Common use of Report on Assessment of Compliance and Attestation Clause in Contracts

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement; (ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06.

Report on Assessment of Compliance and Attestation. (a) A. On or before March 1 31st of each calendar year, commencing in 20072014, the Servicer shall: (i) if requested by the Administrator, on behalf of the Issuer, deliver to the Owner and any Depositor Issuer a report (in form and substance reasonably satisfactory to the Owner and such DepositorIssuer) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor Issuer and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered Attachment E attached to the Owner concurrently with the execution of this Agreement; (ii) if requested by the Administrator, on behalf of the Issuer, deliver to the Owner Issuer and any Depositor the Administrator a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor Administrator, acting on behalf of the Issuer, that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each SubservicerSubservicer and Subcontractor, and each Subcontractor determined by the Company pursuant to Section 12.06(b) Servicer to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor Administrator, acting on behalf of the Issuer, an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this Section; and (iv) if requested by the Owner or any Depositor Administrator, on behalf of the Issuer, not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerIssuer, any Depositor the Administrator and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) Certification on behalf of an asset-backed issuer Issuer with respect to a Securitization Transaction a certification this securitization transaction the Annual Certification in the form attached hereto as Exhibit 6. Attachment D. The Servicer acknowledges that the parties identified in clause (a)(ivA(iv) above may rely on the any certification provided by the Servicer or any Subservicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither The Administrator, on behalf of the Owner nor any Depositor Issuer, will not request delivery of a certification under clause items in clauses A(i), (a)(ivii), (iii) above, and (iv) above unless a the Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage the Trust Student Loans. (b) B. Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto to be delivered to the Owner concurrently with Servicer, the execution of this Agreement orIssuer, in and the case of a Subservicer subsequently appointed as such, Administrator on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06and the Issuer on the date of such appointment.

Report on Assessment of Compliance and Attestation. (a) On With respect to any Mortgage Loans that are the subject of a Securitization Transaction, on or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall: (i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 H hereto delivered to the Owner concurrently with Purchaser at the execution time of this Agreementany Securitization Transaction; (ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, Subservicer and each Subcontractor Subcontractor, determined by the Company pursuant to Section 12.06(b4.25(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 6.06; and (iv) if requested by the Owner Purchaser or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. I. The Servicer Company acknowledges that the parties identified in clause (a)(iviv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iviv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) . Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i6.06(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 H hereto delivered to the Owner concurrently with Purchaser at the execution time of this Agreement any Securitization Transaction or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii6.06(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.064.25.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 1st of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner Master Servicer and any the Depositor a report (in form and substance reasonably satisfactory to the Owner Master Servicer and such the Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Master Servicer and such the Depositor and signed by an authorized officer of the Servicer, and shall address each all of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementH; (ii) deliver to the Owner Master Servicer and any the Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Master Servicer and such the Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act of 1933, as amended (the “Securities Act”) and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b7.04(c) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Master Servicer and any the Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner Master Servicer or any the Depositor not later than February 1 28th of the calendar year in which such certification is to be delivered, deliver to the OwnerMaster Servicer, any the Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 20022002 (“Xxxxxxxx-Xxxxx”)) on behalf of an asset-backed issuer the Trust Fund with respect to a Securitization Transaction the transaction relating to this Agreement a certification in the form attached hereto as Exhibit 6. F. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Master Servicer nor any the Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loansthe Trust Fund. (b) Each In the case of a Subservicer appointed subsequent to this Agreement, each assessment of compliance provided by a such Subservicer pursuant to Section 12.05(a)(i5.05(a)(i) shall address each all of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 H hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii5.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.067.04.

Report on Assessment of Compliance and Attestation. (a) A. On or before March 1 31st of each calendar year, commencing in 20072015, the Servicer shall: (i) if requested by the Administrator, on behalf of the Issuer, deliver to the Owner and any Depositor Issuer a report (in form and substance reasonably satisfactory to the Owner and such DepositorIssuer) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor Issuer and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered Attachment E attached to the Owner concurrently with the execution of this Agreement; (ii) if requested by the Administrator, on behalf of the Issuer, deliver to the Owner Issuer and any Depositor the Administrator a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor Administrator, acting on behalf of the Issuer, that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each SubservicerSubservicer and Subcontractor, and each Subcontractor determined by the Company pursuant to Section 12.06(b) Servicer to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor Administrator, acting on behalf of the Issuer, an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this Section; and (iv) if requested by the Owner or any Depositor Administrator, on behalf of the Issuer, not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerIssuer, any Depositor the Administrator and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) Certification on behalf of an asset-backed issuer Issuer with respect to a Securitization Transaction a certification this securitization transaction the Annual Certification in the form attached hereto as Exhibit 6. Attachment D. The Servicer acknowledges that the parties identified in clause (a)(ivA(iv) above may rely on the any certification provided by the Servicer or any Subservicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither The Administrator, on behalf of the Owner nor any Depositor Issuer, will not request delivery of a certification under clause items in clauses A(i), (a)(ivii), (iii) above, and (iv) above unless a the Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage the Trust Student Loans. (b) B. Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto to be delivered to the Owner concurrently with Servicer, the execution of this Agreement orIssuer, in and the case of a Subservicer subsequently appointed as such, Administrator on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06and the Issuer on the date of such appointment.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner concurrently with the execution of this Agreement; (ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b31.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. I. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i31.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii31.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0631.06.

Report on Assessment of Compliance and Attestation. (a) On With respect to any Mortgage Loans that are the subject of a Securitization Transaction, on or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall: (i) deliver to the Owner Purchaser and any Depositor or if Xxxxx Fargo Bank, N.A. is the Master Servicer, to the Master Servicer, a report (in form and substance reasonably satisfactory to the Owner Purchaser and such DepositorDepositor and if Xxxxx Fargo Bank, N.A. is the Master Servicer, to such Master Servicer) regarding the Servicer’s Company's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor or if Xxxxx Fargo Bank, N.A. is the Master Servicer, to the Master Servicer, and signed by an authorized officer of the Servicer, Company and shall address each of the "Applicable Servicing Criteria" specified on Exhibit H hereto (or those Servicing Criteria specified on otherwise mutually agreed to by the Purchaser, the Company and any Person that will be responsible for signing any Sarbanes Certification with respect to a certification substantially Securitization Transaction in the form response to evolving interpretations of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementRegulation AB); (ii) deliver to the Owner Purchaser and any Depositor or if Xxxxx Fargo Bank, N.A. is the Master Servicer, to the Master Servicer, a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor or if Xxxxx Fargo Bank, N.A. is the Master Servicer, to such Master Servicer, that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, Subservicer and each Subcontractor Subcontractor, determined by the Company pursuant to Section 12.06(b4.29(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 6.06; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver, and cause each Subservicer and each Subcontractor described in which such certification is clause (iii) hereof to be delivered, deliver to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer, in the form attached hereto as Exhibit 6. I. The Servicer Company acknowledges that the parties identified in clause (a)(iviv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor or Master Servicer will request delivery of a certification under clause (a)(iviv) above, above unless a Depositor or Master Servicer is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes the Mortgage Loans. (b) . Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i6.06(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 H hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii6.06(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.064.29.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner Owner, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Owner, such Master Servicer and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 VII hereto delivered to the Owner concurrently with the execution of this Agreement; (ii) deliver to the Owner Owner, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Owner, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b10.3(c)(ii) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Owner, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6IV. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i9.5(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 VII hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii9.5(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0610.3.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 1, but in no event later than March 15, of each calendar year, commencing in 2007, the Servicer Company shall: (i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor; provided, however, that such report may be in the form customarily provided by the Company, and need not be customized for the Purchaser or such Depositor) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner Purchaser concurrently with the execution of this AgreementReg AB Addendum; (ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b2.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver, and cause each Subservicer and Subcontractor described in which such certification is clause (iii) above to be delivereddeliver, deliver to the OwnerPurchaser, the Master Servicer, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by an appropriate officer of the Company, in the form attached hereto as Exhibit 6A. In addition to providing the Sarbanes Certification, the Servicer shall also cooperate with the Depositor and provide such additional information as the Depositor may reasonably request with respect thereto. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2.05(a)(iii) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement Reg AB Addendum or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii2.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.062.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 10 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner Owner, the Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Owner, the Master Servicer and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Owner, the Master Servicer and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the "Applicable Servicing Criteria Criteria" specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementEXHIBIT F hereto; (ii) deliver to the Owner Owner, the Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Owner, the Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, Subservicer and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b8.8(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation ABAB (each such Subcontractor, a "Participating Entity"), to deliver to the Owner Owner, Master Servicer and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 8.7(a); and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is deliver, and cause each Subservicer and each Participating Entity to be delivereddeliver, deliver to the OwnerPurchaser, any Depositor Depositor, the Master Servicer and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of such Person, in the form attached hereto as Exhibit 6. EXHIBIT E. The Servicer acknowledges that the parties identified in clause (a)(iviv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request require delivery of a certification under clause (a)(iviv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i8.7(a)(iii) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 EXHIBIT F hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of on which such appointmentSubservicer is appointed. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii8.7(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.068.8(b).

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 13 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement; (ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b13.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner Purchaser or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 612. The Servicer Each Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i13.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 13 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii13.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0613.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 20072011, the Servicer Company shall: (i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified indicated on a certification substantially in the form of Exhibit 7 12 hereto delivered as applicable to the Owner concurrently with the execution of this AgreementServicer; (ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b13.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested deliver, and cause each Subservicer, and each Subcontractor determined by the Owner or any Depositor Servicer pursuant to Section 13.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver, not later than February March 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 611. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i13.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered 12 that are applicable to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointmentSubservicer. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii13.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0613.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall: (i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 K hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement; (ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b13.6(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if If requested by the Owner Purchaser or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6H; provided that such certification delivered by the Company may not be filed as an exhibit to, or included in, any offering document or registration statement unless required by law or regulation. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i13.5(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 K hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii13.5(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.0613.6.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 E hereto delivered to the Owner concurrently with the execution of this Agreement; (ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b10.6(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. D. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i10.5(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 E hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii10.5(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0610.6.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 15 of each calendar year, commencing in 2007, the Servicer Company shall: (i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 K hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement; (ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b13.6(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner Purchaser or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. H. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i13.5(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 K hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii13.5(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.0613.6.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Purchaser shall: (i) deliver to the Owner any Master Servicer and any Depositor (upon request) a report (in form and substance reasonably satisfactory to the Owner Seller, such Master Servicer and such Depositor) regarding the Servicer’s Purchaser's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Seller, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerPurchaser, and shall address each of the "Applicable Servicing Criteria Criteria" specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementO hereto; (ii) deliver to the Owner any Master Servicer and any Depositor (upon request) a report of a registered public accounting firm reasonably acceptable to the Owner Seller, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Purchaser and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Purchaser pursuant to Section 12.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, and, to the extent required of such Subservicer or Subcontractor under Item 1123 of Regulation AB, an annual compliance certificate as and when provided by Section 12.04, to deliver to the Owner Seller, any Master Servicer and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner any Depositor or any Depositor Master Servicer not later than February March 1 of the calendar year in which such certification is to be delivered, deliver deliver, and cause each Subservicer and Subcontractor described in clause (iii) above to deliver, to the OwnerSeller, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Purchaser, in the form attached hereto as Exhibit 6. N. The Servicer Purchaser acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Purchaser pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor Seller, any Depositor or any Master Servicer will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K or any amendment thereto with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 O hereto delivered to the Owner Seller concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Purchaser pursuant to Section 12.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner concurrently with the execution of this Agreement; (ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b31.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSarbanes-Xxxxx Oxley Act of 2002) on behalf of an asset-backed issuer with respect xxxxxx xxxx xxspect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. I. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i31.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii31.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0631.06.

Report on Assessment of Compliance and Attestation. (ai) On or before March 1 5 of each calendar year, commencing in 2007, the Servicer Company shall: (iA) deliver to the Owner Purchaser (or the Trustee on behalf of the Purchaser) and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser (or the Trustee on behalf of the Purchaser) and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner Purchaser concurrently with the execution of this AgreementAgreement (wherein “Investor” shall be deemed to mean the Trustee on behalf of the trust); (iiB) deliver to the Owner Purchaser (or the Trustee on behalf of the Purchaser) and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iiiC) if required by Regulation AB, cause each Subservicer, Subservicer and each Subcontractor determined by the Company pursuant to Section 12.06(b2(f)(ii) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation ABAB (each, a “Participating Entity”), to deliver to the Owner Purchaser (or the Trustee on behalf of the Purchaser) and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (aA) and (bB) of this SectionSection 2(e); and (ivD) if requested by deliver, and cause each Participating Entity to deliver, to the Owner Purchaser (or any Depositor not later than February 1 the Trustee on behalf of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser), any Depositor and or any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6A; provided that such certification delivered by the Company may not be filed as an exhibit to, or included in, any filing with the Commission. The Servicer Company acknowledges that the parties party identified in clause (a)(ivi)(D) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (bii) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2(e)(i)(A) shall address each of the applicable Servicing Criteria specified on a certification substantially in Exhibit B hereto (wherein “Investor” shall mean the form of Exhibit 7 hereto Trustee) delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor Participating Entity pursuant to Section 12.05(a)(iii2(e)(i)(C) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.062(f).

Report on Assessment of Compliance and Attestation. (a) On or before March 1 15th of each calendar year, commencing in 2007200[ ], the Servicer shall: (i) deliver to the Owner Owner, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Owner, such Master Servicer and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the “Applicable Servicing Criteria Criteria” specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementL hereto; (ii) deliver to the Owner Owner, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Owner, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this SectionSection 11.05 and, to the extent required of such Subservicer or such Subcontractor under Item 1123 of Regulation AB, an annual compliance certificate as and when required under Section 11.04; and (iv) if requested by the Owner Owner, any Master Servicer or any Depositor not later than February 1 March 15th of the calendar year in which such certification is to be delivered, deliver to the Owner, any Master Servicer, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Servicer, in the form attached hereto as Exhibit 6. I. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither None of the Owner Owner, any Master Servicer nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor or Master Servicer is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i11.05(a)(iii) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointmentK hereto. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii11.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0611.06.

Report on Assessment of Compliance and Attestation. (a) On With respect to any Mortgage Loans that are the subject of a Securitization Transaction, on or before March 1 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner and Owner, any Master Servicer or any Depositor a report (in form and substance reasonably satisfactory to the Owner Owner, such Master Servicer and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Owner, such Master Servicer and such Depositor and signed by an authorized officer of the Servicer, Servicer and shall address each of the “Applicable Servicing Criteria” specified substantially on Exhibit H hereto (or those Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered otherwise mutually agreed to by the Owner concurrently with and the execution Servicer in response to evolving interpretations of this AgreementRegulation AB; (ii) deliver to the Owner and Owner, any Master Servicer or any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Owner, such Master Servicer and such Depositor that attests to, and reports on, the assessment of the compliance made by the Servicer and delivered pursuant to the preceding .preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, Subservicer and each Subcontractor Subcontractor, determined by the Company Servicer pursuant to Section 12.06(b4.24(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Owner, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 6.06; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver, and cause each Subservicer and each Subcontractor described in which such certification is clause (iii) to be delivered, deliver to the Owner, any Master Servicer, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification signed by the appropriate officer of the Servicer in the form attached hereto as Exhibit 6. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) I. Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i6.06(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 H hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii6.06(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.064.24. The Servicer acknowledges that the parties identified in clause (iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner, any Master Servicer or any Depositor will request delivery of a certification under clause (iv) above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.

Report on Assessment of Compliance and Attestation. (a) On The Servicer shall: (i) on or before March 1 the 90th day following the end of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner and any Depositor Transferor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor Transferor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in Exhibit M or such criteria as mutually agreed upon by the form of Exhibit 7 hereto delivered to Transferor and the Owner concurrently with the execution of this AgreementServicer; (ii) on or before the 90th day following the end of each calendar year, commencing in 2007, deliver to the Owner Transferor, the Trustee and any Depositor each Rating Agency a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor Transferor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, other Servicing Participant to deliver to the Owner Transferor, the Servicer, the Trustee and any Depositor Capital One Multi-asset Execution Trust an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this Section; provided, however, that if such other Servicing Participant is not an Affiliate of the Servicer, such assessment of compliance and accountants’ attestation shall be delivered on or before March 1 of each calendar year, commencing in 2007; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is cause each other Servicing Participant to be delivered, deliver to the Owner, any Depositor Transferor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) Certification on behalf of an assetthe Trust, Capital One Multi-backed issuer asset Execution Trust or the Transferor with respect to a Securitization Transaction a certification on or before the 90th day following the end of each calendar year, commencing in 2007 in the form attached hereto as Exhibit 6. The Servicer acknowledges L; provided, however, that if such other Servicing Participant is not an Affiliate of the parties identified Servicer, such certification shall be delivered on or before March 1 of each calendar year, commencing in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans2007. (b) Each The Servicer shall cause each other Servicing Participant to prepare an assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address that addresses each of the applicable Servicing Criteria specified on in a certification document substantially in the form of Exhibit 7 hereto delivered M hereto, and to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of deliver such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements the Transferor upon reasonable request of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06Transferor.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 5 of each calendar year, commencing in 2007, the Servicer Seller shall: (i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the ServicerSeller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the “Applicable Servicing Criteria Criteria” specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementK hereto; (ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this SectionSection and, to the extent required of such Subservicer or such Subcontractor under Item 1123 of Regulation AB, an annual compliance certification as and when required under Section 12. 04; and (iv) if requested by the Owner Purchaser, any Master Servicer or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver deliver, and cause each Subservicer and Subcontractor described in clause (iii) above to deliver, to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Seller, in the form attached hereto as Exhibit 6J. None of the Purchaser, any Master Servicer nor any Depositor will request delivery of a certification under clause (a)(iv) above unless a Depositor or Master Servicer is required under the Exchange Act to file an annual report on Form 10-K or any amendment thereto with respect to an issuing entity whose asset pool includes Mortgage Loans. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 K hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06.

Report on Assessment of Compliance and Attestation. (a) On Using reasonable best efforts on or before March 1 1, but in no event later than March 15, of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner Owner, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the “Applicable Servicing Criteria Criteria” specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementF hereto; (ii) deliver to the Owner Owner, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Owner, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation ABAB (each, a “Participating Entity”), to deliver to the Owner Owner, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this SectionSection and, to the extent required of such Subservicer or such Subcontractor under Item 1123 of Regulation AB, an annual compliance certification as and when required under Section 11.04; and (iv) if requested by the Owner Owner, any Master Servicer or any Depositor not later than February 1 March 15 of the calendar year in which such certification is to be delivered, deliver deliver, and cause each Participating Entity to deliver, to the Owner, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Servicer, in the form attached hereto as Exhibit 6F. The Owner shall provide any request under this paragraph at least ten (10) Business Days prior to March 15. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor or Master Servicer is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i11.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 G hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii11.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0611.06. No such assessment shall be filed with any public agency without the consent of the Servicer.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner and any Depositor Transferor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s or any Subservicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor Transferor and signed by an authorized officer of the ServicerServicer or the applicable Subservicer, and shall address each of the relevant Servicing Criteria specified on a certification substantially set forth in Exhibit G, as may be amended from time to time by the form parties hereto; provided, that the requirement of subsection 12.01(a)(ii) that the Note Rating Agency Condition shall have been satisfied shall not apply to such an amendment of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementG; (ii) deliver to the Owner and any Depositor Transferor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor Transferor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause instruct each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, Servicing Participant to deliver to the Owner and any Depositor Transferor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor Transferor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) Certification on behalf of an asset-backed issuer the Issuing Entity or the Transferor with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6F or such other form as may be mutually agreed upon. The Servicer acknowledges that the parties identified in clause (a)(iviv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(isubsection 13.04(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 G hereto delivered to the Owner Transferor concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor Servicing Participant pursuant to Section 12.05(a)(iiisubsection 13.04(a)(iii) need needs not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0613.05. (c) Within thirty (30) days of receipt, the Transferor shall provide a copy of all reports prepared and delivered pursuant to this Section 13.04 to each Note Rating Agency.

Report on Assessment of Compliance and Attestation. (ai) On or before March 1 5 of each calendar year, commencing in 2007, the Servicer Company shall: (iA) deliver to the Owner Owner, the Master Servicer and any the Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the applicable Servicing Criteria specified on a certification substantially in Exhibit A hereto (wherein “Investor” shall mean the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementMaster Servicer); (iiB) deliver to the Owner Owner, the Master Servicer and any the Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iiiC) if required by Regulation AB, cause each Subservicer, Subservicer and each Subcontractor determined by the Company pursuant to Section 12.06(b2(f)(ii) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation ABAB (each, a “Participating Entity”), to deliver to the Owner Owner, the Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 2(e); and (ivD) if requested by the Owner deliver or any Depositor not later than February 1 of the calendar year cause each Subservicer and Subcontractor described in which such certification is Section 2(e)(i)(C) above to be delivered, deliver to the Owner, any the Master Servicer, Depositor and or any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification Transaction, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6B; provided that such certification delivered by the Company may not be filed as an exhibit to, or included in, any filing with the Commission, unless required by applicable law. The Servicer Company acknowledges that the parties party identified in clause (a)(ivi)(D) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (bii) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2(e)(i)(A) shall address each of the applicable Servicing Criteria specified on a certification substantially in Exhibit A hereto (wherein “Investor” shall mean the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement Master Servicer) or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor Participating Entity pursuant to Section 12.05(a)(iii2(e)(i)(C) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.062(f). If reasonably requested by the Owner, the Depositor, or the Master Servicer, the Company shall provide to the Owner, the Depositor, or the Master Servicer, evidence of the authorization of the person signing the certification or statement provided pursuant to Section 2(d) and 2(e) of this Amendment Reg AB.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner concurrently with the execution of this Agreement; (ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b31.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSarbanes-Xxxxx Oxley Act of 2002) on behalf of an asset-backed issuer with respect issxxx xxxx xxxxxct to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. I. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i31.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii31.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0631.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall: (i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the Servicer’s Company's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the Servicer, Company and shall address each of the "Applicable Servicing Criteria Criteria" specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementG hereto; (ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor Subcontractor, determined by the Company pursuant to Section 12.06(b4.26(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any such Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this SectionSection 6.06; and (iv) if requested by the Owner or Purchaser, any Master Servicer and any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Master Servicer, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6. H. The Servicer Company acknowledges that the parties identified in clause (a)(iviv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither None of the Owner Purchaser, any Master Servicer nor any Depositor will request delivery of a certification under clause (a)(iviv) above, above unless a Depositor or Master Servicer is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) . Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i6.06(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 G hereto delivered to the Owner concurrently with Purchaser at the execution time of this Agreement any Securitization Transaction or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii6.06(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.064.26.

Report on Assessment of Compliance and Attestation. (ai) On or before March 1 of each calendar year, commencing in 2007, the Servicer Seller shall: (i1) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the ServicerSeller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 15 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement; (ii2) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii3) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(bSubsection 13.06(ii) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this SectionSubsection; and (iv4) if requested by the Owner Purchaser or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 614. The Servicer Seller acknowledges that the parties identified in clause (a)(ivi)(4) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(ivi)(4) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (bii) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 13.05(i)(1) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 15 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 13.05(i)(3) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06Subsection 13.06.

Report on Assessment of Compliance and Attestation. (a) On With respect to any Mortgage Loans that are the subject of a Securitization Transaction, on or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall: (i) deliver to the Owner Purchaser and any Depositor Depositor, or if Xxxxx Fargo Bank, N.A. is the master servicer, to the master servicer a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor, or if Xxxxx Fargo Bank, N.A. is the master servicer) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor Depositor, or if Xxxxx Fargo Bank, N.A. is the master servicer, to the master servicer and signed by an authorized officer of the Servicer, Company and shall address each of the “Applicable Servicing Criteria” specified on Exhibit H hereto (or those Servicing Criteria specified on otherwise mutually agreed to by the Purchaser, the Company or any successor Person that will be responsible for signing any Sarbanes Certification with respect to a certification substantially Securitization Transaction in the form response to evolving interpretations of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement;Regulation AB) (ii) deliver to the Owner Purchaser and any Depositor Depositor, or if Xxxxx Fargo Bank, N.A. is the master servicer, to the master servicer a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor Depositor, or if Xxxxx Fargo Bank, N.A. is the master servicer, to the master servicer that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, Subservicer and each Subcontractor Subcontractor, determined by the Company pursuant to Section 12.06(b4.25(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 6.06; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver, and cause each Subservicer and each Subcontractor described in which such certification is clause (iii) above to be delivered, deliver to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6. I. The Servicer Company acknowledges that the parties identified in clause (a)(iviv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i6.06(iii) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 H hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii6.06(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.064.25.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 5th of each calendar year, commencing in 2007, the Servicer Company shall: (i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to mutually agreed upon by the Owner Company, the Purchaser, such Master Servicer and such Depositor) regarding the Servicer’s Company's assessment of compliance with the Servicing Criteria applicable to the Company during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the "Applicable Servicing Criteria Criteria" specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementB hereto; (ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b2.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to AB and deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver and cause each Subservicer and Subcontractor described in which such certification is clause (iii) to be deliveredprovide, deliver to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6. A. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2.05(a)(iii) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement Reg AB Addendum or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii2.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.062.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 5th of each calendar yearyear when the Depositor is required to file reports under the Exchange Act with respect to the related Securitization Transaction, commencing in 20072011, the Servicer Company shall: (i) deliver to the Owner Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, a report (in form and substance reasonably satisfactory to the Owner and such Depositorparties) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor parties and signed by an authorized officer of the ServicerCompany, and shall address each of the “Applicable Servicing Criteria,” applying such Applicable Servicing Criteria specified in a manner such that “investor” shall mean any Master Servicer or Trustee on a certification substantially in behalf of the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreementtrust; (ii) deliver to the Owner Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor parties that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b2.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested deliver, and cause each Subservicer, and each Subcontractor determined by the Owner Company pursuant to Section 2.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver, to the Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not later than February 1 of been identified for the calendar year in which such certification is to be deliveredrelated Securitization Transaction, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6. A. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2.05(a)(iii) shall address each of the Applicable Servicing Criteria specified on a certification substantially in for which such Subservicer is responsible for the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to period from and after the date of such appointmentappointment of the Subservicer. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii2.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.062.06.

Report on Assessment of Compliance and Attestation. (ai) On or before March 1 of each calendar year, commencing in 2007, the Servicer Seller shall: (iA) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the ServicerSeller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement; (iiB) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iiiC) cause each Subservicer, Subservicer and each Subcontractor determined by the Company Seller pursuant to Section 12.06(b2(f)(ii) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation ABAB (each, a “Participating Entity”), to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 2(e); and (ivD) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. A. The Servicer Seller acknowledges that the parties identified in clause (a)(ivi)(D) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (bii) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2(e)(i)(A) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii2(e)(i)(C) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.062(f).

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Seller shall: (i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the ServicerSeller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the “Applicable Servicing Criteria Criteria” specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement[13] hereto; (ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(bSubsection 12A.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner Purchaser, any Depositor or any Depositor Master Servicer not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Seller, in the form attached hereto as Exhibit 6[12]. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor Purchaser, any Depositor or any Master Servicer will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 12A.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 [13] hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 12A.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06Subsection 12A.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall: (i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the Servicer’s Company's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the "Applicable Servicing Criteria Criteria" specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementN hereto; (ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act of 1933 and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(bSubsection 7A.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, and, to the extent required of such Subservicer or Subcontractor under Item 1123 of Regulation AB, an annual compliance certificate as and when provided by Section 7A.04, to deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this SectionSubsection; and (iv) if requested by the Owner Purchaser, any Depositor or any Depositor Master Servicer not later than February 1 of the calendar year in which such certification is to be delivered, deliver deliver, and cause each Subservicer and Subcontractor described in clause (iii) above to deliver, to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6. M. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor Purchaser, any Depositor or any Master Servicer will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K or any amendment thereto with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 7A.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 N hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 7A.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.06Subsection 7A.06.

Report on Assessment of Compliance and Attestation. (a) A. On or before March 1 31st of each calendar year, commencing in 20072013, the Servicer shall: (i) if requested by the Administrator, on behalf of the Issuer, deliver to the Owner and any Depositor Issuer a report (in form and substance reasonably satisfactory to the Owner and such DepositorIssuer) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor Issuer and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered Attachment E attached to the Owner concurrently with the execution of this Agreement; (ii) if requested by the Administrator, on behalf of the Issuer, deliver to the Owner Issuer and any Depositor the Administrator a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor Administrator, acting on behalf of the Issuer, that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each SubservicerSubservicer and Subcontractor, and each Subcontractor determined by the Company pursuant to Section 12.06(b) Servicer to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor Administrator, acting on behalf of the Issuer, an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this Section; and (iv) if requested by the Owner or any Depositor Administrator, on behalf of the Issuer, not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerIssuer, any Depositor the Administrator and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) Certification on behalf of an asset-backed issuer Issuer with respect to a Securitization Transaction a certification this securitization transaction the Annual Certification in the form attached hereto as Exhibit 6. Attachment D. The Servicer acknowledges that the parties identified in clause (a)(ivA(iv) above may rely on the any certification provided by the Servicer or any Subservicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither The Administrator, on behalf of the Owner nor any Depositor Issuer, will not request delivery of a certification under clause items in clauses A(i), (a)(ivii), (iii) above, and (iv) above unless a the Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage the Trust Student Loans. (b) B. Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto to be delivered to the Owner concurrently with Servicer, the execution of this Agreement orIssuer, in and the case of a Subservicer subsequently appointed as such, Administrator on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06and the Issuer on the date of such appointment.

Report on Assessment of Compliance and Attestation. (a) On (1) In the event that TRS is not the Servicer, then on or before the earlier of (a) March 1 31 and (b) 30 days prior to the date on which the Trust is required to file the report on Form 10-K in each calendar year, and (2) in the event that TRS or an affiliate of TRS is the Servicer, then on or before the date on which the Trust is required to file the report on Form 10-K in each calendar year, commencing in 20072016, the Servicer shall: (i) deliver to the Owner and any Depositor Transferors a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor Transferors and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in Exhibit K or such criteria as mutually agreed upon by the form of Exhibit 7 hereto delivered to Transferors and the Owner concurrently with the execution of this AgreementServicer; (ii) deliver to the Owner and any Depositor Transferors a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor Transferors that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, Servicing Participant to deliver to the Owner and any Depositor Transferors an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor Transferors and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) Certification on behalf of an asset-backed issuer the Trust or the Transferors with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. J. The Servicer acknowledges that the parties identified in clause (a)(iviv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i14.07(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 K hereto delivered to the Owner concurrently with Transferors upon reasonable request of the Transferors after the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor Servicing Participant (other than the Servicer or any Subservicer) pursuant to Section 12.05(a)(iii14.07(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0614.08.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner Owner, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Owner, such Master Servicer and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Owner, such Master Servicer and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementC; (ii) deliver to the Owner Owner, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Owner, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b13.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Owner, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner Owner, any Master Servicer or any Depositor not later than February 1 of the calendar year Depositor, deliver, and cause each Subservicer and Subcontractor as described in which such certification is clause (iii) to be deliveredprovide, deliver to the Owner, any such Master Servicer and such Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. D. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Master Servicer nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) . Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i13.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 C hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii13.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0613.06.

Report on Assessment of Compliance and Attestation. (ai) On or before March 1 10th of each calendar yearyear (with a five (5) day grace period and no later than March 15th), commencing in 2007, the Servicer shall: (i1) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 15 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement; (ii2) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii3) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b13.06(ii) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this Section; and (iv4) if requested by the Owner Purchaser or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 614. The Servicer acknowledges that the parties identified in clause (a)(ivi)(4) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(ivi)(4) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (bii) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i13.05(i)(1) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 15 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii13.05(i)(3) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0613.06.

Report on Assessment of Compliance and Attestation. (a) On The Servicer shall: (i) on or before March 1 the 90th day following the end of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner and any Depositor Transferor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor Transferor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in Exhibit M or such criteria as mutually agreed upon by the form of Exhibit 7 hereto delivered to Transferor and the Owner concurrently with the execution of this AgreementServicer; (ii) on or before the 90th day following the end of each calendar year, commencing in 2007, deliver to the Owner Transferor, the Trustee and any Depositor each Rating Agency a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor Transferor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, other Servicing Participant to deliver to the Owner Transferor, the Servicer, the Trustee and any Depositor Capital One Multi-asset Execution Trust an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this Section; provided, however, that if such other Servicing Participant is not an Affiliate of the Servicer, such assessment of compliance and accountants’ attestation shall be delivered on or before March 1 of each calendar year, commencing in 2007; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is cause each other Servicing Participant to be delivered, deliver to the Owner, any Depositor Transferor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) Certification on behalf of an assetthe Trust, Capital One Multi-backed issuer asset Execution Trust or the Transferor with respect to a Securitization Transaction a certification on or before the 90th day following the end of each calendar year, commencing in 2007 in the form attached hereto as Exhibit 6. The Servicer acknowledges L; provided, however, that if such other Servicing Participant is not an Affiliate of the parties identified Servicer, such certification shall be delivered on or before March 1 of each calendar year, commencing in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans2007. (b) Each The Servicer shall cause each other Servicing Participant to prepare an assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address that addresses each of the applicable Servicing Criteria specified on in a certification document substantially in the form of Exhibit 7 hereto M hereto, and to deliver such assessment of compliance to the Transferor upon reasonable request of the Transferor. (j) Section 14.08 of the Agreement is amended by deleting Section 14.08(a) in its entirety and substituting the following language in lieu thereof: (a) Except as may otherwise be required pursuant to Section 8.07, it shall not be necessary for the Servicer to seek the consent of the Transferor to the utilization of any Subservicer. The Servicer shall use its best efforts to cause any Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Transferor to comply with the provisions of this Section and with Sections 3.05, 14.05, 14.06 and 14.07 of this Agreement to the same extent as if such Subservicer were the Servicer; provided, however, that this sentence shall not apply to Section 3.05 for Subservicers that only meet the criteria in Section 1108(a)(2)(iv) of Regulation AB and do not meet the criteria in Section 1108(a)(2)(i) through (iii) of Regulation AB. The Servicer shall be responsible for obtaining from each Subservicer and delivering to the Transferor any servicer compliance statement required to be delivered by such Subservicer under Section 3.05, any assessment of compliance and attestation required to be delivered by such Subservicer under Section 14.07 and any certification required to be delivered to the Owner concurrently with Person that will be responsible for signing the execution of this Agreement orSarbanes Certification under Section 14.07, in the case of a Subservicer subsequently appointed each case, as such, on or prior and when required to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified be delivered as determined by the Servicer pursuant to Section 12.06Transferor.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner Owner, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Owner, such Master Servicer and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Owner, such Master Servicer and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the “Applicable Servicing Criteria Criteria” specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementE hereto; (ii) deliver to the Owner Owner, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Owner, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b11.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Owner, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Servicer, in the form attached hereto as Exhibit 6. A. (b) The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i11.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 E hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii11.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0611.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Seller shall: (i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the ServicerSeller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 17 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement; (ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(bSubsection 34.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 616. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 34.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 17 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 34.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06Subsection 34.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner concurrently with the execution of this Agreement; (ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b31.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. I. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i31.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii31.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0631.06.

Report on Assessment of Compliance and Attestation. (a) On Using reasonable best efforts on or before March 1 1, but in no event later than March 15, of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner Owner, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the “Applicable Servicing Criteria Criteria” specified on a certification substantially in the form of Exhibit 7 F hereto delivered to the Owner concurrently with the execution of this Agreement; (ii) deliver to the Owner Owner, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Owner, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation ABAB (each, a “Participating Entity”), to deliver to the Owner Owner, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this SectionSection and, to the extent required of such Subservicer or such Subcontractor under Item 1123 of Regulation AB, an annual compliance certification as and when required under Section 11.04; and (iv) if requested by the Owner Owner, any Master Servicer or any Depositor not later than February 1 March 15 of the calendar year in which such certification is to be delivered, deliver deliver, and cause each Participating Entity to deliver, to the Owner, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Servicer, in the form attached hereto as Exhibit 6. F. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor or Master Servicer is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i11.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 G hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii11.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0611.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Interim Servicer shall: (i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Interim Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the Interim Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement; (ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Interim Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner Purchaser or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSarbanes-Xxxxx Oxley Act of 2002) on behalf of an asset-backed issuer with respect to wxxx xxxxxxx xx a Securitization Transaction a certification in the form attached hereto as Exhibit 6. The Interim Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Interim Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Interim Servicer pursuant to Section 12.06.

Report on Assessment of Compliance and Attestation. (a) On The Seller shall use its reasonable best efforts to deliver to the Purchase, any Master Servicer and any Depositor, on or before March 1 of each calendar year1st, commencing but in 2007, the Servicer shallno even later than March 15th: (i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor; provided, however, that such report may be on the form customarily provided by the Seller, and need not be customized for the Purchaser, such Master Servicer or such Depositor) regarding the ServicerSeller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the “Applicable Servicing Criteria Criteria” specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement13 hereto; (ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this SectionSubsection 34.05 and, to the extent required of such Subservicer or Subcontracter under Item 1123 of Regulation AB, or annual compliance certificate as and when provided by Subsection 34.04; and (iv) if requested by the Owner or any Depositor not later than February March 1 of the calendar year in which such certification is to be delivered, deliver deliver, and cause each Subservicer and each Subcontracter described in clause (iii) above to deliver, to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Seller, in the form attached hereto as Exhibit 612 (it being understood that to the extent such certification is required to be delivered hereunder and is delivered by the Seller in connection with a Securitization Transaction, the Seller shall not be required to deliver the certification required to be delivered pursuant to Section 11.24(b) of the Servicing Addendum). The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither None of the Owner Purchaser, any Master Servicer nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor or Master Servicer is required under the Exchange Act to file an annual report on Form 10-K or any amendment thereto with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) . Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 34.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 13 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 34.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06Subsection 34.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Seller shall: (i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the ServicerSeller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 Attachment 2 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement; (ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(b1.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner Purchaser or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6Attachment 1. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i1.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 Attachment 2 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii1.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.061.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner Seller, the Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Seller, the Master Servicer and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Seller, the Master Servicer and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the “Applicable Servicing Criteria Criteria” specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementH hereto; (ii) deliver to the Owner Seller, the Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Seller, the Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB and, to the extent required of such Subservicer or Subcontractor under Item 1123 of Regulation AB, an annual compliance certificate as and when provided by Section 10.04, to deliver to the Owner Seller, the Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February March 1 of the calendar year in which such certification is to be delivered, deliver deliver, and cause each Subservicer and Subcontractor described in clause (iii) above to deliver, to the OwnerSeller, the Master Servicer, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction Pass-Through Transfer a certification certification, signed by the appropriate officer of the Servicer, in the form attached hereto as Exhibit 6. G. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither None of the Owner Seller, the Master Servicer nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor or the Master Servicer is required under the Exchange Act to file an annual report on Form 10-K or any amendment thereto with respect to an issuing entity whose asset pool includes Mortgage Securitized Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i10.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 H hereto delivered to the Owner Seller and the Master Servicer concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii10.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0610.06.

Report on Assessment of Compliance and Attestation. (a) A. On or before March 1 31st of each calendar year, commencing in 20072016, the Servicer shall: (i) if requested by the Administrator, on behalf of the Issuer, deliver to the Owner and any Depositor Issuer a report (in form and substance reasonably satisfactory to the Owner and such DepositorIssuer) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor Issuer and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered Attachment E attached to the Owner concurrently with the execution of this Agreement; (ii) if requested by the Administrator, on behalf of the Issuer, deliver to the Owner Issuer and any Depositor the Administrator a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor Administrator, acting on behalf of the Issuer, that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each SubservicerSubservicer and Subcontractor, and each Subcontractor determined by the Company pursuant to Section 12.06(b) Servicer to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor Administrator, acting on behalf of the Issuer, an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this Section; and (iv) if requested by the Owner or any Depositor Administrator, on behalf of the Issuer, not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerIssuer, any Depositor the Administrator and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) Certification on behalf of an asset-backed issuer Issuer with respect to a Securitization Transaction a certification this securitization transaction the Annual Certification in the form attached hereto as Exhibit 6. Attachment D. The Servicer acknowledges that the parties identified in clause (a)(ivA(iv) above may rely on the any certification provided by the Servicer or any Subservicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither The Administrator, on behalf of the Owner nor any Depositor Issuer, will not request delivery of a certification under clause items in clauses A(i), (a)(ivii), (iii) above, and (iv) above unless a the Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage the Trust Student Loans. (b) B. Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto to be delivered to the Owner concurrently with Servicer, the execution of this Agreement orIssuer, in and the case of a Subservicer subsequently appointed as such, Administrator on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06and the Issuer on the date of such appointment.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner concurrently with the execution of this Agreement; (ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b31.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSarbanes-Xxxxx Oxley Act of 2002) on behalf of an asset-backed issuer with respect ixxxxx xxxx xxxpect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. I. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i31.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii31.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0631.06.

Report on Assessment of Compliance and Attestation. (ai) On or before March 1 15 of each calendar year, commencing in 2007, the Servicer Company shall: (iA) deliver to the Initial Owner and any Depositor a report (in form and substance reasonably satisfactory to the Initial Owner and such Depositor) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Initial Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreementofficer; (iiB) deliver to the Initial Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Initial Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iiiC) cause each Subservicer, Subservicer and each Subcontractor determined by the Company pursuant to Section 12.06(b13.06(ii) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation ABAB (each, a “Participating Entity”), to deliver to the Initial Owner and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 13.05; and (ivD) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Initial Owner, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. A. The Servicer Company acknowledges that the parties identified in clause (a)(ivi)(D) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. Neither the Owner nor the Depositor shall file any such Sarbanes Certification with the Commission unless required by law or regulation. In the event that the Owner or the Depositor is required by law or regulation to file such Sarbanes Certification with the Commission, the party that files such Sarbanes Certification shall provide to the Company reasonable notice of such filing. (bii) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i13.05(i)(A) shall address each of the applicable Servicing Criteria specified on a certification substantially in the form Item 1122 of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointmentRegulation AB. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii13.05(i)(C) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.0613.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Seller shall: (i) deliver to the Owner Purchaser, any master servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such master servicer and such Depositor) regarding the ServicerSeller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such master servicer and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement12 hereto; (ii) deliver to the Owner Purchaser, any master servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such master servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(bSubsection 13.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser, any master servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this SectionSubsection; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Seller in the form attached hereto as Exhibit 611. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 13.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 12 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 13.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06Subsection 13.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 20072008, the Servicer shall: (i) deliver to the Owner Master Servicer and any the Depositor a report (in form and substance reasonably satisfactory to the Owner Master Servicer and such the Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Master Servicer and such the Depositor and signed by an authorized officer of the Servicer, and shall address each of the "Applicable Servicing Criteria Criteria" specified on a certification substantially in Exhibit Q hereto. Solely for the form purpose of Section 1122(d)(3)(iii) of Exhibit 7 hereto delivered to Q, the Owner concurrently with term "investor" shall mean the execution of this AgreementMaster Servicer; (ii) deliver to the Owner Master Servicer and any the Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Master Servicer and such the Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-1 02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b11.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to if any, and deliver to the Owner Master Servicer and any the Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) deliver, and cause each Subservicer and Subcontractor described in clause (iii), if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is any, to be deliveredprovide, deliver to the OwnerDepositor, any Depositor the Master Servicer and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to the securitization transaction a Securitization Transaction a certification certification, signed by the appropriate officer of the Servicer, in the form attached hereto as Exhibit 6. L. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i11.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 Q hereto delivered to the Owner Master Servicer concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii11.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0611.06.

Report on Assessment of Compliance and Attestation. On or before the earlier of (a) On or before March 1 of and (b) 30 days prior to the date on which the Trust is required to file the report on Form 10-K in each calendar year, commencing in 20072016, the Servicer Trustee shall: (i) deliver to the Owner and any Depositor Transferors a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the ServicerTrustee’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor Transferors or the Servicer, as applicable, and signed by an authorized officer of the ServicerTrustee, and shall address each of the Servicing Criteria specified on a certification substantially in Exhibit I or such criteria as mutually agreed upon by the form of Exhibit 7 hereto delivered to Transferors and the Owner concurrently with the execution of this AgreementTrustee; (ii) deliver to the Owner and any Depositor Transferors a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor Transferors that attests to, and reports on, the assessment of compliance made by the Servicer Trustee and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;; and (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor Transferors and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer the Trust or the Transferors with respect to a Securitization Transaction a certification substantially in the form attached hereto as Exhibit 6H or such form as mutually agreed upon by the Transferors and the Trustee. The Servicer Trustee acknowledges that the parties identified in clause (a)(iviii) above may rely on the certification provided by the Servicer Trustee pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall: (i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 N hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement; (ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b13.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6M; provided that such certification delivered by the Company may not be filed as an exhibit to, or included in, any offering document or registration statement. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i13.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 N hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii13.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.0613.06.

Report on Assessment of Compliance and Attestation. (a) On With respect to any Mortgage Loans that are the subject of a Securitization Transaction, on or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall: (i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the Servicer’s Company's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the Servicer, Company and shall address each of the "Applicable Servicing Criteria Criteria" specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementG hereto; (ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor Subcontractor, determined by the Company pursuant to Section 12.06(b4.26(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any such Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this SectionSection 6.06; and (iv) if requested by the Owner or Purchaser, any Master Servicer and any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Master Servicer, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6. H. The Servicer Company acknowledges that the parties identified in clause (a)(iviv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither None of the Owner Purchaser, any Master Servicer nor any Depositor will request delivery of a certification under clause (a)(iviv) above, above unless a Depositor or Master Servicer is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) . Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i6.06(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 G hereto delivered to the Owner concurrently with Purchaser at the execution time of this Agreement any Securitization Transaction or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii6.06(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.064.26.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 E hereto delivered to the Owner concurrently with the execution of this Agreement; (ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b10.6(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. D. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i10.5(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 E hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii10.5(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0610.6.

Report on Assessment of Compliance and Attestation. (ai) On The Company shall using best reasonable efforts on or before March 1 1, but in no event later than March 15, of each calendar year, commencing in 2007, the Servicer shall: (iA) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementB hereto; (iiB) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iiiC) cause each Subservicer, Subservicer and each Subcontractor determined by the Company pursuant to Section 12.06(b2(f)(ii) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation ABAB (each, a “Participating Entity”), to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 2(e); and (ivD) if requested in writing by the Owner Purchaser or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSarxxxxx-Xxxxx Act Xxt of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6A; provided that such back-up certification delivered by the Company shall not be filed as an exhibit to, or included in, any filing with the Commission unless required by applicable law or interpretive guidance provided by the Commission or its staff. The Servicer Company acknowledges that the parties party identified in clause (a)(ivi)(D) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(ivi)(D) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (bii) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2(e)(i)(A) shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointmentB hereto. An assessment of compliance provided by a Subcontractor Participating Entity pursuant to Section 12.05(a)(iii2(e)(i)(C) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.062(f).

Report on Assessment of Compliance and Attestation. (a) On or before March 1 1st of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner and any Depositor Master Servicer a report (in form and substance reasonably satisfactory to the Owner Master Servicer and such the Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Master Servicer and such the Depositor and signed by an authorized officer of the Servicer, and shall address each all of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered H. The Master Servicer shall forward such report to the Owner concurrently with the execution Depositor by March 15th of this Agreementeach calendar year that it receives such report; (ii) deliver to the Owner and any Depositor Master Servicer a report of a registered public accounting firm reasonably acceptable to the Owner Master Servicer and such the Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act of 1933, as amended (the “Securities Act”) and the Exchange Act. The Master Servicer shall forward such attestation to the Depositor by March 15th of each calendar year; (iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b7.04(c) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Master Servicer and any the Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver and cause each Subservicer and Subcontractor described in which such certification is clause (iii) to be deliveredprovide, deliver to the OwnerMaster Servicer, any the Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 20022002 (“Xxxxxxxx-Xxxxx”)) on behalf of an asset-backed issuer the Trust Fund with respect to the transaction relating to this Agreement a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6. F. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Master Servicer nor any the Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loansthe Trust Fund. (b) Each In the case of a Subservicer appointed subsequent to this Agreement, each assessment of compliance provided by a such Subservicer pursuant to Section 12.05(a)(i5.05(a)(i) shall address each all of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 H hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii5.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.067.04.

Report on Assessment of Compliance and Attestation. (ai) On or before March 1 of each calendar year, commencing in 2007, the Servicer Seller shall: (i1) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the ServicerSeller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 15 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement; (ii2) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-1 02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii3) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(bSubsection 32.06(ii) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this SectionSubsection; and (iv4) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver and cause each Subservicer and Subcontractor described in which such certification is clause (3) to be deliveredprovide, deliver to the OwnerPurchaser, the Master Servicer, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification signed by the appropriate officer of the company, in the form attached hereto as Exhibit 614. The Servicer Seller acknowledges that the parties identified in clause (a)(ivi)(4) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(ivi)(4) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (bii) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 32.05(i)(1) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 15 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 32.05(i)(3) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06Subsection 32.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 5th of each calendar yearyear when the Depositor is required to file reports under the Exchange Act with respect to the related Securitization Transaction, commencing in 20072013, the Servicer Company shall: (i) deliver to the Owner Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, a report (in form and substance reasonably satisfactory to the Owner and such Depositorparties) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor parties and signed by an authorized officer of the ServicerCompany, and shall address each of the “Applicable Servicing Criteria,” applying such Applicable Servicing Criteria specified in a manner such that “investor” shall mean any Master Servicer or Trustee on a certification substantially in behalf of the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreementtrust; (ii) deliver to the Owner Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor parties that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b2.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not been identified for the related Securitization Transaction, an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested deliver, and cause each Subservicer, and each Subcontractor determined by the Owner Company pursuant to Section 2.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver, to the Purchaser and any Master Servicer, or any Depositor if a Master Servicer has not later than February 1 of been identified for the calendar year in which such certification is to be deliveredrelated Securitization Transaction, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6. A. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2.05(a)(iii) shall address each of the Applicable Servicing Criteria specified on a certification substantially in for which such Subservicer is responsible for the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to period from and after the date of such appointmentappointment of the Subservicer. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii2.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.062.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner concurrently with the execution of this Agreement; (ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b31.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSarbanes-Xxxxx Oxley Act of 2002) on behalf of an asset-backed issuer with respect isxxxx xxxx xxxxect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. I. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i31.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 J hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii31.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0631.06.

Report on Assessment of Compliance and Attestation. (ai) On or before March 1 of each calendar year, commencing in 2007, provided that the Servicer Seller has serviced the Mortgage Loans during the preceding calendar year, the Seller shall: (i1) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the ServicerSeller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 15 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement; (ii2) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii3) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(b13.06(ii) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this Section; and (iv4) if requested by the Owner Purchaser or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 614. The Servicer Seller acknowledges that the parties identified in clause (a)(ivi)(4) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(ivi)(4) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (bii) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i13.05(i)(1) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 15 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii13.05(i)(3) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.0613.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 15 of each calendar year, commencing in 2007, the Servicer Seller shall: (i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the ServicerSeller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 17 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement; (ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(bSubsection 34.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 616. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 34.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 17 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 34.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Subsection 34.06. (c) The obligations of the Servicer, each Subservicer and each Subcontractor under this Section 12.0634.05 apply to the Servicer and each Subservicer and Subcontractor for any year in which the Servicer, such Subservicer or Subcontractor during the prior calendar year (or any portion thereof) acted in such capacity with respect to a Mortgage Loan included in such Securitization Transaction, whether or not such Servicer, Subservicer or Subcontractor is acting in such capacity at the time such assessment of compliance and related accountant’s attestation or Sarbanes Certification is required to be delivered.

Report on Assessment of Compliance and Attestation. (ai) On or before March 1 5th of each calendar year, commencing in 2007, the Servicer Company shall: (iA) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s Company's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, any Master Servicer and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the "Applicable Servicing Criteria Criteria" specified on a certification substantially in Exhibit A hereto (wherein "investor" shall mean the form of Exhibit 7 hereto Master Servicer) delivered to the Owner Purchaser concurrently with the execution of this Agreement; (iiB) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iiiC) cause each Subservicer, Subservicer and each Subcontractor determined by the Company pursuant to Section 12.06(b8.14(f)(ii) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation ABAB (each, a "Participating Entity") and to deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 8.14(e); and (ivD) deliver, and, if requested required by Regulation AB, cause each Subservicer and Subcontractor described in clause (C) to provide, to the Owner or Purchaser, any Master Servicer and any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and or any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6E, as such form may be amended to comply with the requirements of the Exchange Act; provided that such certification delivered by the Company may not be filed as an exhibit to, or included in, any filing with the Commission. The Servicer Company acknowledges that the parties party identified in clause (a)(ivi)(D) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (bii) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i8.14(e)(i)(A) shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 A hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor Participating Entity pursuant to Section 12.05(a)(iii8.14(e)(i)(C) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.068.14(f).

Report on Assessment of Compliance and Attestation. (a) On or before March 1 10th of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 17 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement; (ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(bSubsection 34.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSarbanes-Xxxxx Oxley Act of 2002) on behalf of an asset-backed issuer with bxxxxx xxxxxx xith respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 616. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 34.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 17 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 34.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06Subsection 34.06.

Report on Assessment of Compliance and Attestation. (ai) On or before March 1 of each calendar year, commencing in 2007, the Servicer Seller shall: (i1) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the ServicerSeller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 15 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement; (ii2) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii3) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(bSubsection 13.06(ii) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this SectionSubsection; and (iv4) if requested by the Owner Purchaser or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 614. The Servicer Seller acknowledges that the parties identified in clause (a)(ivi)(4) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(ivi)(4) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (bii) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 13.05(i)(1) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 15 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 13.05(i)(3) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06Subsection 13.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 15 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner ,any Depositor and any Depositor Master Servicer a report (in form and substance reasonably satisfactory to the Owner Owner, such Depositor and such DepositorMaster Servicer) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Owner, such Depositor, and such Depositor Master Servicer and signed by an authorized officer of the Servicer, and shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to (wherein “Investor” shall mean the Owner concurrently with Master Servicer on behalf of the execution of this Agreementtrust); (ii) deliver to the Owner Owner, any Depositor and any Depositor Master Servicer a report of a registered public accounting firm reasonably acceptable to the Owner Owner, such Depositor and such Depositor Master Servicer that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b2.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Owner, any Depositor and any Depositor Master Servicer an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver, and cause each Subservicer and Subcontractor described in which such certification is Clause (iii) to be delivereddeliver, deliver to the Owner, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. A. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2.05(a)(iii) shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii2.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.062.06.

Report on Assessment of Compliance and Attestation. (a) On With respect to any Mortgage Loans that are the subject of a Securitization Transaction occurring on or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall: (i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the Servicer, Company and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementD hereto; (ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, Subservicer and each Subcontractor Subcontractor, determined by the Company pursuant to Section 12.06(b425(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any such Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this SectionSection 6.06; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. E. The Servicer Company acknowledges that the parties identified in clause (a)(iviv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 15 of each calendar year, year commencing in 20072008, the Servicer Company shall: (i) deliver to the Owner Owner, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Owner, such Master Servicer and such Depositor) regarding the Servicer’s Company's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the "Applicable Servicing Criteria Criteria" specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementG hereto; (ii) deliver to the Owner Owner, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Owner, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X SX under the Securities Act and the Exchange Act; (iii) cause each Subservicer, Subservicer and each Subcontractor determined by the Company pursuant to Section 12.06(b5.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Owner, any Master Servicer and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver, and cause each Subservicer and Subcontractor described in which such certification is clause (iii) to be deliveredprovide, deliver to the Owner, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6. F. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i5.05(a)(iii) shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointmentG hereto. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii5.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.065.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 15 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner ,any Depositor and any Depositor Master Servicer a report (in form and substance reasonably satisfactory to the Owner Owner, such Depositor and such DepositorMaster Servicer) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Owner, such Depositor, and such Depositor Master Servicer and signed by an authorized officer of the Servicer, and shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to (wherein “Investor” shall mean the Owner concurrently with Master Servicer on behalf of the execution of this Agreementtrust); (ii) deliver to the Owner Owner, any Depositor and any Depositor Master Servicer a report of a registered public accounting firm reasonably acceptable to the Owner Owner, such Depositor and such Depositor Master Servicer that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b2.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Owner, any Depositor and any Depositor Master Servicer an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver, and cause each Subservicer and Subcontractor described in which such certification is Clause (iii) to be delivereddeliver, deliver to the Owner, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. A. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2.05(a)(iii) shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii2.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.062.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 15th of each calendar year, commencing in 20072008, the Servicer shall: (i) deliver to the Owner Owner, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Owner, such Master Servicer and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar yearyear (which shall include any services performed by an insurance tracking service on Servicer’s behalf), as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Owner, such Master Servicer and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the “Applicable Servicing Criteria Criteria” specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement21 hereto; (ii) deliver to the Owner Owner, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Owner, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b14.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and, to the extent required of such Subservicer or Subcontractor under Item 1123 of Regulation AB, an annual compliance certificate as and when provided by Section 12.04, to deliver to the Owner Owner, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver, and cause each Subservicer and Subcontractor described in which such certification is clause (iii) above to be delivereddeliver, deliver to the Owner, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Servicer, in the form attached hereto as Exhibit 620. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a No certification under clause (a)(iv) above, above is required to be delivered unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K or any amendment thereto with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i14.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 21 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii14.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0614.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 15 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner Owner, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Owner, such Master Servicer and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Owner, such Master Servicer and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the “Applicable Servicing Criteria Criteria” specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementF hereto; (ii) deliver to the Owner Owner, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Owner, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b10.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and, to the extent required of such Subservicer or Subcontractor under Item 1123 of Regulation AB, an annual compliance certificate as and when provided buy Section 10.04, to deliver to the Owner Owner, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner Owner, any Depositor or any Depositor Master Servicer not later than February 1 March 15 of the calendar year in which such certification is to be delivered, deliver deliver, and cause each Subservicer and Subcontractor described in clause (iii) above to deliver, to the Owner, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Servicer, in the form attached hereto as Exhibit 6. B. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor Owner, any Depositor or any Master Servicer will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K or any amendment thereto with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i10.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 F hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii10.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0610.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 8 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement; (ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b13.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 67. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i13.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii13.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0613.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Seller shall: (i) deliver to the Owner Purchaser, any master servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such master servicer and such Depositor) regarding the ServicerSeller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such master servicer and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement12 hereto; (ii) deliver to the Owner Purchaser, any master servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such master servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(bSubsection 13.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser, any master servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this SectionSubsection; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Seller in the form attached hereto as Exhibit 611. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 13.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 12 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 13.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06Subsection 13.06.

Report on Assessment of Compliance and Attestation. (ai) On The Company shall using best reasonable efforts on or before March 1 1, but in no event later than March 15, of each calendar year, commencing in 2007, the Servicer shall: (iA) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement; (iiB) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iiiC) cause each Subservicer, Subservicer and each Subcontractor determined by the Company pursuant to Section 12.06(b2(f)(ii) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation ABAB (each, a “Participating Entity”), to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 2(e); and (ivD) if requested in writing by the Owner Purchaser or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6A; PROVIDED THAT SUCH BACK-UP CERTIFICATION DELIVERED BY THE COMPANY SHALL NOT BE FILED AS AN EXHIBIT TO, OR INCLUDED IN, ANY FILING WITH THE COMMISSION UNLESS REQUIRED BY APPLICABLE LAW OR INTERPRETIVE GUIDANCE PROVIDED BY THE COMMISSION OR ITS STAFF. The Servicer Company acknowledges that the parties party identified in clause (a)(ivi)(D) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(ivi)(D) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (bii) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2(e)(i)(A) shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor Participating Entity pursuant to Section 12.05(a)(iii2(e)(i)(C) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.062(f).

Report on Assessment of Compliance and Attestation. (a) On or before March 1 15 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementF hereto; (ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, Subservicer and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b8.8(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation ABAB (each such Subcontractor, a “Participating Entity”), to deliver to the Owner and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 8.7(a); and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any such Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. D. The Servicer acknowledges that the parties identified in clause (a)(iviv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request require delivery of a certification under clause (a)(iviv) above, above unless a such Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. Further, no certification delivered under clause (iv) above shall be filed by the Owner or such Depositor or any designee thereof as an exhibit to, or otherwise included in, any filing with the Commission. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i8.7(a)(iii) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 F hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of on which such appointmentSubservicer is appointed. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii8.7(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.068.8(b).

Report on Assessment of Compliance and Attestation. (a) A. On or before March 1 31st of each calendar year, commencing in 20072013, the Servicer shall: (i) if requested by the Administrator, on behalf of the Issuer, deliver to the Owner and any Depositor Issuer a report (in form and substance reasonably satisfactory to the Owner and such DepositorIssuer) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor Issuer and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered Attachment C attached to the Owner concurrently with the execution of this Agreement; (ii) if requested by the Administrator, on behalf of the Issuer, deliver to the Owner Issuer and any Depositor the Administrator a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor Administrator, acting on behalf of the Issuer, that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each SubservicerSubservicer and Subcontractor, and each Subcontractor determined by the Company pursuant to Section 12.06(b) Servicer to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor Administrator, acting on behalf of the Issuer, an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this Section; and (iv) if requested by the Owner or any Depositor Administrator, on behalf of the Issuer, not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerIssuer, any Depositor the Administrator and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) Certification on behalf of an asset-backed issuer Issuer with respect to a Securitization Transaction a certification this securitization transaction the Annual Certification in the form attached hereto as Exhibit 6. Attachment D. The Servicer acknowledges that the parties identified in clause (a)(ivA(iv) above may rely on the any certification provided by the Servicer or any Subservicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither The Administrator, on behalf of the Owner nor any Depositor Issuer, will not request delivery of a certification under clause items in clauses A(i), (a)(ivii), (iii) above, and (iv) above unless a the Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage the Trust Student Loans. (b) B. Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto to be delivered to the Owner concurrently with Servicer, the execution of this Agreement orIssuer, in and the case of a Subservicer subsequently appointed as such, Administrator on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06and the Issuer on the date of such appointment.

Report on Assessment of Compliance and Attestation. (a) A. On or before March 1 31st of each calendar year, commencing in 20072012, the Servicer shall: (i) if requested by the Administrator, on behalf of the Issuer, deliver to the Owner and any Depositor Issuer a report (in form and substance reasonably satisfactory to the Owner and such DepositorIssuer) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor Issuer and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered Attachment C attached to the Owner concurrently with the execution of this Agreement; (ii) if requested by the Administrator, on behalf of the Issuer, deliver to the Owner Issuer and any Depositor the Administrator a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor Administrator, acting on behalf of the Issuer, that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each SubservicerSubservicer and Subcontractor, and each Subcontractor determined by the Company pursuant to Section 12.06(b) Servicer to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor Administrator, acting on behalf of the Issuer, an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this Section; and (iv) if requested by the Owner or any Depositor Administrator, on behalf of the Issuer, not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerIssuer, any Depositor the Administrator and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) Certification on behalf of an asset-backed issuer Issuer with respect to a Securitization Transaction a certification this securitization transaction the Annual Certification in the form attached hereto as Exhibit 6. Attachment D. The Servicer acknowledges that the parties identified in clause (a)(ivA(iv) above may rely on the any certification provided by the Servicer or any Subservicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither The Administrator, on behalf of the Owner nor any Depositor Issuer, will not request delivery of a certification under clause items in clauses A(i), (a)(ivii), (iii) above, and (iv) above unless a the Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage the Trust Student Loans. (b) B. Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto to be delivered to the Owner concurrently with Servicer, the execution of this Agreement orIssuer, in and the case of a Subservicer subsequently appointed as such, Administrator on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06and the Issuer on the date of such appointment.

Report on Assessment of Compliance and Attestation. (ai) On The Company shall, using best reasonable efforts on or before March 1 1, but no later than March 15 of each calendar year, commencing in 2007, the Servicer shall: (iA) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementAnnex 2 hereto; (iiB) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iiiC) cause each Subservicer, Subservicer and each Subcontractor determined by the Company pursuant to Section 12.06(b2(f)(ii) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation ABAB (each, a “Participating Entity”), to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 2(e); and (ivD) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto of Annex 1 hereto; provided that such back-up certification delivered by the Company shall not be filed as Exhibit 6an exhibit to, or included in, any filing with the Commission unless required by applicable law or interpretive guidance provided by the Commission or its staff. The Servicer Company acknowledges that the parties party identified in clause (a)(ivi)(D) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(ivi)(D) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (bii) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2(e)(i)(A) shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointmentAnnex 2 hereto. An assessment of compliance provided by a Subcontractor Participating Entity pursuant to Section 12.05(a)(iii2(e)(i)(C) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.062(f).

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall: (i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the Servicer, Company and shall address each of the “Applicable Servicing Criteria Criteria” specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementF hereto; (ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, Subservicer and each Subcontractor Subcontractor, determined by the Company pursuant to Section 12.06(b4.29(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any such Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 6.06; and (iv) if requested by the Owner or Purchaser and any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. G. The Servicer Company acknowledges that the parties identified in clause (a)(iviv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iviv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) . Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i6.06(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 F hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii6.06(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.064.29.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall: (i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the Servicer’s Company's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the Servicer, Company and shall address each of the "Applicable Servicing Criteria Criteria" specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementG hereto; (ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor Subcontractor, determined by the Company pursuant to Section 12.06(b4.26(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any such Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this SectionSection 6.06; and (iv) if requested by the Owner or Purchaser, any Master Servicer and any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Master Servicer, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSarbanes-Xxxxx Oxley Act of 2002) on behalf of an asset-backed issuer with respect isxxxx xxxx xxxxect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6. H. The Servicer Company acknowledges that the parties identified in clause (a)(iviv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither None of the Owner Purchaser, any Master Servicer nor any Depositor will request delivery of a certification under clause (a)(iviv) above, above unless a Depositor or Master Servicer is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) . Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i6.06(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 G hereto delivered to the Owner concurrently with Purchaser at the execution time of this Agreement any Securitization Transaction or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii6.06(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.064.26.

Report on Assessment of Compliance and Attestation. (ai) On The Company shall, using best reasonable efforts on or before March 1 1, but no later than March 15 of each calendar year, commencing in 2007, the Servicer shall: (iA) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementAnnex 2 hereto; (iiB) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iiiC) cause each Subservicer, Subservicer and each Subcontractor determined by the Company pursuant to Section 12.06(b2(f)(ii) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation ABAB (each, a “Participating Entity”), to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 2(e); and (ivD) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto of Annex 1 hereto; provided that such back-up certification delivered by the Company shall not be filed as Exhibit 6an exhibit to, or included in, any filing with the Commission unless required by applicable law or interpretive guidance provided by the Commission or its staff. The Servicer Company acknowledges that the parties party identified in clause (a)(ivi)(D) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(ivi)(D) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (bii) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2(e)(i)(A) shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointmentAnnex 2 hereto. An assessment of compliance provided by a Subcontractor Participating Entity pursuant to Section 12.05(a)(iii2(e)(i)(C) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.062(f).

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall: (i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the Servicer’s Company's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the "Applicable Servicing Criteria Criteria" specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementN hereto; (ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act of 1933 and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(bSubsection 7A.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, and, to the extent required of such Subservicer or Subcontractor under Item 1123 of Regulation AB, an annual compliance certificate as and when provided by Section 7A.04, to deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this SectionSubsection; and (iv) if requested by the Owner Purchaser, any Depositor or any Depositor Master Servicer not later than February 1 of the calendar year in which such certification is to be delivered, deliver deliver, and cause each Subservicer and Subcontractor described in clause (iii) above to deliver, to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6. M. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor Purchaser, any Depositor or any Master Servicer will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K or any amendment thereto with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 7A.05 (a) (i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 N hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 7A.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.06Subsection 7A.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Seller shall: (i) deliver to the Owner Purchaser, any master servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such master servicer and such Depositor) regarding the ServicerSeller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such master servicer and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement14 hereto; (ii) deliver to the Owner Purchaser, any master servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such master servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(bSubsection 13.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser, any master servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this SectionSubsection; and (iv) if requested by the Owner Purchaser, any master servicer or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Seller, in the form attached hereto as Exhibit 612. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 13.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 13 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 13.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06Subsection 13.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 1st of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner and any Depositor Master Servicer a report (in form and substance reasonably satisfactory to the Owner Master Servicer and such the Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Master Servicer and such the Depositor and signed by an authorized officer of the Servicer, and shall address each all of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered H. The Master Servicer shall forward such report to the Owner concurrently with the execution Depositor by March 15th of this Agreementeach calendar year that it receives such report; (ii) deliver to the Owner and any Depositor Master Servicer a report of a registered public accounting firm reasonably acceptable to the Owner Master Servicer and such the Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act of 1933, as amended (the “Securities Act”) and the Exchange Act. The Master Servicer shall forward such attestation to the Depositor by March 15th of each calendar year; (iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b7.04(c) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Master Servicer and any the Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver and cause each Subservicer and Subcontractor described in which such certification is clause (iii) to be deliveredprovide, deliver to the OwnerMaster Servicer, any the Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSxxxxxxx-Xxxxx Act of 20022002 (“Sxxxxxxx-Xxxxx”)) on behalf of an asset-backed issuer the Trust Fund with respect to the transaction relating to this Agreement a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 6. F. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Master Servicer nor any the Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loansthe Trust Fund. (b) Each In the case of a Subservicer appointed subsequent to this Agreement, each assessment of compliance provided by a such Subservicer pursuant to Section 12.05(a)(i5.05(a)(i) shall address each all of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 H hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii5.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.067.04.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 1st of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the “Servicing Criteria Criteria” specified on a certification substantially in the form of Exhibit 7 13 hereto delivered to the Owner Purchaser concurrently with the execution of this the Agreement; (ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this SectionSubsection 33.06; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 612 (it being understood that to the extent such certification is required to be delivered hereunder and is delivered by the Servicer in connection with a Securitization Transaction, the Servicer shall not be required to deliver the certification required to be delivered pursuant to Section 11.24(b) of the Servicing Addendum). The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 33.06(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 13 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 33.06(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06Subsection 33.07.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 10th of each calendar year, commencing in 2007, the Servicer Company shall: (i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the “Applicable Servicing Criteria Criteria” specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement13 hereto; (ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this SectionSection 10.06 and, to the extent required of such Subservicer or Subcontracter under Item 1123 of Regulation AB, our annual compliance certificate as and when provided by Section 10.05; and (iv) if requested by the Owner or any Depositor not later than February 1 March 10 of the calendar year in which such certification is to be delivered, deliver deliver, and cause each Subservicer and each Subcontracter described in clause (iii) above to deliver, to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer of the Company, in the form attached hereto as Exhibit 612. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither None of the Owner Purchaser, any Master Servicer nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor or Master Servicer is required under the Exchange Act to file an annual report on Form 10-K or any amendment thereto with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i10.06(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 13 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii10.06(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.0610.07.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 20072008, the Servicer shall: (i) deliver to the Owner Master Servicer and any the Depositor a report (in form and substance reasonably satisfactory to the Owner Master Servicer and such the Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Master Servicer and such the Depositor and signed by an authorized officer of the Servicer, and shall address each of the "Applicable Servicing Criteria Criteria" specified on a certification substantially in Exhibit D hereto. Solely for the form purpose of Section 1122(d)(3)(iii) of Exhibit 7 hereto delivered to D, the Owner concurrently with term "investor" shall mean the execution of this AgreementMaster Servicer; (ii) deliver to the Owner Master Servicer and any the Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Master Servicer and such the Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-1 02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b8.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to if any, and deliver to the Owner Master Servicer and any the Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) deliver, and cause each Subservicer and Subcontractor described in clause (iii), if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is any, to be deliveredprovide, deliver to the OwnerDepositor, any Depositor the Master Servicer and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to the securitization transaction a Securitization Transaction a certification certification, signed by the appropriate officer of the Servicer, in the form attached hereto as Exhibit 6. B. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i8.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 D hereto delivered to the Owner Master Servicer concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii8.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.068.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 5 of each calendar year, commencing in 20072008, the Servicer Seller shall: (i) deliver to the Owner Purchaser, the Master Servicer and any the Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s Seller's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the "Applicable Servicing Criteria Criteria" specified on a certification substantially in Exhibit 11 hereto (wherein "investor" shall mean the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementMaster Servicer); (ii) deliver to the Owner Purchaser, the Master Servicer and any the Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) if required by Regulation AB, cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(bSubsection 12A.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation ABAB (each, a "Participating Entity"), to deliver to the Owner Purchaser, the Master Servicer and any the Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this SectionSubsection 12A.05; and (iv) deliver or, if requested required by the Owner or any Depositor not later than February 1 of the calendar year Regulation AB, cause each Subservicer and Subcontractor described in which such certification is Subsection 12A.05(iii) above to be delivered, deliver to the OwnerPurchaser, any the Master Servicer, the Depositor and or any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 610; provided that such certification delivered by the Seller may not be filed as an exhibit to, or included in, any filing with the Commission. The Servicer Seller acknowledges that the parties party identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser, any Depositor nor any Depositor Master Servicer will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K or any amendment thereto with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 12A.05(a)(i) shall address each of the applicable Servicing Criteria specified on a certification substantially in Exhibit 11 hereto (wherein "investor" shall mean the form of Exhibit 7 hereto Master Servicer) delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor Participating Entity pursuant to Section 12.05(a)(iiiSubsection 12A.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06Subsection 12A.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 13 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement; (ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b13.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner Purchaser or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 612. The Servicer Each Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 20072008, the Servicer shall: (i) deliver to the Owner Owner, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Owner, such Master Servicer and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Owner, such Master Servicer and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 VII hereto delivered to the Owner concurrently with the execution of this Agreement; (ii) deliver to the Owner Owner, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Owner, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b10.2(b)(ii) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6VI. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i9.5(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 VII hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii9.5(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0610.2.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 1, but in no event later than March 15, of each calendar year, commencing in 2007, the Servicer Company shall: (i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor; provided, however, that such report may be in the form customarily provided by the Company, and need not be customized for the Purchaser or such Depositor) regarding the Servicer’s Company's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner Purchaser concurrently with the execution of this AgreementReg AB Addendum; (ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b2.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver, and cause each Subservicer and Subcontractor described in which such certification is clause (iii) above to be delivereddeliver, deliver to the OwnerPurchaser, the Master Servicer, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSarbanes-Xxxxx Oxley Act of 2002) on behalf of an asset-backed issuer with respect ixxxxx xxxx xxxpect to a Securitization Transaction a certification certification, signed by an appropriate officer of the Company, in the form attached hereto as Exhibit 6A. In addition to providing the Sarbanes Certification, the Servicer shall also cooperate with the Depositor and provide such additional information as the Depositor may reasonably request with respect thereto. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i2.05(a)(iii) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 B hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement Reg AB Addendum or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii2.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.062.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner Owner, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Owner, such Master Servicer and such Depositor) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Owner, such Master Servicer and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 VII hereto delivered to the Owner concurrently with the execution of this Agreement; (ii) deliver to the Owner Owner, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Owner, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(b10.2(b)(ii) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6VI. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i9.5(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 VII hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii9.5(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.0610.2.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner and any Depositor a report (in form and substance reasonably satisfactory to the Owner and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement; (ii) deliver to the Owner and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the Owner, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSarbanes-Xxxxx Oxley Act of 2002) on behalf of an asset-backed issuer with respect xxxxxx xxxx xespect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. The Servicer acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06.

Report on Assessment of Compliance and Attestation. (a) On With respect to any Mortgage Loans that are the subject of a Securitization Transaction, on or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall: (i) deliver to the Owner Purchaser and any Depositor or if Wxxxx Fargo Bank, N.A. is the Master Servicer, to the Master Servicer, a report (in form and substance reasonably satisfactory to the Owner Purchaser and such DepositorDepositor and if Wxxxx Fargo Bank, N.A. is the Master Servicer, to such Master Servicer) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor or if Wxxxx Fargo Bank, N.A. is the Master Servicer, to the Master Servicer, and signed by an authorized officer of the Servicer, Company and shall address each of the “Applicable Servicing Criteria” specified on Exhibit H hereto (or those Servicing Criteria specified on otherwise mutually agreed to by the Purchaser, the Company and any Person that will be responsible for signing any Sarbanes Certification with respect to a certification substantially Securitization Transaction in the form response to evolving interpretations of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementRegulation AB); (ii) deliver to the Owner Purchaser and any Depositor or if Wxxxx Fargo Bank, N.A. is the Master Servicer, to the Master Servicer, a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor or if Wxxxx Fargo Bank, N.A. is the Master Servicer, to such Master Servicer, that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, Subservicer and each Subcontractor Subcontractor, determined by the Company pursuant to Section 12.06(b4.29(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this SectionSection 6.06; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver, and cause each Subservicer and each Subcontractor described in which such certification is clause (iii) hereof to be delivered, deliver to the OwnerPurchaser, any Depositor Depositor, any Master Servicer and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification certification, signed by the appropriate officer, in the form attached hereto as Exhibit 6. I. The Servicer Company acknowledges that the parties identified in clause (a)(iviv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor or Master Servicer will request delivery of a certification under clause (a)(iviv) above, above unless a Depositor or Master Servicer is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes the Mortgage Loans. (b) . Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i6.06(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 H hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii6.06(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Company pursuant to Section 12.064.29.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Seller shall: (i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the ServicerSeller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 P hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement; (ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(b17.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner Purchaser or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification in the form attached hereto as Exhibit 6. O. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, above unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i17.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 P hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii17.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.0617.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer Company shall: (i) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser, such Master Servicer and such Depositor) regarding the ServicerCompany’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser, such Master Servicer and such Depositor and signed by an authorized officer of the ServicerCompany, and shall address each of the applicable Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this AgreementB hereto; (ii) deliver to the Owner Purchaser, any Master Servicer and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser, such Master Servicer and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Company and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company pursuant to Section 12.06(b6(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser, any Master Servicer and any Depositor an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year deliver and cause each Subservicer and Subcontractor described in which such certification is clause (iii) to be delivered, deliver provide to the OwnerPurchaser, any Master Servicer any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification signed by the appropriate officer of the Company in the form attached hereto as Exhibit 6A; provided that such certification delivered by the Company may not be filed as an exhibit to, or included in, any offering document or registration statement. The Servicer Company acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Company pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered to the Owner concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 of each calendar year, commencing in 2007, the Servicer shall: (i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s 's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 14 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement; (ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Servicer pursuant to Section 12.06(bSubsection 13.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSarbanes-Xxxxx Oxley Act of 2002) on behalf of an asset-backed issuer with respect xxxxxx xxxx xxspect to a Securitization Transaction a certification in the form attached hereto as Exhibit 611. The Servicer Each Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 13.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 14 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 13.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06Subsection 13.06.

Report on Assessment of Compliance and Attestation. (a) A. On or before March 1 31st of each calendar year, commencing in 20072011, the Servicer shall: (i) if requested by the Administrator, on behalf of the Issuer, deliver to the Owner and any Depositor Issuer a report (in form and substance reasonably satisfactory to the Owner and such DepositorIssuer) regarding the Servicer’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner and such Depositor Issuer and signed by an authorized officer of the Servicer, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto delivered Attachment C attached to the Owner concurrently with the execution of this Agreement; (ii) if requested by the Administrator, on behalf of the Issuer, deliver to the Owner Issuer and any Depositor the Administrator a report of a registered public accounting firm reasonably acceptable to the Owner and such Depositor Administrator, acting on behalf of the Issuer, that attests to, and reports on, the assessment of compliance made by the Servicer and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each SubservicerSubservicer and Subcontractor, and each Subcontractor determined by the Company pursuant to Section 12.06(b) Servicer to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Owner and any Depositor Administrator, acting on behalf of the Issuer, an assessment of compliance and accountants’ attestation as and when provided in paragraphs (ai) and (bii) of this Section; and (iv) if requested by the Owner or any Depositor Administrator, on behalf of the Issuer, not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerIssuer, any Depositor the Administrator and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) Certification on behalf of an asset-backed issuer Issuer with respect to a Securitization Transaction a certification this securitization transaction the Annual Certification in the form attached hereto as Exhibit 6. Attachment D. The Servicer acknowledges that the parties identified in clause (a)(ivA(iv) above may rely on the any certification provided by the Servicer or any Subservicer pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither The Administrator, on behalf of the Owner nor any Depositor Issuer, will not request delivery of a certification under clause items in clauses A(i), (a)(ivii), (iii) above, and (iv) above unless a the Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage the Trust Student Loans. (b) B. Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 hereto to be delivered to the Owner concurrently with Servicer, the execution of this Agreement orIssuer, in and the case of a Subservicer subsequently appointed as such, Administrator on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant to Section 12.06and the Issuer on the date of such appointment.

Report on Assessment of Compliance and Attestation. (a) On or before March 1 10th of each calendar year, commencing in 2007, the Servicer Seller shall: (i) deliver to the Owner Purchaser and any Depositor a report (in form and substance reasonably satisfactory to the Owner Purchaser and such Depositor) regarding the Servicer’s Seller's assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Owner Purchaser and such Depositor and signed by an authorized officer of the ServicerSeller, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 18 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement; (ii) deliver to the Owner Purchaser and any Depositor a report of a registered public accounting firm reasonably acceptable to the Owner Purchaser and such Depositor that attests to, and reports on, the assessment of compliance made by the Servicer Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act; (iii) cause each Subservicer, and each Subcontractor determined by the Company Seller pursuant to Section 12.06(bSubsection 34.06(b) to be “"participating in the servicing function” " within the meaning of Item 1122 of Regulation AB, to deliver to the Owner Purchaser and any Depositor an assessment of compliance and accountants’ ' attestation as and when provided in paragraphs (a) and (b) of this Section; and (iv) if requested by the Owner or any Depositor not later than February 1 of the calendar year in which such certification is to be delivered, deliver to the OwnerPurchaser, any Depositor and any other Person that will be responsible for signing the certification (a “"Sarbanes Certification”") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the XxxxxxxxSarbanes-Xxxxx Oxley Act of 2002) on behalf of an asset-backed issuer with respect issuxx xxxx xxxxxxt to a Securitization Transaction a certification in the form attached hereto as Exhibit 616. The Servicer Seller acknowledges that the parties identified in clause (a)(iv) above may rely on the certification provided by the Servicer Seller pursuant to such clause in signing a Sarbanes Certification and filing such with the Commission. Neither the Owner Purchaser nor any Depositor will request delivery of a certification under clause (a)(iv) above, unless a Depositor is required under the Exchange Act to file an annual report on Form 10-K with respect to an issuing entity whose asset pool includes Mortgage Loans. (b) Each assessment of compliance provided by a Subservicer pursuant to Section 12.05(a)(iSubsection 34.05(a)(i) shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 7 18 hereto delivered to the Owner Purchaser concurrently with the execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on or prior to the date of such appointment. An assessment of compliance provided by a Subcontractor pursuant to Section 12.05(a)(iiiSubsection 34.05(a)(iii) need not address any elements of the Servicing Criteria other than those specified by the Servicer Seller pursuant to Section 12.06Subsection 34.06.