Common use of Reports and Statements Clause in Contracts

Reports and Statements. (a) On each Determination Date, the Servicer shall deliver to the Trustee, the Paying Agent, each Rating Agency and Collateral Interest Holder, a certificate substantially in the form of EXHIBIT B prepared by the Servicer. (b) On each Distribution Date, the Paying Agent, on behalf of the Trustee, shall forward to each Class A Certificateholder, each Class B Certificateholder and the Collateral Interest Holder a statement substantially in the form of EXHIBIT C prepared by the Servicer. (c) Not later than each Determination Date, the Servicer shall deliver to the Trustee, the Paying Agent and each Rating Agency (i) statements substantially in the form of EXHIBIT C prepared by the Servicer and (ii) a certificate of a Servicing Officer substantially in the form of EXHIBIT D. (d) On or before January 31 of each calendar year, beginning with calendar year 2001, the Paying Agent, on behalf of the Trustee, shall furnish or cause to be furnished to each Person who at any time during the preceding calendar year was a Series 2001-1 Certificateholder, a statement prepared by the Servicer containing the information which is required to be contained in the statement to Series 2001-1 Certificateholders and the Collateral Interest Holder, as set forth in paragraph (a) or (b) above, as applicable, aggregated for such calendar year or the applicable portion thereof during which such Person was a Series 2001-1 Certificateholder or the Collateral Interest Holder, together with other information as is required to be provided by an issuer of indebtedness under the Internal Revenue Code. Such obligation of the Servicer shall be deemed to have been satisfied to the extent that substantially comparable information shall be provided by the Paying Agent pursuant to any requirements of the Internal Revenue Code as from time to time in effect. 34 39

Reports and Statements. (a) On each Determination Date, the Servicer shall deliver to the Trustee, the Paying Agent, each Rating Agency and Collateral Interest Holder, a certificate substantially in the form of EXHIBIT B prepared by the Servicer. (b) On each Distribution Date, the Paying Agent, on behalf of the Trustee, shall forward to each Class A Certificateholder, each Class B Certificateholder and the Collateral Interest Holder a statement substantially in the form of EXHIBIT C prepared by the Servicer. (c) Not later than each Determination Date, the Servicer shall deliver to the Trustee, the Paying Agent and each Rating Agency (i) statements substantially in the form of EXHIBIT C prepared by the Servicer and (ii) a certificate of a Servicing Officer substantially in the form of EXHIBIT D. (d) On or before January 31 of each calendar year, beginning with calendar year 2001, the Paying Agent, on behalf of the Trustee, shall furnish or cause to be furnished to each Person who at any time during the preceding calendar year was a Series 20012000-1 Certificateholder, a statement prepared by the Servicer containing the information which is required to be contained in the statement to Series 20012000-1 Certificateholders and the Collateral Interest Holder, as set forth in paragraph (a) or (b) above, as applicable, aggregated for such calendar year or the applicable portion thereof during which such Person was a Series 20012000-1 Certificateholder or the Collateral Interest Holder, together with other information as is required to be provided by an issuer of indebtedness under the Internal Revenue Code. Such obligation of the Servicer shall be deemed to have been satisfied to the extent that substantially comparable information shall be provided by the Paying Agent pursuant to any requirements of the Internal Revenue Code as from time to time in effect. 34 39comparable

Reports and Statements. to Series 2000-5 --------------------------------------- Certificateholders. ------------------ (a) On each Determination Date, the Servicer shall deliver to the Trustee, the Paying Agent, each Rating Agency and Collateral Interest Holder, a certificate substantially in the form of EXHIBIT B prepared by the Servicer. (b) On each Distribution Date, the Paying Agent, on behalf of the Trustee, shall forward make available for inspection upon request to each Class A Certificateholder, each Class B Certificateholder and Series 2000-5 Holder free of charge at the Collateral Interest Holder office of such Paying Agent a statement substantially in the form of EXHIBIT Exhibit C prepared by the ServicerServicer for a period of six months commencing on such Distribution Date. (cb) Not later than each Determination Date, the Servicer shall deliver to the Trustee, the Paying Agent and each Rating Agency (i) statements a statement substantially in the form of EXHIBIT C Exhibit B prepared by the Servicer and (ii) a certificate of a Servicing Officer substantially in the form of EXHIBIT D.Exhibit C. (dc) On or before January 31 of each calendar year, beginning with the calendar year 2001next succeeding the Closing Date, the Paying Agent, on behalf of the Trustee, shall furnish or cause to be furnished make available for inspection upon request to each Person who at any time during the preceding calendar year was a Series 20012000-1 Certificateholder5 Holder free of charge at the office of such Paying Agents, a statement prepared by the Servicer containing the information which is required to be contained in the statement to Series 20012000-1 Certificateholders and the Collateral Interest Holder5 Holders, as set forth in paragraph (a) or (b) above, as applicable, aggregated for such calendar year or the applicable portion thereof during which such Person was a Series 20012000-1 Certificateholder or the Collateral Interest 5 Holder, together with other information as is required to be provided by an issuer of indebtedness under the Internal Revenue CodeCode for a period of eighteen months commencing on February 1 of such calendar year. Such obligation of the Servicer shall be deemed to have been satisfied to the extent that substantially comparable information shall be provided made available for inspection by the Paying Agent pursuant to any requirements of the Internal Revenue Code as from time to time in effect. 34 39.

Reports and Statements. (a) On each Determination Date, the Servicer shall deliver to the Trustee, the Paying Agent, each Rating Agency and Collateral Interest Holder, a certificate substantially in the form of EXHIBIT B prepared by the Servicer. (b) On each Distribution Date, the Paying Agent, on behalf of the Trustee, shall forward to each Class A Certificateholder, each Class B Certificateholder and the Collateral Interest Holder a statement substantially in the form of EXHIBIT C prepared by the Servicer. (c) Not later than each Determination Date, the Servicer shall deliver to the Trustee, the Paying Agent and each Rating Agency (i) statements substantially in the form of EXHIBIT C prepared by the Servicer and (ii) a certificate of a Servicing Officer substantially in the form of EXHIBIT D. (d) On or before January 31 of each calendar year, beginning with calendar year 2001, the Paying Agent, on behalf of the Trustee, shall furnish or cause to be furnished to each Person who at any time during the preceding calendar year was a Series 2001-1 2000-__ Certificateholder, a statement prepared by the Servicer containing the information which is required to be contained in the statement to Series 2001-1 Certificateholders and the Collateral Interest Holder2000-__ Certificateholders, as set forth in paragraph (a) or (b) above, as applicable, aggregated for such calendar year or the applicable portion thereof during which such Person was a Series 2001-1 Certificateholder or the Collateral Interest Holder2000-__ Certificateholder, together with other information as is required to be provided by an issuer of indebtedness under the Internal 34 39 Revenue Code. Such obligation of the Servicer shall be deemed to have been satisfied to the extent that substantially comparable information shall be provided by the Paying Agent pursuant to any requirements of the Internal Revenue Code as from time to time in effect. 34 39.

Reports and Statements. to Series 2002-3 --------------------------------------- Certificateholders. ------------------ (a) On each Determination Date, the Servicer shall deliver to the Trustee, the Paying Agent, each Rating Agency and Collateral Interest Holder, a certificate substantially in the form of EXHIBIT B prepared by the Servicer. (b) On each Distribution Date, the Paying Agent, on behalf of the Trustee, shall forward make available for inspection upon request to each Class A Certificateholder, each Class B Certificateholder and Series 2002-3 Holder free of charge at the Collateral Interest Holder office of such Paying Agent a statement substantially in the form of EXHIBIT Exhibit C prepared by the ServicerServicer for a period of six months commencing on such Distribution Date. (cb) Not later than each Determination Date, the Servicer shall deliver to the Trustee, the Paying Agent and each Rating Agency (i) statements a statement substantially in the form of EXHIBIT C Exhibit B prepared by the Servicer and (ii) a certificate of a Servicing Officer substantially in the form of EXHIBIT D.Exhibit C. (dc) On or before January 31 of each calendar year, beginning with the calendar year 2001next succeeding the Closing Date, the Paying Agent, on behalf of the Trustee, shall furnish or cause to be furnished make available for inspection upon request to each Person who at any time during the preceding calendar year was a Series 20012002-1 Certificateholder3 Holder free of charge at the office of such Paying Agents, a statement prepared by the Servicer containing the information which is required to be contained in the statement to Series 20012002-1 Certificateholders and the Collateral Interest Holder3 Holders, as set forth in paragraph (a) or (b) above, as applicable, aggregated for such calendar year or the applicable portion thereof during which such Person was a Series 20012002-1 Certificateholder or the Collateral Interest 3 Holder, together with other information as is required to be provided by an issuer of indebtedness under the Internal Revenue CodeCode for a period of eighteen months commencing on February 1 of such calendar year. Such obligation of the Servicer shall be deemed to have been satisfied to the extent that substantially comparable information shall be provided made available for inspection by the Paying Agent pursuant to any requirements of the Internal Revenue Code as from time to time in effect. 34 39.

Reports and Statements. to Series 2002-2 --------------------------------------- Certificateholders. ------------------ (a) On each Determination Date, the Servicer shall deliver to the Trustee, the Paying Agent, each Rating Agency and Collateral Interest Holder, a certificate substantially in the form of EXHIBIT B prepared by the Servicer. (b) On each Distribution Date, the Paying Agent, on behalf of the Trustee, shall forward make available for inspection upon request to each Class A Certificateholder, each Class B Certificateholder and Series 2002-2 Holder free of charge at the Collateral Interest Holder office of such Paying Agent a statement substantially in the form of EXHIBIT Exhibit C prepared by the ServicerServicer for a period of six months commencing on such Distribution Date. (cb) Not later than each Determination Date, the Servicer shall deliver to the Trustee, the Paying Agent and each Rating Agency (i) statements a statement substantially in the form of EXHIBIT C Exhibit B prepared by the Servicer and (ii) a certificate of a Servicing Officer substantially in the form of EXHIBIT D.Exhibit C. (dc) On or before January 31 of each calendar year, beginning with the calendar year 2001next succeeding the Closing Date, the Paying Agent, on behalf of the Trustee, shall furnish or cause to be furnished make available for inspection upon request to each Person who at any time during the preceding calendar year was a Series 20012002-1 Certificateholder2 Holder free of charge at the office of such Paying Agents, a statement prepared by the Servicer containing the information which is required to be contained in the statement to Series 20012002-1 Certificateholders and the Collateral Interest Holder2 Holders, as set forth in paragraph (a) or (b) above, as applicable, aggregated for such calendar year or the applicable portion thereof during which such Person was a Series 20012002-1 Certificateholder or the Collateral Interest 2 Holder, together with other information as is required to be provided by an issuer of indebtedness under the Internal Revenue CodeCode for a period of eighteen months commencing on February 1 of such calendar year. Such obligation of the Servicer shall be deemed to have been satisfied to the extent that substantially comparable information shall be provided made available for inspection by the Paying Agent pursuant to any requirements of the Internal Revenue Code as from time to time in effect. 34 39.

Reports and Statements. (a) On each Determination Date, the Servicer shall deliver to the Trustee, the Paying Agent, each Rating Agency and Collateral Interest Holder, a certificate substantially in the form of EXHIBIT B prepared by the Servicer. (b) On each Distribution Date, the Paying Agent, on behalf of the Trustee, shall forward to each Class A Certificateholder, each Class B Certificateholder and the Collateral Interest Holder a statement substantially in the form of EXHIBIT C prepared by the Servicer. (c) Not later than each Determination Date, the Servicer shall deliver to the Trustee, the Paying Agent and each Rating Agency (i) statements substantially in the form of EXHIBIT C prepared by the Servicer and (ii) a certificate of a Servicing Officer substantially in the form of EXHIBIT D. (d) On or before January 31 of each calendar year, beginning with calendar year 20012002, the Paying Agent, on behalf of the Trustee, shall furnish or cause to be furnished to each Person who at any time during the preceding calendar year was a Series 20012002-1 Certificateholder, a statement prepared by the Servicer containing the information which is required to be contained in the statement to Series 20012002-1 Certificateholders and the Collateral Interest Holder, as set forth in paragraph (a) or (b) above, as applicable, aggregated for such calendar year or the applicable portion thereof during which such Person was a Series 20012002-1 Certificateholder or the Collateral Interest Holder, together with other information as is required to be provided by an issuer of indebtedness under the Internal Revenue Code. Such obligation of the Servicer shall be deemed to have been satisfied to the extent that substantially comparable information shall be provided by the Paying Agent pursuant to any requirements of the Internal Revenue Code as from time to time in effect. 34 39.

Reports and Statements. (a) On Within thirty (30) days following the close of each Determination DateQuarterly Period throughout the License Term, and concurrently with the remittance of the payments required pursuant to this Agreement, OFI shall submit to BMC a written report (with copies to BMC’s designee, if any) (the “Quarterly Report” annexed hereto as Exhibit F, relating to and including a calculation of the Net Sales made by OFI during said Quarterly Period, which shall include a breakdown of gross sales, cash discounts, returns, promotional discounts and allowances, and all other deductions made in determining Net Sales and a statement as to the calculation of the payments made. In connection with the end of a Contract Year, the Servicer shall deliver OFI Quarterly Report will include a full year recap by the designated categories set forth above. A responsible financial or accounting officer of OFI or the applicable OFI Affiliate must certify that such payment is calculated according to the Trusteeterms of this Agreement and the accuracy of the information contained in each such Quarterly Report. In addition, within sixty (60) days after the Paying Agentend of each Contract Year during the License Term, OFI shall cause to be delivered to BMC a Procedures Letter that is acceptable to BMC with respect to each Rating Agency and Collateral Interest Holderof the Quarterly Periods during such Contract Year, a certificate substantially indicating the dollar amounts set forth in the form Quarterly Reports agree to OFI’s accounting records, and that is certified by OFI’s independent accountants who perform the regular annual review of EXHIBIT B prepared its financial statements, and who must be acceptable to BMC (such approval not to be unreasonably withheld). The fees and expenses of such independent accountants shall be borne by OFI. If any payment due pursuant to this Agreement is received without a report, or with an incorrect or incomplete report, such payment may be accepted without prejudice to any of the Servicerrights and privileges hereunder. (b) On each Distribution DateIn connection with the end of any given Contract Year, if BMC and OFI are unable to resolve any objections to the financial statement within six months of the receipt by BMC of the Final Quarterly Report, the Paying Agentdispute shall be referred to a mutually agreed to accounting firm (the “Selected Accountants”). The Selected Accountants shall be retained on the basis that they shall act as arbitrators and not as auditors and, on behalf in such capacity, they will not be permitted to conduct an independent review or audit but will make their determination as to each of the Trustee, shall forward items in dispute based solely on the positions taken by BMC and OFI. The Selected Accountants will promptly make a determination as to each Class A Certificateholderof the items in dispute based on the positions taken by OFI and BMC and not by independent review, which determination shall be final, binding and conclusive upon each Class B Certificateholder of the parties hereto. OFI and the Collateral Interest Holder a statement substantially BMC shall cooperate with each other and with each other’s authorized representatives in order to resolve any and all matters in dispute under this Section as soon as practicable and in the form event OFI owes BMC any additional Earned Royalty as a result of EXHIBIT C prepared by such determination, then OFI shall bear the Servicer. (c) Not later than each Determination Date, the Servicer shall deliver to the Trustee, the Paying Agent fees and each Rating Agency (i) statements substantially in the form of EXHIBIT C prepared by the Servicer and (ii) a certificate of a Servicing Officer substantially in the form of EXHIBIT D. (d) On or before January 31 of each calendar year, beginning with calendar year 2001, the Paying Agent, on behalf expenses of the Trustee, Selected Accountants. OFI shall furnish or cause make any further payments to be furnished BMC required in order to each Person who at any time during comply with the preceding calendar year was a Series 2001-1 Certificateholder, a statement prepared by the Servicer containing the information which is required to be contained in the statement to Series 2001-1 Certificateholders and the Collateral Interest Holder, as set forth in paragraph (a) or (b) above, as applicable, aggregated for such calendar year or the applicable portion thereof during which such Person was a Series 2001-1 Certificateholder or the Collateral Interest Holder, together with other information as is required to be provided by an issuer of indebtedness under the Internal Revenue Code. Such obligation decision of the Servicer shall be deemed to have been satisfied to the extent that substantially comparable information shall be provided designated accounting firm by the Paying Agent pursuant to any requirements check or wire transfer of the Internal Revenue Code as from time to time in effect. 34 39immediately payable funds within five (5) days after such decision is rendered.