Common use of Deloitte Clause in Contracts

Deloitte. Touche LLP shall have furnished to you (addressed to the Underwriters) and the Company a letter or letters, dated as of the date of the related Terms Agreement, in form and substance satisfactory to you and the Company, including, without limitation, statements, if applicable, to the effect that: (i) based upon the assumptions and methodology set forth in the related Prospectus, all of which shall be described by reference in such letter, they recomputed the percentages of initial principal balance outstanding as of each of the Distribution Dates (as defined in such Prospectus) indicated and the weighted average lives of each Class of Offered Certificates at each of the indicated percentages of the applicable Prepayment Assumption, and they compared the recomputed percentages and weighted average lives to the corresponding percentages and weighted average lives set forth in the related tables and found them to be in agreement; (ii) based upon the assumptions and methodology set forth in such Prospectus, all of which shall be described by reference in such letter, they have verified the mathematical accuracy of any Scheduled Final Distribution Dates for the Offered Certificates, PAC Balances, TAC Balances, Scheduled Balances, Maximum and Minimum Scheduled Balances or any other scheduled balances set forth in such Prospectus for each indicated Distribution Date, and have verified the mathematical accuracy of any initial Effective Ranges of any PAC Certificates, Scheduled Certificates or other scheduled Certificates set forth in such Prospectus; and (iii) based upon the assumptions and methodology set forth in such Prospectus, all of which shall be described by reference in such letter, they have verified the mathematical accuracy of the pre-tax yields to maturity and, if applicable, aggregate cash flows of any Class of Certificates for which such pre-tax yields and, if applicable, aggregate cash flows are set forth in such Prospectus at the indicated percentages of the Prepayment Assumption and, if applicable, at the indicated values of COFI, LIBOR or any other index, as applicable.

Deloitte. Touche LLP shall have furnished to you (addressed to the Underwriters) and the Company a letter or letters, dated as of the date of the related Terms Agreement, in form and substance satisfactory to you and the Company, including, without limitation, statements, if applicable, to the effect that: (i) based upon the assumptions and methodology set forth in the related Prospectus, all of which shall be described by reference in such letter, they recomputed the percentages of the initial principal balance outstanding as of each of the Distribution Dates (as defined in such Prospectus) indicated and the weighted average lives of each Class of Offered Certificates at each of the indicated percentages of the applicable Prepayment Assumptionprepayment assumption, and they compared the recomputed percentages and weighted average lives to the corresponding percentages and weighted average lives set forth in the related tables and found them to be in agreement; (ii) based upon the assumptions and methodology set forth in such Prospectus, all of which shall be described by reference in such letter, they have verified the mathematical accuracy of any Scheduled Final Distribution Dates for the Offered Certificates, PAC Balances, TAC Balances, Scheduled Balances, Maximum and Minimum Scheduled Balances or any other scheduled balances set forth in such Prospectus for each indicated Distribution Date, and have verified the mathematical accuracy of any initial Effective Ranges of any PAC Certificates, Scheduled Certificates or other scheduled Certificates set forth in such Prospectus; and (iii) based upon the assumptions and methodology set forth in such Prospectus, all of which shall be described by reference in such letter, they have verified the mathematical accuracy of the pre-tax yields to maturity and, if applicable, aggregate cash flows of any Class of Certificates for which such pre-tax pretax yields and, if applicable, aggregate cash flows are set forth in such Prospectus at the indicated percentages of the Prepayment Assumption and, if applicable, at the indicated values of COFI, LIBOR or any other index, as applicable.

Deloitte. Touche LLP shall have furnished to you (addressed to the Underwriters) and the Company a letter or letters, dated as of the date of the related Terms Agreement, in form and substance satisfactory to you and the Company, including, without limitation, statements, if applicable, to the effect that: (i) based upon the assumptions and methodology set forth in the related Prospectus, all of which shall be described by reference in such letter, they recomputed the percentages of initial principal balance outstanding as of each of the Distribution Dates (as defined in such Prospectus) indicated and the weighted average lives of each Class of Offered Certificates at each of the indicated percentages of the applicable Prepayment Assumption, and they compared the recomputed percentages and weighted average lives to the corresponding percentages and weighted average lives set forth in the related tables and found them to be in agreement; (ii) based upon the assumptions and methodology set forth in such Prospectus, all of which shall be described by reference in such letter, they have verified the mathematical accuracy of any Scheduled Final Distribution Dates for the Offered Certificates, PAC Balances, TAC Balances, Scheduled Balances, Maximum and Minimum Scheduled Balances or any other scheduled balances set forth in such Prospectus for each indicated Distribution Date, and have verified the mathematical accuracy of any initial Effective Ranges of any PAC Certificates, Scheduled Certificates or other scheduled Certificates set forth in such Prospectus; and (iii) based upon the assumptions and methodology set forth in such Prospectus, all of which shall be described by reference in such letter, they have verified the mathematical accuracy of the pre-tax yields to maturity and, if applicable, aggregate cash flows of any Class of Certificates for which such pre-tax pretax yields and, if applicable, aggregate cash flows are set forth in such Prospectus at the indicated percentages of the Prepayment Assumption and, if applicable, at the indicated values of COFI, LIBOR or any other index, as applicable.

Deloitte. Touche LLP shall have furnished to you (addressed to the Underwriters) and the Company a letter or letters, dated as of the date of the related Terms Agreement, in form and substance satisfactory to you and the Company, including, without limitation, statements, if applicable, to the effect that: (i) based upon the assumptions and methodology set forth in the related Prospectus, all of which shall be described by reference in such letter, they recomputed the percentages of initial principal balance outstanding as of each of the Distribution Dates (as defined in such Prospectus) indicated and the weighted average lives of each Class of Offered Certificates at each of the indicated percentages of the applicable Prepayment Assumption, and they compared the recomputed percentages and weighted average lives to the corresponding percentages and weighted average lives set forth in the related tables and found them to be in agreement; (ii) based upon the assumptions and methodology set forth in such Prospectus, all of which shall be described by reference in such letter, they have verified the mathematical accuracy of any Scheduled Final Distribution Dates for the Offered Certificates, PAC Balances, TAC Balances, Scheduled Balances, Maximum and Minimum Scheduled Balances or any other scheduled balances set forth in such Prospectus for each indicated Distribution Date, and have verified the mathematical accuracy of any initial Effective Ranges of any PAC Certificates, Scheduled Certificates or other scheduled Certificates set forth in such Prospectus; and (iii) based upon the assumptions and methodology set forth in such Prospectus, all of which shall be described by reference in such letter, they have verified the mathematical accuracy of the pre-tax pretax yields to maturity and, if applicable, aggregate cash flows of any Class of Certificates for which such pre-tax yields and, if applicable, aggregate cash flows are set forth in such Prospectus at the indicated percentages of the Prepayment Assumption and, if applicable, at the indicated values of COFI, LIBOR or any other index, as applicable.

Deloitte. Touche LLP shall have furnished to you (addressed to the Underwriters) and the Company a letter or letters, dated as of the date of the related Terms Agreement, in form and substance satisfactory to you and the Company, including, . without limitation, . statements, if applicable, to the effect that: (i) based upon the assumptions and methodology set forth in the related Prospectus, all of which shall be described by reference in such letter, they recomputed the percentages of initial principal balance outstanding as of each of the Distribution Dates (as defined in such Prospectus) indicated and the weighted average lives of each Class of Offered Certificates at each of the indicated percentages of the applicable Prepayment Assumption, and they compared the recomputed percentages and weighted average lives to the corresponding percentages and weighted average lives set forth in the related tables and found them to be in agreement; (ii) based upon the assumptions and methodology set forth in such Prospectus, all of which shall be described by reference in such letter, they have verified the mathematical accuracy of any Scheduled Final Distribution Dates for the Offered Certificates, PAC Balances, TAC Balances, Scheduled Balances, . Maximum and Minimum Scheduled Balances or any other scheduled balances set forth in such Prospectus for each indicated Distribution Date, and have verified the mathematical accuracy of any initial Effective Ranges of any PAC Certificates, Scheduled Certificates or other scheduled Certificates set forth in such Prospectus; and (iii) based upon the assumptions and methodology set forth in such Prospectus, all of which shall be described by reference in such letter, they have verified the mathematical accuracy of the pre-tax yields to maturity and, if applicable, aggregate cash flows of any Class of Certificates for which such pre-tax pretax yields and, if applicable, aggregate cash flows are set forth in such Prospectus at the indicated percentages of the Prepayment Assumption and, if applicable, at the indicated values of COFI, LIBOR or any other index, as applicable.