26, 2007 and in consideration of the promise by the Derivative Provider to make payments to the Counterparty in accordance with Section 2 hereof, the parties hereto agree as follows

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Chase Mortgage Finance Trust Series 2007-S5)

Compliance with Regulation AB. (i) If at any time after the date hereof for so long as the Counterparty Party B is required to file periodic reports under the Securities Exchange Act of 1934, as amended (the "Exchange Act") with respect to the Certificates, in the reasonable determination made in good faith of Depositor the Sponsors (as defined in the Prospectus), the aggregate "significance percentage" (as defined in Regulation AB ("Regulation AB") under the Securities Act of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider Party A and any of its affiliates to the Counterparty Party B is at least 10% but less than 20%, the Derivative Provider Party A shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor by Party B provide the financial information required under Item 1115(b)(1) of Regulation AB for the Derivative Provider Party A (and for the group of affiliated entities, if applicable) (the "Item 1115(b)(1) Information"). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXXEDGAR). (ii) If at any time after the date hereof for so long as the Counterparty Xxxxy B is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the DepositorSponsors, the aggregate "significance percentage" of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider Party A and any of its affiliates to the Counterparty Party B is at least 20%, the Derivative Provider Party A shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor by Party B provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider Party A (and for the group of affiliated entities, if applicable) (the "Item 1115(b)(2) Information", and together with the Item 1115(b)(1) Information, the "Additional Information"). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXXEDGAR). In addition, any such Item 1115(b)(2) Information shall be accompanied bx xxxompanied by any necessary auditor’s 's consents. (iii) If the Derivative Provider Party A is unable to provide any such Additional Information if, as and when required, the Derivative Provider Party A shall, at its option, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory to the Depositor Sponsors in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate "significance percentage" to (x) in the case of subparagraph (Ai) above, below 10%, and (y) in the case of subparagraph (Bii) above, provided the Derivative Provider Party A is able to meet the requirements of subparagraph (Ai) above, below 20%, in each case pursuant to a [credit support annex] Credit Support Annex or similar agreement reasonably satisfactory to the DepositorSponsor, or (2) at the sole expense of the Derivative ProviderParty A, without any expense or liability to the CounterpartyParty B, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty Party B that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when required. (iv) The Derivative Provider’s Party A's obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s Party B's obligation to file periodic reports under the Exchange Act has been terminated, and shall continue to be terminated unless Party B notifies Party A that Party B's obligations to file periodic reports under the Exchange Act has resumed. Accepted and agreed: JPMORGAN CHASE BANK, N.A. J.P. MORGAN CHASE COMMERCIAL MORTGAGE XXXXXXXXES TRUST 2006-LDP7 By: /s/ Andrew B. Taylor By: --------------------------------- Xxxxx Fargo Bank, N.A., not in its Name: Andrew B. Taylor individual capacity, but solely as Xxxxx: Xxxx Xresident Trustee By: /s/ Deborah Daniels ------------------------------------ Name: Deborah Daniels Title: Vice Xxxxxxxxx EXHIBIT A PARAGRAPH 13 TO CREDIT SUPPORT ANNEX to the Schedule to the Master Agreement dated as of June 29, 2006 between JPMorgan Chase Bank, N.A. and J.P. Morgan Chase Commercial ("Morgan") Xxxxxxxx Xxxxxities Trust 2006-LDP7 ("Counterparty") Paragraph 13. Elections and Variables (a) Security Interest for "Obligations". The term "Obligations" as used in this Annex includes no additional obligations with respect to either party.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2006-Ldp7)

Compliance with Regulation AB. (i) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) with respect to the Certificates, in the reasonable determination made in good faith of Depositor the aggregate “significance percentage” (as defined in Regulation AB (“Regulation AB”) under the Securities Act of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 10% but less than 20%, the Derivative Provider shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(1) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(1) Information”). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). (ii) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the Depositor, the aggregate “significance percentage” of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 20%, the Derivative Provider shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(2) Information”, and together with the Item 1115(b)(1) Information, the “Additional Information”). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). In addition, any such Item 1115(b)(2) Information shall be accompanied by any necessary auditor’s consents. (iii) If the Derivative Provider is unable to provide any such Additional Information if, as and when required, the Derivative Provider shall, at its option, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory to the Depositor in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate “significance percentage” to (x) in the case of subparagraph (A) above, below 10%, and (y) in the case of subparagraph (B) above, provided the Derivative Provider is able to meet the requirements of subparagraph (A) above, below 20%, in each case pursuant to a [credit support annex] annex or similar agreement reasonably satisfactory to the Depositor, or (2) at the sole expense of the Derivative Provider, without any expense or liability to the Counterparty, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty and subject to the satisfaction of the rating agency conditions that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when required. (iv) The Derivative Provider’s obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s obligation to file periodic reports under the Exchange Act has terminated.

Appears in 1 contract

Samples: Rate Collar Transaction (J.P. Morgan Alternative Loan Trust 2007-S1)

Compliance with Regulation AB. (i) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) with respect to the Certificates, in the reasonable determination made in good faith of Depositor the aggregate “significance percentage” (as defined in Regulation AB (“Regulation AB”) under the Securities Act of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 10% but less than 20%, the Derivative Provider shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(1) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(1) Information”). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). (ii) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the Depositor, the aggregate “significance percentage” of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 20%, the Derivative Provider shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(2) Information”, and together with the Item 1115(b)(1) Information, the “Additional Information”). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). In addition, any such Item 1115(b)(2) Information shall be accompanied by any necessary auditor’s consents. (iii) If the Derivative Provider is unable to provide any such Additional Information if, as and when required, the Derivative Provider shall, at its option, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory to the Depositor in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate “significance percentage” to (x) in the case of subparagraph (A) above, below 10%, and (y) in the case of subparagraph (B) above, provided the Derivative Provider is able to meet the requirements of subparagraph (A) above, below 20%, in each case pursuant to a [credit support annex] annex or similar agreement reasonably satisfactory to the Depositor, or (2) at the sole expense of the Derivative Provider, without any expense or liability to the Counterparty, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when required. (iv) The Derivative Provider’s obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s obligation to file periodic reports under the Exchange Act has terminated. A. STARTSIGNATURE:U284298

Appears in 1 contract

Samples: Rate Collar Transaction (J.P. Morgan Alternative Loan Trust 2006-A3)

Compliance with Regulation AB. (ia) If It shall be a swap disclosure event (“Swap Disclosure Event”) if, at any time after the date hereof for so long as hereof, the Counterparty is required to file periodic reports under Administrator (acting on behalf of the Securities Exchange Act of 1934, as amended (Depositor or the “Exchange Act”Sponsor) with respect to the Certificates, in the reasonable determination made in good faith of Depositor notifies BNY that the aggregate “significance percentage” (as defined calculated in Regulation AB (“Regulation AB”) under accordance with the Securities Act provisions of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) of all derivative instruments provided by the Derivative Provider BNY and any of its affiliates to Counterparty (collectively, the Counterparty “Aggregate Significance Percentage”) is at least 10% or more. (b) Upon the occurrence of a Swap Disclosure Event, BNY, at its own cost and expense (and without any expense or liability to the Depositor, the Sponsor, the Underwriters, the Depositor, the Trustee, the Trust Fund, the Administrator or the Yield Maintenance Trust), shall take one of the following actions: (i) provide to the Sponsor and the Depositor: (x) if the Aggregate Significance Percentage is 10% or more, but less than 20%, the Derivative Provider shall, subject to subparagraph [(iii)] below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(1) of Regulation AB for or (y) if the Derivative Provider Aggregate Significance Percentage is 20% or more, within five (5) Business Days, the information required under Item 1115(b)(2) of Regulation AB; or (ii) assign its rights and delegate its obligations under the Transaction to a counterparty with the rating of debt of which meet or exceed the Qualifying Ratings (and which satisfies the Rating Agency Condition), that (x) provides the information specified in clause (i) above to the Depositor and Sponsor and (y) enters into documentation substantially similar to the documentation then in place between BNY and the Counterparty. Ref No. 38556 (c) For so long as the Aggregate Significance Percentage is 10% or more, BNY shall provide any updates to the information provided pursuant to clause (b) above to the Sponsor and the Depositor within five (5) Business Days following availability thereof (but in no event more than 45 days after the end of each of BNY’s fiscal quarter for any quarterly update, and in no even more than 90 days after the group end of affiliated entities, if applicableeach of BNY’s fiscal year for any annual update). (d) All information provided pursuant to clauses (the “Item 1115(b)(1b) Information”). Any such Item 1115(b)(1and (c) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). (ii) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the Depositor, the aggregate “significance percentage” of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 20%, the Derivative Provider shall, subject to subparagraph [(iii)] below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(2) Information”, and together with the Item 1115(b)(1) Information, the “Additional Information”). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). In addition, any such Item 1115(b)(2) Information information, if audited, shall be accompanied by any necessary auditor’s consents. (iii) consents or, if such information is unaudited, shall be accompanied by an appropriate agreed-upon procedures letter from BNY’s accountants. If the Derivative Provider is unable to provide permitted by Regulation AB, any such Additional Information if, as and when required, the Derivative Provider shall, at its option, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory information may be provided by reference to or incorporation by reference from reports filed pursuant to the Depositor in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate “significance percentage” to (x) in the case of subparagraph (A) above, below 10%, and (y) in the case of subparagraph (B) above, provided the Derivative Provider is able to meet the requirements of subparagraph (A) above, below 20%, in each case pursuant to a [credit support annex] or similar agreement reasonably satisfactory to the Depositor, or (2) at the sole expense of the Derivative Provider, without any expense or liability to the Counterparty, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when requiredExchange Act. (iv) The Derivative Provider’s obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s obligation to file periodic reports under the Exchange Act has terminated.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (HarborView 2006-10)

Compliance with Regulation AB. (i) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Securities Exchange Act of 1934, as amended (the "Exchange Act") with respect to the Certificates, in the reasonable determination made in good faith of Depositor Chase Mortgage Finance Corporation the aggregate "significance percentage" (as defined in Regulation AB ("Regulation AB") under the Securities Act of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 10% but less than 20%, the Derivative Provider shall, subject to subparagraph [(iii)] below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(1) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the "Item 1115(b)(1) Information"). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). (ii) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the DepositorChase Mortgage Finance Corporation, the aggregate "significance percentage" of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 20%, the Derivative Provider shall, subject to subparagraph [(iii)] below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the "Item 1115(b)(2) Information", and together with the Item 1115(b)(1) Information, the "Additional Information"). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). In addition, any such Item 1115(b)(2) Information shall be accompanied by any necessary auditor’s 's consents. (iii) If the Derivative Provider is unable to provide any such Additional Information if, as and when required, the Derivative Provider shall, at its option, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory to the Depositor Chase Mortgage Finance Corporation in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate "significance percentage" to (x) in the case of subparagraph (A) above, below 10%, and (y) in the case of subparagraph (B) above, provided the Derivative Provider is able to meet the requirements of subparagraph (A) above, below 20%, in each case pursuant to a [credit support annex] or similar agreement reasonably satisfactory to the DepositorChase Mortgage Finance Corporation, or (2) at the sole expense of the Derivative Provider, without any expense or liability to the Counterparty, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when required. (iv) The Derivative Provider’s 's obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s 's obligation to file periodic reports under the Exchange Act has terminated.. JPMorgan Chase Bank, N.A. ------------------------------------- Name: ------------------------------ Title: ----------------------------- Chase Mortgage Finance Trust Series 2006-S4 By: Bank of New York Trust Company, N.A., not in its individual capacity, but solely as Paying Agent on behalf of Chase Mortgage Finance Trust Series 2006-S4 Name: Title: Schedule I CALCULATION PERIOD CALCULATION PERIOD SCHEDULED NOTIONAL CAP STRIKE RATE CAP START DATE END DATE AMOUNT ($) RATE (%) CEILING (%) ------------------ ------------------ ------------------ ---------- ----------- November 25, 2006 December 25, 2006 118,000,000.00 5.35 8.85 December 25, 2006 January 25, 2007 117,309,039.44 5.35 8.85 January 25, 2007 February 25, 2007 116,443,897.42 5.35 8.85 February 25, 2007 March 25, 2007 115,404,940.25 5.35 8.85 March 25, 2007 April 25, 2007 114,192,786.95 5.35 8.85 April 25, 2007 May 25, 2007 112,808,366.70 5.35 8.85 May 25, 2007 June 25, 2007 111,252,919.68 5.35 8.85 June 25, 2007 July 25, 2007 109,527,997.19 5.35 8.85 July 25, 2007 August 25, 2007 107,635,460.76 5.35 8.85 August 25, 2007 September 25, 2007 105,577,480.33 5.35 8.85 September 25, 2007 October 25, 2007 103,356,531.55 5.35 8.85 October 25, 2007 November 25, 2007 100,975,392.12 5.35 8.85 November 25, 2007 December 25, 2007 98,437,137.22 5.35 8.85 December 25, 2007 January 25, 2008 96,602,133.94 5.35 8.85 January 25, 2008 February 25, 2008 94,617,034.88 5.35 8.85 February 25, 2008 March 25, 2008 92,485,770.78 5.35 8.85 March 25, 2008 April 25, 2008 90,212,542.22 5.35 8.85 April 25, 2008 May 25, 2008 87,801,810.57 5.35 8.85 May 25, 2008 June 25, 2008 85,258,287.91 5.35 8.85 June 25, 2008 July 25, 2008 82,586,926.28 5.35 8.85 July 25, 2008 August 25, 2008 79,792,906.00 5.35 8.85 August 25, 2008 September 25, 2008 76,881,623.35 5.35 8.85 September 25, 2008 October 25, 2008 73,858,677.42 5.35 8.85 October 25, 2008 November 25, 2008 70,730,002.05 5.35 8.85 November 25, 2008 December 25, 2008 67,501,706.35 5.35 8.85 December 25, 2008 January 25, 2009 64,629,896.08 5.35 8.85 January 25, 2009 February 25, 2009 61,675,932.73 5.35 8.85 February 25, 2009 March 25, 2009 58,691,297.83 5.35 8.85 March 25, 2009 April 25, 2009 55,680,433.14 5.35 8.85 April 25, 2009 May 25, 2009 52,651,709.84 5.35 8.85 May 25, 2009 June 25, 2009 49,663,532.35 5.35 8.85 June 25, 2009 July 25, 2009 46,761,858.06 5.35 8.85 July 25, 2009 August 25, 2009 43,944,969.08 5.35 8.85 August 25, 2009 September 25, 2009 41,211,181.45 5.35 8.85 September 25, 2009 October 25, 2009 38,558,844.49 5.35 8.85 October 25, 2009 November 25, 2009 35,986,340.14 5.35 8.85 November 25, 2009 December 25, 2009 33,492,082.33 5.35 8.85 December 25, 2009 January 25, 2010 31,074,516.33 5.35 8.85 January 25, 2010 February 25, 2010 28,732,118.15 5.35 8.85 February 25, 2010 March 25, 2010 26,463,393.94 5.35 8.85 March 25, 2010 April 25, 2010 24,266,879.35 5.35 8.85 April 25, 2010 May 25, 2010 22,141,139.04 5.35 8.85 May 25, 2010 June 25, 2010 20,084,766.02 5.35 8.85 June 25, 2010 July 25, 2010 18,096,381.14 5.35 8.85 July 25, 2010 August 25, 2010 16,174,632.52 5.35 8.85 August 25, 2010 September 25, 2010 14,318,195.03 5.35 8.85 September 25, 2010 October 25, 2010 12,525,769.78 5.35 8.85 October 25, 2010 November 25, 2010 10,796,083.54 5.35 8.85 November 25, 2010 December 25, 2010 9,127,888.31 5.35 8.85 December 25, 2010 January 25, 2011 7,519,960.77 5.35 8.85 January 25, 2011 February 25, 2011 5,971,101.82 5.35 8.85 February 25, 2011 March 25, 2011 4,480,136.10 5.35 8.85 March 25, 2011 April 25, 2011 3,045,911.52 5.35 8.85 April 25, 2011 May 25, 2011 1,667,298.80 5.35 8.85 May 25, 2011 June, 25, 2011 343,191.01 5.35 8.85 Thereafter 0 N/A N/A EXHIBIT U-1 FORM OF CLASS X-00 XXXXX XXXXXXXXXXX AGREEMENT November 22, 2006 Rate Collar Transaction Chase Mortgage Finance Trust Series 2006-S4 Attn: Re: Interest Rate Transaction No: ________________ Ladies and Gentlemen:

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Chase Mortgage Finance Trust Series 2006-S4)

Compliance with Regulation AB. (i) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Securities Exchange Act of 1934, as amended (the "Exchange Act") with respect to the Certificates, in the reasonable determination made in good faith of Depositor Chase Mortgage Finance Corporation the aggregate "significance percentage" (as defined in Regulation AB ("Regulation AB") under the Securities Act of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 10% but less than 20%, the Derivative Provider shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(1) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the "Item 1115(b)(1) Information"). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). (ii) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the DepositorChase Mortgage Finance Corporation, the aggregate "significance percentage" of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 20%, the Derivative Provider shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the "Item 1115(b)(2) Information", and together with the Item 1115(b)(1) Information, the "Additional Information"). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). In addition, any such Item 1115(b)(2) Information shall be accompanied by any necessary auditor’s 's consents. (iii) If the Derivative Provider is unable to provide any such Additional Information if, as and when required, the Derivative Provider shall, at its option, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory to the Depositor in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate “significance percentage” to (x) in the case of subparagraph (A) above, below 10%, and (y) in the case of subparagraph (B) above, provided the Derivative Provider is able to meet the requirements of subparagraph (A) above, below 20%, in each case pursuant to a [credit support annex] or similar agreement reasonably satisfactory to the Depositor, or (2) at the sole expense of the Derivative Provider, without any expense or liability to the Counterparty, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when required. (iv) The Derivative Provider’s obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s obligation to file periodic reports under the Exchange Act has terminated.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Chase Mortgage Finance Trust Series 2007-S4)

Compliance with Regulation AB. (iA) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) with respect to the Certificatestime, in the reasonable determination made in good faith of Depositor the Sponsor (as defined in the Prospectus Supplement), the aggregate "significance percentage" (as defined in Regulation AB ("Regulation AB") under the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended (the "Exchange Act")) of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider Party A and any of its affiliates to the Counterparty Issuing Entity (as defined in the Prospectus Supplement) is at least 10% but less than 20%, the Derivative Provider Party A shall, subject to subparagraph [(iii)] C) below, within five (5) Business Days following request therefor demonstrate to the satisfaction of the Sponsor and the Depositor that it is able to provide the financial information required under Item 1115(b)(1) of Regulation AB for the Derivative Provider Party A (and for the group of affiliated entities, if applicable) (the "Item 1115(b)(1) Information"). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXXEDGAR). (iiB) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Exchange Act with respect to the Certificatestime, in the reasonable determination made determinatiox xxxe in good faith of the DepositorSponsor, the aggregate "significance percentage" of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider Party A and any of its affiliates to the Counterparty Issuing Entity (as defined in the Prospectus Supplement) is at least 20%, the Derivative Provider Party A shall, subject to subparagraph [(iii)] C) below, within five (5) Business Days following request therefor demonstrate to the satisfaction of the Sponsor and the Depositor that it is able to provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider Party A (and for the group of affiliated entities, if applicable) (the "Item 1115(b)(2) Information", and together with the Item 1115(b)(1) Information, the "Additional Information"). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXXEDGAR). In addition, any such Item 1115(b)(2) Information shall be accompanied bx xxxompanied by any necessary auditor’s 's consents. (iiiC) If the Derivative Provider Party A is unable to satisfy the Sponsor and the Depositor as to its ability to provide any such Additional Information if, as and when required, the Derivative Provider Party A shall, at its optionoption and sole expense, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory to the Depositor Sponsor in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate "significance percentage" to (x) in the case of subparagraph (A) above, below 10%, and (y) in the case of subparagraph (B) above, provided the Derivative Provider Party A is able to meet the requirements of subparagraph (A) above, below 20%, in each case pursuant to a [credit support annex] Credit Support Annex or similar agreement reasonably satisfactory to the DepositorSponsor, or (2) at the sole expense of the Derivative Provider, without any expense or liability to the CounterpartySponsor, transfer the Depositor, Party B or the Issuing Entity, assign its rights and delegate its obligations under this the Agreement to a substitute counterparty reasonably acceptable to the Counterparty Sponsor and the Depositor that (xw) is able to provide such Additional Information if, as and when required, (x) whose assignment is subject to prior notice to Moody's, and written confirmation from S&P and Fitch that such transfer will not result in a reduction, downgrade or withdrawal of its then-current rating of each Class of Certificates, (y) meets the Swap Counterparty Ratings Requirements, and (yz) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when required. (ivD) The Derivative Provider’s Party A's obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s Issuing Entity's obligation to file periodic reports under the Exchange Act has terminated.. [Signature Page Follows]

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Natixis Real Estate Capital Trust 2007-He2)

Compliance with Regulation AB. (ia) If It shall be a swap disclosure event (“Swap Disclosure Event”) if, at any time after the date hereof for so long as hereof, the Counterparty is required to file periodic reports under the Securities Exchange Act Depositor or any of 1934, as amended (the “Exchange Act”) with respect to the Certificates, in the reasonable determination made in good faith of Depositor its affiliates notifies BNY that the aggregate “significance percentage” (as defined calculated by the Depositor or any of its affiliates in Regulation AB (“Regulation AB”) under accordance with the Securities Act provisions of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) of all derivative instruments provided by the Derivative Provider BNY and any of its affiliates to Counterparty (collectively, the Counterparty “Aggregate Significance Percentage”) is at least 10% or more. (b) Upon the occurrence of a Swap Disclosure Event, BNY, at its own cost and expense (and without any expense or liability to the Depositor, the Sponsor, the Underwriters, the Depositor, the Yield Maintenance Trust or the Issuing Entity), shall take one of the following actions: (i) provide to the Sponsor and the Depositor: (x) if the Aggregate Significance Percentage is 10% or more, but less than 20%, the Derivative Provider shall, subject to subparagraph [(iii)] below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(1) of Regulation AB or (y) if the Aggregate Significance Percentage is 20% or more, within five (5) Business Days, the information required under Item 1115(b)(2) of Regulation AB; (ii) on terms substantially similar to this Agreement novate or assign or transfer the Transactions to or replace the Transactions with Replacement Transactions with a Qualified Transferee that (x) provides the information specified in clause (i) above to the Depositor and Sponsor and (y) enters into documentation substantially similar to the documentation then in place between BNY and the Counterparty or (iii) obtains a Qualified Guaranty by a guarantor that is able to comply with the requirements of Item 1115(b). (c) For so long as the Aggregate Significance Percentage is 10% or more, BNY shall provide any updates to the information provided pursuant to clause (b) above to the Depositor or any of its Affiliates within five (5) Business Days following availability thereof (but in no event more than 45 days after the end of each of BNY’s fiscal quarter for any quarterly update, and in no even more than 90 days after the Derivative Provider end of each of BNY’s fiscal year for any annual update). (d) All information provided pursuant to clauses (b) and for the group of affiliated entities, if applicable(c) (the “Item 1115(b)(1) Information”). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). (ii) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the Depositor, the aggregate “significance percentage” of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 20%, the Derivative Provider shall, subject to subparagraph [(iii)] below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(2) Information”, and together with the Item 1115(b)(1) Information, the “Additional Information”). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). In addition, any such Item 1115(b)(2) Information information, if audited, shall be accompanied by any necessary auditor’s consentsconsents or, if such information is unaudited, shall be accompanied by an appropriate agreed-upon procedures letter from BNY’s accountants. If permitted by Regulation AB, any such information may be provided by reference to or incorporation by reference from reports filed pursuant to the Exchange Act. (iiie) If the Derivative Provider is unable to provide any such Additional Information if, as and when required, the Derivative Provider shall, at its option, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory to the Depositor in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate “significance percentage” to (x) in the case of subparagraph (A) above, below 10%, and (y) in the case of subparagraph (B) above, provided the Derivative Provider is able to meet the requirements of subparagraph (A) above, below 20%, in each case pursuant to a [credit support annex] or similar agreement reasonably satisfactory to the Depositor, or (2) at the sole expense of the Derivative Provider, without any expense or liability to the Counterparty, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when required. (iv) The Derivative ProviderBNY’s obligation to provide comply with this Paragraph 4(9) shall be suspended on January 1, 2007 unless, at any such Additional Information shall terminate beginning in time, BNY receives notification from the Depositor or any such year in which of its affiliates that the Counterparty’s obligation to file periodic reports under the Exchange Act shall continue; provided, that such obligations shall not be suspended in respect of any Exchange Act Report or amendment to an Exchange Act Report in such fiscal year which relates to any fiscal year in which the Trust Fund was subject to the reporting requirements of the Exchange Act. This obligation shall continue to be suspended unless the Depositor or any of its affiliates notifies BNY that the Trust Fund’s obligations to file reports under the Exchange Act has terminatedresumed.

Appears in 1 contract

Samples: Rate Cap Transaction (HarborView 2006-14)

Compliance with Regulation AB. (i) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) with respect to the Certificates, in the reasonable determination made in good faith of Depositor the aggregate “significance percentage” (as defined in Regulation AB (“Regulation AB”) under the Securities Act of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 10% but less than 20%, the Derivative Provider shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(1) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(1) Information”). Any such Item 1115(b)(11115(6)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). (ii) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the Depositor, the aggregate “significance percentage” of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 20%, the Derivative Provider shall, subject to subparagraph [(iii)] ) below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(21 115(b)(2) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(2) Information”, and together with the Item 1115(b)(1) Information, the “Additional Information”). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXX). In addition, any such Item 1115(b)(2) Information shall be accompanied by any necessary auditor’s consents. (iii) If the Derivative Provider is unable to provide any such Additional Information if, as and when required, the Derivative Provider shall, at its option, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory to the Depositor in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate “significance percentage” to (x) in the case of subparagraph (A) above, below 10%, and (y) in the case of subparagraph (B) above, provided the Derivative Provider is able to meet the requirements of subparagraph (A) above, below 20%, in each case pursuant to a [credit support annex] annex or similar agreement reasonably satisfactory to the Depositor, or (2) at the sole expense of the Derivative Provider, without any expense or liability to the Counterparty, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when required. (iv) The Derivative Provider’s obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s obligation to file periodic reports under the Exchange Act has terminated.. JPMorgan Chase Bank, N.A. Name: Title: X.X. Xxxxxx Mortgage Trust 2007-S2 By: Xxxxx Fargo Bank, N.A., not in its individual capacity, but solely as Securities Administrator for JPMMT 2007-S2 Name: Xxxxxx Xxxx Title: Vice President Address for Notices:

Appears in 1 contract

Samples: Rate Collar Transaction (J.P. Morgan Mortgage Trust 2007-S2)

Compliance with Regulation AB. (i) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) with respect to the Certificates, in the reasonable determination made in good faith of Depositor Chase Mortgage Finance Corporation the aggregate “significance percentage” (as defined in Regulation AB (“Regulation AB”) under the Securities Act of 1933, as amended, and the Exchange Act) of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 10% but less than 20%, the Derivative Provider shall, subject to subparagraph [(iii)] below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(1) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(1) Information”). Any such Item 1115(b)(1) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXXEXXXX). (ii) If at any time after the date hereof for so long as the Counterparty is required to file periodic reports under the Exchange Act with respect to the Certificates, in the reasonable determination made in good faith of the DepositorChase Mortgage Finance Corporation, the aggregate “significance percentage” of all derivative instruments (contemplated by Item 1115 of Regulation AB) provided by the Derivative Provider and any of its affiliates to the Counterparty is at least 20%, the Derivative Provider shall, subject to subparagraph [(iii)] below, within five (5) Business Days following request therefor provide the financial information required under Item 1115(b)(2) of Regulation AB for the Derivative Provider (and for the group of affiliated entities, if applicable) (the “Item 1115(b)(2) Information”, and together with the Item 1115(b)(1) Information, the “Additional Information”). Any such Item 1115(b)(2) Information shall be in a form suitable for conversion to the format required for filing by the Depositor with the Securities and Exchange Commission via the Electronic Data Gathering and Retrieval System (XXXXXEXXXX). In addition, any such Item 1115(b)(2) Information shall be accompanied by any necessary auditor’s consents. (iii) If the Derivative Provider is unable to provide any such Additional Information if, as and when required, the Derivative Provider shall, at its option, within ten (10) Business Days following request therefor, (1) promptly post collateral satisfactory to the Depositor Chase Mortgage Finance Corporation in an amount which is reasonably determined in good faith to be sufficient to reduce the aggregate “significance percentage” to (x) in the case of subparagraph (A) above, below 10%, and (y) in the case of subparagraph (B) above, provided the Derivative Provider is able to meet the requirements of subparagraph (A) above, below 20%, in each case pursuant to a [credit support annex] or similar agreement reasonably satisfactory to the DepositorChase Mortgage Finance Corporation, or (2) at the sole expense of the Derivative Provider, without any expense or liability to the Counterparty, transfer or assign its obligations under this Agreement to a substitute counterparty reasonably acceptable to the Counterparty that (x) is able to provide such Additional Information if, as and when required, and (y) enters into an agreement similar in form to this Agreement pursuant to which such substitute counterparty agrees to provide the Additional Information if, as and when required. (iv) The Derivative Provider’s obligation to provide any such Additional Information shall terminate beginning in any such year in which the Counterparty’s obligation to file periodic reports under the Exchange Act has terminated.. JPMorgan Chase Bank, N.A. Name: Title: Chase Mortgage Finance Trust Series [ ] By: Bank of New York Trust Company, N.A., not in its individual capacity, but solely as Paying Agent on behalf of Chase Mortgage Finance Trust Series [ ] Name: Title: Schedule I Chase Mortgage Finance Trust Series [ ] Attn: Cxxxx Xxxxxxx Re: Interest Rate Transaction No: [ ] Ladies and Gentlemen: The purpose of this letter agreement is to set forth the terms and conditions of the rate collar transaction (the “Interest Rate Transaction”) entered into between JPMorgan Chase Bank, N.A. (the “Derivative Provider”) and The Bank of New York Trust Company, N.A., not in its individual capacity, but solely as Paying Agent on behalf of Chase Mortgage Finance Trust Series [ ] (the “Counterparty”) on [ ]. This agreement constitutes a “Confirmation” as referred to in and supplements, forms part of, and is subject to, the ISDA Master Agreement between the parties hereto. The particular Interest Rate Transaction to which this Confirmation relates is a Rate Collar Transaction, the terms of which are set forth below. The definitions and provisions contained in the 2000 ISDA Definitions, as published by the International Swaps and Derivatives Association, Inc. are incorporated into this Confirmation. In the event of any inconsistency between those definitions and provisions and this Confirmation, this Confirmation will govern. The Interest Rate Transaction relates to the Class A4 Certificates issued pursuant to the Pooling and Servicing Agreement dated as of [ ] among Chase Mortgage Finance Corporation, as Depositor, The Bank of New York Trust Company, N.A., as Trustee and Paying Agent, and JPMorgan Chase Bank, N.A., as Servicer (the “Pooling and Servicing Agreement”). In consideration of the payment of the sum of USD $[ ] (the “Premium”) by J.X. Xxxxxx Securities, Inc. on behalf of Chase Home Finance, LLC to the Derivative Provider on or about [ ] and in consideration of the promise by the Derivative Provider to make payments to the Counterparty in accordance with Section 2 hereof, the parties hereto agree as follows

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Chase Mortgage Finance Corp)

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