Common use of Information to be Provided by the Servicer Clause in Contracts

Information to be Provided by the Servicer. The Servicer shall (i) within five Business Days following a request by the Seller or the Depositor, provide to the Seller and the Depositor (or, as applicable, cause each Third-Party Originator and each Sub-Servicer to provide), in writing and in form and substance reasonably satisfactory to the Seller and the Depositor, the information and materials specified in paragraphs (a), (b), (c) and (f) of this Section, and (ii) as promptly as practicable following notice to or discovery by the Servicer, provide to the Seller and the Depositor (in writing and in form and substance reasonably satisfactory to the Seller and the Depositor) the information specified in paragraph (d) of this Section. (a) If so requested by the Seller or the Depositor, the Servicer shall provide such information regarding (i) the Servicer, as originator of the Mortgage Loans (including as an acquirer of Mortgage Loans from a Qualified Correspondent), or (ii) each Third-Party Originator, and (iii) as applicable, each Sub-Servicer, as is requested for the purpose of compliance with Items 1103(a)(1), 1105, 1110, 1117 and 1119 of Regulation AB. Such information shall include, at a minimum: (A) the originator’s form of organization; (B) a description of the originator’s origination program and how long the originator has been engaged in originating residential mortgage loans, which description shall include a discussion of the originator’s experience in originating mortgage loans of a similar type as the Mortgage Loans; information regarding the size and composition of the originator’s origination portfolio; and information that may be material to an analysis of the performance of the Mortgage Loans, including the originators’ credit-granting or underwriting criteria for mortgage loans of similar type(s) as the Mortgage Loans and such other information as the Seller or the Depositor may reasonably request for the purpose of compliance with Item 1110(b)(2) of Regulation AB; (C) a description of any legal or governmental proceedings pending (or governmental proceedings known to be contemplated) against the Servicer, any Sub-Servicer or any Third-Party Originator that would be material to Certificateholders; and (D) a description of any affiliation or relationship that is required to be described in Item 1119 of Regulation AB between the Servicer, each Third-Party Originator, each Sub-Servicer and any of the following parties to a Securitization Transaction, as such parties are identified to the Servicer by the Seller or the Depositor in writing in advance of such Securitization Transaction: (i) the sponsor; (ii) the depositor; (iii) the issuing entity; (iv) any servicer; (v) any trustee; (vi) any originator; (vii) any significant obligor; (viii) any enhancement or support provider; and (ix) any other material transaction party. (b) If so requested by the Seller or the Depositor, the Servicer shall provide (or, as applicable, cause each Third-Party Originator to provide) Static Pool Information with respect to the mortgage loans (of a similar type as the Mortgage Loans) originated by (i) the Servicer, if the Servicer is an originator of Mortgage Loans (including as an acquirer of Mortgage Loans from a Qualified Correspondent), and/or (ii) each Third-Party Originator. Such Static Pool Information shall be prepared by the Servicer (or Third-Party Originator) on the basis of its reasonable, good faith interpretation of the requirements of Item 1105(a)(1)-(3) of Regulation AB. The content of such Static Pool Information may be in the form customarily provided by the Servicer, and need not be customized for the Seller or the Depositor. Such Static Pool Information for each vintage origination year or prior securitized pool, as applicable, shall be presented in increments no less frequently than quarterly over the life of the mortgage loans included in the vintage origination year or prior securitized pool. The most recent periodic increment must be as of a date no later than 135 days prior to the date of the prospectus or other offering document in which the Static Pool Information is to be included or incorporated by reference. The Static Pool Information shall be provided in an electronic format that provides a permanent record of the information provided, such as a portable document format (pdf) file, or other such electronic format reasonably required by the Seller or the Depositor, as applicable. Promptly following notice or discovery of a material error in Static Pool Information provided pursuant to the immediately preceding paragraph (including an omission to include therein information required to be provided pursuant to such paragraph), the Servicer shall provide corrected Static Pool Information to the Seller or the Depositor, as applicable, in the same format in which Static Pool Information was previously provided to such party by the Servicer. If so requested by the Seller or the Depositor, the Servicer shall provide (or, as applicable, cause each Third-Party Originator to provide), at the expense of the requesting party (to the extent of any additional incremental expense associated with delivery pursuant to this Agreement), such agreed-upon procedures letters of certified public accountants reasonably acceptable to the Seller or Depositor, as applicable, pertaining to Static Pool Information relating to prior securitized pools for securitizations closed on or after January 1, 2006 or, in the case of Static Pool Information with respect to the Servicer’s or Third-Party Originator’s originations or purchases, to calendar months commencing January 1, 2006, as the Seller or the Depositor shall reasonably request. Such letters shall be addressed to and be for the benefit of such parties as the Seller or the Depositor shall designate, which may include, by way of example, the Seller as sponsor, the Depositor and any broker dealer acting as underwriter, placement agent or initial purchaser with respect to the transactions contemplated by this Agreement. Any such statement or letter may take the form of a standard, generally applicable document accompanied by a reliance letter authorizing reliance by the addressees designated by the Seller or the Depositor. (c) If so requested by the Seller or the Depositor, the Servicer shall provide such information regarding the Servicer, as servicer of the Mortgage Loans, and each Sub-Servicer (each of the Servicer and each Sub-Servicer, for purposes of this paragraph, a “Servicer”), as is requested for the purpose of compliance with Item 1108 of Regulation AB. Such information shall include, at a minimum: (A) the Servicer’s form of organization; (B) a description of how long the Servicer has been servicing residential mortgage loans; a general discussion of the Servicer’s experience in servicing assets of any type as well as a more detailed discussion of the Servicer’s experience in, and procedures for, the servicing function it will perform under this Agreement; information regarding the size, composition and growth of the Servicer’s portfolio of residential mortgage loans of a type similar to the Mortgage Loans and information on factors related to the Servicer that may be material, in the good faith judgment of the Seller or the Depositor, to any analysis of the servicing of the Mortgage Loans or the related asset-backed securities, as applicable, including, without limitation: (i) whether any prior securitizations of mortgage loans of a type similar to the Mortgage Loans involving the Servicer have defaulted or experienced an early amortization or other performance triggering event because of servicing during the three-year period immediately preceding the Closing Date; (ii) the extent of outsourcing the Servicer utilizes; (iii) whether there has been previous disclosure of material noncompliance with the applicable servicing criteria with respect to other securitizations of residential mortgage loans involving the Servicer as a servicer during the three-year period immediately preceding the Closing Date; (iv) whether the Servicer has been terminated as servicer in a residential mortgage loan securitization, either due to a servicing default or to application of a servicing performance test or trigger; and (v) such other information as the Seller or the Depositor may reasonably request for the purpose of compliance with Item 1108(b)(2) and Item 1108(c) of Regulation AB; (C) a description of any material changes during the three-year period immediately preceding the Closing Date to the Servicer’s policies or procedures with respect to the servicing function it will perform under this Agreement for mortgage loans of a type similar to the Mortgage Loans; (D) information regarding the Servicer’s financial condition, to the extent that there is a material risk that an adverse financial event or circumstance involving the Servicer could have a material adverse effect on the performance by the Servicer of its servicing obligations under this Agreement; (E) a statement by an authorized officer of the Servicer to the effect that the Servicer has made all advances required to be made on residential mortgage loans serviced by it during such period, or, if such statement would not be accurate, information regarding the percentage and type of advances not made as required, and the reasons for such failure to advance; (F) a description of the Servicer’s processes and procedures designed to address any special or unique factors involved in servicing loans of a similar type as the Mortgage Loans; (G) a description of the Servicer’s processes for handling delinquencies, losses, bankruptcies and recoveries, such as through liquidation of mortgaged properties, sale of defaulted mortgage loans or workouts; and (H) information as to how the Servicer defines or determines delinquencies and charge-offs, including the effect of any grace period, re-aging, restructuring, partial payments considered current or other practices with respect to delinquency and loss experience. (d) For the purpose of satisfying its reporting obligation under the Exchange Act with respect to any class of Certificates for so long as the Depositor is required to file reports under the Exchange Act with respect to the Certificates, the Servicer shall (or shall cause each Sub-Servicer and Third-Party Originator to) (i) notify the Seller and the Depositor in writing of (A) any litigation or governmental proceedings pending against the Servicer, any Sub-Servicer or any Third-Party Originator that would be material to Certificateholders and (B) any affiliations or relationships of the type required to be disclosed under Item 1119 of Regulation AB that develop following the Closing Date between the Servicer, any Sub-Servicer or any Third-Party Originator and any of the parties specified in clause (D) of paragraph (a) of this Section (and any other parties identified in writing by the requesting party) with respect to the issuing of the Certificates, and (ii) provide to the Seller and the Depositor a description of such proceedings, affiliations or relationships. (e) As a condition to the succession to the Servicer or any Sub-Servicer as servicer or subservicer of at least 10% of the Mortgage Loans under this Agreement by any Person (i) into which the Servicer or such Sub-Servicer may be merged or consolidated, or (ii) which may be appointed as a successor to the Servicer or any Sub-Servicer, the Servicer shall provide to the Seller and the Depositor, at least 15 calendar days prior to the effective date of such succession or appointment, (x) written notice to the Seller and the Depositor of such succession or appointment and (y) in writing and in form and substance reasonably satisfactory to the Seller and the Depositor, all information reasonably requested by the Seller or the Depositor in order to comply with its reporting obligation under Item 6.02 of Form 8-K with respect to any class of Certificates. (f) In addition to such information as the Servicer, as servicer, is obligated to provide pursuant to other provisions of this Agreement, if so requested by the Seller or the Depositor, the Servicer shall provide such information regarding the performance or servicing of the Mortgage Loans as is reasonably required to facilitate preparation of distribution reports in accordance with Item 1121 of Regulation AB. Such information shall be provided concurrently with the monthly reports otherwise required to be delivered by the Trustee pursuant to Section 4.02 of this Agreement, commencing with the first such report due not less than ten Business Days following such request.

Information to be Provided by the Servicer. The Servicer shall (i) within five Business Days following a request by the Seller or the Depositor, provide to the Seller and the Depositor (or, as applicable, cause each Third-Party Originator and each Sub-Servicer to provide), in writing and in form and substance reasonably satisfactory to the Seller and the Depositor, the information and materials specified in paragraphs (a), (b), (c) and (f) of this Section, and (ii) as promptly as practicable following notice to or discovery by the Servicer, 133 provide to the Seller and the Depositor (in writing and in form and substance reasonably satisfactory to the Seller and the Depositor) the information specified in paragraph (d) of this Section. (a) If so requested by the Seller or the Depositor, the Servicer shall provide such information regarding (i) the Servicer, as originator of the Mortgage Loans (including as an acquirer of Mortgage Loans from a Qualified Correspondent), or (ii) each Third-Party Originator, and (iii) as applicable, each Sub-Servicer, as is requested for the purpose of compliance with Items 1103(a)(1), 1105, 1110, 1117 and 1119 of Regulation AB. Such information shall include, at a minimum: (A) the originator’s 's form of organization; (B) a description of the originator’s 's origination program and how long the originator has been engaged in originating residential mortgage loans, which description shall include a discussion of the originator’s 's experience in originating mortgage loans of a similar type as the Mortgage Loans; information regarding the size and composition of the originator’s 's origination portfolio; and information that may be material material, in the good faith judgment of the Seller or the Depositor, to an analysis of the performance of the Mortgage Loans, including the originators’ ' credit-granting or underwriting criteria for mortgage loans of similar type(s) as the Mortgage Loans and such other information as the Seller or the Depositor may reasonably request for the purpose of compliance with Item 1110(b)(2) of Regulation AB; (C) a description of any material legal or governmental proceedings pending (or governmental proceedings known to be contemplated) against the Servicer, any Sub-Servicer or any each Third-Party Originator that would be material to Certificateholdersand each Sub-Servicer; and (D) a description of any affiliation or relationship that is required to be described in Item 1119 of Regulation AB between the Servicer, each Third-Party Originator, each Sub-Servicer and any of the following parties to a Securitization Transaction, as such parties are identified to the Servicer by the Seller or the Depositor in writing in advance of such Securitization Transaction: (i) the sponsor; (ii) the depositor; (iii) the issuing entity; (iv) any servicer; (v) any trustee; (vi) any originator; (vii) any significant obligor;; 134 (viii) any enhancement or support provider; and (ix) any other material transaction party. (b) If so requested by the Seller or the Depositor, the Servicer shall provide (or, as applicable, cause each Third-Party Originator to provide) Static Pool Information with respect to the mortgage loans (of a similar type as the Mortgage Loans, as reasonably identified by the Seller as provided below) originated by (i) the Servicer, if the Servicer is an originator of Mortgage Loans (including as an acquirer of Mortgage Loans from a Qualified Correspondent), and/or (ii) each Third-Party Originator. Such Static Pool Information shall be prepared by the Servicer (or Third-Party Originator) on the basis of its reasonable, good faith interpretation of the requirements of Item 1105(a)(1)-(3) of Regulation AB. The content of such Static Pool Information may be in the form customarily provided by the Servicer, and need not be customized for the Seller or the Depositor. Such Static Pool Information for each vintage origination year or prior securitized pool, as applicable, shall be presented in increments no less frequently than quarterly over the life of the mortgage loans included in the vintage origination year or prior securitized pool. The most recent periodic increment must be as of a date no later than 135 days prior to the date of the prospectus or other offering document in which the Static Pool Information is to be included or incorporated by reference. The Static Pool Information shall be provided in an electronic format that provides a permanent record of the information provided, such as a portable document format (pdf) file, or other such electronic format reasonably required by the Seller or the Depositor, as applicable. Promptly following notice or discovery of a material error in Static Pool Information provided pursuant to the immediately preceding paragraph (including an omission to include therein information required to be provided pursuant to such paragraph), the Servicer shall provide corrected Static Pool Information to the Seller or the Depositor, as applicable, in the same format in which Static Pool Information was previously provided to such party by the Servicer. If so requested by the Seller or the Depositor, the Servicer shall provide (or, as applicable, cause each Third-Party Originator to provide), at the expense of the requesting party (to the extent of any additional incremental expense associated with delivery pursuant to this Agreement), such agreed-upon procedures letters of certified public accountants reasonably acceptable to the Seller or Depositor, as applicable, pertaining to Static Pool Information relating to prior securitized pools for securitizations closed on or after January 1, 2006 or, in the case of Static Pool Information with respect to the Servicer’s or Third-Party Originator’s originations or purchases, to calendar months commencing January 1, 2006, as the Seller or the Depositor shall reasonably request. Such letters shall be addressed to and be for the benefit of such parties as the Seller or the Depositor shall designate, which may include, by way of example, the Seller as sponsor, the Depositor and any broker dealer acting as underwriter, placement agent or initial purchaser with respect to the transactions contemplated by this Agreement. Any such statement or letter may take the form of a standard, generally applicable document accompanied by a reliance letter authorizing reliance by the addressees designated by the Seller or the Depositor. (c) If so requested by the Seller or the Depositor, the Servicer shall provide such information regarding the Servicer, as servicer of the Mortgage Loans, and each Sub-Servicer (each of the Servicer and each Sub-Servicer, for purposes of this paragraph, a “Servicer”), as is requested for the purpose of compliance with Item 1108 of Regulation AB. Such information shall include, at a minimum: (A) the Servicer’s form of organization; (B) a description of how long the Servicer has been servicing residential mortgage loans; a general discussion of the Servicer’s experience in servicing assets of any type as well as a more detailed discussion of the Servicer’s experience in, and procedures for, the servicing function it will perform under this Agreement; information regarding the size, composition and growth of the Servicer’s portfolio of residential mortgage loans of a type similar to the Mortgage Loans and information on factors related to the Servicer that may be material, in the good faith judgment of the Seller or the Depositor, to any analysis of the servicing of the Mortgage Loans or the related asset-backed securities, as applicable, including, without limitation: (i) whether any prior securitizations of mortgage loans of a type similar to the Mortgage Loans involving the Servicer have defaulted or experienced an early amortization or other performance triggering event because of servicing during the three-year period immediately preceding the Closing Date; (ii) the extent of outsourcing the Servicer utilizes; (iii) whether there has been previous disclosure of material noncompliance with the applicable servicing criteria with respect to other securitizations of residential mortgage loans involving the Servicer as a servicer during the three-year period immediately preceding the Closing Date; (iv) whether the Servicer has been terminated as servicer in a residential mortgage loan securitization, either due to a servicing default or to application of a servicing performance test or trigger; and (v) such other information as the Seller or the Depositor may reasonably request for the purpose of compliance with Item 1108(b)(2) and Item 1108(c) of Regulation AB; (C) a description of any material changes during the three-year period immediately preceding the Closing Date to the Servicer’s policies or procedures with respect to the servicing function it will perform under this Agreement for mortgage loans of a type similar to the Mortgage Loans; (D) information regarding the Servicer’s financial condition, to the extent that there is a material risk that an adverse financial event or circumstance involving the Servicer could have a material adverse effect on the performance by the Servicer of its servicing obligations under this Agreement; (E) a statement by an authorized officer of the Servicer to the effect that the Servicer has made all advances required to be made on residential mortgage loans serviced by it during such period, or, if such statement would not be accurate, information regarding the percentage and type of advances not made as required, and the reasons for such failure to advance; (F) a description of the Servicer’s processes and procedures designed to address any special or unique factors involved in servicing loans of a similar type as the Mortgage Loans; (G) a description of the Servicer’s processes for handling delinquencies, losses, bankruptcies and recoveries, such as through liquidation of mortgaged properties, sale of defaulted mortgage loans or workouts; and (H) information as to how the Servicer defines or determines delinquencies and charge-offs, including the effect of any grace period, re-aging, restructuring, partial payments considered current or other practices with respect to delinquency and loss experience. (d) For the purpose of satisfying its reporting obligation under the Exchange Act with respect to any class of Certificates for so long as the Depositor is required to file reports under the Exchange Act with respect to the Certificates, the Servicer shall (or shall cause each Sub-Servicer and Third-Party Originator to) (i) notify the Seller and the Depositor in writing of (A) any litigation or governmental proceedings pending against the Servicer, any Sub-Servicer or any Third-Party Originator that would be material to Certificateholders and (B) any affiliations or relationships of the type required to be disclosed under Item 1119 of Regulation AB that develop following the Closing Date between the Servicer, any Sub-Servicer or any Third-Party Originator and any of the parties specified in clause (D) of paragraph (a) of this Section (and any other parties identified in writing by the requesting party) with respect to the issuing of the Certificates, and (ii) provide to the Seller and the Depositor a description of such proceedings, affiliations or relationships. (e) As a condition to the succession to the Servicer or any Sub-Servicer as servicer or subservicer of at least 10% of the Mortgage Loans under this Agreement by any Person (i) into which the Servicer or such Sub-Servicer may be merged or consolidated, or (ii) which may be appointed as a successor to the Servicer or any Sub-Servicer, the Servicer shall provide to the Seller and the Depositor, at least 15 calendar days prior to the effective date of such succession or appointment, (x) written notice to the Seller and the Depositor of such succession or appointment and (y) in writing and in form and substance reasonably satisfactory to the Seller and the Depositor, all information reasonably requested by the Seller or the Depositor in order to comply with its reporting obligation under Item 6.02 of Form 8-K with respect to any class of Certificates. (f) In addition to such information as the Servicer, as servicer, is obligated to provide pursuant to other provisions of this Agreement, if so requested by the Seller or the Depositor, the Servicer shall provide such information regarding the performance or servicing of the Mortgage Loans as is reasonably required to facilitate preparation of distribution reports in accordance with Item 1121 of Regulation AB. Such information shall be provided concurrently with the monthly reports otherwise required to be delivered by the Trustee pursuant to Section 4.02 of this Agreement, commencing with the first such report due not less than ten Business Days following such request.

Information to be Provided by the Servicer. The (a) In connection with any Securitization Transaction, the Servicer shall (i) within five Business Days following a request by the Seller Purchaser or the any Depositor, provide to the Seller Purchaser and the such Depositor (or, as applicable, cause each Third-Party Originator and each Sub-Servicer Subservicer to provide), in writing and in form and substance reasonably satisfactory to the Seller Purchaser and the such Depositor, the information and materials specified in paragraphs (a), (b), (c), (f) and (fg) of this Section, and (ii) as promptly as practicable following notice to or discovery by the Servicer, provide to the Seller Purchaser and the any Depositor (in writing and in form and substance reasonably satisfactory to the Seller Purchaser and the such Depositor) the information specified in paragraph (d) of this Section. (ab) If so requested by the Seller Purchaser or the any Depositor, the Servicer shall provide such information regarding (i) the Servicer, as originator of the Mortgage Loans (including as an acquirer of Mortgage Loans from a Qualified Correspondent), or (ii) each Third-Party Originator, and (iii) as applicable, each Sub-ServicerSubservicer, as is requested for the purpose of compliance with Items 1103(a)(1), 1105, 1110, 1117 and 1119 of Regulation AB. Such information shall include, at a minimum: (Ai) the originator’s form of organization; (Bii) a description of the originator’s origination program and how long the originator has been engaged in originating residential mortgage loans, which description shall include a discussion of the originator’s experience in originating mortgage loans of a similar type as the Mortgage Loans; information regarding the size and composition of the originator’s origination portfolio; and information that may be material material, in the good faith judgment of the Purchaser or any Depositor, to an analysis of the performance of the Mortgage Loans, including the originators’ credit-granting or underwriting criteria for mortgage loans of similar type(s) as the Mortgage Loans and such other information as the Seller Purchaser or the any Depositor may reasonably request for the purpose of compliance with Item 1110(b)(2) of Regulation AB; (Ciii) a description of any material legal or governmental proceedings pending (or governmental proceedings known to be contemplated) against the Servicer, any Sub-Servicer or any each Third-Party Originator that would be material to Certificateholdersand each Subservicer; and (Div) a description of any affiliation or relationship that is required to be described in Item 1119 of Regulation AB between the Servicer, each Third-Party Originator, each Sub-Servicer Subservicer and any of the following parties to a Securitization Transaction, as such parties are identified to the Servicer by the Seller Purchaser or the any Depositor in writing in advance of such Securitization Transaction: (iA) the sponsor; (iiB) the depositor; (iiiC) the issuing entity; (ivD) any servicer; (vE) any trustee; (viF) any originator; (viiG) any significant obligor; (viiiH) any enhancement or support provider; and (ixI) any other material transaction party. (bc) If so requested by the Seller Purchaser or the any Depositor, the Servicer shall provide (or, as applicable, cause each Third-Party Originator to provide) Static Pool Information with respect to the mortgage loans (of a similar type as the Mortgage Loans, as reasonably identified by the Purchaser as provided below) originated by (i) the Servicer, if the Servicer is an originator of Mortgage Loans (including as an acquirer of Mortgage Loans from a Qualified Correspondent), and/or (ii) each Third-Party Originator. Such Static Pool Information shall be prepared by the Servicer (or Third-Party Originator) on the basis of its reasonable, good faith interpretation of the requirements of Item 1105(a)(1)-(3) of Regulation AB. To the extent that there is reasonably available to the Servicer (or Third-Party Originator) Static Pool Information with respect to more than one mortgage loan type, the Purchaser or any Depositor shall be entitled to specify whether some or all of such information shall be provided pursuant to this paragraph. The content of such Static Pool Information may be in the form customarily provided by the Servicer, and need not be customized for the Seller Purchaser or the any Depositor. Such Static Pool Information for each vintage origination year or prior securitized pool, as applicable, shall be presented in increments no less frequently than quarterly over the life of the mortgage loans included in the vintage origination year or prior securitized pool. The most recent periodic increment must be as of a date no later than 135 days prior to the date of the prospectus or other offering document in which the Static Pool Information is to be included or incorporated by reference. The Static Pool Information shall be provided in an electronic format that provides a permanent record of the information provided, such as a portable document format (pdf) file, or other such electronic format reasonably required by the Seller Purchaser or the Depositor, as applicable. Promptly following notice or discovery of a material error in Static Pool Information provided pursuant to the immediately preceding paragraph . (including an omission to include therein information required to be provided pursuant to such paragraph), the Servicer shall provide corrected Static Pool Information to the Seller or the Depositor, as applicable, in the same format in which Static Pool Information was previously provided to such party by the Servicer. d) If so requested by the Seller Purchaser or the any Depositor, the Servicer shall provide (or, as applicable, cause each Third-Party Originator to provide), at the expense of the requesting party (to the extent of any additional incremental expense associated with delivery pursuant to this Agreement), such statements and agreed-upon procedures letters of certified public accountants reasonably acceptable to the Seller Purchaser or Depositor, as applicable, pertaining to Static Pool Information relating to prior securitized pools for securitizations closed on or after January 1, 2006 2006, or, in the case of Static Pool Information with respect to the Servicer’s or Third-Party Originator’s originations or purchases, to calendar months commencing January 1, 2006, as the Seller Purchaser or the such Depositor shall reasonably request. Such statements and letters shall be addressed to and be for the benefit of such parties as the Seller Purchaser or the such Depositor shall designate, which may include, by way of example, the Seller as sponsorany Sponsor, the any Depositor and any broker dealer acting as underwriter, placement agent or initial purchaser with respect to the transactions contemplated by this Agreementa Securitization Transaction. Any such statement or letter may take the form of a standard, generally applicable document accompanied by a reliance letter authorizing reliance by the addressees designated by the Seller Purchaser or the such Depositor. (ce) If so requested by the Seller Purchaser or the any Depositor, the Servicer shall provide such information regarding the Servicer, as servicer of the Mortgage Loans, and each Sub-Servicer Subservicer (each of the Servicer and each Sub-ServicerSubservicer, for purposes of this paragraph, a “Servicer”), as is requested for the purpose of compliance with Item 1108 Items 1108, 1117 and 1119 of Regulation AB. Such information shall include, at a minimum: (Ai) the Servicer’s form of organization; (Bii) a description of how long the Servicer has been servicing residential mortgage loans; a general discussion of the Servicer’s experience in servicing assets of any type as well as a more detailed discussion of the Servicer’s experience in, and procedures for, the servicing function it will perform under this AgreementAgreement and any Reconstitution Agreements; information regarding the size, composition and growth of the Servicer’s portfolio of residential mortgage loans of a type similar to the Mortgage Loans and information on factors related to the Servicer that may be material, in the good faith judgment of the Seller Purchaser or the any Depositor, to any analysis of the servicing of the Mortgage Loans or the related asset-backed securities, as applicable, including, without limitation: (iA) whether any prior securitizations of mortgage loans of a type similar to the Mortgage Loans involving the Servicer have defaulted or experienced an early amortization or other performance triggering event because of servicing during the three-year period immediately preceding the Closing Daterelated Securitization Transaction; (iiB) the extent of outsourcing the Servicer utilizes; (iiiC) whether there has been previous disclosure of material noncompliance with the applicable servicing criteria with respect to other securitizations of residential mortgage loans involving the Servicer as a servicer during the three-year period immediately preceding the Closing Daterelated Securitization Transaction; (ivD) whether the Servicer has been terminated as servicer in a residential mortgage loan securitization, either due to a servicing default or to application of a servicing performance test or trigger; and (vE) such other information as the Seller Purchaser or the any Depositor may reasonably request for the purpose of compliance with Item 1108(b)(2) and Item 1108(c) of Regulation AB; (Ciii) a description of any material changes during the three-year period immediately preceding the Closing Date related Securitization Transaction to the Servicer’s policies or procedures with respect to the servicing function it will perform under this Agreement and any Reconstitution Agreements for mortgage loans of a type similar to the Mortgage Loans; (Div) information regarding the Servicer’s financial condition, to the extent that there is a material risk that an adverse financial event or circumstance involving the Servicer could have a material adverse effect on the performance by the Servicer of its servicing obligations under this Agreement or any Reconstitution Agreement; (Ev) information regarding advances made by the Servicer on the Mortgage Loans and the Servicer’s overall servicing portfolio of residential mortgage loans for the three-year period immediately preceding the related Securitization Transaction, which may be limited to a statement by an authorized officer of the Servicer to the effect that the Servicer has made all advances required to be made on residential mortgage loans serviced by it during such period, or, if such statement would not be accurate, information regarding the percentage and type of advances not made as required, and the reasons for such failure to advance; (Fvi) a description of the Servicer’s processes and procedures designed to address any special or unique factors involved in servicing loans of a similar type as the Mortgage Loans; (Gvii) a description of the Servicer’s processes for handling delinquencies, losses, bankruptcies and recoveries, such as through liquidation of mortgaged properties, sale of defaulted mortgage loans or workouts; and; (Hviii) information as to how the Servicer defines or determines delinquencies and charge-offs, including the effect of any grace period, re-aging, restructuring, partial payments considered current or other practices with respect to delinquency and loss experience; and (ix) a description of any material legal or governmental proceedings pending (or known to be contemplated) against the Servicer; and (x) a description of any affiliation or relationship between the Servicer and any of the following parties to a Securitization Transaction, as such parties are identified to the Servicer by the Purchaser or any Depositor in writing in advance of such Securitization Transaction: (A) the sponsor; (B) the depositor; (C) the issuing entity; (D) any servicer; (E) any trustee; (F) any originator; (G) any significant obligor; (H) any enhancement or support provider; and (I) any other material transaction party. (df) For the purpose of satisfying its the reporting obligation under the Exchange Act with respect to any class of Certificates for so long as the Depositor is required to file reports under the Exchange Act with respect to the Certificatesasset-backed securities, the Servicer shall (or shall cause each Sub-Servicer Subservicer and Third-Party Originator to) (i) notify provide prompt notice to the Seller Purchaser, any Master Servicer and the any Depositor in writing of (A) any material litigation or governmental proceedings pending against involving the Servicer, any Sub-Servicer Subservicer or any Third-Party Originator that would be material to Certificateholders and Originator, (B) any affiliations or relationships of the type required to be disclosed under Item 1119 of Regulation AB that develop following the Closing Date closing date of a Securitization Transaction between the Servicer, any Sub-Servicer Subservicer or any Third-Party Originator and any of the parties specified in clause (D) of paragraph (a) of this Section (and any other parties identified in writing by the requesting party) with respect to such Securitization Transaction, (C) any Event of Default under the issuing terms of this Agreement or any Reconstitution Agreement, (D) any merger, consolidation or sale of substantially all of the Certificatesassets of the Servicer, and (E) the Servicer’s entry into an agreement with a Subservicer to perform or assist in the performance of any of the Servicer’s obligations under this Agreement or any Reconstitution Agreement and (ii) provide to the Seller Purchaser and the any Depositor a description of such proceedings, affiliations or relationships. (eg) As a condition to the succession to the Servicer or any Sub-Servicer Subservicer as servicer or subservicer of at least 10% of the Mortgage Loans under this Agreement or any Reconstitution Agreement by any Person (i) into which the Servicer or such Sub-Servicer Subservicer may be merged or consolidated, or (ii) which may be appointed as a successor to the Servicer or any Sub-ServicerSubservicer, the Servicer shall provide to the Seller Purchaser, any Master Servicer, and the any Depositor, at least 15 calendar days prior to the effective date of such succession or appointment, (x) written notice to the Seller Purchaser and the any Depositor of such succession or appointment and (y) in writing and in form and substance reasonably satisfactory to the Seller Purchaser and the such Depositor, all information reasonably requested by the Seller Purchaser or the any Depositor in order to comply with its reporting obligation under Item 6.02 of Form 8-K with respect to any class of Certificatesasset-backed securities. (fh) In addition to such information as the Servicer, as servicer, is obligated to provide pursuant to other provisions of this Agreement, if so requested by not later than ten days prior to the Seller or deadline for the Depositor, the Servicer shall provide such information regarding the performance or servicing filing of any distribution report on Form 10-D in respect of any Securitization Transaction that includes any of the Mortgage Loans serviced by the Servicer or any Subservicer, the Servicer or such Subservicer, as is reasonably applicable, shall, to the extent the Servicer or such Subservicer has knowledge, provide to the party responsible for filing such report (including, if applicable, the Master Servicer) notice of the occurrence of any of the following events along with all information, data, and materials related thereto as may be required to facilitate preparation be included in the related distribution report on Form 10-D (as specified in the provisions of Regulation AB referenced below): (i) any material modifications, extensions or waivers of pool asset terms, fees, penalties or payments during the distribution reports in accordance with period or that have cumulatively become material over time (Item 1121 1121(a)(11) of Regulation AB. Such ); (ii) material breaches of pool asset representations or warranties or transaction covenants (Item 1121(a)(12) of Regulation AB); and (iii) information shall be provided concurrently with the monthly reports otherwise required to be delivered regarding new asset-backed securities issuances backed by the Trustee pursuant same pool assets, any pool asset changes (such as, additions, substitutions or repurchases), and any material changes in origination, underwriting or other criteria for acquisition or selection of pool assets (Item 1121(a)(14) of Regulation AB). (i) The Servicer shall provide to Section 4.02 the Purchaser, any Master Servicer and any Depositor, evidence of this Agreementthe authorization of the person signing any certification or statement, commencing with copies or other evidence of Fidelity Bond Insurance and Errors and Omission Insurance policy, financial information and reports, and such other information related to the first Servicer or any Subservicer or the Servicer or such report due not less than ten Business Days following such requestSubservicer’s performance hereunder as may be reasonably requested by the Purchaser, any Master Servicer or any Depositor.

Information to be Provided by the Servicer. The (a) In connection with any Securitization Transaction, the Servicer shall (i) within five Business Days following a request by the Seller or the Depositor, provide to the Seller and the Depositor (or, as applicable, cause each Third-Party Originator and each Sub-Servicer Subservicer to provide), in writing and in form and substance reasonably satisfactory to the Seller and the Depositor, the information and materials specified in paragraphs (a), (b), (c), (e), (f) and (fg) of this SectionSection 11.02, and (ii) as promptly as practicable following notice to or discovery by the Servicer, provide to the Seller and the Depositor (in writing and in form and substance reasonably satisfactory to the Seller and the Depositor) the information specified in paragraph (d) of this SectionSection 11.02. (ab) If so requested by the Seller or the Depositor, the Servicer shall provide such information regarding (i) the Servicer, as originator of the Mortgage Loans (including as an acquirer of Mortgage Loans from a Qualified Correspondent), or (ii) each Third-Party Originator, and (iii) as applicable, each Sub-ServicerSubservicer, as is requested for the purpose of compliance with Items 1103(a)(1), 1105, 1110, 1117 and 1119 of Regulation AB. Such information shall include, at a minimum: (Ai) the originator’s form of organization; (Bii) a description of the originator’s origination program and how long the originator has been engaged in originating residential mortgage loans, which description shall include a discussion of the originator’s experience in originating mortgage loans of a similar type as the Mortgage Loans; information regarding the size and composition of the originator’s origination portfolio; and information that may be material material, in the good faith judgment of the Depositor, to an analysis of the performance of the Mortgage Loans, including the originators’ credit-granting or underwriting criteria for mortgage loans of similar type(s) as the Mortgage Loans and such other information as the Seller or the Depositor may reasonably request for the purpose of compliance with Item 1110(b)(2) of Regulation AB; (Ciii) a description of any material legal or governmental proceedings pending (or governmental proceedings known to be contemplated) against the Servicer, any Sub-Servicer or any each Third-Party Originator that would be material to Certificateholdersand each Subservicer; and (Div) a description of any affiliation or relationship that is required to be described in Item 1119 of Regulation AB between the Servicer, each Third-Party Originator, each Sub-Servicer Subservicer and any of the following parties to a Securitization Transaction, as such parties are identified to the Servicer by the Seller or the Depositor in writing in advance of such Securitization Transaction: (iA) the sponsor; (iiB) the depositor; (iiiC) the issuing entity; (ivD) any servicer; (vE) any trustee; (viF) any originator; (viiG) any significant obligor; (viiiH) any enhancement or support provider; and (ixI) any other material transaction party. (bc) If so requested by the Seller or the Depositor, the Servicer shall provide (or, as applicable, cause each Third-Party Originator to provide) Static Pool Information with respect to the mortgage loans (of a similar type as the Mortgage Loans, as reasonably identified by the Depositor as provided below) originated by (i) the Servicer, if the Servicer is an originator of Mortgage Loans (including as an acquirer of Mortgage Loans from a Qualified Correspondent), and/or (ii) each Third-Party Originator. Such Static Pool Information shall be prepared by the Servicer (or Third-Party Originator) on the basis of its reasonable, good faith interpretation of the requirements of Item 1105(a)(1)-(3) of Regulation AB. To the extent that there is reasonably available to the Servicer (or Third-Party Originator) Static Pool Information with respect to more than one mortgage loan type, the Depositor shall be entitled to specify whether some or all of such information shall be provided pursuant to this paragraph. The content of such Static Pool Information may be in the form customarily provided by the Servicer, and need not be customized for the Seller or the Depositor. Such Static Pool Information for each vintage origination year or prior securitized pool, as applicable, shall be presented in increments no less frequently than quarterly over the life of the mortgage loans included in the vintage origination year or prior securitized pool. The most recent periodic increment must be as of a date no later than 135 days prior to the date of the prospectus or other offering document in which the Static Pool Information is to be included or incorporated by reference. The Static Pool Information shall be provided in an electronic format that provides a permanent record of the information provided, such as a portable document format (pdf) file, or other such electronic format reasonably required by the Seller or the Depositor, as applicable. Promptly following notice or discovery of a material error in Static Pool Information provided pursuant to the immediately preceding paragraph . (including an omission to include therein information required to be provided pursuant to such paragraph), the Servicer shall provide corrected Static Pool Information to the Seller or the Depositor, as applicable, in the same format in which Static Pool Information was previously provided to such party by the Servicer. d) If so requested by the Seller or the Depositor, the Servicer shall provide (or, as applicable, cause each Third-Party Originator to provide), at the expense of the requesting party (to the extent of any additional incremental expense associated with delivery pursuant to this Agreement), such statements and agreed-upon procedures letters of certified public accountants reasonably acceptable to the Seller or Depositor, as applicable, pertaining to Static Pool Information relating to prior securitized pools for securitizations closed on or after January 1, 2006 2006, or, in the case of Static Pool Information with respect to the Servicer’s or Third-Party Originator’s originations or purchases, to calendar months commencing January 1, 2006, as the Seller or the Depositor shall reasonably request. Such statements and letters shall be addressed to and be for the benefit of such parties as the Seller or the Depositor shall designate, which may include, by way of example, the Seller as sponsorany Sponsor, the Depositor and any broker dealer acting as underwriter, placement agent or initial purchaser with respect to the transactions contemplated by this Agreementa Securitization Transaction. Any such statement or letter may take the form of a standard, generally applicable document accompanied by a reliance letter authorizing reliance by the addressees designated by the Seller or the Depositor. (ce) If so requested by the Seller or the Depositor, the Servicer shall provide such information regarding the Servicer, as servicer of the Mortgage Loans, and each Sub-Servicer Subservicer (each of the Servicer and each Sub-ServicerSubservicer, for purposes of this paragraph, a “Servicer”), as is requested for the purpose of compliance with Item 1108 Items 1108, 1117 and 1119 of Regulation AB. Such information shall include, at a minimum: (Ai) the Servicer’s form of organization; (Bii) a description of how long the Servicer has been servicing residential mortgage loans; a general discussion of the Servicer’s experience in servicing assets of any type as well as a more detailed discussion of the Servicer’s experience in, and procedures for, the servicing function it will perform under this AgreementAgreement and any Reconstitution Agreements; information regarding the size, composition and growth of the Servicer’s portfolio of residential mortgage loans of a type similar to the Mortgage Loans and information on factors related to the Servicer that may be material, in the good faith judgment of the Seller or the Depositor, to any analysis of the servicing of the Mortgage Loans or the related asset-backed securities, as applicable, including, without limitation: (iA) whether any prior securitizations of mortgage loans of a type similar to the Mortgage Loans involving the Servicer have defaulted or experienced an early amortization or other performance triggering event because of servicing during the three-year period immediately preceding the Closing Daterelated Securitization Transaction; (iiB) the extent of outsourcing the Servicer utilizes; (iiiC) whether there has been previous disclosure of material noncompliance with the applicable servicing criteria with respect to other securitizations of residential mortgage loans involving the Servicer as a servicer during the three-year period immediately preceding the Closing Daterelated Securitization Transaction; (ivD) whether the Servicer has been terminated as servicer in a residential mortgage loan securitization, either due to a servicing default or to application of a servicing performance test or trigger; and (vE) such other information as the Seller or the Depositor may reasonably request for the purpose of compliance with Item 1108(b)(2) and Item 1108(c) of Regulation AB; (Ciii) a description of any material changes during the three-year period immediately preceding the Closing Date related Securitization Transaction to the Servicer’s policies or procedures with respect to the servicing function it will perform under this Agreement and any Reconstitution Agreements for mortgage loans of a type similar to the Mortgage Loans; (Div) information regarding the Servicer’s financial condition, to the extent that there is a material risk that an adverse financial event or circumstance involving the Servicer could have a material adverse effect on the performance by the Servicer of its servicing obligations under this Agreement or any Reconstitution Agreement; (Ev) information regarding advances made by the Servicer on the Mortgage Loans and the Servicer’s overall servicing portfolio of residential mortgage loans for the three-year period immediately preceding the related Securitization Transaction, which may be limited to a statement by an authorized officer of the Servicer to the effect that the Servicer has made all advances required to be made on residential mortgage loans serviced by it during such period, or, if such statement would not be accurate, information regarding the percentage and type of advances not made as required, and the reasons for such failure to advance; (Fvi) a description of the Servicer’s processes and procedures designed to address any special or unique factors involved in servicing loans of a similar type as the Mortgage Loans; (Gvii) a description of the Servicer’s processes for handling delinquencies, losses, bankruptcies and recoveries, such as through liquidation of mortgaged properties, sale of defaulted mortgage loans or workouts; and; (Hviii) information as to how the Servicer defines or determines delinquencies and charge-offs, including the effect of any grace period, re-aging, restructuring, partial payments considered current or other practices with respect to delinquency and loss experience; and (ix) a description of any material legal or governmental proceedings pending (or known to be contemplated) against the Servicer; and (x) a description of any affiliation or relationship between the Servicer and any of the following parties to a Securitization Transaction, as such parties are identified to the Servicer by the Depositor in writing in advance of such Securitization Transaction: (A) the sponsor; (B) the depositor; (C) the issuing entity; (D) any servicer; (E) any trustee; (F) any originator; (G) any significant obligor; (H) any enhancement or support provider; and (I) any other material transaction party. (df) For the purpose of satisfying its the Depositor’s reporting obligation under the Exchange Act with respect to any class of Certificates for so long as the Depositor is required to file reports under the Exchange Act with respect to the Certificatesasset-backed securities, the Servicer and the Subservicer, along with any other subservicers, will adhere to their respective obligations under Article XII of the Pooling and Servicing Agreement. (g) The Servicer shall (or shall cause each Sub-provide to any Master Servicer and Third-Party Originator to) (i) notify the Seller and the Depositor in writing of (A) any litigation or governmental proceedings pending against the Servicer, any Sub-Servicer or any Third-Party Originator that would be material to Certificateholders and (B) any affiliations or relationships evidence of the type required to be disclosed under Item 1119 of Regulation AB that develop following the Closing Date between the Servicer, any Sub-Servicer or any Third-Party Originator and any authorization of the parties specified in clause (D) person signing any certification or statement, copies or other evidence of paragraph (a) of this Section (Fidelity Bond and any errors and omission insurance, financial information and reports and such other parties identified in writing by the requesting party) with respect to the issuing of the Certificates, and (ii) provide to the Seller and the Depositor a description of such proceedings, affiliations or relationships. (e) As a condition to the succession information related to the Servicer or any Sub-Servicer as servicer Subservicer or subservicer of at least 10% of the Mortgage Loans under this Agreement by any Person (i) into which the Servicer or such Sub-Servicer Subservicer’s performance hereunder as may be merged or consolidated, or (ii) which may be appointed as a successor to the Servicer or any Sub-Servicer, the Servicer shall provide to the Seller and the Depositor, at least 15 calendar days prior to the effective date of such succession or appointment, (x) written notice to the Seller and the Depositor of such succession or appointment and (y) in writing and in form and substance reasonably satisfactory to the Seller and the Depositor, all information reasonably requested by the Seller or the Depositor in order to comply with its reporting obligation under Item 6.02 of Form 8-K with respect to any class of Certificates. (f) In addition to such information as the Servicer, as servicer, is obligated to provide pursuant to other provisions of this Agreement, if so requested by the Seller Master Servicer or the Depositor, the Servicer shall provide such information regarding the performance or servicing of the Mortgage Loans as is reasonably required to facilitate preparation of distribution reports in accordance with Item 1121 of Regulation AB. Such information shall be provided concurrently with the monthly reports otherwise required to be delivered by the Trustee pursuant to Section 4.02 of this Agreement, commencing with the first such report due not less than ten Business Days following such request.