Common use of Fairbanks Servicing Performance Evaluations Clause in Contracts

Fairbanks Servicing Performance Evaluations. Within 60 days after a Servicer Evaluation Trigger Date, the Trustee shall select and engage a nationally recognized independent auditor, approved in writing by the Rating Agencies, unless such Rating Agencies specifically waive such approval right (provided, however, that if the Trustee does not receive the written approval of any Rating Agency within 20 days of selecting an independent auditor, such Rating Agency will be deemed to have approved of such auditor), to evaluate the performance of Fairbanks. Such engagement by the Trustee shall require the auditor to select a statistical sample of delinquent Mortgage Loans (comprising a percentage (determined by the independent auditor in its sole discretion, which percentage shall not exceed 50%) of all delinquent Mortgage Loans by unpaid principal balance as of the Servicer Evaluation Trigger Date) and to examine the Fairbanks’ servicing practices with respect to such Mortgage Loans (including, without limitation, examining payment histories, documentation relating to Fairbanks’ contacts with the related Mortgagors and documents contained in the related Servicing File) for the period of 24 months prior to such examination or, with respect to an examination taking place within 24 months of the Closing Date, the period beginning on the Closing Date and ending on the date of such examination. Such engagement by the Trustee shall also require the auditor to compare such servicing practices of Fairbanks with respect to the selected Mortgage Loans to the Performance Standards set forth on Exhibit S hereto and to evaluate Fairbanks’ compliance with the Performance Standards. The evaluation process described above in this Section 3.23 is referred to herein as a “Fairbanks Performance Evaluation” and is subject in all respects to the approval of the Rating Agencies with such approval right the option of each Rating Agency. In the engagement, the Trustee shall require the auditor to deliver the results of its Fairbanks Performance Evaluation to the Trustee and the Rating Agencies and the Trustee shall report such Fairbanks Performance Evaluation results to Certificateholders in its monthly statement, made pursuant to Section 4.04. After receipt by the Certificateholders of the results of the Fairbanks Performance Evaluation, if Holders of the Certificates entitled to 51% or more of the Voting Rights request in writing to the Trustee to terminate Fairbanks as Servicer under this Agreement, Fairbanks shall be removed as Servicer pursuant to Section 7.01. If such a written request is made to the Trustee, Fairbanks will be deemed to have “failed” the Fairbanks Performance Evaluation and such failure will be deemed to be a failure of the Fairbanks Termination Test. At their option, each Rating Agency shall have the right to review all of the information provided to the independent auditor in connection with a Fairbanks Performance Evaluation so as to allow such Rating Agency to evaluate Fairbanks’ compliance with the Performance Standards. Fairbanks shall cooperate with all reasonable requests of the Trustee, the independent auditor and the Rating Agencies in connection with a Fairbanks Performance Evaluation, including, without limitation, making available to the auditor payment histories, documentation relating to the Fairbanks’ contacts with the related Mortgagors and documents contained in the related Mortgage Loan Schedule. Fairbanks shall pay all costs and expenses of the independent auditor or any Rating Agency (including the costs of any Rating Agency review pursuant to the foregoing paragraph) associated with a Fairbanks Performance Evaluation.

Fairbanks Servicing Performance Evaluations. Within 60 days after a Servicer Evaluation Trigger Date, the Trustee shall select and engage a nationally recognized independent auditor, approved in writing by the Rating Agencies, unless such Rating Agencies specifically waive such approval right (provided, however, that if the Trustee does not receive the written approval of any Rating Agency within 20 days of selecting an independent auditor, such Rating Agency will be deemed to have approved of such auditor), to evaluate the performance of Fairbanks. Such engagement by the Trustee shall require the auditor to select a statistical sample of delinquent Mortgage Delinquent Fairbanks Serviced Loans (comprising a percentage (determined by the independent auditor in its sole discretion, which percentage shall not exceed 50%) of all delinquent Mortgage Delinquent Fairbanks Serviced Loans by unpaid principal balance as of the Servicer Evaluation Trigger Date) and to examine the Fairbanks’ servicing practices with respect to such Mortgage Loans (including, without limitation, examining payment histories, documentation relating to Fairbanks’ contacts with the related Mortgagors and documents contained in the related Servicing File) for the period of 24 months prior to such examination or, with respect to an examination taking place within 24 months of the Closing Date, the period beginning on the Closing Date and ending on the date of such examination. Such engagement by the Trustee shall also require the auditor to compare such servicing practices of Fairbanks with respect to the selected Mortgage Fairbanks Serviced Loans to the Performance Standards set forth on Exhibit S hereto and to evaluate Fairbanks’ compliance with the Performance Standards. The evaluation process described above in this Section 3.23 is referred to herein as a “Fairbanks Performance Evaluation” and is subject in all respects to the approval of the Rating Agencies with such approval right the option of each Rating Agency. In the engagement, the Trustee shall require the auditor to deliver the results of its Fairbanks Performance Evaluation to the Trustee and the Rating Agencies and the Trustee shall report such Fairbanks Performance Evaluation results to Certificateholders in its monthly statement, made pursuant to Section 4.04. After receipt by the Certificateholders of the results of the Fairbanks Performance Evaluation, if Holders of the Certificates entitled to 51% or more of the Voting Rights request in writing to the Trustee to terminate Fairbanks as Servicer under this Agreement, Fairbanks shall be removed as Servicer pursuant to Section 7.01. If such a written request is made to the Trustee, Fairbanks will be deemed to have “failed” the Fairbanks Performance Evaluation and such failure will be deemed to be a failure of the Fairbanks Termination Test. At their option, each Rating Agency shall have the right to review all of the information provided to the independent auditor in connection with a Fairbanks Performance Evaluation so as to allow such Rating Agency to evaluate Fairbanks’ compliance with the Performance Standards. Fairbanks shall cooperate with all reasonable requests of the Trustee, the independent auditor and the Rating Agencies in connection with a Fairbanks Performance Evaluation, including, without limitation, making available to the auditor payment histories, documentation relating to the Fairbanks’ contacts with the related Mortgagors and documents contained in the related Mortgage Loan Schedule. Fairbanks shall pay all costs and expenses of the independent auditor or any Rating Agency (including the costs of any Rating Agency review pursuant to the foregoing paragraph) associated with a Fairbanks Servicer Performance Evaluation.

Fairbanks Servicing Performance Evaluations. Within 60 30 days after a Servicer Evaluation Trigger Date, the Trustee shall select and engage a nationally recognized independent auditor, approved in writing by the Rating Agencies, unless such Rating Agencies specifically waive such approval right (provided, however, that if the Trustee does not receive the written approval of any Rating Agency within 20 days of selecting an independent auditor, such Rating Agency will be deemed to have approved of such auditor), to evaluate the performance of FairbanksFairbanks under this Agreement. Such engagement by the Trustee shall require the auditor to select a statistical sample of delinquent Mortgage Loans (comprising a percentage (determined by the independent auditor in its sole discretion, which percentage shall not exceed 50%) of all delinquent Mortgage Loans by unpaid principal balance as of the Servicer Evaluation Trigger Date) and to examine the Fairbanks’ servicing practices with respect to such Mortgage Loans (including, without limitation, examining payment histories, documentation relating to Fairbanks’ contacts with the related Mortgagors and documents contained in the related Servicing File) for the period of 24 months prior to such examination or, with respect to an examination taking place within 24 months of the Closing Date, the period beginning on the Closing Date and ending on the date of such examination. Such engagement by the Trustee shall also require the auditor to compare such servicing practices of Fairbanks with respect to the selected Mortgage Loans to the Performance Standards set forth on Exhibit S hereto and to evaluate Fairbanks’ compliance with the Performance Standards. The evaluation process described above in this Section 3.23 is referred to herein as a “Fairbanks Performance Evaluation” and is subject in all respects to the approval of the Rating Agencies with such approval right at the option of each Rating Agency. In the engagement, the Trustee shall require the auditor to deliver the results of its Fairbanks Performance Evaluation to Fairbanks, the Trustee and the Rating Agencies within 60 days after the commencement of the Fairbanks Performance Evaluation and the Trustee shall report such Fairbanks Performance Evaluation results to Certificateholders in its monthly statement, made pursuant to Section 4.04. After receipt by the Certificateholders of the results of the Fairbanks Performance Evaluation, if Holders of the Certificates entitled to 51% or more of the Voting Rights request in writing to the Trustee to terminate Fairbanks as Servicer under this Agreement, Fairbanks shall be removed as Servicer pursuant to Section 7.01. If such a written request is made to the Trustee, Fairbanks will be deemed to have “failed” the Fairbanks Performance Evaluation and such failure will be deemed to be a failure of the Fairbanks Termination Test. At their option, each Rating Agency shall have the right to review all of the information provided to the independent auditor in connection with a Fairbanks Performance Evaluation so as to allow such Rating Agency to evaluate Fairbanks’ compliance with the Performance Standards. Fairbanks shall cooperate with all reasonable requests of the Trustee, the independent auditor and the Rating Agencies in connection with a Fairbanks Performance Evaluation, including, without limitation, making available to the auditor payment histories, documentation relating to the Fairbanks’ contacts with the related Mortgagors and documents contained in the related Mortgage Loan Schedule. Fairbanks shall pay all costs and expenses of the independent auditor or any Rating Agency (including the costs of any Rating Agency review pursuant to the foregoing paragraph) associated with a Fairbanks Performance Evaluation.

Fairbanks Servicing Performance Evaluations. Within 60 days after a Servicer Evaluation Trigger Date, the Trustee shall select and engage a nationally recognized independent auditor, approved in writing by the Rating Agencies, unless such Rating Agencies specifically waive such approval right (provided, however, that if the Trustee does not receive the written approval of any Rating Agency within 20 days of selecting an independent auditor, such Rating Agency will be deemed to have approved of such auditor), to evaluate the performance of FairbanksFairbanks under this Agreement. Such engagement by the Trustee shall require the auditor to select a statistical sample of delinquent Mortgage Loans (comprising a percentage (determined by the independent auditor in its sole discretion, which percentage shall not exceed 50%) of all delinquent Mortgage Loans by unpaid principal balance as of the Servicer Evaluation Trigger Date) and to examine the Fairbanks’ servicing practices with respect to such Mortgage Loans (including, without limitation, examining payment histories, documentation relating to Fairbanks’ contacts with the related Mortgagors and documents contained in the related Servicing File) for the period of 24 months prior to such examination or, with respect to an examination taking place within 24 months of the Closing Date, the period beginning on the Closing Date and ending on the date of such examination. Such engagement by the Trustee shall also require the auditor to compare such servicing practices of Fairbanks with respect to the selected Mortgage Loans to the Performance Standards set forth on Exhibit S hereto and to evaluate Fairbanks’ compliance with the Performance Standards. The evaluation process described above in this Section 3.23 is referred to herein as a “Fairbanks Performance Evaluation” and is subject in all respects to the approval of the Rating Agencies with such approval right at the option of each Rating Agency. In the engagement, the Trustee shall require the auditor to deliver the results of its Fairbanks Performance Evaluation to Fairbanks, the Trustee and the Rating Agencies and the Trustee shall report such Fairbanks Performance Evaluation results to Certificateholders in its monthly statement, made pursuant to Section 4.04. After receipt by the Certificateholders of the results of the Fairbanks Performance Evaluation, if Holders of the Certificates entitled to 51% or more of the Voting Rights request in writing to the Trustee to terminate Fairbanks as Servicer under this Agreement, Fairbanks shall be removed as Servicer pursuant to Section 7.01. If such a written request is made to the Trustee, Fairbanks will be deemed to have “failed” the Fairbanks Performance Evaluation and such failure will be deemed to be a failure of the Fairbanks Termination Test. At their option, each Rating Agency shall have the right to review all of the information provided to the independent auditor in connection with a Fairbanks Performance Evaluation so as to allow such Rating Agency to evaluate Fairbanks’ compliance with the Performance Standards. Fairbanks shall cooperate with all reasonable requests of the Trustee, the independent auditor and the Rating Agencies in connection with a Fairbanks Performance Evaluation, including, without limitation, making available to the auditor payment histories, documentation relating to the Fairbanks’ contacts with the related Mortgagors and documents contained in the related Mortgage Loan Schedule. Fairbanks shall pay all costs and expenses of the independent auditor or any Rating Agency (including the costs of any Rating Agency review pursuant to the foregoing paragraph) associated with a Fairbanks Performance Evaluation.

Fairbanks Servicing Performance Evaluations. Within 60 days after a Servicer Evaluation Trigger Date, the Trustee shall select and engage a nationally recognized independent auditor, approved in writing by the Rating Agencies, unless such Rating Agencies specifically waive such approval right (provided, however, that if the Trustee does not receive the written approval of any Rating Agency within 20 days of selecting an independent auditor, such Rating Agency will be deemed to have approved of such auditor), to evaluate the performance of Fairbanks. Such engagement by the Trustee shall require the auditor to select a statistical sample of delinquent Mortgage Delinquent Fairbanks Serviced Loans (comprising a percentage (determined by the independent auditor in its sole discretion, which percentage shall not exceed 50%) of all delinquent Mortgage Delinquent Fairbanks Serviced Loans by unpaid principal balance as of the Servicer Evaluation Trigger Date) and to examine the Fairbanks’ ' servicing practices with respect to such Mortgage Loans (including, without limitation, examining payment histories, documentation relating to Fairbanks’ ' contacts with the related Mortgagors and documents contained in the related Servicing File) for the period of 24 months prior to such examination or, with respect to an examination taking place within 24 months of the Closing Date, the period beginning on the Closing Date and ending on the date of such examination. Such engagement by the Trustee shall also require the auditor to compare such servicing practices of Fairbanks with respect to the selected Mortgage Fairbanks Serviced Loans to the Performance Standards set forth on Exhibit S J hereto and to evaluate the Fairbanks’ ' compliance with the Performance Standards. The evaluation process described above in this Section 3.23 3.27 is referred to herein as a “Fairbanks "Servicer Performance Evaluation” " and is subject in all respects to the approval of the Rating Agencies with such approval right the option of each Rating Agency. In the engagement, the Trustee shall require the auditor to deliver the results of its Fairbanks Servicer Performance Evaluation to the Trustee and Trustee, the Rating Agencies and the Counterparty and the Trustee shall report such Fairbanks Servicer Performance Evaluation results to Certificateholders in its monthly statement, made pursuant to Section 4.044.02. After receipt by the Certificateholders of the results of the Fairbanks Servicer Performance Evaluation, if the Holders of the Certificates entitled to 51% or more of the Voting Rights may make a written request in writing to the Trustee to terminate Fairbanks as Servicer under this Agreement, Fairbanks shall be removed as Servicer pursuant to Section 7.01. If such a written request is made to the Trustee, Fairbanks will be deemed to have “"failed” " the Fairbanks Servicer Performance Evaluation and such failure will be deemed to be a failure for purposes of the Fairbanks related Servicer Termination Test. At their option, each Rating Agency shall have the right to review all of the information provided to the independent auditor in connection with a Fairbanks Servicer Performance Evaluation so as to allow such Rating Agency to evaluate Fairbanks’ ' compliance with the Performance Standards. Fairbanks shall cooperate with all reasonable requests of the Trustee, the independent auditor and the Rating Agencies in connection with a Fairbanks Servicer Performance Evaluation, including, without limitation, making available to the auditor payment histories, documentation relating to the Fairbanks’ ' contacts with the related Mortgagors and documents contained in the related Mortgage Loan ScheduleServicing File. Fairbanks shall pay all costs and expenses of the independent auditor or any Rating Agency (including the costs of any Rating Agency review pursuant to the foregoing paragraph) associated with a Fairbanks Servicer Performance Evaluation.

Fairbanks Servicing Performance Evaluations. Within 60 days after a Servicer Evaluation Trigger Date, the Trustee shall select and engage a nationally recognized independent auditor, approved in writing by the Rating Agencies, unless such Rating Agencies specifically waive such approval right (provided, however, that if the Trustee does not receive the written approval of any Rating Agency within 20 days of selecting an independent auditor, such Rating Agency will be deemed to have approved of such auditor), to evaluate the performance of Fairbanks. Such engagement by the Trustee shall require the auditor to select a statistical sample of delinquent Mortgage Delinquent Fairbanks Serviced Loans (comprising a percentage (determined by the independent auditor in its sole discretion, which percentage shall not exceed 50%) of all delinquent Mortgage Delinquent Fairbanks Serviced Loans by unpaid principal balance as of the Servicer Evaluation Trigger Date) and to examine the Fairbanks’ ' servicing practices with respect to such Mortgage Loans (including, without limitation, examining payment histories, documentation relating to Fairbanks’ ' contacts with the related Mortgagors and documents contained in the related Servicing File) for the period of 24 months prior to such examination or, with respect to an examination taking place within 24 months of the Closing Date, the period beginning on the Closing Date and ending on the date of such examination. Such engagement by the Trustee shall also require the auditor to compare such servicing practices of Fairbanks with respect to the selected Mortgage Fairbanks Serviced Loans to the Performance Standards set forth on Exhibit S hereto and to evaluate Fairbanks’ ' compliance with the Performance Standards. The evaluation process described above in this Section 3.23 is referred to herein as a “"Fairbanks Performance Evaluation” " and is subject in all respects to the approval of the Rating Agencies with such approval right the option of each Rating Agency. In the engagement, the Trustee shall require the auditor to deliver the results of its Fairbanks Performance Evaluation to the Trustee and the Rating Agencies and the Trustee shall report such Fairbanks Performance Evaluation results to Certificateholders in its monthly statement, made pursuant to Section 4.04. After receipt by the Certificateholders of the results of the Fairbanks Performance Evaluation, if Holders of the Certificates entitled to 51% or more of the Voting Rights request in writing to the Trustee to terminate Fairbanks as Servicer under this Agreement, Fairbanks shall be removed as Servicer pursuant to Section 7.01. If such a written request is made to the Trustee, Fairbanks will be deemed to have “"failed” " the Fairbanks Performance Evaluation and such failure will be deemed to be a failure of the Fairbanks Termination Test. At their option, each Rating Agency shall have the right to review all of the information provided to the independent auditor in connection with a Fairbanks Performance Evaluation so as to allow such Rating Agency to evaluate Fairbanks’ ' compliance with the Performance Standards. Fairbanks shall cooperate with all reasonable requests of the Trustee, the independent auditor and the Rating Agencies in connection with a Fairbanks Performance Evaluation, including, without limitation, making available to the auditor payment histories, documentation relating to the Fairbanks’ ' contacts with the related Mortgagors and documents contained in the related Mortgage Loan Schedule. Fairbanks shall pay all costs and expenses of the independent auditor or any Rating Agency (including the costs of any Rating Agency review pursuant to the foregoing paragraph) associated with a Fairbanks Servicer Performance Evaluation.

Fairbanks Servicing Performance Evaluations. Within 60 days after a Servicer Evaluation Trigger Date, the Trustee shall select and engage a nationally recognized independent auditor, approved in writing by the Rating Agencies, unless such Rating Agencies specifically waive such approval right (provided, however, that if the Trustee does not receive the written approval of any Rating Agency within 20 days of selecting an independent auditor, such Rating Agency will be deemed to have approved of such auditor), to evaluate the performance of Fairbanks. Such engagement by the Trustee shall require the auditor to select a statistical sample of delinquent Mortgage Delinquent Fairbanks Serviced Loans (comprising a percentage (determined by the independent auditor in its sole discretion, which percentage shall not exceed 50%) of all delinquent Mortgage Delinquent Fairbanks Serviced Loans by unpaid principal balance as of the Servicer Evaluation Trigger Date) and to examine the Fairbanks’ ' servicing practices with respect to such Mortgage Loans (including, without limitation, examining payment histories, documentation relating to Fairbanks’ ' contacts with the related Mortgagors and documents contained in the related Servicing File) for the period of 24 months prior to such examination or, with respect to an examination taking place within 24 months of the Closing Date, the period beginning on the Closing Date and ending on the date of such examination. Such engagement by the Trustee shall also require the auditor to compare such servicing practices of Fairbanks with respect to the selected Mortgage Fairbanks Serviced Loans to the Performance Standards set forth on Exhibit S R hereto and to evaluate Fairbanks’ ' compliance with the Performance Standards. The evaluation process described above in this Section 3.23 is referred to herein as a “"Fairbanks Performance Evaluation” " and is subject in all respects to the approval of the Rating Agencies with such approval right the option of each Rating Agency. In the engagement, the Trustee shall require the auditor to deliver the results of its Fairbanks Performance Evaluation to the Trustee and the Rating Agencies and the Trustee shall report such Fairbanks Performance Evaluation results to Certificateholders in its monthly statement, made pursuant to Section 4.04. After receipt by the Certificateholders of the results of the Fairbanks Performance Evaluation, if Holders of the Certificates entitled to 51% or more of the Voting Rights request in writing to the Trustee to terminate Fairbanks as Servicer under this Agreement, Fairbanks shall be removed as Servicer pursuant to Section 7.01. If such a written request is made to the Trustee, Fairbanks will be deemed to have “"failed” " the Fairbanks Performance Evaluation and such failure will be deemed to be a failure of the Fairbanks Termination Test. At their option, each Rating Agency shall have the right to review all of the information provided to the independent auditor in connection with a Fairbanks Performance Evaluation so as to allow such Rating Agency to evaluate Fairbanks’ ' compliance with the Performance Standards. Fairbanks shall cooperate with all reasonable requests of the Trustee, the independent auditor and the Rating Agencies in connection with a Fairbanks Performance Evaluation, including, without limitation, making available to the auditor payment histories, documentation relating to the Fairbanks’ ' contacts with the related Mortgagors and documents contained in the related Mortgage Loan Schedule. Fairbanks shall pay all costs and expenses of the independent auditor or any Rating Agency (including the costs of any Rating Agency review pursuant to the foregoing paragraph) associated with a Fairbanks Servicer Performance Evaluation.

Fairbanks Servicing Performance Evaluations. Within 60 days after a Servicer Evaluation Trigger Date, the Trustee shall select and engage a nationally recognized independent auditor, approved in writing by the Rating Agencies, unless such Rating Agencies specifically waive such approval right (provided, however, that if the Trustee does not receive the written approval of any Rating Agency within 20 days of selecting an independent auditor, such Rating Agency will be deemed to have approved of such auditor), to evaluate the performance of Fairbanks. Such engagement by the Trustee shall require the auditor to select a statistical sample of delinquent Mortgage Delinquent Fairbanks Serviced Loans (comprising a percentage (determined by the independent auditor in its sole discretion, which percentage shall not exceed 50%) of all delinquent Mortgage Delinquent Fairbanks Serviced Loans by unpaid principal balance as of the Servicer Evaluation Trigger Date) and to examine the Fairbanks’ servicing practices with respect to such Mortgage Loans (including, without limitation, examining payment histories, documentation relating to Fairbanks’ contacts with the related Mortgagors and documents contained in the related Servicing File) for the period of 24 months prior to such examination or, with respect to an examination taking place within 24 months of the Closing Date, the period beginning on the Closing Date and ending on the date of such examination. Such engagement by the Trustee shall also require the auditor to compare such servicing practices of Fairbanks with respect to the selected Mortgage Fairbanks Serviced Loans to the Performance Standards set forth on Exhibit S hereto and to evaluate Fairbanks’ compliance with the Performance Standards. The evaluation process described above in this Section 3.23 is referred to herein as a “"Fairbanks Performance Evaluation” " and is subject in all respects to the approval of the Rating Agencies with such approval right the option of each Rating Agency. In the engagement, the Trustee shall require the auditor to deliver the results of its Fairbanks Performance Evaluation to the Trustee and the Rating Agencies and the Trustee shall report such Fairbanks Performance Evaluation results to Certificateholders in its monthly statement, made pursuant to Section 4.04. After receipt by the Certificateholders of the results of the Fairbanks Performance Evaluation, if Holders of the Certificates entitled to 51% or more of the Voting Rights request in writing to the Trustee to terminate Fairbanks as Servicer under this Agreement, Fairbanks shall be removed as Servicer pursuant to Section 7.01. If such a written request is made to the Trustee, Fairbanks will be deemed to have “"failed” " the Fairbanks Performance Evaluation and such failure will be deemed to be a failure of the Fairbanks Termination Test. At their option, each Rating Agency shall have the right to review all of the information provided to the independent auditor in connection with a Fairbanks Performance Evaluation so as to allow such Rating Agency to evaluate Fairbanks’ compliance with the Performance Standards. Fairbanks shall cooperate with all reasonable requests of the Trustee, the independent auditor and the Rating Agencies in connection with a Fairbanks Performance Evaluation, including, without limitation, making available to the auditor payment histories, documentation relating to the Fairbanks’ contacts with the related Mortgagors and documents contained in the related Mortgage Loan Schedule. Fairbanks shall pay all costs and expenses of the independent auditor or any Rating Agency (including the costs of any Rating Agency review pursuant to the foregoing paragraph) associated with a Fairbanks Servicer Performance Evaluation.